Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), a Revolving Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Bank) to the Issuing Bank and the Administrative Agent (reasonably in advance of the requested date of issuance, amendment, renewal or extension, but in any event no less than three Business Days or such shorter period as may be agreed by the Administrative Agent and the Issuing Bank) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount of such Letter of Credit, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the Issuing Bank, such Revolving Borrower also shall submit a letter of credit application on the Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit such Revolving Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the LC Exposure shall not exceed the Dollar Equivalent of $50,000,000, (ii) the Revolving Credit Exposure of any Lender shall not exceed its Revolving Commitment and (iii) the sum of the total Revolving Credit Exposures shall not exceed the total Revolving Commitments.
Appears in 3 contracts
Sources: Revolving Credit and Term Loan Agreement (Cooper Companies, Inc.), Revolving Credit and Term Loan Agreement (Cooper Companies, Inc.), Revolving Credit and Term Loan Agreement (Cooper Companies Inc)
Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), a Revolving Borrower the Company shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the relevant Issuing Bank) to the relevant Issuing Bank and the Administrative Agent (reasonably in advance of the requested date of issuance, amendment, renewal or extension, but in any event no less than three (3) Business Days or such shorter period as may be agreed by the Administrative Agent and the Issuing BankDays) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount of such Letter of Credit, the Agreed Currency applicable thereto, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the an Issuing Bank, such Revolving Borrower the Company also shall submit a letter of credit application on the such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit such Revolving Borrower the Company shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) subject to Sections 2.04 and 2.11(b), the Dollar Amount of the LC Exposure shall not exceed the Dollar Equivalent of $50,000,00025,000,000, (ii) subject to Sections 2.04 and 2.11(b), the Revolving sum of (x) the aggregate undrawn amount of all outstanding Letters of Credit Exposure issued by any Issuing Bank at such time plus (y) the aggregate amount of any Lender all LC Disbursements made by such Issuing Bank that have not yet been reimbursed by or on behalf of the Company at such time shall not exceed its Revolving Commitment and such Issuing Bank’s Letter of Credit Commitment, (iii) subject to Sections 2.04 and 2.11(b), the sum Dollar Amount of the total Multicurrency Tranche Revolving Credit Exposures shall not exceed the aggregate Multicurrency Tranche Commitments, (iv) the total Dollar Tranche Revolving Credit Exposures shall not exceed the aggregate Dollar Tranche Commitments, (v) subject to Sections 2.04 and 2.11(b), the Dollar Amount of the Total Revolving Credit Exposures shall not exceed the aggregate Revolving Commitments, (vi) subject to Sections 2.04 and 2.11(b), the Dollar Amount of each Lender’s Revolving Credit Exposure shall not exceed such Lender’s Revolving Commitment and (vii) subject to Sections 2.04 and 2.11(b), the Dollar Amount of the total outstanding Revolving Loans and LC Exposure, in each case denominated in Foreign Currencies, shall not exceed the Foreign Currency Sublimit. The Company may, at any time and from time to time, reduce the Letter of Credit Commitment of any Issuing Bank with the consent of such Issuing Bank; provided that the Company shall not reduce the Letter of Credit Commitment of any Issuing Bank if, after giving effect of such reduction, the conditions set forth in the immediately preceding clauses (i) through (vii) shall not be satisfied.
Appears in 3 contracts
Sources: Credit Agreement (Cimpress N.V.), Credit Agreement (Cimpress N.V.), Credit Agreement (Cimpress N.V.)
Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), a Revolving the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the respective Issuing BankBank(s)) to the one or more Issuing Bank Bank(s) selected by it and to the Administrative Agent (reasonably at least 2 Business Days (or such shorter period of time as such Issuing Bank may agree in its discretion) in advance of the requested date of issuance, amendment, renewal or extension, but in any event no less than three Business Days or such shorter period as may be agreed by the Administrative Agent and the Issuing Bank) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day)extension, the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this SectionSection 2.04), the amount of such Letter of Credit, the identity of the Borrower or Restricted Subsidiary for whose account such Letter of Credit is to be issued, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the respective Issuing BankBank(s), such Revolving the Borrower also shall submit a letter of credit application on the Issuing Bank’s standard form of such Issuing Bank(s) in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit such Revolving the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the aggregate LC Exposure of all of the Issuing Banks (determined for these purposes without giving effect to the participations therein of the Revolving Credit Lenders pursuant to paragraph (d) of this Section 2.04) shall not exceed at any time the Dollar Equivalent sum of (A) $50,000,000500,000,000, plus (B) the amount of any increases in “Maximum LC Exposure” pursuant to a designation or increase as provided in the second and third succeeding sentences below, (ii) the Revolving Credit Exposure of any Lender shall not exceed its Revolving Commitment and (iii) the sum of the total Revolving Credit Exposures Exposure shall not exceed the total Revolving CommitmentsCredit Commitments and (iii) the aggregate LC Exposure of each Issuing Bank (so determined) shall not exceed the amount that such Issuing Bank has agreed shall be its “Maximum LC Exposure” (except as otherwise agreed by such Issuing Bank in its sole discretion); provided that (x) ▇▇▇▇▇▇▇ ▇▇▇▇▇ Bank USA shall not be required to issue any commercial Letters of Credit and (y) no Issuing Bank shall be required to issue, amend, renew or extend any Letter of Credit to the extent that such issuance, amendment, renewal or extension would violate any policy of such Issuing Bank in respect thereof, and for the avoidance of doubt, the DB Letter of Credit shall be permitted to be outstanding hereunder notwithstanding this clause (iii). Any Issuing Bank listed in the table below hereby agrees that its “Maximum LC Exposure” shall be the amount set forth opposite the name of such Issuing Bank in such table: JPMorgan Chase Bank, N.A. $ 125,000,000 Citibank, N.A. $ 125,000,000 Mizuho Bank, Ltd. $ 125,000,000 ▇▇▇▇▇▇▇ ▇▇▇▇▇ Bank USA $ 125,000,000 The “Maximum LC Exposure” of any Issuing Bank that becomes such after the date hereof pursuant to a designation by the Borrower as contemplated in the definition of “Issuing Banks” shall be the amount specified in the written instrument contemplated by said definition. The “Maximum LC Exposure” of any Issuing Bank may be increased at any time pursuant to a written instrument executed and delivered between the Borrower, such Issuing Bank and the Administrative Agent. In no event shall any Revolving Credit Lender be obligated to increase its Maximum LC Exposure upon an increase of Revolving Credit Commitments pursuant to Section 2.08(d). For the avoidance of doubt, concurrently with any reduction of the Revolving Credit Commitments pursuant to Section 2.10, the “Maximum LC Exposure” of each Issuing Bank shall not exceed such Issuing Bank’s Revolving Credit Commitment.
Appears in 3 contracts
Sources: Amendment (SPRINT Corp), Incremental Facility Amendment (SPRINT Corp), Credit Agreement (SPRINT Corp)
Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), a Revolving the Requesting Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the such Issuing Bank) to the any Issuing Bank and the Administrative Agent (reasonably at least five Business Days in advance of the requested date of issuance, amendment, renewal or extension, but in any event no less than three Business Days extension (or such shorter period as may be agreed by the Administrative Agent and the is acceptable to such Issuing Bank)) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this SectionSection 2.5), the stated amount and currency of such Letter of Credit, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit; provided that the initial stated amount of each Letter of Credit shall not be less than $100,000 or such lesser amount as is acceptable to the respective Issuing Bank. If requested by the applicable Issuing Bank, such Revolving the Requesting Borrower also shall submit a letter of credit application on the such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit such Revolving the applicable Requesting Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the aggregate LC Exposure shall not exceed $125,000,000 (the Dollar Equivalent of $50,000,000“LC Sublimit”), (ii) the Revolving Credit Exposure of any Lender shall not exceed its Revolving Commitment and (iii) the sum of the total Revolving Credit Exposures shall not exceed the total Commitments, (iii) the Revolving CommitmentsCredit Exposure of any Lender shall not exceed such Lender’s Commitment, (iv) the face amount of outstanding Letters of Credit issued by any Issuing Bank shall not exceed such Issuing Bank’s Applicable LC Fronting Sublimit and (v) following the effectiveness of any Maturity Date Extension Request, the LC Exposure in respect of all Letters of Credit having an expiration date after the second Business Day prior to the Existing Maturity Date shall not exceed the total Commitments of the Consenting Lenders extended pursuant to Section 2.21; provided that an Issuing Bank shall not issue, amend, renew or extend any Letter of Credit (other than automatic renewals thereof pursuant to customary evergreen provisions or amendments that do not effect an extension, or increase the stated face amount, of such Letter of Credit) if it shall have been notified by the Administrative Agent at the written request of the Required Lenders that a Default or an Event of Default has occurred and is continuing and that, as a result, no further Letters of Credit shall be issued by it (a “Letter of Credit Suspension Notice”); provided that the applicable Issuing Bank shall have received such Letter of Credit Suspension Notice within a sufficient amount of time to process internally the instructions therein contained.
Appears in 3 contracts
Sources: Revolving Credit Agreement (CF Industries Holdings, Inc.), Revolving Credit Agreement (CF Industries Holdings, Inc.), Revolving Credit Agreement (CF Industries Holdings, Inc.)
Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit by any Issuing Bank (or the amendment, renewal or extension of an outstanding Letter of CreditCredit issued by any Issuing Bank), a Revolving the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Bank) facsimile or e-mail to the such Issuing Bank and the Administrative Agent not later than 12:00 p.m., Eastern time, (reasonably in advance i) three (3) Business Days before the proposed date such Letter of Credit is to be issued (or such shorter time as such Issuing Bank may agree) and (ii) one (1) Business Day before the requested proposed date of issuance, any amendment, renewal or extension, but in any event no less than three Business Days extension of a Letter of Credit (or such shorter period time as such Issuing Bank may be agreed by the Administrative Agent and the Issuing Bank) agree), a notice Letter of Credit Request requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying specifying:
(i) which Issuing Bank is being requested to issue such Letter of Credit and the date of issuance, amendment, renewal or extension (which shall be a Business Day), ,
(ii) the date on which such Letter of Credit is to expire (which shall comply with paragraph (ca) of this SectionSection 2.07), ,
(iii) the amount of such Letter of Credit, ,
(iv) the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit, and
(v) the current Total Revolving Credit Exposures (without regard to the requested Letter of Credit or the requested amendment, renewal or extension of an outstanding Letter of Credit) and the pro forma Total Revolving Credit Exposures (giving effect to the requested Letter of Credit or the requested amendment, renewal or extension of an outstanding Letter of Credit). If requested by the any Issuing Bank, such Revolving the Borrower also shall submit a letter of credit application on the such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended by an Issuing Bank only if (and upon with respect to each notice provided by the Borrower above and any issuance, amendment, renewal or extension of each Letter of Credit such Revolving Credit, the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (iA) the portion of the LC Exposure attributable to Letters of Credit issued by such Issuing Bank will not, unless such Issuing Bank shall so agree in its sole discretion, exceed the LC Issuance Limit of such Issuing Bank, (B) the LC Exposure shall will not exceed $500,000,000 and (C) the Total Revolving Credit Exposure will not exceed the Dollar Equivalent Aggregate Revolving Commitments. No letter of $50,000,000credit issued by any Issuing Bank (if such Issuing Bank is not the Administrative Agent) shall be deemed to be a “Letter of Credit” issued under this Agreement unless such Issuing Bank has requested and received written confirmation from the Administrative Agent that the representations by the Borrower contained in the foregoing clauses (B) and (C) are true and correct. No Issuing Bank will be required to: (A) issue any Letter of Credit if (1) any order, judgment or decree of any Governmental Authority or arbitrator shall by its terms purport to enjoin or restrain such Issuing Bank from issuing such Letter of Credit, or any law applicable to such Issuing Bank or any request or directive (whether or not having the force of law) from any Governmental Authority with jurisdiction over such Issuing Bank shall prohibit, or request that such Issuing Bank refrain from, the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon the Issuing Bank with respect to such Letter of Credit any restriction, reserve or capital requirement (for which such Issuing Bank is not otherwise compensated hereunder) not in effect on the Effective Date, or shall impose upon such Issuing Bank any unreimbursed loss, cost or expense that was not applicable on the Effective Date and that such Issuing Bank in good ▇▇▇▇▇ ▇▇▇▇▇ material to it, (ii2) the Revolving issuance of such Letter of Credit Exposure would violate one or more policies of such Issuing Bank applicable to letters of credit generally or (3) such Letter of Credit contains any Lender shall not exceed its Revolving Commitment and (iii) the sum provisions for automatic reinstatement of the total Revolving stated amount after any drawing thereunder; or (B) amend or extend any Letter of Credit Exposures shall if such Issuing Bank would not exceed be required at such time to issue the total Revolving CommitmentsLetter of Credit in its amended form under the terms hereof or if the beneficiary of such Letter of Credit does not accept the proposed amendment thereto.
Appears in 2 contracts
Sources: Credit Agreement (Exterran Corp), Credit Agreement (Exterran Holdings Inc.)
Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), a Revolving the Borrower shall hand deliver or telecopy fax (or transmit by electronic communicationthrough Electronic System, if arrangements for doing so have been approved by the Issuing Bank) to the Issuing Bank and the Administrative Agent (reasonably in advance of the requested date of issuance, amendment, renewal or extension, but in any event no less than three Business Days or such shorter period as may be agreed by the Administrative Agent and the Issuing BankDays) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount of such Letter of Credit, the name and address of the beneficiary thereof thereof, and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by In addition, as a condition to any such Letter of Credit issuance, the Issuing Bank, such Revolving Borrower also shall have entered into a continuing agreement (or other letter of credit agreement) for the issuance of letters of credit and/or shall submit a letter of credit application on application, in each case, as required by the Issuing Bank and using such Issuing Bank’s standard form in connection with any request for (each, a “Letter of CreditCredit Agreement”). A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit such Revolving the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the aggregate LC Exposure shall not exceed the Dollar Equivalent of $50,000,000500,000, (ii) the no Revolving Credit Lender’s Revolving Exposure of any Lender shall not exceed its Revolving Commitment and (iii) the sum of the total Aggregate Revolving Credit Exposures Exposure shall not exceed the total aggregate Revolving Commitments. Notwithstanding the foregoing or anything to the contrary contained herein, no Issuing Bank shall be obligated to issue or modify any Letter of Credit if, immediately after giving effect thereto, the outstanding LC Exposure in respect of all Letters of Credit issued by such Person and its Affiliates would exceed such Issuing Bank’s Issuing Bank Sublimit. Without limiting the foregoing and without affecting the limitations contained herein, it is understood and agreed that the Borrower may from time to time request that an Issuing Bank issue Letters of Credit in excess of its individual Issuing Bank Sublimit in effect at the time of such request, and each Issuing Bank agrees to consider any such request in good faith. Any Letter of Credit so issued by an Issuing Bank in excess of its individual Issuing Bank Sublimit then in effect shall nonetheless constitute a Letter of Credit for all purposes of the Credit Agreement, and shall not affect the Issuing Bank Sublimit of any other Issuing Bank, subject to the limitations on the aggregate LC Exposure set forth in clause (i) of this Section 2.06(b).
Appears in 2 contracts
Sources: Credit Agreement (Globalscape Inc), Credit Agreement (Globalscape Inc)
Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), a Revolving the Borrower Representative shall deliver by hand deliver or telecopy facsimile (or transmit by electronic communicationthrough Electronic System, if arrangements for doing so have been approved by the Issuing Bank) to the Issuing Bank and the Administrative Agent (reasonably in advance of the of, but in any event no less than three (3) Business Days prior to requested date of issuance, amendment, renewal or extension, but in any event no less than three Business Days or such shorter period as may be agreed by the Administrative Agent and the Issuing Bank) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount of such Letter of Credit, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by In addition, as a condition to any such Letter of Credit issuance, the Issuing Bank, such Revolving applicable Borrower also shall have entered into a continuing agreement (or other letter of credit agreement) for the issuance of letters of credit and/or shall submit a letter of credit application on in each case, as required by the Issuing BankBank and using such bank’s standard form in connection with any request for (each, a “Letter of CreditCredit Agreement”). A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit such Revolving Borrower the Borrowers shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the aggregate LC Exposure shall not exceed the Dollar Equivalent of $50,000,00010,000,000, (ii) the no Revolving Credit Lender’s Revolving Exposure of any Lender shall not exceed its Revolving Commitment and (iii) the sum of the total Aggregate Revolving Credit Exposures Exposure shall not exceed the total lesser of the Aggregate Revolving CommitmentsCommitment and the Borrowing Base.
Appears in 2 contracts
Sources: Credit Agreement (CSS Industries Inc), Credit Agreement (CSS Industries Inc)
Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), a Revolving the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Bank) to the Issuing Bank (except that the Issuing Bank in respect of Existing Letters of Credit shall not issue additional Letters of Credit and, unless agreed by it, shall not be required to amend, renew or extend an Existing Letter of Credit) and the Administrative Agent (reasonably in advance of the requested date of issuance, amendment, renewal or extension, but in any event no less than three Business Days or such shorter period as may be agreed by the Administrative Agent and the Issuing Bank) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount of such Letter of Credit, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the Issuing Bank, such Revolving the Borrower also shall submit a letter of credit application on the Issuing Bank’s 's standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit such Revolving the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension extension, (i) the LC Exposure shall not exceed the Dollar Equivalent of $50,000,000, 250,000,000 and (ii) the aggregate Revolving Credit Exposure Exposures plus the aggregate principal amount of any Lender shall not exceed its Revolving Commitment and (iii) the sum of the total Revolving Credit Exposures outstanding Competitive Loans shall not exceed the total aggregate Revolving Commitments.
Appears in 2 contracts
Sources: Credit Agreement (Usg Corp), Credit Agreement (Usg Corp)
Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal (other than an automatic renewal in accordance with paragraph (c) of this Section) or extension of an outstanding Letter of Credit), a Revolving the Borrower shall either (i) provide telephonic notice promptly followed by written notice or (ii) hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to the applicable Issuing Bank and the Administrative Agent (reasonably three Business Days in advance of the requested date of issuance, amendment, renewal or extension, but in any event no less than three Business Days or such shorter period as may be agreed by the Administrative Agent and the Issuing Bank) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount of such Letter of Credit, the relevant Approved Currency in which such Letter of Credit is to be denominated, the name and address of the beneficiary thereof and such other information as shall be necessary to prepareissue, amend, renew or extend such Letter of Credit. If requested by the applicable Issuing Bank, such Revolving the Borrower also shall submit a letter Letter of credit application on the Issuing Bank’s standard form Credit Request in connection with any request for a Letter of Credit; provided that to the extent such standard form is inconsistent with the Loan Documents, the provisions of the Loan Documents shall control. Upon satisfaction or waiver (in accordance with Section 9.08) of the conditions set forth in Section 4.01 (and in the case of any Letters of Credit to be issued on the Closing Date, Section 4.02), the Issuing Bank shall issue or extend the requested Letter of Credit in accordance with the Issuing Bank’s standard operating procedures. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit such Revolving Credit, the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the LC Revolving L/C Exposure shall not exceed $50.0 million or (ii) the Revolving Facility Credit Exposure shall not exceed the Dollar Equivalent of $50,000,000, (ii) the aggregate Revolving Credit Exposure of any Lender shall not exceed its Revolving Commitment and (iii) the sum of the total Revolving Credit Exposures shall not exceed the total Revolving Facility Commitments.
Appears in 2 contracts
Sources: Credit Agreement (Edwards Group LTD), Credit Agreement (Edwards Group LTD)
Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), a Revolving the Borrower shall hand deliver or telecopy fax (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to the applicable Issuing Bank and the Administrative Agent (reasonably to be received no later than 10:00 a.m. Pittsburgh, Pennsylvania time five (5) Business Days, or such shorter period as may be agreed to by the Issuing Bank, in advance of the requested date of issuance, amendment, renewal or extension, but in any event no less than three Business Days or such shorter period as may be agreed by the Administrative Agent and the Issuing Bank) a notice notice:
(i) requesting the issuance of a Letter of Credit, Credit or identifying the Letter of Credit to be amended, renewed or extended, and ;
(ii) specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), ;
(iii) specifying the date on which such Letter of Credit is to expire (which shall comply with paragraph Section 2.08(c));
(civ) of this Section), specifying the amount of such Letter of Credit, ;
(v) specifying the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit; and
(vi) specifying the amount of the then effective Borrowing Base and whether a Borrowing Base Deficiency exists at such time, the current total Revolving Credit Exposures (without regard to the requested Letter of Credit or the requested amendment, renewal or extension of an outstanding Letter of Credit) and the pro forma total Revolving Credit Exposures (giving effect to the requested Letter of Credit or the requested amendment, renewal or extension of an outstanding Letter of Credit). Each notice shall constitute a representation that after giving effect to the requested issuance, amendment, renewal or extension, as applicable, (i) the LC Exposure shall not exceed the LC Commitment and (ii) the total Revolving Credit Exposures shall not exceed the total Commitments (i.e. the lesser of the Aggregate Maximum Credit Amounts and the then effective Borrowing Base). If requested by the applicable Issuing Bank, such Revolving the Borrower also shall submit a letter of credit application on the Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Credit and shall guarantee the reimbursement of any Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit such Revolving Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the LC Exposure shall not exceed the Dollar Equivalent of $50,000,000, (ii) the Revolving Credit Exposure of any Lender shall not exceed its Revolving Commitment and (iii) the sum of the total Revolving Credit Exposures shall not exceed the total Revolving Commitmentsissued hereunder.
Appears in 2 contracts
Sources: Credit Agreement (Rosehill Resources Inc.), Credit Agreement (Rosehill Resources Inc.)
Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal (other than an automatic renewal in accordance with paragraph (c) of this Section) or extension of an outstanding Letter of Credit), a Revolving Borrower the Company shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Bank) to the Issuing Bank and the Administrative Agent (reasonably two (2) Business Days in advance of the requested date of issuance, amendment, renewal or extension, but in any event no less than three Business Days or such shorter period as may be agreed by the Administrative Agent and the Issuing Bank) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount of such Letter of Credit, the Agreed Currency applicable thereto, the name and address of the beneficiary thereof and such other information as shall be necessary to prepareissue, amend, renew or extend such Letter of Credit. If requested by the Issuing Bank, such Revolving Borrower the Company also shall submit a letter of credit application on the Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit such Revolving Borrower the Company shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension extension, (i) subject to Sections 2.11(b) and 2.22, the LC Dollar Amount of the Revolving L/C Exposure shall not exceed the Dollar Equivalent of $50,000,000U.S.$50.0 million, (ii) subject to Sections 2.11(b) and 2.22, the Revolving Credit Exposure of any Lender shall not exceed its Revolving Commitment and (iii) the sum Dollar Amount of the total the Revolving Facility Credit Exposures Exposure shall not exceed the total Revolving CommitmentsFacility Commitments and (iii) subject to Sections 2.11(b) and 2.22, the Dollar Amount of the total outstanding Revolving Facility Loans and Revolving L/C Exposure, in each case denominated in Foreign Currencies, shall not exceed the Foreign Currency Sublimit.
