Notice of Issuance. (i) Each Letter of Credit shall be issued or amended, as the case may be, upon the request of the Borrower delivered to the Issuing Bank (with a copy to the Administrative Agent) in the form of a Letter of Credit Application, appropriately completed and signed by an Authorized Officer of the Borrower. Such Letter of Credit Application must be received by the Issuing Bank and the Administrative Agent not later than 11:00 a.m. (New York City time) at least two (2) Business Days (or such later date and time as the Administrative Agent and the Issuing Bank may agree in a particular instance in their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to the Issuing Bank: (A) the proposed issuance date of the requested Letter of Credit (which shall be a Business Day); (B) the amount thereof; (C) the expiry date thereof; (D) the name and address of the beneficiary thereof; (E) the documents to be presented by such beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder; (G) the purpose and nature of the requested Letter of Credit; and (H) such other matters as the Issuing Bank may require. In the case of a request for an amendment of any outstanding Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to the Issuing Bank (1) the Letter of Credit to be amended; (2) the proposed date of amendment thereof (which shall be a Business Day); (3) the nature of the proposed amendment; and (4) such other matters as the Issuing Bank may require. Additionally, the Borrower shall furnish to the Issuing Bank and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, including any Issuer Documents, as the Issuing Bank or the Administrative Agent may require. (ii) Promptly after receipt of any Letter of Credit Application, the Issuing Bank will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy of such Letter of Credit Application from the Borrower and, if not, the Issuing Bank will provide the Administrative Agent with a copy thereof. Unless the Issuing Bank has received from any Lender, the Administrative Agent or any Credit Party, at least one (1) Business Day prior to the requested date of issuance or amendment of the applicable Letter of Credit, written notice that one or more applicable conditions contained in Section 3 shall not then be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank shall, on the requested date, issue a Letter of Credit for the account of the Borrower or enter into the applicable amendment, as the case may be, in each case in accordance with the Issuing Bank’s usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank a risk participation in such Letter of Credit in an amount equal to such Lender’s Pro Rata Share of the amount of such Letter of Credit. (iii) Promptly after its 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 Issuing Bank will also deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendment.
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Notice of Issuance. (i) Each Whenever an Obligor desires the issuance of ------------------ a Letter of Credit Credit, it shall be issued deliver, in case of a Participated Letter of Credit, to Administrative Agent, or amendedin case of a Non-Participated Letter of Credit, as the case may be, upon the request of the Borrower delivered to the Issuing Bank (with a copy to the Administrative Agent) ), an L/C Request substantially in the form of a Exhibit K hereto, accompanied by an executed application for issuance of such Letter of Credit Application, appropriately completed and signed by an Authorized Officer of in the Borrower. Such Letter of Credit Application must be received standard form then utilized by the Issuing Bank and the Administrative Agent not Bank, no later than 11:00 a.m. A.M. (New York City time) at least two (2) Business Days (or such later date and time shorter period as the Administrative Agent and may be agreed to by the Issuing Bank may agree in a any particular instance instance, in their sole discretion) prior to advance of the proposed issuance date or date of amendment, as the case may beissuance. In the case of a request for an initial issuance of a Letter of Credit, such Letter of Credit Application The L/C Request shall specify in form and detail satisfactory to the Issuing Bank: (Aa) the proposed issuance date of the requested Letter of Credit issuance (which shall be a Business Day); , (Bb) whether the Letter of Credit is to be a Standby Letter of Credit or a Commercial Letter of Credit (and, if a Commercial Letter of Credit, whether such Commercial Letter of Credit is to be a Usance Letter of Credit), (c) the face amount thereof; of the Letter of Credit, which shall be a minimum of One Million Dollars (C$1,000,000) in case of a Participated Letter of Credit which is a Commercial Letter of Credit, (d) the expiry expiration date thereof; (D) the name and address of the beneficiary Letter of Credit, (e) whether the Letter of Credit is to be a Participated Letter of Credit or a Non-Participated Letter of Credit, (f) either the verbatim text of the proposed Letter of Credit or the proposed terms and conditions thereof; (E) the , including a precise description of any documents to be presented by such the beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be which, if presented by such the beneficiary in case prior to the expiration date of any drawing thereunder; the Letter of Credit, would require the Issuing Bank to make payment (Gincluding pursuant to an Accepted Time Draft) under the Letter of Credit and (g) the purpose and nature of the requested proposed Letter of Credit; provided that the Issuing -------- Bank, in its reasonable discretion, may require, subject to the consent by the Obligor that requested such Letter of Credit, changes in the text of the proposed Letter of Credit or any such documents, and the date of issuance of such Letter of Credit shall be extended until such changes have been agreed to by such Obligor (H) such other matters as it being understood that the Issuing Bank may require. In shall not be obligated to issue any Letter of Credit if such changes are not agreed to by such Obligor); and provided, further that no Letter of Credit shall require -------- ------- payment against (or, in the case of a request for an amendment of any outstanding Usance Letter of Credit, acceptance of) a conforming draft on the same business day (under the laws of the jurisdiction in which the office of the Issuing Bank to which such draft is required to be presented is located) that such draft is presented. The Obligor requesting any Letter of Credit shall notify the applicable Issuing Bank (and Administrative Agent, if Citibank is not such Issuing Bank) prior to the issuance of such Letter of Credit Application shall specify in form the event that any of the matters to which such Obligor is required to certify in the applicable L/C Request is no longer true and detail satisfactory to the Issuing Bank (1) the Letter correct as of Credit to be amended; (2) the proposed date of amendment thereof (which shall be a Business Day); (3) the nature issuance of the proposed amendment; and (4) such other matters as the Issuing Bank may require. Additionally, the Borrower shall furnish to the Issuing Bank and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit Credit, and upon the issuance or amendment, including any Issuer Documents, as the Issuing Bank or the Administrative Agent may require.
(ii) Promptly after receipt of any Letter of Credit Application, the Issuing Bank will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy of such Letter of Credit Application from the Borrower and, if not, the Issuing Bank will provide the Administrative Agent with a copy thereof. Unless the Issuing Bank has received from any Lender, the Administrative Agent or any Credit Party, at least one (1) Business Day prior to the requested date of issuance or amendment of the applicable Letter of Credit, written notice that one or more applicable conditions contained in Section 3 shall not then be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank shall, on the requested date, issue a Letter of Credit for the account of the Borrower or enter into the applicable amendment, as the case may be, in each case in accordance with the Issuing Bank’s usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Lender Obligor shall be deemed toto have re-certified, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank a risk participation in such Letter of Credit in an amount equal to such Lender’s Pro Rata Share as of the amount date of such Letter of Credit.
(iii) Promptly after its delivery of any Letter of Credit or any amendment to a Letter of Credit to an advising bank with respect thereto or issuance, as to the beneficiary thereof, matters to which such Obligor is required to certify in the Issuing Bank will also deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendmentapplicable L/C Request.
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Notice of Issuance. (i) Each Letter of Credit shall be issued or amended, as Whenever Company desires the case may be, upon the request of the Borrower delivered to the Issuing Bank (with a copy to the Administrative Agent) in the form of a Letter of Credit Application, appropriately completed and signed by an Authorized Officer of the Borrower. Such Letter of Credit Application must be received by the Issuing Bank and the Administrative Agent not later than 11:00 a.m. (New York City time) at least two (2) Business Days (or such later date and time as the Administrative Agent and the Issuing Bank may agree in a particular instance in their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such it shall deliver to Administrative Agent a Notice of Issuance of Letter of Credit Application substantially in the form of Exhibit III annexed hereto no later than 10:00 A.M. (San Francisco time) at least three Business Days, or such shorter period as may be agreed to by the Issuing Lender in any particular instance, in advance of the proposed date of issuance. The Notice of Issuance of Letter of Credit shall specify in form and detail satisfactory to the Issuing Bank: (Aa) the proposed issuance date of the requested Letter of Credit issuance (which shall be a Business Day); , (Bb) the face amount thereof; of the Letter of Credit, (Cc) in the case of a Letter of Credit which Company requests to be denominated in a currency other than Dollars, the currency in which Company requests such Letter of Credit to be issued, (d) the expiry expiration date thereof; of the Letter of Credit, (De) the name and address of the beneficiary beneficiary, and (f) the verbatim text of the proposed Letter of Credit or the proposed terms and conditions thereof; (E) provided that the documents to be presented by such beneficiary Issuing Lender, in case of any drawing thereunder; (F) its reasonable discretion, may require changes in the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder; (G) the purpose and nature of the requested proposed Letter of Credit; and (H) such other matters as the Issuing Bank may require. In the case of a request for an amendment of any outstanding Letter of Creditprovided, such further that no Letter of Credit Application shall specify require payment against a conforming draft to be made thereunder on the same business day (under the laws of the jurisdiction in form and detail satisfactory to which the office of the Issuing Bank (1) the Letter of Credit Lender to which such draft is required to be amended; presented is located) that such draft is presented if such presentation is made after 10:00 A.M. (2) in the proposed date time zone of amendment thereof (which shall be a Business Day); (3) the nature such office of the proposed amendment; and (4Issuing Lender) on such other matters as the Issuing Bank may requirebusiness day. Additionally, the Borrower Company shall furnish to the Issuing Bank and notify the Administrative Agent such other documents and information pertaining prior to such requested Letter of Credit the issuance or amendment, including any Issuer Documents, as the Issuing Bank or the Administrative Agent may require.
(ii) Promptly after receipt of any Letter of Credit Application, in the Issuing Bank will confirm with event that any of the Administrative Agent (by telephone or matters to which Company is required to certify in writing) that the Administrative Agent has received a copy applicable Notice of such Issuance of Letter of Credit Application from is no longer true and correct in all material respects as of the Borrower and, if not, the Issuing Bank will provide the Administrative Agent with a copy thereof. Unless the Issuing Bank has received from any Lender, the Administrative Agent or any Credit Party, at least one (1) Business Day prior to the requested proposed date of issuance or amendment of the applicable Letter of Credit, written notice that one or more applicable conditions contained in Section 3 shall not then be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank shall, on the requested date, issue a Letter of Credit for the account of the Borrower or enter into the applicable amendment, as the case may be, in each case in accordance with the Issuing Bank’s usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank a risk participation in such Letter of Credit in an amount equal to such Lender’s Pro Rata Share of the amount of such Letter of Credit.
(iii) Promptly after its delivery , and upon the issuance of any Letter of Credit or any amendment Company shall be deemed to a have re-certified, as of the date of such issuance, as to the matters to which Company is required to certify in the applicable Notice of Issuance of Letter of Credit to an advising bank with respect thereto or to the beneficiary thereof, the Issuing Bank will also deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendmentCredit.
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Sources: Credit Agreement (Urs Corp /New/)
Notice of Issuance. (i) Each Letter of Credit shall be issued or amended, as the case may be, upon the A request of the Borrower delivered to the Issuing Bank (with a copy to the Administrative Agent) in the form for issuance of a Letter of ------------------- Credit Application, appropriately completed and signed by an Authorized Officer of the Borrower. Such (a "Letter of Credit Application Request") may be given by telephone or facsimile ------------------------ transmission or in writing in substantially the form of Exhibit M, and, if by --------- telephone, confirmed by a written Letter of Credit Request delivered to the Agent by facsimile transmission promptly, but in no event later than 4:00 P.M. New York City time on the same day. A Letter of Credit Request must be received by the Issuing Bank and the Administrative Agent not no later than 11:00 a.m. (1:00 P.M. New York City time) time at least two five (25) Business Days (or such later date and time shorter period as the Administrative Agent and may be agreed to by the Issuing Bank may agree Bank) in a particular instance in their sole discretion) prior to advance of the proposed issuance date or date of amendment, as the case may beissuance. In the case of a request for an initial issuance of a Letter of Credit, such Such Letter of Credit Application Request shall be irrevocable unless and until such request is denied by the applicable Issuing Bank and shall specify in form and detail satisfactory to the Issuing Bank: (Ai) the proposed issuance date stated amount of the requested Letter of Credit requested, (ii) the effective date (which shall be a Business Day); (B) the amount thereof; (C) the expiry date thereof; (D) the name and address of the beneficiary thereof; (E) the documents to be presented by issuance of such beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder; (G) the purpose and nature of the requested Letter of Credit; and (H) such other matters as the Issuing Bank may require. In the case of a request for an amendment of any outstanding Letter of Credit, (iii) the date on which such Letter of Credit Application shall specify in form and detail satisfactory is to the Issuing Bank (1) the Letter of Credit to be amended; (2) the proposed date of amendment thereof expire (which shall be a Business DayDay and no later than five Business Days prior to the Expiration Date); , (3iv) the nature of the proposed amendment; and (4) Person for whose benefit such other matters as the Issuing Bank may require. Additionally, the Borrower shall furnish to the Issuing Bank and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendmentis to be issued, including any Issuer Documents(v) other relevant terms of such Letter of Credit, as (vi) the Issuing Bank or the Administrative Agent may require.