Appears in 2 contracts
Sources: Credit Agreement (Chart Industries Inc), Credit Agreement (Chart Industries Inc)
Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To In order to request the issuance of a Letter of Credit (or the amendmentto amend, renewal renew or extension of extend an outstanding existing Letter of Credit), a Revolving the requesting Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Bank) to the Issuing Bank and the Administrative Agent (reasonably in advance of the requested date of issuance, amendment, renewal or extension, but in any event no less than three Business Days or such shorter period as may be agreed by the Administrative Agent and the Issuing Bank) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day)extension, the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Sectionbelow), the amount of such Letter of Credit, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend prepare such Letter of Credit. If requested by the Issuing Bank, such Revolving Borrower also shall submit a letter of credit application on the Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended for the account of the Trustee, only if (if, and upon issuance, amendment, renewal or extension of each Letter of Credit such Revolving Borrower for the account of the Trustee, the Trustee shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (A) the sum of (i) the LC aggregate principal amount of the Loans outstanding to the Trustee and (ii) the Trustee L/C Exposure shall not exceed $70,000,000 (as such amount may be increased from time to time pursuant to Section 2.21) and (B) the Aggregate Credit Exposure shall not exceed the Dollar Equivalent Total Commitment. A Letter of $50,000,000Credit shall be issued, (ii) amended, renewed or extended for the Revolving account of El Paso only if, and upon issuance, amendment, renewal or extension of each Letter of Credit for the account of El Paso, El Paso shall be deemed to represent and warrant that, after giving effect to such issuance, amendment, renewal or extension, the Aggregate Credit Exposure of any Lender shall not exceed its Revolving Commitment and (iii) the sum of the total Revolving Credit Exposures shall not exceed the total Revolving CommitmentsTotal Commitment.
Appears in 2 contracts
Sources: Credit Agreement (El Paso Electric Co /Tx/), Credit Agreement (El Paso Electric Co /Tx/)
Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit by any Issuing Bank (or the amendment, renewal or extension of an outstanding Letter of CreditCredit issued by any Issuing Bank), a Revolving the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Bank) facsimile or e-mail to the such Issuing Bank and the Administrative Agent not later than 12:00 p.m., Eastern time, (reasonably in advance i) three (3) Business Days before the proposed date such Letter of Credit is to be issued (or such shorter time as such Issuing Bank may agree) and (ii) one (1) Business Day before the requested proposed date of issuance, any amendment, renewal or extension, but in any event no less than three Business Days extension of a Letter of Credit (or such shorter period time as such Issuing Bank may be agreed by the Administrative Agent and the Issuing Bank) agree), a notice Letter of Credit Request requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying specifying:
(i) which Issuing Bank is being requested to issue such Letter of Credit and the date of issuance, amendment, renewal or extension (which shall be a Business Day), ,
(ii) the date on which such Letter of Credit is to expire (which shall comply with paragraph (ca) of this SectionSection 2.07), ,
(iii) the amount of such Letter of Credit, ,
(iv) the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit, and
(v) the current total Revolving Credit Exposures (without regard to the requested Letter of Credit or the requested amendment, renewal or extension of an outstanding Letter of Credit) and the pro forma total Revolving Credit Exposures (giving effect to the requested Letter of Credit or the requested amendment, renewal or extension of an outstanding Letter of Credit). If requested by the any Issuing Bank, such Revolving the Borrower also shall submit a letter of credit application on the such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended by an Issuing Bank only if (and upon with respect to each notice provided by the Borrower above and any issuance, amendment, renewal or extension of each Letter of Credit such Revolving Credit, the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (iA) the portion of the LC Exposure attributable to Letters of Credit issued by such Issuing Bank will not, unless such Issuing Bank shall so agree in its sole discretion, exceed the LC Issuance Limit of such Issuing Bank, (B) the LC Exposure shall will not exceed $500,000,000 and (C) the Total Revolving Credit Exposure will not exceed the Dollar Equivalent Aggregate Commitments. No letter of $50,000,000credit issued by any Issuing Bank (if such Issuing Bank is not the Administrative Agent) shall be deemed to be a “Letter of Credit” issued under this Agreement unless such Issuing Bank has requested and received written confirmation from the Administrative Agent that the representations by the Borrower contained in the foregoing clauses (B) and (C) are true and correct. No Issuing Bank will be required to: (A) issue any Letter of Credit if (1) any order, judgment or decree of any Governmental Authority or arbitrator shall by its terms purport to enjoin or restrain such Issuing Bank from issuing such Letter of Credit, or any law applicable to such Issuing Bank or any request or directive (whether or not having the force of law) from any Governmental Authority with jurisdiction over such Issuing Bank shall prohibit, or request that such Issuing Bank refrain from, the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon the Issuing Bank with respect to such Letter of Credit any restriction, reserve or capital requirement (for which such Issuing Bank is not otherwise compensated hereunder) not in effect on the Effective Date, or shall impose upon such Issuing Bank any unreimbursed loss, cost or expense that was not applicable on the Effective Date and that such Issuing Bank in good ▇▇▇▇▇ ▇▇▇▇▇ material to it, (ii2) the Revolving issuance of such Letter of Credit Exposure would violate one or more policies of such Issuing Bank applicable to letters of credit generally or (3) such Letter of Credit contains any Lender shall not exceed its Revolving Commitment and (iii) the sum provisions for automatic reinstatement of the total Revolving stated amount after any drawing thereunder; or (B) amend or extend any Letter of Credit Exposures shall if such Issuing Bank would not exceed be required at such time to issue the total Revolving CommitmentsLetter of Credit in its amended form under the terms hereof or if the beneficiary of such Letter of Credit does not accept the proposed amendment thereto.
Appears in 2 contracts
Sources: Credit Agreement (Exterran Corp), Credit Agreement (Exterran Holdings Inc.)
Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), a Revolving the applicable Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the relevant Issuing Bank) to the relevant Issuing Bank and the Administrative Agent (reasonably (x) in advance the case of a Letter of Credit denominated in Dollars, three (3) Business Days and (y) in the case of a Letter of Credit denominated in Foreign Currencies, five (5) Business Days before the requested date of issuance, amendment, renewal or extension, but in any event no less than three Business Days or such shorter period as may be agreed by the Administrative Agent and the Issuing Bank) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount of such Letter of Credit, the Agreed Currency applicable thereto, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the an Issuing Bank, such Revolving the applicable Borrower also shall submit a letter of credit application on the such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit such Revolving the applicable Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) subject to Section 2.04, the Dollar Amount of the LC Exposure shall not exceed the Dollar Equivalent of $50,000,00075,000,000, (ii) subject to Section 2.04, with respect to any Issuing Bank, the Revolving aggregate undrawn Dollar Amount of all outstanding Letters of Credit Exposure issued by such Issuing Bank at such time plus the aggregate Dollar Amount of any Lender all LC Disbursements made by such Issuing Bank that have not yet been reimbursed by or on behalf of the Borrowers at such time shall not exceed its Revolving such Issuing Bank’s Letter of Credit Commitment (unless otherwise agreed by such Issuing Bank) and (iii) subject to Section 2.04, the sum of the Dollar Amount of the total Revolving Credit Exposures shall not exceed the total Aggregate Revolving CommitmentsCommitment. The Company may, at any time and from time to time, reduce or increase the Letter of Credit Commitment of any Issuing Bank as set forth in the definition of Letter of Credit Commitment; provided that the Company shall not reduce the Letter of Credit Commitment of any Issuing Bank if, after giving effect of such reduction, the conditions set forth in clauses (i) through (iii) above shall not be satisfied.
Appears in 2 contracts
Sources: Credit Agreement (Capri Holdings LTD), Credit Agreement (Michael Kors Holdings LTD)
Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal (other than an automatic renewal in accordance with paragraph (c) of this Section) or extension of an outstanding Letter of Credit), a Revolving Borrower the Applicant Party shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to the applicable Issuing Bank and the Administrative Agent (reasonably in advance of the requested date of issuance, amendment, renewal or extension, but in any event no less than three Business Days or such shorter period as may be agreed by the Administrative Agent and the Issuing Bank) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount of such Letter of Credit, (subject to paragraph (n) of this Section) the currency in which such Letter of Credit is to be denominated, the name and address of the beneficiary thereof and such other information as shall be necessary to prepareissue, amend, renew or extend such Letter of 101 Credit. If requested by the applicable Issuing Bank, such Revolving Borrower the Applicant Party also shall submit a letter of credit application on the such Issuing Bank’s 's standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit such Revolving Borrower the Applicant Party shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the LC Revolving L/C Exposure shall not exceed $175,000,000 and (ii) the U.S. Revolving Facility Credit Exposure shall not exceed the Dollar Equivalent of $50,000,000, (ii) the total U.S. Revolving Credit Exposure of any Lender shall not exceed its Revolving Commitment and (iii) the sum of the total Revolving Credit Exposures shall not exceed the total Revolving Facility Commitments.
Appears in 2 contracts
Sources: Credit Agreement (TRW Automotive Inc), Credit Agreement (TRW Automotive Inc)
Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), a Revolving the Requesting Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the such Issuing Bank) to the any Issuing Bank and the Administrative Agent (reasonably at least five Business Days in advance of the requested date of issuance, amendment, renewal or extension, but in any event no less than three Business Days extension (or such shorter period as may be agreed by the Administrative Agent and the is acceptable to such Issuing Bank)) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this SectionSection 2.5), the stated amount and currency of such Letter of Credit, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit; provided that the initial stated amount of each Letter of Credit shall not be less than $100,000 or such lesser amount as is acceptable to the respective Issuing Bank. If requested by the applicable Issuing Bank, such Revolving the Requesting Borrower also shall submit a letter of credit application on the such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit such Revolving the applicable Requesting Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the aggregate LC Exposure shall not exceed $125,000,000 (the Dollar Equivalent of $50,000,000“LC Sublimit”), (ii) the Revolving Credit Exposure of any Lender shall not exceed its Revolving Commitment and (iii) the sum of the total Multicurrency Revolving Credit Exposures shall not exceed the total Multicurrency Revolving Commitments, (iii) the Multicurrency Revolving Credit Exposure of any Multicurrency Revolving Lender shall not exceed such Multicurrency Revolving Lender’s Commitment, (iv) the face amount of outstanding Letters of Credit issued by any Issuing Bank shall not exceed such Issuing Bank’s Applicable LC Fronting Sublimit and (v) following the effectiveness of any Maturity Date Extension Request, the LC Exposure in respect of all Letters of Credit having an expiration date after the second Business Day prior to the Existing Maturity Date shall not exceed the total Multicurrency Revolving Commitments of the Consenting Lenders extended pursuant to Section 2.21; provided that an Issuing Bank shall not issue, amend, renew or extend any Letter of Credit (other than automatic renewals thereof pursuant to customary evergreen provisions or amendments that do not effect an extension, or increase the stated aggregate face amount, of such Letter of Credit) if it shall have been notified by the Administrative Agent at the written request of the Required Class Lenders with respect to the Multicurrency Revolving Facility that a Default or an Event of Default has occurred and is continuing and that, as a result, no further Letters of Credit shall be issued by it (a “Letter of Credit Suspension Notice”); provided that the applicable Issuing Bank shall have received such Letter of Credit Suspension Notice within a sufficient amount of time to process internally the instructions therein contained.
Appears in 2 contracts
Sources: Revolving Credit Agreement (CF Industries Holdings, Inc.), Revolving Credit Agreement (CF Industries Holdings, Inc.)
Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), a Revolving the Borrower Representative shall hand deliver or telecopy fax (or transmit by electronic communicationthrough Electronic System, if arrangements for doing so have been approved by the Issuing Bank) to the Issuing Bank and the Administrative Agent (reasonably in advance of the requested date of issuance, amendment, renewal or extension, but in any event no less than three Business Days or such shorter period as may be agreed by the Administrative Agent and the Issuing BankDays) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount of such Letter of Credit, the name and address of the beneficiary thereof thereof, and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by In addition, as a condition to any such Letter of Credit issuance, the Issuing Bank, such Revolving applicable Borrower also shall have entered into a continuing agreement (or other letter of credit agreement) for the issuance of letters of credit and/or shall submit a letter of credit application on application, in each case, as required by the Issuing Bank and using such Issuing Bank’s standard form in connection with any request for (each, a “Letter of CreditCredit Agreement”). A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit such Revolving Borrower the Borrowers shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the aggregate LC Exposure shall not exceed the Dollar Equivalent of $50,000,0005,000,000, (ii) the no Revolving Credit Lender’s Revolving Exposure of any Lender shall not exceed its Revolving Commitment and (iii) the sum of the total Aggregate Revolving Credit Exposures Exposure shall not exceed the total lesser of the aggregate Revolving CommitmentsCommitments and the Borrowing Base. Notwithstanding the foregoing or anything to the contrary contained herein, no Issuing Bank shall be obligated to issue or modify any Letter of Credit if, immediately after giving effect thereto, the outstanding LC Exposure in respect of all Letters of Credit issued by such Person and its Affiliates would exceed such Issuing Bank’s Issuing Bank Sublimit. Without limiting the foregoing and without affecting the limitations contained herein, it is understood and agreed that the Borrower Representative may from time to time request that an Issuing Bank issue Letters of Credit in excess of its individual Issuing Bank Sublimit in effect at the time of such request, and each Issuing Bank agrees to consider any such request in good faith. Any Letter of Credit so issued by an Issuing Bank in excess of its individual Issuing Bank Sublimit then in effect shall nonetheless constitute a Letter of Credit for all purposes of the Credit Agreement, and shall not affect the Issuing Bank Sublimit of any other Issuing Bank, subject to the limitations on the aggregate LC Exposure set forth in clause (i) of this Section 2.06(b).
Appears in 2 contracts
Sources: Credit Agreement (Escalade Inc), Credit Agreement (Escalade Inc)
Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), a Revolving the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Bank) to the applicable Issuing Bank and the Administrative Agent (reasonably in advance of the requested date of issuance, amendment, renewal or extension, but in any event no less than three Business Days or such shorter period as may be agreed by the Administrative Agent and the Issuing Bank) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the currency and amount of such Letter of Credit, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the Issuing Bank, such Revolving Borrower also shall submit a letter of credit application on the Issuing Bank’s standard form in In connection with any request for a Letter of CreditCredit and if requested by the applicable Issuing Bank, the Borrower also shall submit (i) in the case of such request from JPMCB, a letter of credit application substantially in the form attached as an annex to the LC Continuing Agreement Form or (ii) in the case of such request from any other Issuing Bank, a letter of credit application substantially in the form attached as an annex to the LC Continuing Agreement with such changes as shall be agreed between the Borrower and such Issuing Bank. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit such Revolving the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension extension, (i) the LC Exposure shall not exceed the Dollar Equivalent of $50,000,000, (ii) the Revolving Credit Exposure of any Lender shall not exceed its Revolving Commitment and (iii) the sum of the total Revolving Credit Exposures shall not exceed the total Revolving Credit Commitments, (ii) the total LC Exposure shall not exceed $350,000,000, (iii) the portion of the LC Exposure attributable to Letters of Credit issued by the applicable Issuing Bank will not exceed the LC Commitment of such Issuing Bank and (iv) if such Letter of Credit is denominated in a Designated Foreign Currency, the US Dollar Equivalent of the portion of the LC Exposure attributable to Letters of Credit denominated in such Designated Foreign Currency and issued by the applicable Issuing Bank shall not exceed the cap (if any) imposed by such Applicable Bank with respect to such Designated Foreign Currency.
Appears in 2 contracts
Sources: Credit Agreement (Huntington Ingalls Industries, Inc.), Credit Agreement (Huntington Ingalls Industries, Inc.)
Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), a Revolving the applicable Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Bank) to the Issuing Bank and the Administrative Agent on the third Business Day (reasonably in advance or such other period of time acceptable to the Issuing Bank) prior to the requested date of issuance, amendment, renewal or extension, but in any event no less than three Business Days or such shorter period as may be agreed by the Administrative Agent and the Issuing Bank) extension a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day)extension, the date on which such Letter of Credit is to expire (which shall comply with paragraph subsection (cb) of this SectionSection 2.03), the amount of such Letter of Credit, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the Issuing Bank, such Revolving Borrower also shall submit a letter of credit application on the Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit such Revolving Credit, the applicable Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the total LC Exposure shall not exceed the Dollar Equivalent of $50,000,000, (ii) the Revolving Credit LC Exposure of any Revolving Lender shall not exceed its Revolving Commitment and (iii) the sum of the total aggregate Revolving Credit Exposures Exposure shall not exceed at any time the total aggregate amount of the Revolving CommitmentsCommitments of the Revolving Lenders.
Appears in 2 contracts
Sources: Credit Agreement (Rayonier Inc), Credit Agreement (Rayonier Inc)
Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), a Revolving the Borrower shall hand deliver or telecopy fax (or transmit by electronic communicationthrough an Electronic System, if arrangements for doing so have been approved by the Issuing Bank) to the Issuing Bank and the Administrative Agent (reasonably in advance of the requested date of issuance, amendment, renewal or extension, but in any event no less than three Business Days or such shorter period as may be agreed by the Administrative Agent and the Issuing BankDays) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount of such Letter of Credit, the name and address of the beneficiary thereof thereof, and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by In addition, as a condition to any such Letter of Credit issuance, the Issuing Bank, such Revolving Borrower also shall have entered into a continuing agreement (or other letter of credit agreement) for the issuance of letters of credit and/or shall submit a letter of credit application on application, in each case, as required by the Issuing Bank and using such Issuing Bank’s standard form in connection with any request for (each, a “Letter of CreditCredit Agreement”). A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit such Revolving the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the aggregate LC Exposure shall not exceed the Dollar Equivalent of $50,000,000Issuing Bank Sublimit, (ii) the no Revolving Credit Lender’s Revolving Exposure of any Lender shall not exceed its Revolving Commitment and (iii) the sum of the total Aggregate Revolving Credit Exposures Exposure shall not exceed the total aggregate Revolving Commitments. Notwithstanding the foregoing or anything to the contrary contained herein, no Issuing Bank shall be obligated to issue or modify any Letter of Credit if, immediately after giving effect thereto, the outstanding LC Exposure in respect of all Letters of Credit issued by such Person and its Affiliates would exceed such Issuing Bank’s Issuing Bank Sublimit. Without limiting the foregoing and without affecting the limitations contained herein, it is understood and agreed that the Borrower may from time to time request that an Issuing Bank issue Letters of Credit in excess of its individual Issuing Bank Sublimit in effect at the time of such request, and each Issuing Bank agrees to consider any such request in good faith. Any Letter of Credit so issued by an Issuing Bank in excess of its individual Issuing Bank Sublimit then in effect shall nonetheless constitute a Letter of Credit for all purposes of the Credit Agreement, and shall not affect the Issuing Bank Sublimit of any other Issuing Bank, subject to the limitations on the aggregate LC Exposure set forth in clause (i) of this Section 2.06(b).
Appears in 2 contracts
Sources: Credit Agreement (Roblox Corp), Credit Agreement (Roblox Corp)
Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), a Revolving the applicable Borrower (and, as applicable, Subsidiary) shall hand deliver or telecopy facsimile (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Bank) to the Issuing Bank and the Administrative Agent (reasonably in advance of the requested date of issuance, amendment, renewal or extension, but in any event no less than three Business Days or such shorter period as may be agreed by the Administrative Agent and the Issuing Bank) a notice (i) requesting the issuance of a Letter of Credit, Credit or identifying the Letter of Credit to be amended, renewed or extended, and (ii) specifying the date of such issuance, amendment, renewal or extension (which shall be a Business Day), (iii) the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this SectionSection 2.05), (iv) the amount of such Letter of Credit, (v) the name and address of the beneficiary thereof and (vi) such other information as shall be necessary to prepare, issue, amend, renew or extend such Letter of Credit. If requested by the Issuing BankThe applicable Borrower (and, such Revolving Borrower as applicable, Subsidiary) shall also shall submit a letter of credit application on the Issuing Bank’s standard form in connection with any request for the issuance of a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and and, upon issuance, amendment, renewal or extension of each Letter of Credit such Revolving Credit, the applicable Borrower (and, as applicable, Subsidiary) shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (iA) the LC Total L/C Exposure shall not exceed $30,000,000, (B) the aggregate Revolving Exposure shall not exceed the Dollar Equivalent lesser of $50,000,000(1) the aggregate Revolving Commitments and (2) an amount equal to (x) the Total Borrowing Base then in effect minus (y) the Availability Block, (iiC) in respect of Letters of Credit issued for the Revolving Credit Exposure of any Lender shall not exceed its Revolving Commitment and (iii) the sum account of the total Parent Borrower or any Domestic Subsidiary, the U.S. Revolving Credit Exposures Exposure shall not exceed the total Domestic Borrowing Base then in effect, and (D) in respect of Letters of Credit issued for the account of the Canadian Subsidiary Borrower or any Foreign Subsidiary, the Canadian Revolving CommitmentsExposure shall not exceed the lesser of (1) the aggregate Canadian Revolving Sub-Commitments and (2) the Canadian Borrowing Base then in effect.
Appears in 2 contracts
Sources: Credit Agreement (Indalex Holdings Finance Inc), Credit Agreement (Indalex Holding Corp.)
Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), a Revolving Borrower the Company shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to the an Issuing Bank and the U.S. Administrative Agent (reasonably three days in advance of the requested date of issuance, amendment, renewal or extension, but in any event no less than three Business Days or such shorter period as may be agreed by the Administrative Agent and the Issuing Bank) a notice substantially in the form of Exhibit E or such other form reasonably acceptable to such Issuing Bank requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount of such Letter of Credit, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the such Issuing Bank, such Revolving Borrower the Company also shall submit a letter of credit application on the such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit such Revolving Borrower the Company shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the LC Exposure shall not exceed the Dollar Equivalent of $50,000,000, US$150,000,000 and (ii) the Revolving Credit Exposure of any Lender shall not exceed its Revolving Commitment and (iii) the sum of the total U.S. Revolving Credit Exposures shall not exceed the total Revolving U.S. Commitments. Notwithstanding the foregoing, an Issuing Bank shall not issue, amend, renew or extend any Letter of Credit if a Default has occurred and is continuing.
Appears in 2 contracts
Sources: Credit Agreement (Sysco Corp), Credit Agreement (Sysco Corp)
Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of CreditCredit (other than an automatic renewal permitted pursuant to paragraph (c) of this Section)), a Revolving the applicable Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to the applicable Issuing Bank and the Administrative Agent (reasonably in advance of the requested date of issuance, amendment, renewal or extension, but in any event no less than three Business Days or such shorter period as may be agreed by the Administrative Agent and the Issuing Bank) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph clause (c) of this SectionSection 2.05), the amount and proposed currency of such Letter of Credit, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the applicable Issuing Bank, such Revolving the applicable Borrower also shall submit a letter of credit application on the such Issuing Bank’s standard form in connection with any request for a Letter of CreditCredit (but any default or breach under such application and not hereunder shall not give rise to a Default or Event of Default hereunder). A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit such Revolving the applicable Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension extension, (i) the Dollar Equivalent of the LC Exposure shall not exceed $80,000,000 (the Dollar Equivalent “Letter of $50,000,000Credit Facility Amount”), (ii) the Revolving Credit Exposure of any Lender shall not exceed its Revolving Commitment and (iii) the sum Dollar Equivalent of the total Revolving Credit Exposures shall not exceed the total Revolving Commitments, (iii) [reserved], (iv) to the extent a Letter of Credit has been requested to be issued, amended, renewed or extended in an Alternative Currency, the USD/Multicurrency Revolving Exposure shall not exceed the USD/Multicurrency Revolving Commitment and (v) to the extent a Letter of Credit has been requested to be issued, amended, renewed or extended in an Alternative Currency, the Dollar Equivalent of the aggregate Multicurrency Revolving Exposure shall not exceed the Multicurrency Revolving Sublimit; provided that no Issuing Bank shall have any obligation to (x) issue trade or commercial Letters of Credit without its consent or (y) issue Letters of Credit in an amount in excess of its Applicable Percentage of the Letter of Credit Facility Amount (it being understood and agreed that any Issuing Bank may issue Letters of Credit in excess of such amount in its sole discretion upon request of the Borrower); provided, further that no Issuing Bank shall be under any obligation to issue any Letter of Credit if any order, judgment or decree of any Governmental Authority or arbitrator shall by its terms purport to enjoin or restrain the Issuing Bank from issuing the Letter of Credit, or any Law applicable to the Issuing Bank or any request or directive (whether or not having the force of law) from any Governmental Authority with jurisdiction over the Issuing Bank shall prohibit, or request that the Issuing Bank refrain from, the issuance of letters of credit generally or the Letter of Credit in particular or shall impose upon the Issuing Bank with respect to the Letter of Credit any restriction, reserve or capital requirement (for which the Issuing Bank is not otherwise compensated hereunder) not in effect on the Closing Date, or shall impose upon the Issuing Bank any unreimbursed loss, cost or expense which was not applicable on the Closing Date and which the Issuing Bank in good ▇▇▇▇▇ ▇▇▇▇▇ material to it.
Appears in 2 contracts
Sources: Incremental Assumption Agreement and Refinancing Amendment to Credit Agreement (Coty Inc.), Credit Agreement (Coty Inc.)
Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To In order to request the issuance of a Letter of Credit (or the amendmentto amend, renewal renew or extension of extend an outstanding existing Letter of Credit), a Revolving the applicable Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Bank) to the applicable Issuing Bank and the Administrative Agent (reasonably in advance of the requested date of issuance, amendment, renewal or extension, but in any event no less than three Business Days or such shorter period as may be agreed by the Administrative Agent and the Issuing Bank) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day)extension, the date on which such Letter of Credit is to expire (which shall comply with paragraph (c2.23(c) of this Sectionbelow), the amount of such Letter of Credit, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend prepare such Letter of Credit. If Following receipt of such notice and prior to the issuance of the requested Letter of Credit or the applicable amendment, renewal or extension, the Administrative Agent shall notify the Borrowers, each Lender and the applicable Issuing Bank of the amount of the Aggregate Credit Exposure after giving effect to (i) the issuance, amendment, renewal or extension of such Letter of Credit, (ii) the issuance or expiration of any other Letter of Credit that is to be issued or will expire prior to the requested date of issuance of such Letter of Credit and (iii) the borrowing or repayment of any Loans that (based upon notices delivered to the Administrative Agent by the Issuing Bank, Borrowers) are to be borrowed or repaid prior to the requested date of issuance of such Revolving Borrower also shall submit a letter of credit application on the Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (if, and upon issuance, amendment, renewal or extension of each Letter of Credit such Revolving Borrower Credit, the Borrowers shall be deemed to represent and warrant that), (i) after giving effect to such issuance, amendment, renewal or extension (iA) the LC L/C Exposure shall not exceed $500,000,000 and (B) the Aggregate Credit Exposure shall not exceed the Dollar Equivalent of $50,000,000, Total Commitment and (ii) in the Revolving case of a Letter of Credit Exposure that will expire later than the first anniversary of any Lender such issuance, amendment, renewal or extension, the applicable Borrower, the applicable Issuing Bank and the Required Lenders shall not exceed its Revolving Commitment and (iii) have reached agreement on the sum fees to be applicable thereto as contemplated by the last sentence of the total Revolving Credit Exposures shall not exceed the total Revolving CommitmentsSection 2.06(c).
Appears in 2 contracts
Sources: Five Year Competitive Advance and Revolving Credit Facility Agreement (George Acquisition Inc), Credit Facility Agreement (Itt Industries Inc)
Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), a Revolving the applicable Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Bank) to the Issuing Bank and the Administrative Agent on the third Business Day (reasonably in advance or such other period of time acceptable to the Issuing Bank) prior to the requested date of issuance, amendment, renewal or extension, but in any event no less than three Business Days or such shorter period as may be agreed by the Administrative Agent and the Issuing Bank) extension a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day)extension, the date on which such Letter of Credit is to expire (which shall comply with paragraph subsection (c) of this SectionSection 2.03), the amount of such Letter of Credit, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the Issuing Bank, such Revolving Borrower also shall submit a letter of credit application on the Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit such Revolving Credit, the applicable Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the total LC Exposure shall not exceed the Dollar Equivalent of $50,000,000, (ii) the Revolving Credit LC Exposure of any Revolving Lender shall not exceed its Revolving Commitment and (iii) the sum of the total aggregate Revolving Credit Exposures Exposure shall not exceed at any time the total aggregate amount of the Revolving CommitmentsCommitments of the Revolving Lenders.
Appears in 2 contracts
Sources: Incremental Term Loan Agreement and Amendment to Guarantee Agreement (Rayonier, L.P.), Credit Agreement (Rayonier Inc)
Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal (other than an automatic renewal in accordance with paragraph (c) of this Section) or extension of an outstanding Letter of Credit), a Revolving the Borrower shall either (i) provide telephonic notice promptly followed by written notice or (ii) hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to the applicable Issuing Bank and the Administrative Agent (reasonably three Business Days in advance of the requested date of issuance, amendment, renewal or extension, but in any event no less than three Business Days or such shorter period as may be agreed by the Administrative Agent and the Issuing Bank) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount of such Letter of Credit, the name and address of the beneficiary thereof and such other information as shall be necessary to prepareissue, amend, renew or extend such Letter of Credit. If requested by the applicable Issuing Bank, such Revolving the Borrower also shall submit a letter of credit application on the such Issuing Bank’s standard form in connection with any request for a Letter of Credit; provided that to the extent such standard form is inconsistent with the Loan Documents, the provisions of the Loan Documents shall control. Upon satisfaction or waiver (in accordance with Section 9.08) of the conditions set forth in Section 4.01 (and in the case of any Letters of Credit to be issued on the Closing Date, Section 4.02), the Issuing Bank shall issue or extend the requested Letter of Credit in accordance with the Issuing Lender’s standard operating procedures. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit such Revolving Credit, the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the LC Revolving L/C Exposure shall not exceed the Dollar Equivalent of $50,000,000, 15.0 million and (ii) the Revolving Facility Credit Exposure of any Lender shall not exceed its Revolving Commitment and (iii) the sum of the total Revolving Credit Exposures shall not exceed the total Revolving Facility Commitments.
Appears in 2 contracts
Sources: Credit Agreement (Generac Holdings Inc.), Credit Agreement (Generac Holdings Inc.)
Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), a Revolving the Borrower Representative shall deliver by hand deliver or telecopy facsimile (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Bank) to the Issuing Bank and the Administrative Agent (reasonably in advance of prior to 9:00 am Chicago time at least (3) Business Days (or such shorter period acceptable to the Issuing Bank) prior to the requested date of issuance, amendment, renewal or extension, but in any event no less than three Business Days or such shorter period as may be agreed by the Administrative Agent and the Issuing Bank) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount of such Letter of Credit, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the Issuing Bank, such Revolving the applicable Borrower also shall submit a letter of credit application on the Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit such Revolving Borrower the Borrowers shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the LC Exposure shall not exceed the Dollar Equivalent of $50,000,00010,000,000, and (ii) the Aggregate Revolving Credit Exposure of any Lender shall not exceed its Revolving Commitment and (iii) the sum of the total Revolving Credit Exposures shall not exceed the total lesser of the aggregate Revolving CommitmentsCommitments minus any Reserves and the Borrowing Base.
Appears in 2 contracts
Sources: Credit Agreement (Rti Surgical, Inc.), Credit Agreement (Sagent Pharmaceuticals, Inc.)
Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), a Revolving the applicable Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the relevant Issuing Bank) to the relevant Issuing Bank and the Administrative Agent (reasonably (x) in advance the case of a Letter of Credit denominated in Dollars, three (3) Business Days and (y) in the case of a Letter of Credit denominated in Foreign Currencies, five (5) Business Days before the requested date of issuance, amendment, renewal or extension, but in any event no less than three Business Days or such shorter period as may be agreed by the Administrative Agent and the Issuing Bank) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount of such Letter of Credit, the Agreed Currency applicable thereto, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the an Issuing Bank, such Revolving the applicable Borrower also shall submit a letter of credit application on the such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit such Revolving the applicable Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) subject to Section 2.04, the Dollar Amount of the LC Exposure shall not exceed the Dollar Equivalent of $50,000,00075,000,000, (ii) subject to Section 2.04, with respect to any Issuing Bank, the Revolving aggregate undrawn Dollar Amount of all outstanding Letters of Credit Exposure issued by such Issuing Bank at such time plus the aggregate Dollar Amount of any Lender all LC Disbursements made by such Issuing Bank that have not yet been reimbursed by or on behalf of the Borrowers at such time shall not exceed its Revolving such Issuing Bank’s Letter of Credit Commitment (unless otherwise agreed by such Issuing Bank) and (iii) subject to Section 2.04, the sum of the Dollar Amount of the total 2023 Revolving Credit Exposures shall not exceed the total 2023 Aggregate Revolving CommitmentsCommitment. The Company may, at any time and from time to time, reduce or increase the Letter of Credit Commitment of any Issuing Bank as set forth in the definition of Letter of Credit Commitment; provided that the Company shall not reduce the Letter of Credit Commitment of any Issuing Bank if, after giving effect of such reduction, the conditions set forth in clauses (i) through (iii) above shall not be satisfied.
Appears in 2 contracts
Sources: Credit Agreement (Capri Holdings LTD), Credit Agreement (Capri Holdings LTD)
Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), a Revolving the Requesting Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the such Issuing Bank) to the any Issuing Bank and the Administrative Agent (reasonably at least five Business Days in advance of the requested date of issuance, amendment, renewal or extension, but in any event no less than three Business Days extension (or such shorter period as may be agreed by the Administrative Agent and the is acceptable to such Issuing Bank)) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this SectionSection 2.5), the stated amount and currency of such Letter of Credit, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit; provided that the initial stated amount of each Letter of Credit shall not be less than $100,000 or such lesser amount as is acceptable to the respective Issuing Bank. If requested by the applicable Issuing Bank, such Revolving the Requesting Borrower also shall submit a letter of credit application on the such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit such Revolving the applicable Requesting Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the aggregate LC Exposure shall not exceed $175,000,000 (the Dollar Equivalent of $50,000,000“LC Sublimit”), (ii) the Revolving Credit Exposure of any Lender shall not exceed its Revolving Commitment and (iii) the sum of the total Revolving Credit Exposures shall not exceed the total Commitments, (iii) the Revolving CommitmentsCredit Exposure of any Lender shall not exceed such Lender’s Commitment, (iv) the face amount of outstanding Letters of Credit issued by any Issuing Bank shall not exceed such Issuing Bank’s Applicable LC Fronting Sublimit, (v) in the case of the Lender acting as the Issuing Bank with respect to such Letter of Credit (whether directly or through an Affiliate), unless such Lender shall agree otherwise in its sole discretion, such Lender’s Revolving Credit Exposure plus (without duplication) the aggregate face amount of outstanding Letters of Credit issued by such Issuing Bank shall not exceed such Lender’s Commitment and (vi) following the effectiveness of any Maturity Date Extension Request, the LC Exposure in respect of all Letters of Credit having an expiration date after the second Business Day prior to the Existing Maturity Date shall not exceed the total Commitments of the Consenting Lenders extended pursuant to Section 2.21; provided that an Issuing Bank shall not issue, amend, renew or extend any Letter of Credit (other than automatic renewals thereof pursuant to customary evergreen provisions or amendments that do not effect an extension, or increase the stated face amount, of such Letter of Credit) if it shall have been notified by the Administrative Agent at the written request of the Required Lenders that a Default or an Event of Default has occurred and is continuing and that, as a result, no further Letters of Credit shall be issued by it (a “Letter of Credit Suspension Notice”); provided that the applicable Issuing Bank shall have received such Letter of Credit Suspension Notice within a sufficient amount of time to process internally the instructions therein contained.
Appears in 2 contracts
Sources: Revolving Credit Agreement (CF Industries Holdings, Inc.), Revolving Credit Agreement (CF Industries Holdings, Inc.)
Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), a Revolving the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the relevant Issuing Bank) to the relevant Issuing Bank and the Administrative Agent (reasonably not less than three (3) Business Days in advance of the requested date of issuance, amendment, renewal or extension, but in any event no less than three Business Days or such shorter period as may be agreed by the Administrative Agent and the Issuing Bank) a notice in the form attached hereto as Exhibit A-3 requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount of such Letter of Credit, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. The relevant Issuing Bank shall promptly notify the Administrative Agent of, and the Administrative Agent shall in turn promptly furnish to the Lenders notice of, any such issuance. If requested by the relevant Issuing Bank, such Revolving the Borrower also shall submit a letter of credit application on the such Issuing Bank’s standard form in connection with any request for a Letter of Credit; provided that such letter of credit application shall not contain terms inconsistent with the terms of this Agreement and shall not impose any additional obligations, liabilities or Liens on any Loan Party during the term of this Agreement. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit such Revolving the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the LC Exposure Letter of Credit Usage shall not exceed the Dollar Equivalent Letter of $50,000,000, Credit Sublimit and (ii) the Total Utilization of Revolving Credit Exposure of any Lender shall not exceed its Revolving Commitment and (iii) the sum of the total Revolving Credit Exposures Commitments shall not exceed the total aggregate amount of Revolving Commitments.
Appears in 2 contracts
Sources: Credit and Guaranty Agreement (Aeroflex Holding Corp.), Credit and Guaranty Agreement (Aeroflex Holding Corp.)
Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), a Revolving the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Bank) to the Issuing Bank and the Administrative Agent (reasonably at least two Business Days or, if reasonable, less than two Business Days in advance of the requested date of issuance, amendment, renewal or extension, but in any event no less than three Business Days or such shorter period as may be agreed by the Administrative Agent and the Issuing Bank) a notice substantially in the form attached as Exhibit E requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount of such Letter of Credit, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the Issuing BankBank no later than upon its receipt of a notice from the Borrower requesting the issuance of a Letter of Credit, such Revolving the Borrower also shall submit a letter of credit application on the Issuing Bank’s 's standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit such Revolving Borrower shall be deemed to represent and warrant that), by the Issuing Bank in accordance with the notice with respect thereto received from the Borrower; provided that after giving effect to such issuance, amendment, renewal or extension (i) the LC L/C Exposure shall not exceed the Dollar Equivalent of $50,000,000, 150,000,000 and (ii) the Revolving Credit Exposure of any Lender shall not exceed its Revolving Commitment and (iii) the sum of the Lenders' total Revolving Credit Exposures shall not exceed the Lenders' total Revolving Commitments.
Appears in 2 contracts
Sources: Credit Agreement (Medco Health Solutions Inc), Credit Agreement (Medco Health Solutions Inc)
Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), a Revolving the Borrower Representative shall deliver by hand deliver or telecopy facsimile (or transmit by electronic communicationthrough Electronic System, if arrangements for doing so have been approved by the Issuing Bank) to the Issuing Bank and the Administrative Agent (reasonably in advance of prior to 9:00 am, Chicago time, at least three (3) Business Days prior to the requested date of issuance, amendment, renewal or extension, but in any event no less than three Business Days or such shorter period as may be agreed by the Administrative Agent and the Issuing Bank) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount of such Letter of Credit, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by In addition, as a condition to any such Letter of Credit issuance, the Issuing Bank, such Revolving applicable Borrower also shall have entered into a continuing agreement (or other letter of credit agreement) for the issuance of letters of credit and/or shall submit a letter of credit application on in each case, as required by the Issuing Bank and using such Issuing Bank’s 's standard form in connection with any request for (each, a "Letter of CreditCredit Agreement"). A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit such Revolving Borrower the Borrowers shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the aggregate LC Exposure shall not exceed the Dollar Equivalent of $50,000,0005,000,000, (ii) the no Lender's Revolving Credit Exposure of any Lender shall not exceed its Revolving Commitment and (iii) the sum of the total Aggregate Revolving Credit Exposures Exposure shall not exceed the total lesser of the Aggregate Revolving CommitmentsCommitment and the Borrowing Base. Notwithstanding the foregoing or anything to the contrary contained herein, no Issuing Bank shall be obligated to issue or modify any Letter of Credit if, immediately after giving effect thereto, the outstanding LC Exposure in respect of all Letters of Credit issued by such Person and its Affiliates would exceed such Issuing Bank's Issuing Bank Sublimit. Without limiting the foregoing and without affecting the limitations contained herein, it is understood and agreed that the Borrower Representative may from time to time request that an Issuing Bank issue Letters of Credit in excess of its individual Issuing Bank Sublimit in effect at the time of such request, and each Issuing Bank agrees to consider any such request in good faith. Any Letter of Credit so issued by an Issuing Bank in excess of its individual Issuing Bank Sublimit then in effect shall nonetheless constitute a Letter of Credit for all purposes of this Agreement, and shall not affect the Issuing Bank Sublimit of any other Issuing Bank, subject to the limitations on the aggregate LC Exposure set forth in clause (i) of this Section 2.06(b).
Appears in 1 contract
Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), a Revolving the Borrower Representative shall deliver by hand deliver or telecopy facsimile (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Bank) to the Issuing Bank and the Administrative Agent (reasonably in advance of prior to 9:00 am, Dallas, Texas time, at least two Business Days prior to the requested date of issuance, amendment, renewal or extension, but in any event no less than three Business Days or such shorter period as may be agreed by the Administrative Agent and the Issuing Bank) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount of such Letter of Credit, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the Issuing Bank, such Revolving the applicable Borrower also shall submit a letter of credit application on the Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit such Revolving Borrower the Borrowers shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the LC Exposure shall not exceed the Dollar Equivalent of $50,000,000, 20,000,000 and (ii) the Aggregate Revolving Credit Exposure of any Lender shall not exceed its Revolving Commitment and (iii) the sum of the total Revolving Credit Exposures shall not exceed the total sum of (A) the lesser of (1) the aggregate Revolving CommitmentsCommitments and (2) the Borrowing Base, minus (B) without duplication, Reserves.
Appears in 1 contract
Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), a Revolving the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Bank) to the any Issuing Bank and the Administrative Agent (reasonably in advance of the requested date of issuance, amendment, renewal or extension, but in any event no less than three Business Days or such shorter period as may be agreed by the Administrative Agent and the Issuing Bank) a notice requesting the issuance of a Letter of Credit, or Credit Request identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount of such Letter of Credit, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the an Issuing Bank, such Revolving the Borrower also shall submit a letter of credit application on the such Issuing Bank’s standard form in connection with any request for a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit). Upon issuance of a Letter of Credit, the Issuing Bank which issues such Letter of Credit shall provide to the Administrative Agent a copy of such Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit such Revolving the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal US-DOCS\121193765.6 or extension (i) the LC Exposure shall not exceed the Dollar Equivalent of $50,000,000100,000,000, (ii) the Revolving Credit LC Exposure of any Lender single Issuing Bank shall not exceed its Revolving Commitment and $50,000,000, (iii) the sum of the total Revolving Credit Exposures shall not exceed the total aggregate Committed Revolving CommitmentsAmounts and (iv) the conditions in Section 4.02(a) and (b) shall have been satisfied.
Appears in 1 contract
Sources: Credit Agreement (Genesis Energy Lp)
Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), a Revolving the Borrower Representative shall hand deliver or telecopy fax (or transmit by electronic communicationthrough Electronic System, if arrangements for doing so have been approved by the Issuing Bank) to the Issuing Bank and the Administrative Agent (reasonably in advance of the requested date of issuance, amendment, renewal or extension, but in any event no less than three Business Days or such shorter period as may be agreed by the Administrative Agent and the Issuing BankDays) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount of such Letter of Credit, the name and address of the beneficiary thereof thereof, and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by In addition, as a condition to any such Letter of Credit issuance, the Issuing Bank, such Revolving applicable Borrower also shall have entered into a continuing agreement (or other letter of credit agreement) for the issuance of letters of credit and/or shall submit a letter of credit application on application, in each case, as required by the Issuing Bank and using such Issuing Bank’s standard form in connection with any request for (each, a “Letter of CreditCredit Agreement”). A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit such Revolving Borrower the Borrowers shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the aggregate LC Exposure shall not exceed the Dollar Equivalent of $50,000,0005,000,000, (ii) the no Revolving Credit Lender’s Revolving Exposure of any Lender shall not exceed its Revolving Commitment and Commitment, (iii) at any time the sum Company’s Funded Debt to EBITDA Ratio determined as of the total end of each Fiscal Quarter of the Company based upon the Company’s annual or quarterly consolidated financial statements delivered pursuant to Section 5.01 is greater than or equal to 1.75 to 1.00, the Aggregate Revolving Credit Exposures Exposure shall not exceed the total lesser of the aggregate Revolving Commitments and the Borrowing Base, and (iv) at any time the Company’s Funded Debt to EBITDA Ratio determined as of the end of each Fiscal Quarter of the Company based upon the Company’s annual or quarterly consolidated financial statements delivered pursuant to Section 5.01 is less than 1.75 to 1.00, the Aggregate Revolving Exposure shall not exceed the aggregate Revolving Commitments. Notwithstanding the foregoing or anything to the contrary contained herein, no Issuing Bank shall be obligated to issue or modify any Letter of Credit if, immediately after giving effect thereto, the outstanding LC Exposure in respect of all Letters of Credit issued by such Person and its Affiliates would exceed such Issuing Bank’s Issuing Bank Sublimit. Without limiting the foregoing and without affecting the limitations contained herein, it is understood and agreed that the Borrower Representative may from time to time request that an Issuing Bank issue Letters of Credit in excess of its individual Issuing Bank Sublimit in effect at the time of such request, and each Issuing Bank agrees to consider any such request in good faith. Any Letter of Credit so issued by an Issuing Bank in excess of its individual Issuing Bank Sublimit then in effect shall nonetheless constitute a Letter of Credit for all purposes of the Credit Agreement, and shall not affect the Issuing Bank Sublimit of any other Issuing Bank, subject to the limitations on the aggregate LC Exposure set forth in clause (i) of this Section 2.06(b).