(ii) Promptly after receipt aggregate principal amount of any Loans and Letter of Credit Application, Obligations of all Borrowers as of the Issuing Bank will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy date of such Letter of Credit Application from Request, (vii) the Borrower and, if not, the Issuing Bank will provide the Administrative Agent with a copy thereof. Unless the Issuing Bank has received from any Lender, the Administrative Agent or any Credit Party, at least one (1) Business Day prior to the requested date aggregate principal amount of issuance or amendment of the applicable Letter of Credit, written notice that one or more applicable conditions contained in Section 3 shall not then be satisfied, then, subject to the terms Loans and conditions hereof, the Issuing Bank shall, on the requested date, issue a Letter of Credit for the account Obligations of the Borrower or enter into requesting the applicable amendment, as the case may be, in each case in accordance with the Issuing Bank’s usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank a risk participation in such Letter of Credit in an amount equal to such Lender’s Pro Rata Share as of the amount of such Letter of Credit.
(iii) Promptly after its 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 Issuing Bank will also deliver to the Borrower and the Administrative Agent a true and complete copy date of such Letter of Credit or amendmentRequest, (viii) the aggregate Letter of Credit Obligations of all Borrowers as of the date of such Letter of Credit Request and (ix) whether the conditions for the requested Letter of Credit are satisfied.
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Notice of Issuance. (i) Each Letter of Credit shall be issued or amended, as Whenever Company desires the case may be, upon the request of the Borrower delivered to the Issuing Bank (with a copy to the Administrative Agent) in the form of a Letter of Credit Application, appropriately completed and signed by an Authorized Officer of the Borrower. Such Letter of Credit Application must be received by the Issuing Bank and the Administrative Agent not later than 11:00 a.m. (New York City time) at least two (2) Business Days (or such later date and time as the Administrative Agent and the Issuing Bank may agree in a particular instance in their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such it shall deliver to Agent a Notice of Issuance of Letter of Credit Application substantially in the form of Exhibit III annexed hereto (including Part A of the Issuing Lender's standard application for a letter of credit and the signature page to such Part A, it being understood that Part B of such application shall not be applicable) no later than 9:00 A.M., Los Angeles time) at least five Business Days (in the case of Standby Letters of Credit) or five Business Days (in the case of Commercial Letters of Credit), or in each case such shorter period as may be agreed to by the Issuing Lender in any particular instance, in advance of the proposed date of issuance. The Notice of Issuance of Letter of Credit shall specify in form and detail satisfactory to the Issuing Bank: (Aa) the proposed issuance date of the requested Letter of Credit issuance (which shall be a Business Day); , (Bb) whether the Letter of Credit is to be a Standby Letter of Credit or a Commercial Letter of Credit, (c) the face amount thereof; of the Letter of Credit, (Cd) in the case of a Letter of Credit which Company requests to be denominated in a currency other than Dollars, the currency in which Company requests such Letter of Credit to be issued, (e) the expiry expiration date thereof; of the Letter of Credit, (Df) the name and address of the beneficiary beneficiary, and (g) either the verbatim text of the proposed Letter of Credit or the proposed terms and conditions thereof; (E) the , including a precise description of any documents to be presented by such the beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be which, if presented by such the beneficiary in case of any drawing thereunder; (G) prior to the purpose and nature expiration date of the requested Letter of Credit, would require the Issuing Lender to make payment under the Letter of Credit; and (H) such other matters as provided that the Issuing Bank Lender, in its reasonable discretion, may requirerequire changes in the text of the proposed Letter of Credit or any such documents. In No Standby Letter of Credit (other than the case of a request for an amendment of any outstanding Ontario Letter of Credit) shall require payment against a conforming draft to be made thereunder on a date earlier than (x) one Business Day after the date on which such draft is presented if such presentation is made before 9:00 A.M. (in the time zone of the Issuing Lender), or (y) two Business Days after the date on which such draft is presented if such presentation is made after 9:00 A.M. (in the time zone of the Issuing Lender). No Commercial Letter of Credit Application shall specify require payment against a conforming draft to be made thereunder on a date earlier than (x) three Business Days after the date on which such draft is presented if such presentation is made before 9:00 A.M. (in form and detail satisfactory the time zone of the Issuing Lender), or (y) four Business Days after the date on which such draft is presented if such presentation is made after 9:00 A.M. (in the time zone of the Issuing Lender). Company shall notify the Issuing Lender prior to the Issuing Bank (1) the Letter of Credit to be amended; (2) the proposed date of amendment thereof (which shall be a Business Day); (3) the nature of the proposed amendment; and (4) such other matters as the Issuing Bank may require. Additionally, the Borrower shall furnish to the Issuing Bank and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, including any Issuer Documents, as the Issuing Bank or the Administrative Agent may require.
(ii) Promptly after receipt of any Letter of Credit Application, in the Issuing Bank will confirm with event that any of the Administrative Agent (by telephone or matters to which Company is required to certify in writing) that the Administrative Agent has received a copy applicable Notice of such Issuance of Letter of Credit Application from is no longer true and correct as of the Borrower and, if not, the Issuing Bank will provide the Administrative Agent with a copy thereof. Unless the Issuing Bank has received from any Lender, the Administrative Agent or any Credit Party, at least one (1) Business Day prior to the requested proposed date of issuance or amendment of the applicable Letter of Credit, written notice that one or more applicable conditions contained in Section 3 shall not then be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank shall, on the requested date, issue a Letter of Credit for the account of the Borrower or enter into the applicable amendment, as the case may be, in each case in accordance with the Issuing Bank’s usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank a risk participation in such Letter of Credit in an amount equal to such Lender’s Pro Rata Share of the amount of such Letter of Credit.
(iii) Promptly after its delivery , and upon the issuance 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 Issuing Bank will also deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendment.Company shall be deemed to
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Notice of Issuance. (i) Each Letter of Credit shall be issued or amended, as Whenever Company desires the case may be, upon the request of the Borrower delivered to the Issuing Bank (with a copy to the Administrative Agent) in the form of a Letter of Credit Application, appropriately completed and signed by an Authorized Officer of the Borrower. Such Letter of Credit Application must be received by the Issuing Bank and the Administrative Agent not later than 11:00 a.m. (New York City time) at least two (2) Business Days (or such later date and time as the Administrative Agent and the Issuing Bank may agree in a particular instance in their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such it shall deliver to Agent a Notice of Issuance of Letter of Credit Application substantially in the form of EXHIBIT III annexed hereto no later than 10:00 A.M. (New York time) at least three Business Days, or in each case such shorter period as may be agreed to by Issuing Lender in any particular instance, in advance of the proposed date of issuance. The Notice of Issuance of Letter of Credit shall specify in form and detail satisfactory to the Issuing Bank: (Aa) the proposed issuance date of the requested Letter of Credit issuance (which shall be a Business Day); , (Bb) the face amount thereof; of the Letter of Credit, (Cc) the expiry expiration date thereof; of the Letter of Credit, (Dd) the name and address of the beneficiary thereof; beneficiary, and (Ee) the verbatim text of the proposed Letter of Credit or the proposed terms and conditions thereof, including a precise description of any documents and the verbatim text of any certificates to be presented by such the beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be which, if presented by such the beneficiary in case of any drawing thereunder; (G) prior to the purpose and nature expiration date of the requested Letter of Credit, would require Issuing Lender to make payment under the Letter of Credit; and (H) such other matters as PROVIDED that Issuing Lender, in its reasonable discretion, may require changes in the Issuing Bank may require. In text of the case of a request for an amendment of any outstanding Letter of Credit, such proposed Letter of Credit Application shall specify in form or any such documents or certificates; and detail satisfactory to the Issuing Bank (1) the PROVIDED, FURTHER that no Letter of Credit shall require payment against a conforming draft to be amended; made thereunder on the same business day (2) under the proposed date of amendment thereof (which shall be a Business Day); (3) the nature laws of the proposed amendment; and jurisdiction in which the office of Issuing Lender to which such draft is required to be presented is located) that such draft is presented if such presentation is made after 10:00 A.M. (4New York time) on such other matters as the business day. Company shall notify Issuing Bank may require. Additionally, the Borrower shall furnish Lender prior to the Issuing Bank and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, including any Issuer Documents, as the Issuing Bank or the Administrative Agent may require.
(ii) Promptly after receipt of any Letter of Credit Application, in the Issuing Bank will confirm with event that any of the Administrative Agent (by telephone or matters to which Company is required to certify in writing) that the Administrative Agent has received a copy applicable Notice of such Issuance of Letter of Credit Application from is no longer true and correct as of the Borrower and, if not, the Issuing Bank will provide the Administrative Agent with a copy thereof. Unless the Issuing Bank has received from any Lender, the Administrative Agent or any Credit Party, at least one (1) Business Day prior to the requested proposed date of issuance or amendment of the applicable Letter of Credit, written notice that one or more applicable conditions contained in Section 3 shall not then be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank shall, on the requested date, issue a Letter of Credit for the account of the Borrower or enter into the applicable amendment, as the case may be, in each case in accordance with the Issuing Bank’s usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank a risk participation in such Letter of Credit in an amount equal to such Lender’s Pro Rata Share of the amount of such Letter of Credit.
(iii) Promptly after its delivery , and upon the issuance of any Letter of Credit or any amendment Company shall be deemed to a have re-certified, as of the date of such issuance, as to the matters to which Company is required to certify in the applicable Notice of Issuance of Letter of Credit to an advising bank with respect thereto or to the beneficiary thereof, the Issuing Bank will also deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendmentCredit.
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Notice of Issuance. (i) Each Whenever Company desires the issuance of a Letter of Credit, it shall deliver to Administrative Agent a Notice of Issuance of Letter of Credit shall be issued or amended, as the case may be, upon the request of the Borrower delivered to the Issuing Bank (with a copy to the Administrative Agent) substantially in the form of a Letter of Credit Application, appropriately completed and signed by an Authorized Officer of the Borrower. Such Letter of Credit Application must be received by the Issuing Bank and the Administrative Agent not Exhibit III annexed hereto no later than 11:00 a.m. 5:00 P.M. (New York City time) at least two (2) three Business Days (or such later date and time as the Administrative Agent and the Issuing Bank may agree in a particular instance in their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter Standby Letters of Credit) or five Business Days (in the case of Commercial Letters of Credit), or in each case such shorter period as may be agreed to by the Issuing Lender in any particular instance, in advance of the proposed date of issuance. The Notice of Issuance of Letter of Credit Application shall specify in form and detail satisfactory to the Issuing Bank: (Aa) the proposed issuance date of the requested Letter of Credit issuance (which shall be a Business Day); , (Bb) whether the Letter of Credit is to be a Standby Letter of Credit or a Commercial Letter of Credit, (c) the face amount thereof; of the Letter of Credit, (Cd) the expiry expiration date thereof; of the Letter of Credit, (De) the name and address of the beneficiary beneficiary, and (f) either the verbatim text of the proposed Letter of Credit or the proposed terms and conditions thereof; (E) the , including a precise description of any documents to be presented by such the beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be which, if presented by such the beneficiary in case of any drawing thereunder; (G) prior to the purpose and nature expiration date of the requested Letter of Credit, would require the Issuing Lender to make payment under the Letter of Credit; and (H) such other matters as provided that the Issuing Bank Lender, in its reasonable discretion, may require. In require changes in the case text of a request for an amendment of any outstanding Letter of Credit, such the proposed Letter of Credit Application shall specify in form or any such documents; and detail satisfactory to the Issuing Bank (1) the provided, further that no Letter of Credit shall require payment against a conforming draft to be amended; made thereunder on the same business day (2) under the proposed date of amendment thereof (which shall be a Business Day); (3) the nature laws of the proposed amendment; and (4) such other matters as jurisdiction in which the office of the Issuing Bank may requireLender to which such draft is required to be presented is located) that such draft is presented if such presentation is made after 12:00 Noon (in the time zone of such office of the Issuing Lender) on such business day. AdditionallyCompany shall notify the applicable Issuing Lender (and Administrative Agent, the Borrower shall furnish if Administrative Agent is not such Issuing Lender) prior to the Issuing Bank and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, including any Issuer Documents, as the Issuing Bank or the Administrative Agent may require.