Appears in 1 contract
Sources: Credit Agreement (Escalade Inc)
Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), a Revolving the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Bank) to the Issuing Bank and the Revolving Credit Administrative Agent (reasonably at least two Business Days or, if reasonable, less than two Business Days in advance of the requested date of issuance, amendment, renewal or extension, but in any event no less than three Business Days or such shorter period as may be agreed by the Administrative Agent and the Issuing Bank) a notice substantially in the form attached as Exhibit E requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount of such Letter of Credit, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the Issuing BankBank no later than upon its receipt of a notice from the Borrower requesting the issuance of a Letter of Credit, such Revolving the Borrower also shall submit a letter of credit application on the Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit such Revolving Borrower shall be deemed to represent and warrant that), by the Issuing Bank in accordance with the notice with respect thereto received from the Borrower; provided that after giving effect to such issuance, amendment, renewal or extension (i) the LC L/C Exposure shall not exceed the Dollar Equivalent of $50,000,000, 150,000,000 and (ii) the Revolving Credit Exposure of any Lender shall not exceed its Revolving Commitment and (iii) the sum of the Lenders’ total Revolving Credit Exposures shall not exceed the Lenders’ total Revolving Commitments.
Appears in 1 contract
Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), a Revolving the Requesting Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the such Issuing Bank) to the any Issuing Bank and the Administrative Agent (reasonably at least five Business Days in advance of the requested date of issuance, amendment, renewal or extension, but in any event no less than three Business Days extension (or such shorter period as may be agreed by the Administrative Agent and the is acceptable to such Issuing Bank)) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this SectionSection 2.5), the stated amount and currency of such Letter of Credit, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit; provided that the initial stated amount of each Letter of Credit shall not be less than $100,000 or such lesser amount as is acceptable to the respective Issuing Bank. If requested by the applicable Issuing Bank, such Revolving the Requesting Borrower also shall submit a letter of credit application on the such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit such Revolving the applicable Requesting Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the aggregate LC Exposure shall not exceed $125,000,000 (the Dollar Equivalent of $50,000,000“LC Sublimit”), (ii) the Revolving Credit Exposure of any Lender shall not exceed its Revolving Commitment and (iii) the sum of the total Revolving Credit Exposures shall not exceed the total Commitments, (iii) the Revolving CommitmentsCredit Exposure of any Lender shall not exceed such Lender’s Commitment, (iv) the face amount of outstanding Letters of Credit issued by any Issuing Bank shall not exceed such Issuing Bank’s Applicable LC Fronting Sublimit, (v) in the case of the Lender acting as the Issuing Bank with respect to such Letter of Credit (whether directly or through an Affiliate), unless such Lender shall agree otherwise in its sole discretion, such Lender’s Revolving Credit Exposure plus (without duplication) the aggregate face amount of outstanding Letters of Credit issued by such Issuing Bank shall not exceed such Lender’s Commitment and (vi) following the effectiveness of any Maturity Date Extension Request, the LC Exposure in respect of all Letters of Credit having an expiration date after the second Business Day prior to the Existing Maturity Date shall not exceed the total Commitments of the Consenting Lenders extended pursuant to Section 2.21; provided that an Issuing Bank shall not issue, amend, renew or extend any Letter of Credit (other than automatic renewals thereof pursuant to customary evergreen provisions or amendments that do not effect an extension, or increase the stated face amount, of such Letter of Credit) if it shall have been notified by the Administrative Agent at the written request of the Required Lenders that a Default or an Event of Default has occurred and is continuing and that, as a result, no further Letters of Credit shall be issued by it (a “Letter of Credit Suspension Notice”); provided that the applicable Issuing Bank shall have received such Letter of Credit Suspension Notice within a sufficient amount of time to process internally the instructions therein contained.
Appears in 1 contract
Sources: Revolving Credit Agreement (CF Industries Holdings, Inc.)
Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), a Revolving the Requesting Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the such Issuing Bank) to the any Issuing Bank and the Administrative Agent (reasonably at least five Business Days in advance of the requested date of issuance, amendment, renewal or extension, but in any event no less than three Business Days extension (or such shorter period as may be agreed by the Administrative Agent and the is acceptable to such Issuing Bank)) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this SectionSection 2.5), the stated amount and currency of such Letter of Credit, the name and #97249008v1998375113v7 address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit; provided that the initial stated amount of each Letter of Credit shall not be less than $100,000 or such lesser amount as is acceptable to the respective Issuing Bank. If requested by the applicable Issuing Bank, such Revolving the Requesting Borrower also shall submit a letter of credit application on the such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit such Revolving the applicable Requesting Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the aggregate LC Exposure shall not exceed $125,000,000 (the Dollar Equivalent of $50,000,000“LC Sublimit”), (ii) the Revolving Credit Exposure of any Lender shall not exceed its Revolving Commitment and (iii) the sum of the total Multicurrency Revolving Credit Exposures shall not exceed the total Multicurrency Revolving Commitments, (iii) the Multicurrency Revolving Credit Exposure of any Multicurrency Revolving Lender shall not exceed such Multicurrency Revolving Lender’s Commitment, (iv) the face amount of outstanding Letters of Credit issued by any Issuing Bank shall not exceed such Issuing Bank’s Applicable LC Fronting Sublimit and (v) following the effectiveness of any Maturity Date Extension Request, the LC Exposure in respect of all Letters of Credit having an expiration date after the second Business Day prior to the Existing Maturity Date shall not exceed the total Multicurrency Revolving Commitments of the Consenting Lenders extended pursuant to Section 2.21; provided that an Issuing Bank shall not issue, amend, renew or extend any Letter of Credit (other than automatic renewals thereof pursuant to customary evergreen provisions or amendments that do not effect an extension, or increase the stated aggregate face amount, of such Letter of Credit) if it shall have been notified by the Administrative Agent at the written request of the Required Class Lenders with respect to the Multicurrency Revolving Facility that a Default or an Event of Default has occurred and is continuing and that, as a result, no further Letters of Credit shall be issued by it (a “Letter of Credit Suspension Notice”); provided that the applicable Issuing Bank shall have received such Letter of Credit Suspension Notice within a sufficient amount of time to process internally the instructions therein contained.
Appears in 1 contract
Sources: Revolving Credit Agreement (CF Industries Holdings, Inc.)
Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), a Revolving Borrower the BorrowerObligor Representative shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the respective Issuing BankBank(s)) to the one or more Issuing Bank Bank(s) selected by it and to the Administrative Agent (reasonably in advance of the requested date of issuance, amendment, renewal or extension, but in any event no less than three Business Days or such shorter period as may be agreed by the Administrative Agent and the Issuing Bank) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day)extension, the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this SectionSection 2.04), the amount of such Letter of Credit, the identity of the Borrower or Subsidiary for whose account such Letter of Credit is to be issued, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the respective Issuing BankBank(s), such Revolving Borrower the BorrowerObligor Representative also shall submit a letter of credit application on the Issuing Bank’s standard form of such Issuing Bank(s) in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit such Revolving Borrower the Borrowers shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the aggregate LC Exposure of all of the Issuing Banks (determined for these purposes without giving effect to the participations therein of the Revolving Credit Lenders pursuant to paragraph (d) of this Section 2.04) shall not exceed $6,000,000,0003,000,000,000 (or if the Dollar Equivalent of $50,000,000Revolving Credit Commitments have been increased to a higher amount pursuant to Section 2.08(d), such higher amount), (ii) the Revolving Credit Exposure of any Lender shall not exceed its Revolving Commitment and (iii) the sum of the total Revolving Credit Exposures Exposure plus the aggregate principal amount of outstanding Competitive Loans shall not exceed the total Revolving CommitmentsCredit Commitments and (iii) the aggregate LC Exposure of each Issuing Bank (so determined) shall not exceed the amount that such Issuing Bank has agreed shall be its “Maximum LC Exposure”. Any Issuing Bank listed in the table below hereby agrees that its “Maximum LC Exposure” shall be the amount set forth opposite the name of such Issuing Bank in such table: JPMorgan Chase Bank, N.A. $ 500,000,000375,000,000 Citibank, N.A. $ 500,000,000375,000,000 Bank of America, N.A. $ 500,000,▇▇▇▇▇▇,000,000 The Bank of Nova Scotia $ 500,000,▇▇▇▇▇▇,000,000 Barclays Bank Plc $ 500,000,000375,000,000 Wachovia Bank, National Association $ 500,000,000375,000,000 Société Générale $ 500,000,000375,000,000 Royal Bank of Scotland $ 500,000,000375,000,000 The “Maximum LC Exposure” of any Issuing Bank that becomes such after the date hereof pursuant to a designation by the Borrowers as contemplated in the definition of “Issuing Banks” shall be the amount specified in the written instrument contemplated by said definition. The “Maximum LC Exposure” of any Issuing Bank may be increased at any time pursuant to a written instrument executed and delivered between the Borrowers, such Issuing Bank and the Administrative Agent. In no event shall any Revolving Credit Lender be obligated to increase its Maximum LC Exposure upon an increase of Revolving Credit Commitments pursuant to Section 2.08(d). Concurrently with any reduction of the Revolving Credit Commitments pursuant to Section 2.10, the “Maximum LC Exposure” of each Issuing Bank shall be automatically reduced by an amount equal to such Issuing Bank’s LC Applicable Percentage of the amount of such reduction.
Appears in 1 contract
Sources: Amendment No. 1 (Sprint Nextel Corp)
Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), a Revolving the Borrower Representative shall deliver by hand deliver or telecopy facsimile (or transmit by electronic communicationthrough Electronic Systems, if arrangements for doing so have been approved by the Issuing Bank) to the Issuing Bank and the Administrative Agent (reasonably in advance of of, but in any event no less than three (3) Business Days prior to the requested date of issuance, amendment, renewal or extension, but in any event no less than three Business Days or such shorter period as may be agreed by the Administrative Agent and the Issuing Bank) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount of such Letter of Credit, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the Issuing Bank, such Revolving the applicable Borrower also shall submit a letter of credit application on the Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit such Revolving Borrower the Borrowers shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the aggregate LC Exposure shall not exceed the Dollar Equivalent of $50,000,00025,000,000, (ii) the Revolving Credit aggregate Standby LC Exposure of any Lender shall not exceed $20,000,000, (iii) the aggregate Commercial LC Exposure shall not exceed $5,000,000, (iv) no Revolving Lender’s Revolving Exposure shall exceed its Revolving Commitment and (iiiv) the sum of the total Aggregate Revolving Credit Exposures Exposure shall not exceed the total lesser of the Aggregate Revolving CommitmentsCommitment and the Borrowing Base. Notwithstanding the foregoing or anything to the contrary contained herein, no Issuing Bank shall be obligated to issue or modify any Letter of Credit if, immediately after giving effect thereto, the outstanding LC Exposure in respect of all Letters of Credit issued by such Person and its Affiliates would exceed such Issuing Bank’s Issuing Bank Sublimit. Without limiting the foregoing and without affecting the limitations contained herein, it is understood and agreed that the Borrower Representative may from time to time request that an Issuing Bank issue Letters of Credit in excess of its individual Issuing Bank Sublimit in effect at the time of such request, and each Issuing Bank agrees to consider any such request in good faith. Any Letter of Credit so issued by an Issuing Bank in excess of its individual Issuing Bank Sublimit then in effect shall nonetheless constitute a Letter of Credit for all purposes of the Credit Agreement, and shall not affect the Issuing Bank Sublimit of any other Issuing Bank, subject to the limitations on the aggregate LC Exposure set forth in clause (i) of this Section 2.06(b).
Appears in 1 contract
Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To In order to request the issuance of a Letter of Credit (or the amendmentto amend, renewal renew or extension of extend an outstanding existing Letter of Credit), a Revolving the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Bank) to the Issuing Bank and the Administrative Agent (reasonably in advance of the requested date of issuance, amendment, renewal or extension, but in any event no less than three Business Days or such shorter period as may be agreed by the Administrative Agent and the Issuing Bank) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day)extension, the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Sectionbelow), the amount of such Letter of Credit, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend prepare such Letter of Credit. If Following receipt of such notice and prior to the issuance of the requested Letter of Credit or the applicable amendment, renewal or extension, the 48 43 Administrative Agent shall notify the Issuing Bank of the amount of the Aggregate Revolving Credit Exposure after giving effect to (i) the issuance, amendment, renewal or extension of such Letter of Credit, (ii) the issuance or expiration of any other Letter of Credit that is to be issued or will expire prior to the requested date of issuance of such Letter of Credit and (iii) the borrowing or repayment of any Revolving Credit Loans or Swingline Loans that (based upon notices delivered to the Administrative Agent by the Issuing Bank, Borrower) are to be borrowed or repaid prior to the requested date of issuance of such Revolving Borrower also shall submit a letter of credit application on the Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (if, and upon issuance, amendment, renewal or extension of each Letter of Credit such Revolving the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (iA) the LC L/C Exposure shall not exceed $175,000,000 and (B) the Aggregate Revolving Credit Exposure shall not exceed the Dollar Equivalent of $50,000,000, (ii) the Total Revolving Credit Exposure of any Lender shall not exceed its Revolving Commitment and (iii) the sum of the total Revolving Credit Exposures shall not exceed the total Revolving CommitmentsCommitment.
Appears in 1 contract
Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. The Existing Letters of Credit shall be deemed to have been issued hereunder as of the Effective Date. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), a Revolving the Borrower shall hand deliver or telecopy facsimile (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Bank) to the Issuing Bank and the Administrative Agent (reasonably not less than five (5) Business Days in advance of the requested date of issuance, amendment, renewal or extension, but in any event no less than three Business Days or such shorter period as may be agreed by the Administrative Agent and the Issuing Bank) a notice notice:
(i) requesting the issuance of a Letter of Credit, Credit or identifying the Letter of Credit to be amended, renewed or extended, and ;
(ii) specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), ;
(iii) specifying the date on which such Letter of Credit is to expire (which shall comply with paragraph Section 2.07(c));
(civ) of this Section), specifying the amount of such Letter of Credit, ;
(v) specifying the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit; and
(vi) the current total Revolving Credit Exposures (without regard to the requested Letter of Credit or the requested amendment, renewal or extension of an outstanding Letter of Credit) and the pro forma total Revolving Credit Exposures (giving effect to the requested Letter of Credit or the requested amendment, renewal or extension of an outstanding Letter of Credit). Each notice shall constitute a representation and warranty by the Borrower that after giving effect to the requested issuance, amendment, renewal or extension, as applicable, (x) the LC Exposure shall not exceed the LC Commitment and (y) the total Revolving Credit Exposures shall not exceed the total Commitments. No letter of credit issued by the Issuing Bank (if the Issuing Bank is not the Administrative Agent) shall be deemed to be a “Letter of Credit” issued under this Agreement unless the Issuing Bank has requested and received written confirmation from the Administrative Agent that the representations by the Borrower contained in the foregoing clauses (x) and (y) are true and correct. If requested by the Issuing Bank, such Revolving the Borrower also shall submit a letter of credit application on the Issuing Bank’s standard form in connection with any request for a Letter of Credit. A ; provided that, in the event of any conflict between such application or any Letter of Credit Agreement and the terms of this Agreement, the terms of this Agreement shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit such Revolving Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the LC Exposure shall not exceed the Dollar Equivalent of $50,000,000, (ii) the Revolving Credit Exposure of any Lender shall not exceed its Revolving Commitment and (iii) the sum of the total Revolving Credit Exposures shall not exceed the total Revolving Commitmentscontrol.
Appears in 1 contract
Sources: Debtor in Possession Credit Agreement (Approach Resources Inc)
Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), a Revolving the Borrower shall hand deliver or telecopy fax (or transmit by electronic communicationthrough Electronic System, if arrangements for doing so have been approved by the Issuing Bank) to the Issuing Bank and the Administrative Agent (reasonably in advance of the requested date of issuance, amendment, renewal or extension, but in any event no less than three Business Days or such shorter period as may be agreed by the Administrative Agent and the Issuing BankDays) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount of such Letter of Credit, the name and address of the beneficiary thereof thereof, and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by In addition, as a condition to any such Letter of Credit issuance, the Issuing Bank, such Revolving Borrower also shall have entered into a continuing agreement (or other letter of credit agreement) for the issuance of letters of credit and/or shall submit a letter of credit application on application, in each case, as required by the Issuing Bank and using such Issuing Bank’s standard form in connection with any request for (each, a “Letter of CreditCredit Agreement”). A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit such Revolving the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the aggregate LC Exposure shall not exceed the Dollar Equivalent of $50,000,00015,000,000, (ii) the no Revolving Credit Lender’s Revolving Exposure of any Lender shall not exceed its Revolving Commitment and (iii) the sum of the total Aggregate Revolving Credit Exposures Exposure shall not exceed the total aggregate Revolving CommitmentsCommitments of all Lenders. Notwithstanding the foregoing or anything to the contrary contained herein, no Issuing Bank shall be obligated to issue or modify any Letter of Credit if, immediately after giving effect thereto, the outstanding LC Exposure in respect of all Letters of Credit issued by such Person and its Affiliates would exceed such Issuing Bank’s Issuing Bank Sublimit. Without limiting the foregoing and without affecting the limitations contained herein, it is understood and agreed that the Borrower may from time to time request that an Issuing Bank issue Letters of Credit in excess of its individual Issuing Bank Sublimit in effect at the time of such request, and each Issuing Bank agrees to consider any such request in good faith. Any Letter of Credit so issued by an Issuing Bank in excess of its individual Issuing Bank Sublimit then in effect shall nonetheless constitute a Letter of Credit for all purposes of the Credit Agreement, and shall not affect the Issuing Bank Sublimit of any other Issuing Bank, subject to the limitations on the aggregate LC Exposure set forth in clause (i) of this Section 2.04(b).
Appears in 1 contract
Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit by any Issuing Bank (or the amendment, renewal or extension of an outstanding Letter of CreditCredit issued by any Issuing Bank), a Revolving the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Bank) facsimile or e-mail to the such Issuing Bank and the Administrative Agent not later than 12:00 p.m., Eastern time, (reasonably in advance i) three (3) Business Days before the proposed date such Letter of Credit is to be issued (or such shorter time as such Issuing Bank may agree) and (ii) one (1) Business Day before the requested proposed date of issuance, any amendment, renewal or extension, but in any event no less than three Business Days extension of a Letter of Credit (or such shorter period time as such Issuing Bank may be agreed by the Administrative Agent and the Issuing Bank) agree), a notice Letter of Credit Request requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying specifying:
(i) which Issuing Bank is being requested to issue such Letter of Credit and the date of issuance, amendment, renewal or extension (which shall be a Business Day), ,
(ii) the date on which such Letter of Credit is to expire (which shall comply with paragraph (ca) of this SectionSection 2.07), ,
(iii) the amount of such Letter of Credit, ,
(iv) the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit, and
(v) the current total Revolving Credit Exposures (without regard to the requested Letter of Credit or the requested amendment, renewal or extension of an outstanding Letter of Credit) and the pro forma total Revolving Credit Exposures (giving effect to the requested Letter of Credit or the requested amendment, renewal or extension of an outstanding Letter of Credit). If requested by the any Issuing Bank, such Revolving the Borrower also shall submit a letter of credit application on the such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended by an Issuing Bank only if (and upon with respect to each notice provided by the Borrower above and any issuance, amendment, renewal or extension of each Letter of Credit such Revolving Credit, the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (iA) the LC Exposure shall will not exceed $50,000,000 and (B) the Total Revolving Credit Exposure will not exceed the Dollar Equivalent Aggregate Commitments. No letter of $50,000,000credit issued by any Issuing Bank (if such Issuing Bank is not the Administrative Agent) shall be deemed to be a “Letter of Credit” issued under this Agreement unless such Issuing Bank has requested and received written confirmation from the Administrative Agent that the representations by the Borrower contained in the foregoing clauses (A) and (B) are true and correct. No Issuing Bank will be required to: (A) issue any Letter of Credit if (1) any order, judgment or decree of any Governmental Authority or arbitrator shall by its terms purport to enjoin or restrain such Issuing Bank from issuing such Letter of Credit, or any law applicable to such Issuing Bank or any request or directive (whether or not having the force of law) from any Governmental Authority with jurisdiction over such Issuing Bank shall prohibit, or request that such Issuing Bank refrain from, the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon the Issuing Bank with respect to such Letter of Credit any restriction, reserve or capital requirement (for which such Issuing Bank is not otherwise compensated hereunder) not in effect on the Effective Date, or shall impose upon such Issuing Bank any unreimbursed loss, cost or expense that was not applicable on the Effective Date and that such Issuing Bank in good ▇▇▇▇▇ ▇▇▇▇▇ material to it, (ii2) the Revolving issuance of such Letter of Credit Exposure would violate one or more policies of such Issuing Bank applicable to letters of credit generally or (3) such Letter of Credit contains any Lender shall not exceed its Revolving Commitment and (iii) the sum provisions for automatic reinstatement of the total Revolving stated amount after any drawing thereunder; or (B) amend or extend any Letter of Credit Exposures shall if such Issuing Bank would not exceed be required at such time to issue the total Revolving CommitmentsLetter of Credit in its amended form under the terms hereof or if the beneficiary of such Letter of Credit does not accept the proposed amendment thereto.