(ii) Promptly after receipt of any Letter of Credit Application, in the Issuing Bank will confirm with event that any of the Administrative Agent (by telephone or matters to which Company is required to certify in writing) that the Administrative Agent has received a copy applicable Notice of such Issuance of Letter of Credit Application from is no longer true and correct as of the Borrower and, if not, the Issuing Bank will provide the Administrative Agent with a copy thereof. Unless the Issuing Bank has received from any Lender, the Administrative Agent or any Credit Party, at least one (1) Business Day prior to the requested proposed date of issuance or amendment of the applicable Letter of Credit, written notice that one or more applicable conditions contained in Section 3 shall not then be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank shall, on the requested date, issue a Letter of Credit for the account of the Borrower or enter into the applicable amendment, as the case may be, in each case in accordance with the Issuing Bank’s usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank a risk participation in such Letter of Credit in an amount equal to such Lender’s Pro Rata Share of the amount of such Letter of Credit.
(iii) Promptly after its delivery , and upon the issuance of any Letter of Credit or any amendment Company shall be deemed to a have re-certified, as of the date of such issuance, as to the matters to which Company is required to certify in the applicable Notice of Issuance of Letter of Credit to an advising bank with respect thereto or to the beneficiary thereof, the Issuing Bank will also deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendmentCredit.
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Notice of Issuance. Whenever Company desires the issuance of a ------------------ Letter of Credit, it shall deliver to Agent a Notice of Issuance of Letter of Credit no later than 11:00 A.M. (iNew York time) Each at least ten Business Days (in the case of Standby Letters of Credit), or five Business Days (in the case of Commercial Letters of Credit), or in each case such shorter period as may be agreed to by the Issuing Lender in any particular instance, in advance of the proposed date of issuance. The Notice of Issuance of Letter of Credit shall be issued or amended, as the case may be, upon the request of the Borrower delivered to the Issuing Bank specify (with a copy to the Administrative Agent) in the form of a Letter of Credit Application, appropriately completed and signed by an Authorized Officer of the Borrower. Such Letter of Credit Application must be received by the Issuing Bank and the Administrative Agent not later than 11:00 a.m. (New York City time) at least two (2) Business Days (or such later date and time as the Administrative Agent and the Issuing Bank may agree in a particular instance in their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to the Issuing Bank: (Aa) the proposed issuance date of the requested Letter of Credit issuance (which shall be a Business Day); , (Bb) the face amount thereof; of the Letter of Credit, (Cc) the expiry expiration date thereof; of the Letter of Credit, (Dd) the name and address of the beneficiary thereof; beneficiary, and (Ee) the verbatim text of the proposed Letter of Credit or the proposed terms and conditions thereof, including a precise description of any documents and the verbatim text of any certificates to be presented by such the beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be which, if presented by such the beneficiary in case of any drawing thereunder; (G) prior to the purpose and nature expiration date of the requested Letter of Credit, would require the Issuing Lender to make payment under the Letter of Credit; and (H) such other matters as provided that the Issuing Bank Lender, in its reasonable discretion, may require. In require -------- changes in the case text of a request for an amendment of any outstanding Letter of Credit, such the proposed Letter of Credit Application shall specify in form or any such documents or certificates; and detail satisfactory to the Issuing Bank (1) the provided, further that no Letter of Credit shall -------- ------- require payment against a conforming draft to be amended; made thereunder on the same business day (2) under the proposed date of amendment thereof (which shall be a Business Day); (3) the nature laws of the proposed amendment; and (4) such other matters as jurisdiction in which the office of the Issuing Bank may requireLender to which such draft is required to be presented is located) that such draft is presented if such presentation is made after 10:00 A.M. (in the time zone of such office of the Issuing Lender) on such business day. AdditionallyCompany shall notify the applicable Issuing Lender (and Agent, the Borrower shall furnish if Agent is not such Issuing Lender) prior to the Issuing Bank and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, including any Issuer Documents, as the Issuing Bank or the Administrative Agent may require.
(ii) Promptly after receipt of any Letter of Credit Application, in the Issuing Bank will confirm with event that any of the Administrative Agent (by telephone or matters to which Company is required to certify in writing) that the Administrative Agent has received a copy applicable Notice of such Issuance of Letter of Credit Application from is no longer true and correct as of the Borrower and, if not, the Issuing Bank will provide the Administrative Agent with a copy thereof. Unless the Issuing Bank has received from any Lender, the Administrative Agent or any Credit Party, at least one (1) Business Day prior to the requested proposed date of issuance or amendment of the applicable Letter of Credit, written notice that one or more applicable conditions contained in Section 3 shall not then be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank shall, on the requested date, issue a Letter of Credit for the account of the Borrower or enter into the applicable amendment, as the case may be, in each case in accordance with the Issuing Bank’s usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank a risk participation in such Letter of Credit in an amount equal to such Lender’s Pro Rata Share of the amount of such Letter of Credit.
(iii) Promptly after its delivery , and upon the issuance of any Letter of Credit or any amendment Company shall be deemed to a have re-certified, as of the date of such issuance, as to the matters to which Company is required to certify in the applicable Notice of Issuance of Letter of Credit to an advising bank with respect thereto or to the beneficiary thereof, the Issuing Bank will also deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendmentCredit.
Appears in 1 contract
Notice of Issuance. (i) Each Whenever any Borrower desires the issuance of a Letter of Credit, it shall deliver to the Administrative Agent a Request for Issuance of Letter of Credit shall be issued or amended, as the case may be, upon the request of the Borrower delivered to the Issuing Bank (with a copy to the Administrative Agent) in the form of a Letter of Credit Application, appropriately completed and signed by an Authorized Officer of the Borrower. Such Letter of Credit Application must be received by the Issuing Bank and the Administrative Agent not Exhibit M annexed hereto no later than 11:00 a.m. 12:00 Noon (New York City time) at least two (2) three Business Days (or such later date and time as the Administrative Agent and the Issuing Bank may agree in a particular instance in their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter Standby Letters of Credit) or five Business Days (in the case of Commercial Letters of Credit), or in each case such shorter period as may be agreed to by the Issuing Lender in any particular instance, in advance of the proposed date of issuance. The Request for Issuance of Letter of Credit Application shall specify in form and detail satisfactory to the Issuing Bank: (Aa) the proposed issuance date of the requested Letter of Credit issuance (which shall be a Business Day); , (Bb) whether the Letter of Credit is to be a Standby Letter of Credit or a Commercial Letter of Credit, (c) the face amount thereof; of the Letter of Credit, (Cd) the expiry expiration date thereof; of the Letter of Credit, (De) the name and address of the beneficiary beneficiary, and (f) either the verbatim text of the proposed Letter of Credit or the proposed terms and conditions thereof; (E) the , including a precise description of any documents to be presented by such the beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be which, if presented by such the beneficiary in case of any drawing thereunder; (G) prior to the purpose and nature expiration date of the requested Letter of Credit, would require the Lender to make payment under the Letter of Credit; and (H) such other matters as provided that the Issuing Bank Lender, in its reasonable discretion, may require. In require changes in the case text of a request for an amendment of any outstanding Letter of Credit, such the proposed Letter of Credit Application or any such documents. Borrowers shall specify in form and detail satisfactory to notify the Issuing Bank applicable Lender (1) the Letter of Credit to be amended; (2) the proposed date of amendment thereof (which shall be a Business Day); (3) the nature of the proposed amendment; and (4) such other matters as the Issuing Bank may require. Additionally, the Borrower shall furnish to the Issuing Bank and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendmentAgent, including any Issuer Documents, as the Issuing Bank or if the Administrative Agent may require.
(iiis not such Lender) Promptly after receipt prior to the issuance of any Letter of Credit Application, in the Issuing Bank will confirm with event that any of the Administrative Agent (by telephone or matters to which Borrowers are required to certify in writing) that the Administrative Agent has received a copy applicable Request for Issuance of such Letter of Credit Application from is no longer true and correct as of the Borrower and, if not, the Issuing Bank will provide the Administrative Agent with a copy thereof. Unless the Issuing Bank has received from any Lender, the Administrative Agent or any Credit Party, at least one (1) Business Day prior to the requested proposed date of issuance or amendment of the applicable Letter of Credit, written notice that one or more applicable conditions contained in Section 3 shall not then be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank shall, on the requested date, issue a Letter of Credit for the account of the Borrower or enter into the applicable amendment, as the case may be, in each case in accordance with the Issuing Bank’s usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank a risk participation in such Letter of Credit in an amount equal to such Lender’s Pro Rata Share of the amount of such Letter of Credit.
(iii) Promptly after its delivery , and upon the issuance of any Letter of Credit or any amendment Borrowers shall be deemed to a have re-certified, as of the date of such issuance, as to the matters to which Borrowers are required to certify in the applicable Request for Issuance of Letter of Credit to an advising bank with respect thereto or to the beneficiary thereof, the Issuing Bank will also deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendmentCredit.
Appears in 1 contract
Sources: Revolving Credit Agreement (United Artists Theatre Circuit Inc /Md/)
Notice of Issuance. (i) Each Whenever Company desires the issuance of a Letter of Credit, it shall deliver to Administrative Agent a Notice of Issuance of Letter of Credit shall be issued or amended, as the case may be, upon the request of the Borrower delivered to the Issuing Bank (with a copy to the Administrative Agent) substantially in the form of a Letter of Credit Application, appropriately completed and signed by an Authorized Officer of the Borrower. Such Letter of Credit Application must be received by the Issuing Bank and the Administrative Agent not Exhibit III annexed hereto no later than 11:00 a.m. 12:00 Noon (New York City time) at least two (2) three Business Days (or such later date and time as the Administrative Agent and the Issuing Bank may agree in a particular instance in their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter Standby Letters of Credit) or five Business Days (in the case of Commercial Letters of Credit), or in each case such shorter period as may be agreed to by the Issuing Lender in any particular instance, in advance of the proposed date of issuance. The Notice of Issuance of Letter of Credit Application shall specify in form and detail satisfactory to the Issuing Bank: (Aa) the proposed issuance date of the requested Letter of Credit issuance (which shall be a Business Day); , (Bb) whether the Letter of Credit is to be a Standby Letter of Credit or a Commercial Letter of Credit, (c) the face amount thereof; of the Letter of Credit, (Cd) in the case of a Letter of Credit which Company requests to be denominated in a currency other than Dollars, the currency in which Company requests such Letter of Credit to be issued, (e) the expiry expiration date thereof; of the Letter of Credit, (Df) the name and address of the beneficiary beneficiary, (g) either the verbatim text of the proposed Letter of Credit or the proposed terms and conditions thereof; (E) the , including a precise description of any documents to be presented by such the beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be which, if presented by such the beneficiary in case of any drawing thereunder; (G) prior to the purpose and nature expiration date of the requested Letter of Credit; and (H) such other matters as the Issuing Bank may require. In the case of a request for an amendment of any outstanding Letter of Credit, such would require the Issuing Lender to make payment under the Letter of Credit, and (h) that, after giving effect to the issuance of the Letter of Credit, the Total Utilization of Revolving Loan Commitments will not exceed the Revolving Loan Commitments then in effect or the Borrowing Base then in effect; provided that the Issuing Lender, in its reasonable discretion, may require changes in the text of the proposed Letter of Credit Application shall specify in form or any such documents; and detail satisfactory to the Issuing Bank (1) the provided, further that no Letter of Credit shall require payment against a conforming draft to be amended; made thereunder on the same business day (2) under the proposed date of amendment thereof (which shall be a Business Day); (3) the nature laws of the proposed amendment; and (4) such other matters as jurisdiction in which the office of the Issuing Bank may requireLender to which such draft is required to be presented is REVOLVING LOAN CREDIT AGREEMENT EXECUTION 67 75 located) that such draft is presented if such presentation is made after 10:00 A.M. (in the time zone of such office of the Issuing Lender) on such business day. AdditionallyCompany shall notify the applicable Issuing Lender (and Administrative Agent, the Borrower shall furnish if Administrative Agent is not such Issuing Lender) prior to the Issuing Bank and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, including any Issuer Documents, as the Issuing Bank or the Administrative Agent may require.