Appears in 1 contract
Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), a Revolving the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Bank) to the Issuing Bank and the Administrative Agent (reasonably at least two Business Days or, if reasonable, less than two Business Days in advance of the requested date of issuance, amendment, renewal or extension, but in any event no less than three Business Days or such shorter period as may be agreed by the Administrative Agent and the Issuing Bank) a notice substantially in the form attached as Exhibit E requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount of such Letter of Credit, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the Issuing BankBank no later than upon its receipt of a notice from the Borrower requesting the issuance of a Letter of Credit, such Revolving the Borrower also shall submit a letter of credit application on the Issuing Bank’s 's standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit such Revolving Borrower shall be deemed to represent and warrant that), by the Issuing Bank in accordance with the notice with respect thereto received from the Borrower; provided that after giving effect to such issuance, amendment, renewal or extension (i) the LC Exposure shall not exceed the Dollar Equivalent of $50,000,000, 100,000,000 (one hundred million dollars) and (ii) the Revolving Credit Exposure of any Lender shall not exceed its Revolving Commitment and (iii) the sum of the Lenders' total Revolving Credit Exposures shall not exceed the Lenders' total Revolving Commitments.
Appears in 1 contract
Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), a Revolving Borrower the Company shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the such Issuing Bank) to the applicable Issuing Bank (selected by the Company in its sole discretion) and the Administrative Agent (reasonably in advance of the requested date of issuance, amendment, renewal or extension, but in any event no less than three (3) Business Days or such in advance thereof unless a shorter period as may be agreed by is acceptable to the Administrative Agent and the applicable Issuing BankBank in its sole discretion) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount of such Letter of Credit, the Agreed LC Currency applicable thereto, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the any Issuing Bank, such Revolving Borrower the Company also shall submit a letter of credit application on in a form agreed to by the Issuing Bank’s standard form Company in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amendedamended to increase the amount, renewed or extended only if (and upon issuance, amendmentamendment to increase the amount, renewal or extension of each Letter of Credit such Revolving Borrower the Company shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension extension, but allowing for fluctuations in currency exchange rates and subject to Section 2.11.2, (i) subject to Section 2.04, the Dollar Amount of the LC Exposure shall not exceed the Dollar Equivalent of $50,000,000200,000,000, (ii) subject to Section 2.04, the Revolving Dollar Amount of the aggregate face amount of all Letters of Credit Exposure of issued and then outstanding by any Lender Issuing Bank shall not exceed its Revolving Commitment and such Issuing Bank’s Applicable LC Sublimit, (iii) subject to Section 2.04, the sum of the total Dollar Amount of the Total Revolving Credit Exposures shall not exceed the total aggregate Revolving Commitments, (iv) subject to Section 2.04, the Dollar Amount of each Lender’s Revolving Credit Exposure shall not exceed such Lender’s Revolving Commitment and (v) subject to Section 2.04, the Dollar Amount of the total outstanding Revolving Loans and LC Exposure, in each case denominated in Foreign Currencies, shall not exceed the Foreign Currency Sublimit.
Appears in 1 contract
Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), a Revolving the requesting Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing applicable Fronting Bank) to the Issuing applicable Fronting Bank and the Administrative Agent (reasonably in advance of the requested date of issuance, amendment, renewal or extension, but in any event no less than three Business Days or such shorter period as may be agreed by the Administrative Agent and the Issuing Bank) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency (which shall be a Permitted LC Currency) of such Letter of Credit, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the Issuing applicable Fronting Bank, such Revolving the applicable Borrower also shall submit a letter of credit application on the Issuing such Fronting Bank’s standard form in connection with any request for a Letter of Credit, provided that any such application shall be subject to the provisions of Section 2.5(a). A Letter of Credit shall be issued, amendedamended to increase the maximum amount that may be drawn under the Letter of Credit, renewed or extended only if (and upon such issuance, amendment, renewal or extension of each Letter of Credit such Revolving the applicable Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension extension, the aggregate Credit Exposure (iin the case of any part of the Credit Exposure denominated in Alternative Currencies, calculated, as of the date of such issuance, amendment, renewal or extension, by reference to the Dollar Equivalent Value of such Credit Exposure) the LC Exposure shall will not exceed the Dollar Equivalent of $50,000,000, (ii) Aggregate Committed Sum. The Administrative Agent shall promptly notify the Revolving Credit Exposure of any Lender shall not exceed its Revolving Commitment and (iii) the sum Lenders of the total Revolving Credit Exposures shall not exceed issuance of a Letter of Credit, including the total Revolving Commitmentsamount and currency thereof.
Appears in 1 contract
Sources: Revolving Credit Agreement (Electronic Data Systems Corp /De/)
Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), a Revolving the Borrower shall hand deliver or telecopy fax (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Bankrecipient) to the applicable Issuing Bank and the Administrative Agent (Agent, reasonably in advance of the requested date of issuance, amendment, renewal or extension, extension (but in any no event no less than three five (5) Business Days or unless otherwise agreed to by such shorter period as may be agreed by the Administrative Agent and the Issuing Bank) ), a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the requested date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount of such Letter of Credit, whether such Letter of Credit will be in Dollars or an Optional Currency (and, if in an Optional Currency, which Optional Currency), the name and address of the beneficiary thereof and such other information as shall be necessary to enable the applicable Issuing Bank to prepare, amend, renew or extend such Letter of Credit. If requested by the applicable Issuing Bank, such Revolving the Borrower also shall submit a letter of credit application on the such Issuing Bank’s standard form in connection with any request for a Letter of Creditsuch request. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon each issuance, amendment, renewal or extension of each any Letter of Credit such Revolving the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension extension, (i) the LC Exposure shall will not exceed $50,000,000 (the Dollar Equivalent “Letter of $50,000,000, Credit Sublimit”) and (ii) the Aggregate Revolving Credit Exposure of any Lender shall not exceed its Revolving Commitment and (iii) the sum of the total Revolving Credit Exposures shall will not exceed the total Aggregate Revolving CommitmentsCommitment. Each Issuing Bank agrees that it shall not permit any issuance, amendment, renewal or extension of a Letter of Credit to occur unless it shall have given to the Administrative Agent the written notice thereof required under paragraph (l) of this Section; provided that such written notice shall not be required for any Letter of Credit issued by an Issuing Bank that is at such time also the Administrative Agent.
Appears in 1 contract
Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), a Revolving the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to the applicable Issuing Bank and the Administrative Agent (reasonably in advance of the requested date of issuance, amendment, renewal or extension, but in any event no less than three Business Days or such shorter period as may be agreed by the Administrative Agent and the Issuing BankDays) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount of such Letter of Credit, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the applicable Issuing Bank, such Revolving the Borrower also shall submit a letter of credit application on the applicable Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit such Revolving the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the LC Exposure shall not exceed the Dollar Equivalent of $50,000,000, 30,000,000 and (ii) the Revolving Credit Exposure of any Lender shall not exceed its Revolving Commitment and (iii) the sum of the total Revolving Credit Exposures shall not exceed the total Revolving Commitments. Upon the effectiveness of this Agreement, each Existing Letter of Credit shall, without any further action by any party, be deemed to have been issued as a Letter of Credit hereunder on the Effective Date and shall for all purposes hereof be treated as a Letter of Credit under this Agreement. Notwithstanding the foregoing or anything to the contrary contained herein, no Issuing Bank shall be obligated to issue or modify any Letter of Credit if, immediately after giving effect thereto, the outstanding LC Exposure in respect of all Letters of Credit issued by such Person and its Affiliates would exceed such Issuing Bank’s Issuing Bank Sublimit. Without limiting the foregoing and without affecting the limitations contained herein, it is understood and agreed that the Borrower may from time to time request that an Issuing Bank issue Letters of Credit in excess of its individual Issuing Bank Sublimit in effect at the time of such request, and each Issuing Bank may, in its sole discretion, issue Letters of Credit in excess of its individual Issuing Bank Sublimit. Any Letter of Credit so issued by an Issuing Bank in excess of its individual Issuing Bank Sublimit then in effect shall nonetheless constitute a Letter of Credit for all purposes of the Credit Agreement, and shall not affect the Issuing Bank Sublimit of any other Issuing Bank, subject to the limitations on the aggregate LC Exposure set forth in clause (i) of this Section 2.06(b). An Issuing Bank shall not be under any obligation to issue any Letter of Credit if:
(i) any order, judgment or decree of any Governmental Authority or arbitrator shall by its terms purport to enjoin or restrain such Issuing Bank from issuing such Letter of Credit, or any law applicable to such Issuing Bank shall prohibit, or require that such Issuing Bank refrain from, the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon such Issuing Bank with respect to such Letter of Credit any restriction, reserve or capital requirement (for which such Issuing Bank is not otherwise compensated hereunder) not in effect on the Effective Date, or shall impose upon such Issuing Bank any unreimbursed loss, cost or expense that was not applicable on the Effective Date and that such Issuing Bank in good f▇▇▇▇ ▇▇▇▇▇ material to it; or
(ii) the issuance of such Letter of Credit would violate one or more policies of such Issuing Bank applicable to letters of credit generally.
Appears in 1 contract
Sources: Credit Agreement (Marcus Corp)
Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of CreditCredit (other than an automatic renewal permitted pursuant to paragraph (c) of this Section)), a Revolving the Borrower shall hand deliver or telecopy (or transmit send by electronic communication, if arrangements for doing so have been approved by the Issuing Bank) Electronic Transmission to the applicable Issuing Bank and the Administrative Agent (reasonably at least three Business Days (or such shorter period as may be acceptable to the applicable Issuing Bank) in advance of the requested date of issuance, amendment, renewal or extension, but in any event no less than three Business Days or such shorter period as may be agreed by the Administrative Agent and the Issuing Bank) a notice in the form of Exhibit E or such other form as the Borrower and the applicable Issuing Bank may agree requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the currency and amount of such Letter of Credit, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the Issuing Bank, such Revolving Borrower also shall submit a letter of credit application on the Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit such Revolving the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the LC Exposure shall not exceed the Dollar Equivalent of $50,000,000total Commitments, (ii) the Revolving Credit Exposure of any Lender shall not exceed its Revolving Commitment and (iii) the sum of the total Revolving Credit Exposures plus the aggregate principal amount of outstanding Competitive Loans shall not exceed the total Revolving CommitmentsCommitments and (iii) the portion of the LC Exposure attributable to Letters of Credit issued by the applicable Issuing Bank shall not exceed the LC Commitment of such Issuing Bank.
Appears in 1 contract
Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), a Revolving the Borrower Representative shall deliver by hand deliver or telecopy facsimile (or transmit by electronic communicationthrough Electronic System, if arrangements for doing so have been approved by the Issuing Bank) to the Issuing Bank and the Administrative Agent (reasonably in advance of the requested date of issuance, amendment, renewal or extensionof, but in any event no less than three (3) Business Days prior (or such shorter period as may be agreed by the Administrative Agent and such Issuing Bank in its reasonable discretion) to the Issuing Bankrequested date of issuance, amendment, renewal or extension) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount of such Letter of Credit, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by In addition, as a condition to any such Letter of Credit issuance, the Issuing Bank, such Revolving applicable Borrower also shall have entered into a continuing agreement (or other letter of credit agreement) for the issuance of letters of credit and/or shall submit a letter of credit application on in each case, as required by the Issuing Bank and using such Issuing Bank’s standard form in connection with any request for (each, a “Letter of CreditCredit Agreement”). A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit such Revolving Borrower the Borrowers shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the aggregate LC Exposure shall not exceed the Dollar Equivalent of $50,000,0005,000,000, (ii) the no Revolving Credit Lender’s Revolving Exposure of any Lender shall not exceed its Revolving Commitment and (iii) the sum of the total Aggregate Revolving Credit Exposures Exposure shall not exceed the total lesser of the Aggregate Revolving CommitmentsCommitment and the Borrowing Base.
Appears in 1 contract
Sources: Credit Agreement (Gogo Inc.)
Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), a Revolving the Borrower shall hand deliver or telecopy (or transmit by electronic communicationfacsimile, telecopy or, if arrangements for doing so have been approved by the respective Issuing Bank, electronic communication) to the an Issuing Bank selected by it and to the Administrative Agent (reasonably in advance of the requested date of issuance, amendment, renewal or extension, but in any event no less than three Business Days or such shorter period as may be agreed by the Administrative Agent and the Issuing BankDays) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount of such Letter of Credit, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by In addition, as a condition to any such Letter of Credit issuance, the Issuing Bank, such Revolving Borrower also shall have entered into a continuing agreement (or other letter of credit agreement) for the issuance of letters of credit and/or shall submit a letter of credit application on application, in each case, as required by the respective Issuing Bank and using such Issuing Bank’s 's standard form in connection with any request for (each, a "Letter of CreditCredit Agreement"). In the event of any inconsistency between the terms and conditions of this Agreement and the terms and conditions of any Letter of Credit Agreement, the terms and conditions of this Agreement shall control. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit such Revolving the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the LC Exposure shall not exceed the Dollar Equivalent of $50,000,000, (ii) the Revolving Credit Exposure of any Lender shall not exceed its Revolving Commitment and (iii) the sum of the total Aggregate Revolving Credit Exposures shall not exceed the total Aggregate Commitments, (iii) the aggregate undrawn amount of all outstanding Letters of Credit issued by the Issuing Banks at such time plus the aggregate amount of all LC Disbursements made by the Issuing Banks that have not yet been reimbursed by or on behalf of the Borrower at such time shall not exceed its Letter of Credit Commitment, (iv) no Lender's Revolving CommitmentsCredit Exposure shall exceed its Commitment. The Borrower may, at any time and from time to time, reduce the Letter of Credit Commitment of any Issuing Bank with the consent of such Issuing Bank; provided that the Borrower shall not reduce the Letter of Credit Commitment of any Issuing Bank if, after giving effect of such reduction, the conditions set forth in clauses (i) through (iv) above shall not be satisfied. An Issuing Bank shall not be under any obligation to issue any Letter of Credit if:
(i) any order, judgment or decree of any Governmental Authority or arbitrator shall by its terms purport to enjoin or restrain such Issuing Bank from issuing such Letter of Credit, or any law applicable to such Issuing Bank shall prohibit, or require that such Issuing Bank refrain from, the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon such Issuing Bank with respect to such Letter of Credit any restriction, reserve or capital requirement (for which such Issuing Bank is not otherwise compensated hereunder) not in effect on the Closing Date, or shall impose upon such Issuing Bank any unreimbursed loss, cost or expense (for which such Issuing Bank is not otherwise compensated hereunder) that was not applicable on the Closing Date and that such Issuing Bank in good ▇▇▇▇▇ ▇▇▇▇▇ material to it; or
(ii) the issuance of such Letter of Credit would violate one or more policies of such Issuing Bank applicable to letters of credit generally.
Appears in 1 contract
Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), a Revolving Borrower the Company shall hand deliver or telecopy (or transmit by electronic communicationcommunication (e-mail), if arrangements for doing so have been approved by the designated Issuing Bank) to the designated Issuing Bank and the Administrative Agent (reasonably not less than five Business Days (unless otherwise acceptable to such Issuing Bank) in advance of the requested date of issuance, amendment, renewal or extension, but in any event no less than three Business Days or such shorter period as may be agreed by the Administrative Agent and the Issuing Bank) a notice (a “Letter of Credit Request”) requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day)extension, the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this SectionSection 2.06(d)), the amount of such Letter of Credit, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the Issuing BankBank that has been requested to issue such Letter of Credit, such Revolving Borrower the Company also shall submit a letter of credit application on the such Issuing Bank’s standard form (an “Application”) in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit such Revolving Borrower shall be deemed to represent and warrant that)if, after giving effect to such issuance, amendment, renewal or extension (i) at any time prior to the LC Exposure shall not exceed the Dollar Equivalent of $50,000,000, (ii) the Revolving Credit Exposure of any Lender shall not exceed its Revolving Commitment and (iii) Stated Maturity Date the sum of the total Revolving Credit Exposures at any time shall not exceed the Total Commitment, and (ii) at any time on and after the Stated Maturity Date (A) no Lender shall have any Credit Exposure other than its LC Exposure, and (B) the total Revolving CommitmentsCredit Exposure of all Lenders (consistent of their respective LC Exposures) shall not exceed 20% of the amount of the Total Commitment immediately prior to the Stated Maturity Date. Upon the issuance, amendment, renewal or extension of each Letter of Credit, the Issuing Bank that has issued such Letter of Credit will notify the Administrative Agent, who, in turn, will notify the Lenders, of the amount and type of such Letter of Credit that is issued, amended, renewed or extended pursuant to this Agreement.
Appears in 1 contract
Sources: Credit Agreement (Kinder Morgan Energy Partners L P)
Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), a Revolving the Borrower Representative shall deliver by hand deliver or telecopy facsimile (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Bank) to the Issuing Bank and the Administrative Agent (reasonably in advance of prior to 9:00 am, Chicago time, at least three Business Days prior to the requested date of issuance, amendment, renewal or extension, but in any event no less than three Business Days or such shorter period as may be agreed by the Administrative Agent and the Issuing Bank) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount of such Letter of Credit, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the Issuing Bank, such Revolving the applicable Borrower also shall submit a letter of credit application on the Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit such Revolving Borrower the Borrowers shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the LC Exposure shall not exceed the Dollar Equivalent of $50,000,000110,000,000, (ii) the Revolving Credit Standby LC Exposure of any Lender shall not exceed its Revolving Commitment and $10,000,000, (iii) the sum of Commercial LC Exposure shall not exceed $100,000,000, and (iv) the total Aggregate Revolving Credit Exposures shall not exceed the total lesser of (A) the Aggregate Revolving CommitmentsCommitments and (B) the sum of (x) the Borrowing Base and (y) the Seasonal Supplemental Amount.
Appears in 1 contract
Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), a Revolving the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Bank) to the Issuing Bank and the Administrative Agent (reasonably at least two Business Days or, if reasonable, less than two Business Days in advance of the requested date of issuance, amendment, renewal or extension, but in any event no less than three Business Days or such shorter period as may be agreed by the Administrative Agent and the Issuing Bank) a notice substantially in the form attached as Exhibit E requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount of such Letter of Credit, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the Issuing BankBank no later than upon its receipt of a notice from the Borrower requesting the issuance of a Letter of Credit, such Revolving the Borrower also shall submit a letter of credit application on the Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit such Revolving Borrower shall be deemed to represent and warrant that), by the Issuing Bank in accordance with the notice with respect thereto received from the Borrower; provided that after giving effect to such issuance, amendment, renewal or extension (i) the LC L/C Exposure shall not exceed the Dollar Equivalent of $50,000,000, 200,000,000 and (ii) the Revolving Credit Exposure of any Lender shall not exceed its Revolving Commitment and (iii) the sum of the Lenders’ total Revolving Credit Exposures shall not exceed the Lenders’ total Revolving Commitments.
Appears in 1 contract
Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), a Revolving the Borrower Representative shall deliver by hand deliver or telecopy facsimile (or transmit by electronic communicationthrough Electronic System, if arrangements for doing so have been approved by the Issuing Bank) to the Issuing Bank and the Administrative Agent (reasonably in advance of, but in any event no less than three (3) Business Days prior (or, in the case of a Special Notice Currency (other than Australian Dollars), five (5) Business Days prior) to the requested date of issuance, amendment, renewal or extension, but in any event no less than three Business Days or such shorter period as may be agreed by the Administrative Agent and the Issuing Bankextension of a Letter of Credit) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this SectionSection 2.06), the amount of such Letter of Credit, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the Issuing Bank, such Revolving the applicable Borrower also shall submit a letter of credit application on the Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit such Revolving Borrower the Borrowers shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the aggregate LC Exposure shall not exceed the Dollar Equivalent of $50,000,000350,000,000, (ii) the no Revolving Credit Lender’s Revolving Exposure of any Lender shall not exceed its Revolving Commitment Commitment, and (iii) the sum of the total Aggregate Revolving Credit Exposures Exposure shall not exceed the total Revolving CommitmentsLine Cap. Notwithstanding the foregoing or anything to the contrary contained herein, no Issuing Bank shall be obligated to issue or modify any Letter of Credit if, immediately after giving effect thereto, the outstanding LC Exposure in respect of all Letters of Credit issued by such Person and its Affiliates would exceed such Issuing Bank’s Issuing Bank Sublimit. Without limiting the foregoing and without affecting the limitations contained herein, it is understood and agreed that the Borrower Representative may from time to time request that an Issuing Bank issue Letters of Credit in excess of its individual Issuing Bank Sublimit in effect at the time of such request, and each Issuing Bank agrees to consider any such request in good faith. Any Letter of Credit so issued by an Issuing Bank in excess of its individual Issuing Bank Sublimit then in effect shall nonetheless constitute a Letter of Credit for all purposes of this Agreement, and shall not affect the Issuing Bank Sublimit of any other Issuing Bank, subject to the limitations on the aggregate LC Exposure set forth in clause (i) of this Section 2.06(b). The Borrowers are responsible for the final text of the Letter of Credit as issued by the Issuing Bank, irrespective of any assistance the Issuing Bank may provide such as drafting or recommending text or by the Issuing Bank’s use or refusal to use text submitted by the Borrowers. The Borrowers understand that the final form of any Letter of Credit may be subject to such revisions and changes as are deemed necessary or appropriate by the Issuing Bank. The Borrowers are solely responsible for the suitability of the Letter of Credit for the Borrowers’ purposes. If the Borrowers request the Issuing Bank to issue a Letter of Credit for an affiliated or unaffiliated third party (an “Account Party”), (i) such Account Party shall have no rights against the Issuing Bank; (ii) the Borrowers shall be responsible for the application and obligations under this Agreement; and (iii) communications (including notices) related to the respective Letter of Credit shall be among the Issuing Bank and the Borrowers.
Appears in 1 contract
Sources: Credit Agreement (Lucid Group, Inc.)
Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal (other than an automatic renewal in accordance with paragraph (c) of this Section) or extension of an outstanding Letter of Credit), a Revolving Borrower the Company shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Bank) to the Issuing Bank and the Administrative Agent (reasonably two (2) Business Days in advance of the requested date of issuance, amendment, renewal or extension, but in any event no less than three Business Days or such shorter period as may be agreed by the Administrative Agent and the Issuing Bank) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount of such Letter of Credit, the Agreed Currency applicable thereto, the name and address of the beneficiary thereof and such other information as shall be necessary to prepareissue, amend, renew or extend such Letter of Credit. If requested by the Issuing Bank, such Revolving Borrower the Company also shall submit a letter of credit application on the Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit such Revolving Borrower the Company shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension extension, (i) subject to Sections 2.11(b) and 2.22, the LC Dollar Amount of the Revolving L/C Exposure shall not exceed the Dollar Equivalent of $50,000,000U.S.$100.0 million, (ii) subject to Sections 2.11(b) and 2.22, the Revolving Credit Exposure of any Lender shall not exceed its Revolving Commitment and (iii) the sum Dollar Amount of the total the Revolving Facility Credit Exposures Exposure shall not exceed the total Revolving CommitmentsFacility Commitments and (iii) subject to Sections 2.11(b) and 2.22, the Dollar Amount of the total outstanding Revolving Facility Loans and Revolving L/C Exposure, in each case denominated in Foreign Currencies, shall not exceed the Foreign Currency Sublimit.
Appears in 1 contract
Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), a Revolving the applicable Borrower shall hand deliver or telecopy fax (or transmit by electronic communication, if arrangements for doing so have been approved by the respective Issuing Bank) to the an Issuing Bank selected by it and to the Administrative Agent (reasonably in advance of the requested date of issuance, amendment, renewal or extension, but in any event no less than three (3) Business Days or such shorter period as may be agreed by the Administrative Agent and the Issuing BankDays) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the name of the applicable Borrower(s), the date of issuance, amendment, renewal amendment or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount of such Letter of Credit, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by In addition, as a condition to any such Letter of Credit issuance, the Issuing Bank, such Revolving applicable Borrower also shall have entered into a continuing agreement (or other letter of credit agreement) for the issuance of letters of credit and/or shall submit a letter of credit application on application, in each case, as required by the respective Issuing Bank and using such Issuing Bank’s standard form in connection with any request for (each, a “Letter of CreditCredit Agreement”). In the event of any conflict between the terms and conditions of this Agreement and the terms and conditions of any Letter of Credit Agreement, the terms and conditions of this Agreement shall control. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit such Revolving the applicable Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (ii)(x) the aggregate undrawn amount of all outstanding Letters of Credit issued by any Issuing Bank at such time plus (y) the aggregate amount of all LC Disbursements made by such Issuing Bank that have not yet been reimbursed by or on behalf of the applicable Borrowers at such time shall not exceed its Letter of Credit Commitment, (ii) the LC Exposure shall not exceed the Dollar Equivalent total Letter of $50,000,000Credit Commitments, (iii) no Lender’s Revolving Credit Exposure shall exceed its Commitment and (iv) the LC Exposure applicable to such Borrower shall not exceed such Borrower’s Revolving Sublimit. The Borrowers may, at any time and from time to time, reduce the Letter of Credit Commitment of any Issuing Bank with the consent of such Issuing Bank; provided that the Borrowers shall not reduce the Letter of Credit Commitment of any Issuing Bank if, after giving effect of such reduction, the conditions set forth in clauses (i) through (iv) above shall not be satisfied. An Issuing Bank shall not be under any obligation to issue any Letter of Credit if:
(i) any order, judgment or decree of any Governmental Authority or arbitrator shall by its terms purport to enjoin or restrain such Issuing Bank from issuing such Letter of Credit, or request that such Issuing Bank refrain from issuing such Letter of Credit, or any law applicable to such Issuing Bank shall prohibit, , the issuance of letters of credit generally or such Letter of Credit in particular, or any such order, judgment or decree, or law shall impose upon such Issuing Bank with respect to such Letter of Credit any restriction, reserve or capital or liquidity requirement (for which such Issuing Bank is not otherwise compensated hereunder) not in effect on the Effective Date, or shall impose upon such Issuing Bank any unreimbursed loss, cost or expense that was not applicable on the Effective Date and that such Issuing Bank in good ▇▇▇▇▇ ▇▇▇▇▇ material to it; or
(ii) the Revolving issuance of such Letter of Credit Exposure would violate one or more policies of any Lender shall not exceed its Revolving Commitment and (iii) the sum such Issuing Bank applicable to letters of the total Revolving Credit Exposures shall not exceed the total Revolving Commitmentscredit generally.
Appears in 1 contract
Sources: Credit Agreement (SJW Group)
Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), a Revolving the Borrower Representative shall deliver by hand deliver or telecopy facsimile (or transmit by electronic communicationthrough Electronic System, if arrangements for doing so have been approved by the Issuing Bank) to the Issuing Bank and the Administrative Agent (reasonably in advance of prior to 9:00 am, Chicago time, at least three (3) Business Days prior to the requested date of issuance, amendment, renewal or extension, but in any event no less than three Business Days or such shorter period as may be agreed by the Administrative Agent and the Issuing Bank) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount of such Letter of Credit, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by In addition, as a condition to any such Letter of Credit issuance, the Issuing Bank, such Revolving applicable Borrower also shall have entered into a continuing agreement (or other letter of credit agreement) for the issuance of letters of credit and/or shall submit a letter of credit application on in each case, as required by the Issuing Bank and using such Issuing Bank’s standard form in connection with any request for (each, a “Letter of CreditCredit Agreement”). A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit such Revolving Borrower the Borrowers shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the aggregate LC Exposure shall not exceed the Dollar Equivalent of $50,000,0005,000,000, (ii) the no Revolving Credit Lender’s Revolving Exposure of any Lender shall not exceed its Revolving Commitment and (iii) the sum of the total Aggregate Revolving Credit Exposures Exposure shall not exceed the total lesser of (x) the Aggregate Revolving CommitmentsCommitment minus the Availability Block and (y) the Borrowing Base. Notwithstanding the foregoing or anything to the contrary contained herein, no Issuing Bank shall be obligated to issue or modify any Letter of Credit if, immediately after giving effect thereto, the outstanding LC Exposure in respect of all Letters of Credit issued by such Person and its Affiliates would exceed such Issuing Bank’s Issuing Bank Sublimit. Without limiting the foregoing and without affecting the limitations contained herein, it is understood and agreed that the Borrower Representative may from time to time request that an Issuing Bank issue Letters of Credit in excess of its individual Issuing Bank Sublimit in effect at the time of such request, and each Issuing Bank agrees to consider any such request in good faith. Any Letter of Credit so issued by an Issuing Bank in excess of its individual Issuing Bank Sublimit then in effect shall nonetheless constitute a Letter of Credit for all purposes of this Agreement, and shall not affect the Issuing Bank Sublimit of any other Issuing Bank, subject to the limitations on the aggregate LC Exposure set forth in clause (i) of this Section 2.06(b).
Appears in 1 contract
Sources: Credit Agreement (Highland Transcend Partners I Corp.)
Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), a Revolving Borrower the Company shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the such Issuing Bank) to the applicable Issuing Bank (selected by the Company in its sole discretion) and the Administrative Agent (reasonably in advance of the requested date of issuance, amendment, renewal or extension, but in any event no less than three (3) Business Days or such shorter period as may be agreed by the Administrative Agent and the Issuing Bankin advance thereof) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount of such Letter of Credit, the Agreed LC Currency applicable thereto, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the any Issuing Bank, such Revolving Borrower the Company also shall submit a letter of credit application on in a form agreed to by the Issuing Bank’s standard form Company in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amendedamended to increase the amount, renewed or extended only if (and upon issuance, amendmentamendment to increase the amount, renewal or extension of each Letter of Credit such Revolving Borrower the Company shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension extension, but allowing for fluctuations in currency exchange rates and subject to Section 2.11(c), (i) subject to Section 2.04, the Dollar Amount of the LC Exposure shall not exceed the Dollar Equivalent of $50,000,00025,000,000, (ii) subject to Section 2.04, the Revolving Dollar Amount of the aggregate face amount of all Letters of Credit Exposure of issued and then outstanding by any Lender Issuing Bank shall not exceed its Revolving Commitment and such Issuing Bank’s Applicable LC Sublimit, (iii) subject to Section 2.04, the sum of the total Dollar Amount of the Total Revolving Credit Exposures shall not exceed the total aggregate Revolving Commitments, (iv) subject to Section 2.04, the Dollar Amount of each Lender’s Revolving Credit Exposure shall not exceed such Lender’s Revolving Commitment and (v) subject to Section 2.04, the Dollar Amount of the total outstanding Revolving Loans and LC Exposure, in each case denominated in Foreign Currencies, shall not exceed the Foreign Currency Sublimit.
Appears in 1 contract
Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), a Revolving the Borrower shall hand deliver or telecopy as permitted by Section 12.01(a) (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing BankIssuer) to the Issuing Bank Issuer and the Administrative Agent (reasonably not less than five (5) Business Days in advance of the requested date of issuance, amendment, renewal or extension, but in any event no less than three Business Days extension (or such shorter period as may be agreed by the Administrative Agent and the Issuing BankIssuer in its sole discretion)) a notice in the form of Exhibit I:
(i) requesting the issuance of a Letter of Credit, Credit or identifying the Letter of Credit issued by such Issuer to be amended, renewed or extended, and ;
(ii) specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), ;
(iii) specifying the date on which such Letter of Credit is to expire (which shall comply with paragraph Section 2.08(c));
(civ) of this Section), specifying the amount of such Letter of Credit, ;
(v) specifying the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit; and
(vi) specifying the amount of the current Revolving Credit Exposures (without regard to the requested Letter of Credit or the requested amendment, renewal or extension of an outstanding Letter of Credit) and the pro forma Revolving Credit Exposures (giving effect to the requested Letter of Credit or the requested amendment, renewal or extension of an outstanding Letter of Credit). Each notice shall constitute a representation that after giving effect to the requested issuance, amendment, renewal or extension, as applicable, (i) the Letter of Credit Exposure shall not exceed the Letter of Credit Commitment and (ii) the Revolving Credit Exposure shall not exceed the Maximum Revolving Credit Amount. If requested by the Issuing BankIssuer, such Revolving the Borrower also shall submit a letter of credit application on the Issuing Banksuch Issuer’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit such Revolving Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the LC Exposure shall not exceed the Dollar Equivalent of $50,000,000, (ii) the Revolving Credit Exposure of any Lender shall not exceed its Revolving Commitment and (iii) the sum of the total Revolving Credit Exposures shall not exceed the total Revolving Commitments.
Appears in 1 contract
Sources: Credit Agreement (Evolve Transition Infrastructure LP)
Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal (other than an automatic renewal in accordance with paragraph (c) of this Section) or extension of an outstanding Letter of Credit), a Revolving Borrower the Applicant Party shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to the applicable Issuing Bank and the Administrative Agent (reasonably two Business Days in advance of the requested date of issuance, amendment, renewal or extension, but in any event no less than three Business Days or such shorter period as may be agreed by the Administrative Agent and the Issuing Bank) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount of such Letter of Credit, the name and address of the beneficiary thereof and such other information as shall be necessary to prepareissue, amend, renew or extend such Letter of Credit. If requested by the applicable Issuing Bank, such Revolving Borrower the Applicant Party also shall submit a letter of credit application on the such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit such Revolving the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, issuance amendment, renewal or extension (i) prior to the LC Class A Revolving Facility Maturity Date, the Revolving L/C Exposure shall not exceed the Dollar Equivalent of $50,000,000650.0 million, (ii) after the Class A Revolving Facility Maturity Date but prior to the Class B Revolving Facility Maturity Date, the Revolving Credit L/C Exposure of any Lender shall not exceed its Revolving Commitment $650.0 million and (iii) the sum of the total Revolving Facility Credit Exposures Exposure shall not exceed the total Revolving Facility Commitments.
Appears in 1 contract
Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), a Revolving the Borrower shall hand deliver or telecopy fax (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Bankrecipient) to the applicable Issuing Bank and the Administrative Agent not later than 11:00 a.m., New York City time, at least two Business Days (reasonably or such later date and time as the Administrative Agent and such Issuing Bank may agree in a particular instance in their sole discretion) in advance of the requested date of issuance, amendment, renewal or extension, but in any event no less than three Business Days or such shorter period as may be agreed by the Administrative Agent and the Issuing Bank) a notice Letter of Credit Request requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the requested date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount of such Letter of Credit, the name and address of the beneficiary thereof and such other information as shall be reasonably necessary to enable the applicable Issuing Bank to prepare, amend, renew or extend such Letter of Credit. If requested by the applicable Issuing Bank, such Revolving the Borrower also shall submit a letter of credit application on the such Issuing Bank’s standard form in connection with any request for a Letter of Creditsuch request. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon each issuance, amendment, renewal or extension of each any Letter of Credit such Revolving the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension extension, (i) (x) the LC Exposure shall will not exceed the Dollar Equivalent of $50,000,000, 20,000,000 and (iiy) the Revolving Credit LC 59 Exposure of any Lender shall all Letters of Credit denominated in Alternative Currencies will not exceed its Revolving Commitment and (iii) the sum of the total Revolving Credit Exposures shall not exceed the total Revolving Commitments.$10,000,000,
Appears in 1 contract
Sources: First Amendment (Costar Group, Inc.)
Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), a Revolving the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to the relevant Issuing Bank and the Administrative Agent (reasonably in advance of the requested date of issuance, amendment, renewal or extension, but in any event no less than three Business Days or such shorter period as may be agreed by the Administrative Agent and the Issuing Bank) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount of such Letter of Credit, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the an Issuing Bank, such Revolving the Borrower also shall submit a letter of credit application on the such Issuing Bank’s 's standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit such Revolving the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the total LC Exposure shall not exceed the Dollar Equivalent of $50,000,000300,000,000, (ii) the Revolving amount of the LC Exposure attributable to Letters of Credit Exposure of any Lender shall issued by the applicable Issuing Bank will not exceed its Revolving the LC Commitment of such Issuing Bank and (iii) the sum of the total Revolving Credit Exposures shall not exceed the lesser of (A) the total Revolving CommitmentsCommitments at such time and (B) the Borrowing Base Amount in effect at such time minus the outstanding Tranche 1 Term Loans at such time.
Appears in 1 contract
Sources: Credit Agreement (Rite Aid Corp)
Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of CreditCredit (other than an automatic renewal permitted pursuant to paragraph (c) of this Section 2.05), a Revolving the Borrower shall hand deliver or telecopy fax (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Bankrecipient) to the applicable Issuing Bank and the Administrative Agent (Agent, reasonably in advance of the requested date of issuance, amendment, renewal or extension, but in any event no less than three Business Days or such shorter period as may be agreed by the Administrative Agent and the Issuing Bank) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the requested date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this SectionSection 2.05), the amount (which, except in the case of the Existing Letters of Credit, shall be no less than $5,000) of such Letter of Credit, the name and address of the beneficiary thereof and such other information as shall be necessary to enable the applicable Issuing Bank to prepare, amend, renew or extend such Letter of Credit. If requested by the applicable Issuing Bank, such Revolving the Borrower also shall submit a letter of credit application on the such Issuing Bank’s standard form in connection with any request for a Letter of Creditsuch request. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon each issuance, amendment, renewal or extension of each any Letter of Credit such Revolving the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension extension, (i) the LC Exposure shall will not exceed the Dollar Equivalent of $50,000,00010,000,000, (ii) unless waived by the Revolving Credit applicable Issuing Bank in its sole discretion, each Issuing Bank’s LC Exposure of any Lender shall will not exceed its Revolving Commitment Letter of Credit Individual Sublimit (it being understood this clause (ii) does not apply to Existing Letters of Credit Issued by Issuing Banks not listed in the definition of Letter of Credit Individual Sublimit) and (iii) the sum of the total Aggregate Revolving Credit Exposures shall Exposure will not exceed the total Aggregate Revolving CommitmentsCommitment. Each Issuing Bank agrees that it shall not permit any issuance, amendment, renewal or extension of a Letter of Credit to occur unless it shall have given to the Administrative Agent written notice thereof required under paragraph (l) of this Section 2.05. On the Closing Date, the Existing Letters of Credit shall be deemed Letters of Credit issued hereunder.
Appears in 1 contract
Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), a Revolving Borrower the Company shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the relevant Issuing Bank) to the an Issuing Bank and the Administrative Agent (reasonably in advance of the requested date of issuance, amendment, renewal or extension, but in any event no less than three (3) Business Days or such shorter period as may be agreed by the Administrative Agent and the Issuing BankDays) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount of such Letter of Credit, the Agreed Currency applicable thereto, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the such Issuing Bank, such Revolving Borrower the Company also shall submit a letter of credit application on the such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit such Revolving Borrower the Company shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) subject to Sections 2.04 and 2.11(c), the Dollar Amount of the LC Exposure shall not exceed the Dollar Equivalent of $50,000,000, (ii) subject to Sections 2.04 and 2.11(c), the Revolving sum of (x) the aggregate undrawn amount of all outstanding Letters of Credit Exposure issued by any Issuing Bank at such time plus (y) the aggregate amount of any Lender all LC Disbursements made by such Issuing Bank that have not yet been reimbursed by or on behalf of the Company at such time shall not exceed its Revolving Commitment and such Issuing Bank’s Letter of Credit Commitment, (iii) subject to Sections 2.04 and 2.11(c), the sum Dollar Amount of the total Total Revolving Credit Exposures shall not exceed the aggregate Revolving Commitments and (iv) subject to Sections 2.04 and 2.11(c), the Dollar Amount of the total outstanding Revolving CommitmentsLoans and LC Exposure, in each case in respect of the Foreign Subsidiary Borrowers, shall not exceed the Foreign Subsidiary Borrower Sublimit. The Company may, at any time and from time to time, reduce the Letter of Credit Commitment of any Issuing Bank with the consent of such Issuing Bank; provided that, the Company shall not reduce the Letter of Credit Commitment of any Issuing Bank if, after giving effect of such reduction, the conditions set forth in the immediately preceding clauses (i) through (iv) shall not be satisfied.
Appears in 1 contract
Sources: Credit Agreement (MTS Systems Corp)
Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), a Revolving the Borrower shall hand deliver or telecopy (or transmit by electronic communicationcommunication (including email), if arrangements for doing so have been approved by the such Issuing Bank) to the an Issuing Bank and the Administrative Agent (reasonably no less than three Business Days (or such lesser period of time as such Issuing Bank and the Administrative Agent may agree) in advance of the requested date of issuance, amendment, renewal or extension, but in any event no less than three Business Days or such shorter period as may be agreed by the Administrative Agent and the Issuing Bank) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount of such Letter of Credit, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the such Issuing Bank, such Revolving the Borrower also shall submit a letter of credit application on the such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit such Revolving the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the LC Exposure shall not exceed the Dollar Equivalent of $50,000,000, 50,000,000 and (ii) the aggregate Revolving Credit Exposure of any Lender shall not exceed its Revolving Commitment and (iii) the sum of the total Revolving Credit Exposures shall not exceed the total aggregate Revolving Commitments.
Appears in 1 contract
Sources: Credit Agreement (Idearc Inc.)
Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Revolving Letter of Credit (or the amendment, renewal (other than an automatic renewal in accordance with paragraph (c) of this Section) or extension of an outstanding Revolving Letter of Credit), a Revolving the Borrower shall hand deliver or telecopy facsimile (or transmit by other electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to the applicable Issuing Bank and the Administrative Agent two (reasonably 2) Business Days in advance of the requested date of issuance, amendment, renewal or extension, but in any event no less than three Business Days or such shorter period as may be agreed by the Administrative Agent and the Issuing Bank) a notice requesting the issuance of a Letter of CreditDomestic L/C or a Foreign L/C, or identifying the Revolving Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Revolving Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount of such Revolving Letter of Credit, the name and address of the beneficiary thereof and such other information as shall be necessary to prepareissue, amend, renew or extend such Revolving Letter of Credit. If requested by the applicable Issuing Bank, such Revolving the Borrower also shall submit a letter of credit application on the such Issuing Bank’s standard form in connection with any request for a Revolving Letter of Credit. A Revolving Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Revolving Letter of Credit such Revolving the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension extension, (i) the LC Revolving Facility Credit Exposure shall not exceed the Dollar Equivalent of $50,000,000total Revolving Facility Commitments, (ii) the aggregate available amount of all Revolving Letters of Credit Exposure of issued by any Lender Issuing Bank shall not exceed its such Issuing Bank’s Revolving L/C Commitment and (iii) the sum aggregate available amount of the total all Revolving Letters of Credit Exposures shall not exceed the total Revolving CommitmentsL/C Sublimit reduced by an amount equal to 50% of the aggregate available amount of all Secured Bilateral Letters of Credit then outstanding.
Appears in 1 contract
Sources: Credit Agreement (SemGroup Corp)
Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), a Revolving the Borrower shall deliver by hand deliver or telecopy facsimile (or transmit by electronic communicationthrough Electronic System, if arrangements for doing so have been approved by the Issuing Bank) to the Issuing Bank and the Administrative Agent (reasonably in advance of of, but in any event no less than three (3) Business Days prior to the requested date of issuance, amendment, renewal or extension, but in any event no less than three Business Days or such shorter period as may be agreed by the Administrative Agent and the Issuing Bank) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount of such Letter of Credit, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the Issuing Bank, such Revolving the Borrower also shall submit a letter of credit application on the Issuing Bank’s standard form in connection with any request for a Letter of Credit. This Agreement shall supersede any such standard form if and to the extent it contains terms inconsistent with or contrary to the terms of this Agreement. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit such Revolving the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension extension, (i) the aggregate LC Exposure shall not exceed the Dollar Equivalent of $50,000,0005,000,000, (ii) the no Revolving Credit Lender’s Revolving Exposure of any Lender shall not exceed its Revolving Commitment and (iii) the sum of the total Aggregate Revolving Credit Exposures Exposure shall not exceed the total lesser of (x) the Aggregate Revolving CommitmentsCommitment and (y) the Borrowing Base.
Appears in 1 contract
Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. (i) To request the issuance of a Letter of Credit (or the amendment, renewal (other than an automatic renewal in accordance with paragraph (c) of this Section) or extension of an outstanding Letter of Credit), a Revolving the Borrower shall either (x) provide telephonic notice promptly followed by written notice or (y) hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to the applicable Issuing Bank and the Administrative Agent (reasonably three (3) Business Days in advance of the requested date of issuance, amendment, renewal or extension, but in any event no less than three Business Days or such shorter period as may be agreed by the Administrative Agent and the Issuing Bank) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount of such Letter of Credit, the name and address of the beneficiary thereof and such other information as shall be necessary to prepareissue, amend, renew or extend such Letter of Credit. If requested by the applicable Issuing Bank, such Revolving the Borrower also shall submit a letter of credit application on the such Issuing Bank’s standard form in connection with any request for a Letter of Credit; provided that to the extent such standard form is inconsistent with the Loan Documents, the provisions of the Loan Documents shall control. Upon satisfaction or waiver (in accordance with Section 9.08) of the conditions set forth in Section 4.01 (and in the case of any Letters of Credit to be issued on the Closing Date, Section 4.02), the Issuing Bank shall issue or extend the requested Letter of Credit in accordance with the Issuing Bank’s standard operating procedures. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit such Revolving Credit, the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (iA) the LC Revolving L/C Exposure shall not exceed the Dollar Equivalent of $50,000,000, 25.0 million and (iiB) the Revolving Facility Credit Exposure of any Lender shall not exceed its Revolving Commitment and (iii) the sum of the total Revolving Credit Exposures shall not exceed the total Revolving Facility Commitments.