(ii) Promptly after receipt of any Letter of Credit Application, in the Issuing Bank will confirm with event that any of the Administrative Agent (by telephone or matters to which Company is required to certify in writing) that the Administrative Agent has received a copy applicable Notice of such Issuance of Letter of Credit Application from is no longer true and correct as of the Borrower and, if not, the Issuing Bank will provide the Administrative Agent with a copy thereof. Unless the Issuing Bank has received from any Lender, the Administrative Agent or any Credit Party, at least one (1) Business Day prior to the requested proposed date of issuance or amendment of the applicable Letter of Credit, written notice that one or more applicable conditions contained in Section 3 shall not then be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank shall, on the requested date, issue a Letter of Credit for the account of the Borrower or enter into the applicable amendment, as the case may be, in each case in accordance with the Issuing Bank’s usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank a risk participation in such Letter of Credit in an amount equal to such Lender’s Pro Rata Share of the amount of such Letter of Credit.
(iii) Promptly after its delivery , and upon the issuance of any Letter of Credit or any amendment Company shall be deemed to a have re-certified, as of the date of such issuance, as to the matters to which Company is required to certify in the applicable Notice of Issuance of Letter of Credit to an advising bank with respect thereto or to the beneficiary thereof, the Issuing Bank will also deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendmentCredit.
Appears in 1 contract
Notice of Issuance. (i) Each Whenever an Obligor desires the issuance of ------------------ a Letter of Credit Credit, it shall be issued deliver, in case of a Participated Letter of Credit, to Administrative Agent, or amendedin case of a Non-Participated Letter of Credit, as the case may be, upon the request of the Borrower delivered to the Issuing Bank (with a copy to the Administrative Agent) ), an L/C Request substantially in the form of a Exhibit K hereto, accompanied by an --------- executed application for issuance of such Letter of Credit Application, appropriately completed and signed by an Authorized Officer of in the Borrower. Such Letter of Credit Application must be received standard form then utilized by the Issuing Bank and the Administrative Agent not Bank, no later than 11:00 a.m. A.M. (New York City time) at least two (2) Business Days (or such later date and time shorter period as the Administrative Agent and may be agreed to by the Issuing Bank may agree in a any particular instance instance, in their sole discretion) prior to advance of the proposed issuance date or date of amendment, as the case may beissuance. In the case of a request for an initial issuance of a Letter of Credit, such Letter of Credit Application The L/C Request shall specify in form and detail satisfactory to the Issuing Bank: (Aa) the proposed issuance date of the requested Letter of Credit issuance (which shall be a Business Day); , (Bb) whether the Letter of Credit is to be a Standby Letter of Credit or a Commercial Letter of Credit (and, if a Commercial Letter of Credit, whether such Commercial Letter of Credit is to be a Usance Letter of Credit), (c) the face amount thereof; of the Letter of Credit, which shall be a minimum of One Million Dollars (C$1,000,000) in case of a Participated Letter of Credit which is a Commercial Letter of Credit, (d) the expiry expiration date thereof; (D) the name and address of the beneficiary Letter of Credit, (e) whether the Letter of Credit is to be a Participated Letter of Credit or a Non-Participated Letter of Credit, (f) either the verbatim text of the proposed Letter of Credit or the proposed terms and conditions thereof; (E) the , including a precise description of any documents to be presented by such the beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be which, if presented by such the beneficiary in case prior to the expiration date of any drawing thereunder; the Letter of Credit, would require the Issuing Bank to make payment (Gincluding pursuant to an Accepted Time Draft) under the Letter of Credit and (g) the purpose and nature of the requested proposed Letter of Credit; provided that the Issuing -------- Bank, in its reasonable discretion, may require, subject to the consent by the Obligor that requested such Letter of Credit, changes in the text of the proposed Letter of Credit or any such documents, and the date of issuance of such Letter of Credit shall be extended until such changes have been agreed to by such Obligor (H) such other matters as it being understood that the Issuing Bank may require. In shall not be obligated to issue any Letter of Credit if such changes are not agreed to by such Obligor); and provided, further that no Letter -------- ------- of Credit shall require payment against (or, in the case of a request for an amendment of any outstanding Usance Letter of Credit, acceptance of) a conforming draft on the same business day (under the laws of the jurisdiction in which the office of the Issuing Bank to which such draft is required to be presented is located) that such draft is presented. The Obligor requesting any Letter of Credit shall notify the applicable Issuing Bank (and Administrative Agent, if Citibank is not such Issuing Bank) prior to the issuance of such Letter of Credit Application shall specify in form the event that any of the matters to which such Obligor is required to certify in the applicable L/C Request is no longer true and detail satisfactory to the Issuing Bank (1) the Letter correct as of Credit to be amended; (2) the proposed date of amendment thereof (which shall be a Business Day); (3) the nature issuance of the proposed amendment; and (4) such other matters as the Issuing Bank may require. Additionally, the Borrower shall furnish to the Issuing Bank and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit Credit, and upon the issuance or amendment, including any Issuer Documents, as the Issuing Bank or the Administrative Agent may require.
(ii) Promptly after receipt of any Letter of Credit Application, the Issuing Bank will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy of such Letter of Credit Application from the Borrower and, if not, the Issuing Bank will provide the Administrative Agent with a copy thereof. Unless the Issuing Bank has received from any Lender, the Administrative Agent or any Credit Party, at least one (1) Business Day prior to the requested date of issuance or amendment of the applicable Letter of Credit, written notice that one or more applicable conditions contained in Section 3 shall not then be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank shall, on the requested date, issue a Letter of Credit for the account of the Borrower or enter into the applicable amendment, as the case may be, in each case in accordance with the Issuing Bank’s usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Lender Obligor shall be deemed toto have re-certified, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank a risk participation in such Letter of Credit in an amount equal to such Lender’s Pro Rata Share as of the amount date of such Letter of Credit.