(ii) If the maturity date in respect of any tranche of Revolving Facility Commitments occurs prior to the expiration of any Letter of Credit, then (A) if one (1) or more other tranches of Revolving Facility Commitments in respect of which the maturity date shall not have occurred are then in effect, (x) the outstanding Revolving Facility Loans shall be repaid pursuant to Section 2.10 on such maturity date to the extent and in an amount sufficient to permit the reallocation of the Revolving L/C Exposure relating to the outstanding Letters of Credit contemplated by clause (y) below and (y) such Letters of Credit shall automatically be deemed to have been issued (including for purposes of the obligations of the Revolving Facility Lenders to purchase participations therein and to make payments in respect thereof pursuant to Section 2.05(d)) under (and ratably participated in by Lenders pursuant to) the Revolving Facility Commitments in respect of such non-terminating tranches up to an aggregate amount not to exceed the aggregate principal amount of the Revolving Facility Commitments in respect of such non-terminating tranches at such time (it being understood that (1) the participations therein of Revolving Facility Lenders under the maturing tranche shall be correspondingly released and (2) no partial face amount of any Letter of Credit may be so reallocated) and (B) to the extent not reallocated pursuant to the immediately preceding clause (A), but without limiting the obligations with respect thereto, the Borrower shall cash collateralize or backstop any such Letter of Credit in a manner reasonably satisfactory to the Administrative Agent and the applicable Issuing Bank. If, for any reason, such cash collateral or backstop is not provided or the reallocation does not occur, the Revolving Facility Lenders under the maturing tranche shall continue to be responsible for their participating interests in the Letters of Credit; provided that, notwithstanding anything to the contrary contained herein, upon any subsequent repayment of the Revolving Facility Loans, the reallocation set forth in clause (A) shall automatically and concurrently occur to the extent of such repayment (it being understood that no partial face amount of any Letter of Credit may be so reallocated). Except to the extent of reallocations of participations pursuant to clause (A) of the second preceding sentence, the occurrence of a maturity date with respect to a given tranche of Revolving Facility Commitments shall have no effect upon (and shall not diminish) the percentage participations of the Revolving Facility Lenders in any Letter of Credit issued before such maturity date. Commencing with the maturity date of any tranche of Revolving Facility Commitments, the sublimit for Letters of Credit under any tranche of Revolving Facility Commitments that has not so then matured shall be as agreed with such Revolving Facility Lenders; provided that in no event shall such sublimit be less than the sum of (x) the Revolving L/C Exposure of the Revolving Facility Lenders under such extended tranche immediately prior to such maturity date and (y) the face amount of the Letters of Credit reallocated to such tranche of Revolving Facility Commitments pursuant to clause (A) of the second preceding sentence above (assuming Revolving Facility Loans are repaid in accordance with clause (A)(x)).
(iii) As of the Closing Date, each of the letters of credit described on Schedule 1.01(b) (collectively, the “Existing Letters of Credit”) shall be deemed to be Letters of Credit issued hereunder and shall be subject to all of the terms and provisions of this Agreement and the other Loan Documents applicable to Letters of Credit issued hereunder. The Issuing Bank agrees that its obligations with respect to Letters of Credit shall include the Existing Letters of Credit and the Borrower affirms its reimbursement obligation for honored drawings under such Existing Letters of Credit in accordance with the terms and provisions of this Agreement and the other Loan Documents applicable to Letters of Credit issued hereunder.
Appears in 1 contract
Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To In order to request the issuance of a Letter of Credit (or the amendmentto amend, renewal renew or extension of extend an outstanding existing Letter of Credit), a Revolving the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Bank) fax to the Issuing Bank and the Administrative Agent (reasonably in advance of the requested date of issuance, amendment, renewal or extension, but in any event no less than three Business Days or such shorter period as may be agreed by the Administrative Agent and the Issuing Bank) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying whether such Letter of Credit shall be an RF Letter of Credit, a UF Letter of Credit or a PF Letter of Credit, the date of issuance, amendment, renewal or extension (which shall be a Business Day)extension, the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Sectionbelow), the amount of such Letter of Credit, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend prepare such Letter of Credit. If requested by The Issuing Bank shall promptly (i) notify the Issuing Bank, such Revolving Borrower also shall submit a letter Administrative Agent in writing of credit application on the Issuing Bank’s standard form in connection with any request for a amount and expiry date of each Letter of CreditCredit issued by it and (ii) provide a copy of each such Letter of Credit (and any amendments, renewals or extensions thereof) to the Administrative Agent. A An RF Letter of Credit shall be issued, amended, renewed or extended only if (if, and upon issuance, amendment, renewal or extension of each such Letter of Credit such Revolving the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the LC RF L/C Exposure shall not exceed $20,000,000 and (ii) the Aggregate Revolving Credit Exposure shall not exceed the Dollar Equivalent of $50,000,000, (ii) the Total Revolving Credit Commitment. A UF Letter of Credit shall be issued, amended, renewed or extended only if, and upon issuance, amendment, renewal or extension of each such UF Letter of Credit the Borrower shall be deemed to represent and warrant that, after giving effect to such issuance, amendment, renewal or extension the sum of the UF L/C Exposure of any Lender and the outstanding UF L/C Loans shall not exceed its Revolving Commitment the aggregate UF L/C Commitments. A PF Letter of Credit shall be issued, amended, renewed or extended only if, and upon issuance, amendment, renewal or extension of each such PF Letter of Credit the Borrower shall be deemed to represent and warrant that, after giving effect to such issuance, amendment, renewal or extension (iiii) the sum of the total Revolving Credit Exposures PF L/C Exposure and the outstanding PF L/C Loans shall not exceed the total Revolving Commitmentsaggregate PF L/C Commitments and (ii) the aggregate PF L/C Exposure shall not exceed the aggregate Credit-Linked Deposits. If the Borrower shall fail to specify whether any requested Letter of Credit is to be an RF Letter of Credit, a UF Letter of Credit or a PF Letter of Credit, then the requested Letter of Credit shall be deemed to be a UF Letter of Credit unless the issuance thereof would not be permitted by the foregoing provisions of this paragraph, in which case it shall be deemed to be a PF Letter of Credit unless the issuance thereof would not be permitted by the foregoing provisions of this paragraph, in which case it shall be deemed to be an RF Letter of Credit. Each Existing Letter of Credit shall be deemed to be a UF Letter of Credit or a PF Letter of Credit, in each case as set forth on Schedule 1.01(a).
Appears in 1 contract
Sources: Credit Agreement (Buffets Inc)
Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To In order to request the issuance of a Letter of Credit (or the amendmentto amend, renewal renew or extension of extend an outstanding existing Letter of Credit), a Revolving the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Bank) fax to the Issuing Bank and the Administrative Agent (reasonably in advance of the requested date of issuance, amendment, renewal or extension, but in any event no less than three Business Days or such shorter period as may be agreed by the Administrative Agent and the Issuing BankDays) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day)extension, the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Sectionbelow), the amount of such Letter of Credit, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend prepare such Letter of Credit. If requested by the Issuing Bank, such Revolving Borrower also shall submit a letter of credit application on the Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (if, and upon issuance, amendment, renewal or extension of each Letter of Credit such Revolving the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the aggregate L/C Exposure of all Lenders shall not exceed $5,000,000, (ii) the aggregate LC Exposure of any Issuing Bank, after giving effect to such issuance, shall not exceed the LC Commitment of such Issuing Bank and (iii) the Aggregate Revolving Credit Exposure shall not exceed the Dollar Equivalent of $50,000,000, (ii) the Total Revolving Credit Exposure Commitment. In addition, the Borrower may be required to enter into a continuing agreement (or other letter of credit agreement) for the issuance of letters of credit and/or shall submit a letter of credit application, in each case, as may be required by the respective Issuing Bank and using such Issuing Bank’s standard form (each, a “Letter of Credit Agreement”). In the event of any Lender conflict between the terms and conditions of this Agreement and the terms and conditions of any Letter of Credit Agreement, the terms and conditions of this Agreement shall not exceed its Revolving Commitment and (iii) the sum of the total Revolving Credit Exposures shall not exceed the total Revolving Commitmentscontrol.
Appears in 1 contract
Sources: Credit Agreement (Lindblad Expeditions Holdings, Inc.)
Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), a Revolving the Borrower Representative shall deliver by hand deliver or telecopy facsimile (or transmit by electronic communicationthrough Electronic System, if arrangements for doing so have been approved by the Issuing Bank) to the Issuing Bank and the Administrative Agent (reasonably in advance of of, but in any event no less than three (3) Business Days prior to the requested date of issuance, amendment, renewal or extension, but in any event no less than three Business Days or such shorter period as may be agreed by the Administrative Agent and the Issuing Bank) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount of such Letter of Credit, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by In addition, as a condition to any such Letter of Credit issuance, the Issuing Bank, such Revolving applicable Borrower also shall have entered into a continuing agreement (or other letter of credit agreement) for the issuance of letters of credit and/or shall submit a letter of credit application on in each case, as required by the Issuing Bank’s Bank and using such bank's standard form in connection with any request for (each, a “Letter of CreditCredit Agreement”). A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit such Revolving Borrower the Borrowers shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the aggregate LC Exposure shall not exceed the Dollar Equivalent of $50,000,00010,000,000, (ii) the [Reserved], (iii) [Reserved], (iv) no Revolving Credit Lender’s Revolving Exposure of any Lender shall not exceed its Revolving Commitment and (iiiv) the sum of the total Aggregate Revolving Credit Exposures Exposure shall not exceed the total lesser of the Aggregate Revolving CommitmentsCommitment and the Borrowing Base. Notwithstanding the foregoing or anything to the contrary contained herein, no Issuing Bank shall be obligated to issue or modify any Letter of Credit if, immediately after giving effect thereto, the outstanding LC Exposure in respect of all Letters of Credit issued by such Person and its Affiliates would exceed such Issuing Bank’s Issuing Bank Sublimit. Without limiting the foregoing and without affecting the limitations contained herein, it is understood and agreed that the Borrower Representative may from time to time request that an Issuing Bank issue Letters of Credit in excess of its individual Issuing Bank Sublimit in effect at the time of such request, and each Issuing Bank agrees to consider any such request in good faith. Any Letter of Credit so issued by an Issuing Bank in excess of its individual Issuing Bank Sublimit then in effect shall nonetheless constitute a Letter of Credit for all purposes of the Credit Agreement, and shall not affect the Issuing Bank Sublimit of any other Issuing Bank, subject to the limitations on the aggregate LC Exposure set forth in clause (i) of this Section 2.06(b).
Appears in 1 contract
Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), a Revolving Borrower the Company shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the such Issuing Bank) to the applicable Issuing Bank (selected by the Company in its sole discretion) and the Administrative Agent (reasonably in advance of the requested date of issuance, amendment, renewal or extension, but in any event no less than three (3) Business Days or such in advance thereof unless a shorter period as may be agreed by is acceptable to the Administrative Agent and the applicable Issuing BankBank in its sole discretion) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount of such Letter of Credit, the Agreed LC Currency applicable thereto, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the any Issuing Bank, such Revolving Borrower the Company also shall submit a letter of credit application on in a form agreed to by the Issuing Bank’s standard form Company in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amendedamended to increase the amount, renewed or extended only if (and upon issuance, amendmentamendment to increase the amount, renewal or extension of each Letter of Credit such Revolving Borrower the Company shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension extension, but allowing for fluctuations in currency exchange rates and subject to Section 2.11.2, (i) subject to Section 2.04, the Dollar Amount of the LC Exposure shall not exceed the Dollar Equivalent of $50,000,000200,000,000, (ii) subject to Section 2.04, the Revolving Dollar Amount of the aggregate face amount of all Letters of Credit Exposure of issued and then outstanding by any Lender Issuing Bank shall not exceed its Revolving Commitment and such Issuing Bank’s Applicable LC Sublimit, (iii) subject to Section 2.04, the sum of the total Dollar Amount of the Total Revolving Credit Exposures shall not exceed the total Aggregate Commitmentaggregate Revolving Commitments, (iv) subject to Section 2.04, the Dollar Amount of each Lender’s Revolving Credit Exposure shall not exceed such Lender’s Revolving Commitment and (v) subject to Section 2.04, the Dollar Amount of the total outstanding Revolving Loans and LC Exposure, in each case denominated in Foreign Currencies, shall not exceed the Foreign Currency Sublimit.
Appears in 1 contract
Sources: Credit Agreement (PENTAIR PLC)
Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal (other than an automatic renewal in accordance with paragraph (c) of this Section) or extension of an outstanding Letter of Credit), a Revolving Borrower the Applicant Party shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to the applicable Issuing Bank and the Administrative Agent (reasonably two Business Days in advance of the requested date of issuance, amendment, renewal or extension, but in any event no less than three Business Days or such shorter period as may be agreed by the Administrative Agent and the Issuing Bank) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount of such Letter of Credit, (subject to paragraph (n) of this Section) the currency in which such Letter of Credit is to be denominated, the name and address of the beneficiary thereof and such other information as shall be necessary to prepareissue, amend, renew or extend such Letter of Credit. If requested by the applicable Issuing Bank, such Revolving Borrower the Applicant Party also shall submit a letter of credit application on the such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit such Revolving Borrower the Applicant Party shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension extension, (i) the LC Revolving L/C Exposure shall not exceed the Dollar Equivalent of $50,000,000250.0 million, (ii) the Revolving Credit Exposure of any Lender L/C Exposure, shall not exceed its Revolving Commitment exceed, in respect of Dollar Letters of Credit, $250.0 million (the “Dollar Letter of Credit Limit”); provided that no more than $150.0 million in face amount of Dollar Letters of Credit may be issued for the account of Mobotec, and in respect of Alternative Currency Letters of Credit, the Dollar Equivalent of $125.0 million (the “Alternative Currency Letter of Credit Sublimit”) and (iii) the sum of the total Revolving Facility Credit Exposures Exposure shall not exceed the total Revolving Facility Commitments; provided that no Letter of Credit shall be issued by any Issuing Bank the stated amount of which, when added to the Revolving L/C Exposure with respect to such Issuing Bank, would exceed the applicable Specified L/C Sublimit of such Issuing Bank. None of the Issuing Banks shall be under any obligation to issue any Letter of Credit if: (w) any order, judgment or decree of any Governmental Authority or arbitrator shall by its terms purport to enjoin or restrain the applicable Issuing Bank from issuing such Letter of Credit, or any Law applicable to such Issuing Bank or any request or directive (whether or not having the force of law) from any Governmental Authority with jurisdiction over such Issuing Bank shall prohibit, or request that such Issuing Bank refrain from, the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon such Issuing Bank with respect to such Letter of Credit any restriction, reserve or capital requirement (for which such Issuing Bank is not otherwise compensated hereunder) not in effect on the Closing Date, or shall impose upon such Issuing Bank any unreimbursed loss, cost or expense which was not applicable on the Closing Date and which such Issuing Bank in good ▇▇▇▇▇ ▇▇▇▇▇ material to it; (x) the issuance of such Letter of Credit would violate one or more policies of such Issuing Bank applicable to letters of credit generally; (y) such Letter of Credit contains any provisions for automatic reinstatement of the stated amount after any drawing thereunder; or (z) any Revolving Facility Lender is at such time an Impacted Lender, unless such Issuing Bank has received (as set forth below) cash collateral or similar security satisfactory to such Issuing Bank (in its sole discretion) from either the U.S. Borrower or such Impacted Lender in respect of such Impacted Lender’s obligation to fund under Section 2.05(e). The U.S. Borrower and/or such Impacted Lender hereby grants to the Administrative Agent, for the benefit of such Issuing Bank, a security interest in all such cash collateral and all proceeds of the foregoing. Such cash collateral shall be maintained in blocked deposit accounts at Bank of America and may be invested in Permitted Investments reasonably acceptable to the Administrative Agent. If at any time the Administrative Agent determines that any funds held as cash collateral under this clause (z) are subject to any right or claim of any Person other than the Administrative Agent for the benefit of such Issuing Bank or that the total amount of such funds is less than the aggregate Letter of Credit Obligations in respect of such Impacted Lender, the U.S. Borrower and/or such Impacted Lender will, promptly upon demand by the Administrative Agent, pay to the Administrative Agent, as additional funds to be deposited as cash collateral, an amount equal to the excess of (I) such aggregate Letter of Credit Obligations over (II) the total amount of funds, if any, then held as cash collateral under this clause (z) that the Administrative Agent determines to be free and clear of any such right and claim. Upon the drawing of any Letter of Credit for which funds are on deposit as cash collateral, such funds shall be applied, to the extent permitted under applicable Laws, to reimburse such Issuing Bank. If the Lender that triggers the cash collateral requirement under clause (z) ceases to be an Impacted Lender (as determined by such Issuing Bank in good faith), or if there are no Letter of Credit Obligations outstanding, the funds held as cash collateral shall thereafter be returned to the U.S. Borrower or the Impacted Lender, whichever provided the funds for the cash collateral.
Appears in 1 contract
Sources: Credit Agreement (Nalco Holding CO)
Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit (other than any amendment or any other modification to increase the amount of any outstanding Letter of Credit)), a Revolving the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to the applicable Issuing Bank and the Administrative Agent (reasonably in advance of the requested date of issuance, amendment, renewal or extension, but in any event no less than three Business Days or such shorter period as may be agreed by the Administrative Agent and the Issuing Bank) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount of such Letter of Credit, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the applicable Issuing Bank, such Revolving the Borrower also shall submit a letter of credit application on the Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit such Revolving the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the amount of the LC Exposure shall not exceed the Dollar Equivalent of $50,000,000437,034,129.16, (ii) the US Tranche Revolving Credit Exposure of any Lender shall not exceed its Revolving Commitment and (iii) the sum of the total Revolving Credit Exposures shall not exceed the total US Tranche Revolving Commitments, (iii) with respect to the issuance of any Letter of Credit after the Effective Date, such new Letter of Credit is issued in substitution for or replacement of another Letter of Credit for the same or substantially similar purpose substantially concurrently with (and in any event within 20 days of) the substitution or replacement of such other Letter of Credit (a “Letter of Credit Substitution Event”) and (iv) the aggregate maximum face amount of the Letters of Credit issued and outstanding by any Issuing Bank shall not exceed the aggregate maximum face amount of the Letters of Credit issued and outstanding by such Issuing Bank as of the Effective Date (unless the applicable Issuing Bank shall consent in its sole discretion).
Appears in 1 contract
Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), a Revolving the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Bank) to the any Issuing Bank and the Administrative Agent (reasonably in advance of the requested date of issuance, amendment, renewal or extension, but in any event no less than three Business Days or such shorter period as may be agreed by the Administrative Agent and the Issuing Bank) a notice requesting the issuance of a Letter of Credit, Credit Request for such issuance or identifying the Letter of Credit to be amended, renewed or extended, and in each case specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount of such Letter of Credit, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the an Issuing Bank, such Revolving the Borrower also shall submit a letter of credit application on the such Issuing Bank’s standard form in connection with any request for a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit). Upon issuance of a Letter of Credit, the Issuing Bank which issues such Letter of Credit shall provide to the Administrative Agent a copy of such Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit such Revolving the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the LC Exposure shall not exceed the Dollar Equivalent of $50,000,000100,000,000, (ii) the Revolving Credit LC Exposure of any Lender single Issuing Bank shall not exceed its Revolving Commitment and $50,000,000, (iii) the sum of the total Revolving Credit Exposures shall not exceed the total Revolving Commitmentsaggregate Committed Amounts and (iv) the conditions in Section 4.02(a) and (b) shall have been satisfied.
Appears in 1 contract
Sources: Credit Agreement (Genesis Energy Lp)
Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), a Revolving Borrower the Company shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the such Issuing Bank) to the applicable Issuing Bank (selected by the Company in its sole discretion) and the Administrative Agent (reasonably in advance of the requested date of issuance, amendment, renewal or extension, but in any event no less than three (3) Business Days or such in advance thereof unless a shorter period as may be agreed by is acceptable to the Administrative Agent and the applicable Issuing BankBank in its sole discretion) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount of such Letter of Credit, the Agreed LC Currency applicable thereto, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the any Issuing Bank, such Revolving Borrower the Company also shall submit a letter of credit application on in a form agreed to by the Issuing Bank’s standard form Company in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amendedamended to increase the amount, renewed or extended only if (and upon issuance, amendmentamendment to increase the amount, renewal or extension of each Letter of Credit such Revolving Borrower the Company shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension extension, but allowing for fluctuations in currency exchange rates and subject to Section 2.11.2, (i) subject to Section 2.04, the Dollar Amount of the LC Exposure shall not exceed the Dollar Equivalent of $50,000,000200,000,000, (ii) subject to Section 2.04, the Revolving Dollar Amount of the aggregate face amount of all Letters of Credit Exposure of issued and then outstanding by any Lender Issuing Bank shall not exceed its Revolving Commitment and such Issuing Bank’s Applicable LC Sublimit, (iii) subject to Section 2.04, the sum of the total Dollar Amount of the Total Revolving Credit Exposures shall not exceed the Aggregate Commitment, (iv) subject to Section 2.04, the Dollar Amount of each Lender’s Revolving Credit Exposure shall not exceed such Lender’s Revolving Commitment and (v) subject to Section 2.04, the Dollar Amount of the total outstanding Revolving CommitmentsLoans and LC Exposure, in each case denominated in Foreign Currencies, shall not exceed the Foreign Currency Sublimit.
Appears in 1 contract
Sources: Credit Agreement (PENTAIR PLC)
Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit by any Issuing Bank (or the amendment, renewal or extension of an outstanding Letter of CreditCredit issued by any Issuing Bank), a Revolving the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Bank) facsimile or e-mail to the such Issuing Bank and the Administrative Agent not later than 12:00 p.m., Eastern time, (reasonably in advance i) three (3) Business Days before the proposed date such Letter of Credit is to be issued (or such shorter time as such Issuing Bank may agree) and (ii) one (1) Business Day before the requested proposed date of issuance, any amendment, renewal or extension, but in any event no less than three Business Days extension of a Letter of Credit (or such shorter period time as such Issuing Bank may be agreed by the Administrative Agent and the Issuing Bank) agree), a notice Letter of Credit Request requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying specifying:
(i) which Issuing Bank is being requested to issue such Letter of Credit and the date of issuance, amendment, renewal or extension (which shall be a Business Day), ,
(ii) the date on which such Letter of Credit is to expire (which shall comply with paragraph (ca) of this SectionSection 2.07), ,
(iii) the amount of such Letter of Credit, ,
(iv) the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit, and
(v) the current Total Revolving Credit Exposures (without regard to the requested Letter of Credit or the requested amendment, renewal or extension of an outstanding Letter of Credit) and the pro forma Total Revolving Credit Exposures (giving effect to the requested Letter of Credit or the requested amendment, renewal or extension of an outstanding Letter of Credit). If requested by the any Issuing Bank, such Revolving the Borrower also shall submit a letter of credit application on the such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended by an Issuing Bank only if (and upon with respect to each notice provided by the Borrower above and any issuance, amendment, renewal or extension of each Letter of Credit such Revolving Credit, the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (iA) the portion of the LC Exposure attributable to Letters of Credit issued by such Issuing Bank will not, unless such Issuing Bank shall so agree in its sole discretion, exceed the LC Issuance Limit of such Issuing Bank, (B) the LC Exposure shall will not exceed $500,000,000 and (C) the Total Revolving Credit Exposure will not exceed the Dollar Equivalent Aggregate Commitments. No letter of $50,000,000credit issued by any Issuing Bank (if such Issuing Bank is not the Administrative Agent) shall be deemed to be a “Letter of Credit” issued under this Agreement unless such Issuing Bank has requested and received written confirmation from the Administrative Agent that the representations by the Borrower contained in the foregoing clauses (B) and (C) are true and correct. No Issuing Bank will be required to: (A) issue any Letter of Credit if (1) any order, judgment or decree of any Governmental Authority or arbitrator shall by its terms purport to enjoin or restrain such Issuing Bank from issuing such Letter of Credit, or any law applicable to such Issuing Bank or any request or directive (whether or not having the force of law) from any Governmental Authority with jurisdiction over such Issuing Bank shall prohibit, or request that such Issuing Bank refrain from, the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon the Issuing Bank with respect to such Letter of Credit any restriction, reserve or capital requirement (for which such Issuing Bank is not otherwise compensated hereunder) not in effect on the Effective Date, or shall impose upon such Issuing Bank any unreimbursed loss, cost or expense that was not applicable on the Effective Date and that such Issuing Bank in good ▇▇▇▇▇ ▇▇▇▇▇ material to it, (ii2) the Revolving issuance of such Letter of Credit Exposure would violate one or more policies of such Issuing Bank applicable to letters of credit generally or (3) such Letter of Credit contains any Lender shall not exceed its Revolving Commitment and (iii) the sum provisions for automatic reinstatement of the total Revolving stated amount after any drawing thereunder; or (B) amend or extend any Letter of Credit Exposures shall if such Issuing Bank would not exceed be required at such time to issue the total Revolving CommitmentsLetter of Credit in its amended form under the terms hereof or if the beneficiary of such Letter of Credit does not accept the proposed amendment thereto.
Appears in 1 contract
Sources: Credit Agreement (Exterran Corp)
Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), a Revolving the Borrower shall hand deliver or telecopy fax (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Bankrecipient) to the applicable Issuing Bank and the Administrative Agent (Agent, reasonably in advance of the requested date of issuance, amendment, renewal or extension, extension (but in any no event no less than three five (5) Business Days or unless otherwise agreed to by such shorter period as may be agreed by the Administrative Agent and the Issuing Bank) ), a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the requested date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount of such Letter of Credit, whether such Letter of Credit will be in Dollars or an Optional Currency (and, if in an Optional Currency, which Optional Currency), the name and address of the beneficiary thereof and such other information as shall be necessary to enable the applicable Issuing Bank to prepare, amend, renew or extend such Letter of Credit. If requested by the applicable Issuing Bank, such Revolving the Borrower also shall submit a letter of credit application on the such Issuing Bank’s standard form in connection with any request for a Letter of Creditsuch request. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon each issuance, amendment, renewal or extension of each any Letter of Credit such Revolving the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension extension, (i) the LC Exposure shall will not exceed $50,000,000 (the Dollar Equivalent “Letter of $50,000,000, Credit Sublimit”) and (ii) the Aggregate Revolving Credit Exposure of any Lender shall not exceed its Revolving Commitment and (iii) the sum of the total Revolving Credit Exposures shall will not exceed the total Aggregate Revolving CommitmentsCommitment. Each Issuing Bank agrees that it shall not permit any issuance, amendment, renewal or extension of a Letter of Credit to occur unless it shall have given to the Administrative Agent the written notice thereof required under paragraph (l) of this Section; provided that such written notice shall not be required for any Letter of Credit issued by an Issuing Bank that is at such time also the Administrative Agent.
Appears in 1 contract
Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), a Revolving the Borrower shall hand deliver or telecopy fax (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Bankrecipient) to the applicable Issuing Bank and the Administrative Agent (Agent, reasonably in advance of the requested date of issuance, amendment, renewal or extension, extension (but in any no event no less than three five (5) Business Days or unless otherwise agreed to by such shorter period as may be agreed by the Administrative Agent and the Issuing Bank) ), a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the requested date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount of such Letter of Credit, whether such Letter of Credit will be in Dollars or an Optional Currency (and, if in an Optional Currency, which Optional Currency), the name and address of the beneficiary thereof and such other information as shall be necessary to enable the applicable Issuing Bank to prepare, amend, renew or extend such Letter of Credit. If requested by the applicable Issuing Bank, such Revolving the Borrower also shall submit a letter of credit application on the such Issuing Bank’s standard form in connection with any request for a Letter of Creditsuch request. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon each issuance, amendment, renewal or extension of each any Letter of Credit such Revolving the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension extension, (i) the LC Exposure shall will not exceed $850,000,000 (the Dollar Equivalent “Letter of $50,000,000, Credit Sublimit”) and (ii) the Aggregate Revolving Credit Exposure of any Lender shall not exceed its Revolving Commitment and (iii) the sum of the total Revolving Credit Exposures shall will not exceed the total Aggregate Revolving CommitmentsCommitment. Each Issuing Bank agrees that it shall not permit any issuance, amendment, renewal or extension of a Letter of Credit to occur unless it shall have given to the Administrative Agent the written notice thereof required under paragraph (l) of this Section; provided that such written notice shall not be required for any Letter of Credit issued by an Issuing Bank that is at such time also the Administrative Agent.
Appears in 1 contract
Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), a Revolving the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the relevant Issuing Bank) to the an Issuing Bank and the Administrative Agent (reasonably in advance of the requested date of issuance, amendment, renewal or extension, but in any event no less than three (3) Business Days or such shorter period as may be agreed by the Administrative Agent and the Issuing BankDays) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount of such Letter of Credit, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by In addition, as a condition to any such Letter of Credit issuance, the Issuing Bank, such Revolving Borrower also shall have entered into a continuing agreement (or other letter of credit agreement) for the issuance of letters of credit and/or shall submit a letter of credit application on the application, in each case, as required by an Issuing Bank and using such Issuing Bank’s standard form in connection with any request for (each, a “Letter of CreditCredit Agreement”). A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit such Revolving the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the amount of the LC Exposure shall not exceed the Dollar Equivalent of $50,000,000, (ii) the Total Revolving Credit Exposure of any Lender shall not exceed the Aggregate Commitment, (iii) each Lender’s Revolving Credit Exposure shall not exceed such Lender’s Commitment, (iv) the sum of (x) the aggregate undrawn amount of all outstanding Letters of Credit issued by any Issuing Bank at such time plus (y) the aggregate amount of all LC Disbursements made by such Issuing Bank that have not yet been reimbursed by or on behalf of the Borrower at such time (such sum for any Issuing Bank at any time of determination, its Revolving “Outstanding LC Amount”) shall not exceed such Issuing Bank’s Letter of Credit Commitment (provided that, notwithstanding this clause (iv) but at all times subject to the immediately preceding clauses (i), (ii) and (iii) and the sum immediately succeeding clause (v), an Issuing Bank may, in its sole discretion, agree to issue, amend, renew or extend a Letter of Credit if such issuance, amendment, renewal or extension would cause such Issuing Bank’s Outstanding LC Amount to exceed its Letter of Credit Commitment) and (v) the total Revolving aggregate face amount of all Letters of Credit Exposures issued by any Issuing Bank shall not exceed such Issuing Bank’s Letter of Credit Commitment. The Borrower may, at any time and from time to time, reduce the total Revolving CommitmentsLetter of Credit Commitment of any Issuing Bank with the consent of such Issuing Bank; provided that the Borrower shall not reduce the Letter of Credit Commitment of any Issuing Bank if, after giving effect to such reduction, the conditions set forth in the immediately preceding clauses (i) through (v) shall not be satisfied.
Appears in 1 contract
Sources: Credit Agreement (LHC Group, Inc)
Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), a Revolving the Borrower shall hand deliver or telecopy fax (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Bankrecipient) to the applicable Issuing Bank and the Administrative Agent (Agent, reasonably in advance of the requested date of issuance, amendment, renewal or extension, extension (but in any no event no less than three five (5) Business Days or unless otherwise agreed to by such shorter period as may be agreed by the Administrative Agent and the Issuing Bank) ), a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the requested date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount of such Letter of Credit, whether such Letter of Credit will be in Dollars or an Optional Currency (and, if in an Optional Currency, which Optional Currency), the name and address of the beneficiary thereof and such other information as shall be necessary to enable the applicable Issuing Bank to prepare, amend, renew or extend such Letter of Credit. If requested by the applicable Issuing Bank, such Revolving the Borrower also shall submit a letter of credit application on the such Issuing Bank’s standard form in connection with any request for a Letter of Creditsuch request. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon each issuance, amendment, renewal or extension of each any Letter of Credit such Revolving the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension extension, (i) the LC Exposure shall will not exceed $85,000,000 (the Dollar Equivalent “Letter of $50,000,000, Credit Sublimit”) and (ii) the Aggregate Revolving Credit Exposure of any Lender shall not exceed its Revolving Commitment and (iii) the sum of the total Revolving Credit Exposures shall will not exceed the total Aggregate Revolving CommitmentsCommitment. Each Issuing Bank agrees that it shall not permit any issuance, amendment, renewal or extension of a Letter of Credit to occur unless it shall have given to the Administrative Agent the written notice thereof required under paragraph (l) of this Section; provided that such written notice shall not be required for any Letter of Credit issued by an Issuing Bank that is at such time also the Administrative Agent.
Appears in 1 contract
Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), a Revolving the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the respective Issuing BankBank(s)) to the one or more Issuing Bank Bank(s) selected by it and to the Administrative Agent (reasonably at least 2 Business Days (or such shorter period of time as such Issuing Bank may agree in its discretion) in advance of the requested date of issuance, amendment, renewal or extension, but in any event no less than three Business Days or such shorter period as may be agreed by the Administrative Agent and the Issuing Bank) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day)extension, the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this SectionSection 2.04), the amount of such Letter of Credit, the identity of the Borrower or Restricted Subsidiary for whose account such Letter of Credit is to be issued, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the respective Issuing BankBank(s), such Revolving the Borrower also shall submit a letter of credit application on the Issuing Bank’s standard form of such Issuing Bank(s) in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit such Revolving the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the aggregate LC Exposure of all of the Issuing Banks (determined for these purposes without giving effect to the participations therein of the Revolving Credit Lenders pursuant to paragraph (d) of this Section 2.04) shall not exceed at any time the Dollar Equivalent sum of (A) $50,000,000500,000,000, plus (B) the amount of any increases in “Maximum LC Exposure” pursuant to a designation or increase as provided in the second and third succeeding sentences below, (ii) the Revolving Credit Exposure of any Lender shall not exceed its Revolving Commitment and (iii) the sum of the total Revolving Credit Exposures Exposure shall not exceed the total Revolving CommitmentsCredit Commitments and (iii) the aggregate LC Exposure of each Issuing Bank (so determined) shall not exceed the amount that such Issuing Bank has agreed shall be its “Maximum LC Exposure” (except as otherwise agreed by such Issuing Bank in its sole discretion); provided that (x) ▇▇▇▇▇▇▇ ▇▇▇▇▇ Bank USA shall not be required to issue any commercial Letters of Credit and (y) no Issuing Bank shall be required to issue, amend, renew or extend any Letter of Credit to the extent that such issuance, amendment, renewal or extension would violate any policy of such Issuing Bank in respect thereof, and for the avoidance of doubt, the DB Letter of Credit shall be permitted to be outstanding hereunder notwithstanding this clause (iii). Any Issuing Bank listed in the table below hereby agrees that its “Maximum LC Exposure” shall be the amount set forth opposite the name of such Issuing Bank in such table: JPMorgan Chase Bank, N.A. $125,000,000 Citibank, N.A. $125,000,000 Mizuho Bank, Ltd. $125,000,000 ▇▇▇▇▇▇▇ ▇▇▇▇▇ Bank USA $125,000,000 The “Maximum LC Exposure” of any Issuing Bank that becomes such after the date hereof pursuant to a designation by the Borrower as contemplated in the definition of “Issuing Banks” shall be the amount specified in the written instrument contemplated by said definition. The “Maximum LC Exposure” of any Issuing Bank may be increased at any time pursuant to a written instrument executed and delivered between the Borrower, such Issuing Bank and the Administrative Agent. In no event shall any Revolving Credit Lender be obligated to increase its Maximum LC Exposure upon an increase of Revolving Credit Commitments pursuant to Section 2.08(d). For the avoidance of doubt, concurrently with any reduction of the Revolving Credit Commitments pursuant to Section 2.10, the “Maximum LC Exposure” of each Issuing Bank shall not exceed such Issuing Bank’s Revolving Credit Commitment.
Appears in 1 contract
Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension Modification of an outstanding Letter of Credit), a Revolving the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to the applicable Issuing Bank and the Administrative Agent (reasonably in advance of the requested date of issuance, amendment, renewal issuance or extension, but in any event no less than three Business Days or such shorter period as may be agreed by the Administrative Agent and the Issuing BankModification) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extendedModified, and specifying the date of issuance, amendment, renewal issuance or extension Modification (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this SectionSection 2.20.3), the amount of such Letter of Credit, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew prepare or extend Modify such Letter of Credit. If requested by the applicable Issuing Bank, such Revolving but subject to Section 2.20.1(i) hereof, the Borrower also shall submit a letter Letter of credit application Credit Application on the such Issuing Bank’s 's standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed issued or extended Modified only if (A) after giving effect to such issuance or Modification (and upon issuance, amendment, renewal such issuance or extension of each Letter of Credit such Revolving Modification the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension ) (i) the LC Exposure shall not exceed the Dollar Equivalent of $50,000,000100,000,000, (ii) the Revolving LC Exposure with respect to Letters of Credit Exposure of having an expiration date that is after any Lender applicable and effective Extension Date shall not exceed its Revolving Commitment the aggregate Commitments of all Consenting Lenders and Assuming Lenders with respect to such Extension Date and (iii) the sum of the total Revolving Aggregate Outstanding Credit Exposures Exposure shall not exceed the total Revolving CommitmentsAggregate Commitment and (B) the Issuing Bank has not received written notice from the Agent, the Required Lenders or the Borrower, at least one Business Day prior to the requested date of issuance or Modification of the applicable Letter of Credit, that one or more applicable conditions contained in Section 4.2 shall not be satisfied.
Appears in 1 contract
Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), a Revolving Borrower the Company shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the relevant Issuing Bank) to the an Issuing Bank and the Administrative Agent (reasonably in advance of the requested date of issuance, amendment, renewal or extension, but in any event no less than three (3) Business Days or such shorter period as may be agreed by the Administrative Agent and the Issuing BankDays) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount of such Letter of Credit, the Agreed Currency applicable thereto, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the an Issuing Bank, such Revolving Borrower the Company also shall submit a letter of credit application on the relevant Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit such Revolving Borrower the Company shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) subject to Sections 2.04 and 2.11(b), the Dollar Amount of the LC Exposure shall not exceed the Dollar Equivalent of $50,000,00075,000,000, (ii) subject to Sections 2.04 and 2.11(b), the Revolving sum of (x) the aggregate undrawn amount of all outstanding Letters of Credit Exposure issued by any Issuing Bank at such time plus (y) the aggregate amount of all LC Disbursements made by such Issuing Bank that have not yet been reimbursed by or on behalf of the relevant Borrower at such time (such sum for any Lender Issuing Bank at any time of determination, its “Outstanding LC Amount”) shall not exceed such Issuing Bank’s Applicable LC Sublimit (provided that, notwithstanding this clause (ii) but at all times subject to the immediately preceding clause (i) and the immediately succeeding clauses (iii), (iv), (v) and (vi), an Issuing Bank may, in its Revolving Commitment and sole discretion, agree to issue, amend, renew or extend a Letter of Credit if such issuance, amendment, renewal or extension would cause such Issuing Bank’s Outstanding LC Amount to exceed its Applicable LC Sublimit), (iii) subject to Sections 2.04 and 2.11(b), the sum Dollar Amount of the total Total Revolving Credit Exposures shall not exceed the Aggregate Commitment, (iv) subject to Sections 2.04 and 2.11(b), the Dollar Amount of each Lender’s Revolving Credit Exposure shall not exceed such Lender’s Commitment, (v) subject to Sections 2.04 and 2.11(b), the Dollar Amount of the total outstanding Revolving CommitmentsLoans and LC Exposure, in each case denominated in Foreign Currencies, shall not exceed the Foreign Currency Sublimit and (vi) subject to Section 2.04, the Dollar Amount of the aggregate face amount of all Letters of Credit issued by any Issuing Bank shall not exceed such Issuing Bank’s Applicable LC Sublimit.
Appears in 1 contract
Sources: Credit Agreement (Newmarket Corp)
Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), a Revolving Borrower the Company shall hand deliver or telecopy (or transmit by electronic communicationcommunication (e-mail), if arrangements for doing so have been approved by the designated Issuing Bank) to the designated Issuing Bank and the Administrative Agent (reasonably not less than five Business Days (unless otherwise acceptable to such Issuing Bank) in advance of the requested date of issuance, amendment, renewal or extension, but in any event no less than three Business Days or such shorter period as may be agreed by the Administrative Agent and the Issuing Bank) a notice (a “Letter of Credit Request”) requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day)extension, the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this SectionSection 2.06(d)), the amount of such Letter of Credit, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the Issuing BankBank that has been requested to issue such Letter of Credit, such Revolving Borrower the Company also shall submit a letter of credit application on the such Issuing Bank’s standard form (an “Application”) in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit such Revolving Borrower shall be deemed to represent and warrant that)if, after giving effect to such issuance, amendment, renewal or extension extension, (i) at any time prior to the Stated Maturity Date (A) the sum of the total Credit Exposures at any time shall not exceed the Total Commitment, (B) the LC Exposure in respect of Committed Letters of Credit issued by any Issuing Bank shall not exceed the Letter of Credit Commitment of such Issuing Bank and (C) the total LC Exposure shall not exceed the Dollar Equivalent of $50,000,000LC Sublimit, and (ii) at any time on and after the Revolving Stated Maturity Date (A) no Lender shall have any Credit Exposure other than its LC Exposure, and (B) the total Credit Exposure of any Lender all Lenders (consisting of their respective LC Exposures) shall not exceed its Revolving Commitment and (iii) the sum 50% of the total Revolving amount of the LC Commitment immediately prior to the Stated Maturity Date. Upon the issuance, amendment, renewal or extension of each Letter of Credit, the Issuing Bank that has issued such Letter of Credit Exposures shall not exceed will notify the total Revolving CommitmentsAdministrative Agent, who, in turn, will notify the Lenders, of the amount and type of such Letter of Credit that is issued, amended, renewed or extended pursuant to this Agreement.
Appears in 1 contract
Sources: Credit Agreement (Kinder Morgan Energy Partners L P)
Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), a Revolving the applicable Borrower or the Administrative Borrower on its behalf shall hand deliver or telecopy facsimile (or transmit by a “pdf” or other electronic communication, if arrangements for doing so have been approved by the Issuing Bank) to the applicable Issuing Bank and the Administrative Agent (reasonably Agent, at least two Business Days in advance of the requested date of issuance, amendment, renewal or extension, but in any event no less than three Business Days issuance (or such shorter period as may be agreed by is acceptable to the Administrative Agent and the applicable Issuing Bank) ), a notice requesting request to issue substantially in the issuance ABL CREDIT AGREEMENT form of Exhibit E attached hereto (each a “Letter of Credit Request”). To request an amendment, extension or renewal of a Letter of Credit, the applicable Borrower shall submit such a request on its letterhead, addressed to the applicable Issuing Bank (with a copy to the Administrative Agent) at least two Business Days in advance of the requested date of amendment, extension or renewal, identifying the Letter of Credit to be amended, renewed or extended, and specifying the proposed date (which shall be a Business Day) and other details of the amendment, extension or renewal. Requests for issuance, amendment, renewal or extension (which shall must be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount of such Letter of Credit, the name and address of the beneficiary thereof and accompanied by such other information as shall be necessary to prepareissue, amend, renew or extend such Letter of Credit. If requested by the applicable Issuing Bank, such Revolving the applicable Borrower also shall submit a letter of credit application on the such Issuing Bank’s standard form in connection with any request for a Letter of Credit. In the event of any inconsistency between the terms and conditions of this Agreement and the terms and conditions of any form of letter of credit application or other agreement submitted by such Borrower to, or entered into by such Borrower with, the applicable Issuing Bank relating to any Letter of Credit, the terms and conditions of this Agreement shall control. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon on issuance, amendment, renewal or extension of each Letter of Credit such Revolving the applicable Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the LC Exposure shall not exceed the Dollar Equivalent of $50,000,000, 355,000,000 (as such amount may be increased pursuant to Section 2.22(a) or decreased pursuant to Section 2.09(c)) and (ii) the Revolving Credit Exposure of any Lender shall not exceed its Revolving Commitment and (iii) the sum aggregate amount of the total Revolving Credit Exposures Extensions shall not exceed the total Revolving Commitmentslesser of (1) the Available Commitments and (2) the Borrowing Base. Promptly after the delivery of any Letter of Credit or any amendment to a Letter of Credit to an advising bank with respect thereto or to the beneficiary thereof, the applicable Issuing Bank will also deliver to the applicable Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendment. Upon receipt of such Letter of Credit or amendment, the Administrative Agent shall notify the Lenders, in writing, of such Letter of Credit or amendment, and if so requested by a Lender, the Administrative Agent will provide such Lender with copies of such Letter of Credit or amendment. Notwithstanding the forgoing, after giving effect to Section 2.23(a), no Issuing Bank shall be required to issue Letters of Credit if a Defaulting Lender exists at such time, unless such Lender has, or Borrowers have, entered into arrangements satisfactory to the Administrative Agent and such Issuing Bank (including the delivery of cash collateral) to eliminate any Fronting Exposure associated with such Lender.
Appears in 1 contract