(iii) Promptly after its delivery of any Letter of Credit or any amendment to a Letter of Credit to an advising bank with respect thereto or issuance, as to the beneficiary thereof, matters to which such Obligor is required to certify in the Issuing Bank will also deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendmentapplicable L/C Request.
Appears in 1 contract
Notice of Issuance. (i) Each Letter of Credit shall be issued or amended, as Whenever Company desires the case may be, upon the request of the Borrower delivered to the Issuing Bank (with a copy to the Administrative Agent) in the form of a Letter of Credit Application, appropriately completed and signed by an Authorized Officer of the Borrower. Such Letter of Credit Application must be received by the Issuing Bank and the Administrative Agent not later than 11:00 a.m. (New York City time) at least two (2) Business Days (or such later date and time as the Administrative Agent and the Issuing Bank may agree in a particular instance in their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of ------------------ a Letter of Credit, such it shall deliver to Administrative Agent a Notice of Issuance of Letter of Credit Application substantially in the form of Exhibit III ----------- annexed hereto no later than 10:00 A.M. (San Francisco time) at least three Business Days, or such shorter period as may be agreed to by the Issuing Lender in any particular instance, in advance of the proposed date of issuance. The Notice of Issuance of Letter of Credit shall specify in form and detail satisfactory to the Issuing Bank: (Aa) the proposed issuance date of the requested Letter of Credit issuance (which shall be a Business Day); , (Bb) the face amount thereof; of the Letter of Credit, (Cc) in the case of a Letter of Credit which Company requests to be denominated in a currency other than Dollars, the currency in which Company requests such Letter of Credit to be issued, (d) the expiry expiration date thereof; of the Letter of Credit, (De) the name and address of the beneficiary beneficiary, and (f) the verbatim text of the proposed Letter of Credit or the proposed terms and conditions thereof; (E) provided -------- that the documents to be presented by such beneficiary Issuing Lender, in case of any drawing thereunder; (F) its reasonable discretion, may require changes in the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder; (G) the purpose and nature of the requested proposed Letter of Credit; and (H) such other matters as the Issuing Bank may require. In the case of a request for an amendment of any outstanding Letter of Creditprovided, such further that no -------- ------- Letter of Credit Application shall specify require payment against a conforming draft to be made thereunder on the same business day (under the laws of the jurisdiction in form and detail satisfactory to which the office of the Issuing Bank (1) the Letter of Credit Lender to which such draft is required to be amended; presented is located) that such draft is presented if such presentation is made after 10:00 A.M. (2) in the proposed date time zone of amendment thereof (which shall be a Business Day); (3) the nature such office of the proposed amendment; and (4Issuing Lender) on such other matters as the Issuing Bank may requirebusiness day. Additionally, the Borrower Company shall furnish to the Issuing Bank and notify the Administrative Agent such other documents and information pertaining prior to such requested Letter of Credit the issuance or amendment, including any Issuer Documents, as the Issuing Bank or the Administrative Agent may require.
(ii) Promptly after receipt of any Letter of Credit Application, in the Issuing Bank will confirm with event that any of the Administrative Agent (by telephone or matters to which Company is required to certify in writing) that the Administrative Agent has received a copy applicable Notice of such Issuance of Letter of Credit Application from is no longer true and correct in all material respects as of the Borrower and, if not, the Issuing Bank will provide the Administrative Agent with a copy thereof. Unless the Issuing Bank has received from any Lender, the Administrative Agent or any Credit Party, at least one (1) Business Day prior to the requested proposed date of issuance or amendment of the applicable Letter of Credit, written notice that one or more applicable conditions contained in Section 3 shall not then be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank shall, on the requested date, issue a Letter of Credit for the account of the Borrower or enter into the applicable amendment, as the case may be, in each case in accordance with the Issuing Bank’s usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank a risk participation in such Letter of Credit in an amount equal to such Lender’s Pro Rata Share of the amount of such Letter of Credit.
(iii) Promptly after its delivery , and upon the issuance of any Letter of Credit or any amendment Company shall be deemed to a have re- certified, as of the date of such issuance, as to the matters to which Company is required to certify in the applicable Notice of Issuance of Letter of Credit to an advising bank with respect thereto or to the beneficiary thereof, the Issuing Bank will also deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendmentCredit.
Appears in 1 contract
Sources: Credit Agreement (Urs Corp /New/)
Notice of Issuance. To request the Issuance of a Participated Letter of Credit, the Borrower shall hand deliver or telecopy (ior transmit by electronic communication, if arrangements for doing so have been approved by the Fronting Bank) Each to the Fronting Bank at least 3 Business Days in advance of the requested date of Issuance (or such shorter period as is acceptable to the Fronting Bank) a notice, signed by a Responsible Officer, in the form of Exhibit C-3 (a “Participated Letter of Credit shall Notice”), requesting the Issuance of a Participated Letter of Credit, or identifying the Participated Letter of Credit to be issued or amended, renewed, extended or increased as the case may be, upon and specifying the request of the Borrower delivered to the Issuing Bank (with a copy to the Administrative Agent) in the form of a Letter of Credit Application, appropriately completed and signed by an Authorized Officer of the Borrower. Such Letter of Credit Application must be received by the Issuing Bank and the Administrative Agent not later than 11:00 a.m. (New York City time) at least two (2) Business Days (or such later date and time as the Administrative Agent and the Issuing Bank may agree in a particular instance in their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to the Issuing Bank: (A) the proposed issuance date of the requested Letter of Credit Issuance (which shall be a Business Day); , the date on which such Participated Letter of Credit is to expire (B) which shall comply with Section 2.03(b)(iii)), the amount thereof; of such Participated Letter of Credit (C) the expiry date thereof; (D) which shall not be less than $100,000), the name and address of the beneficiary thereof; (E) the documents to be presented by such beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder; (G) the purpose thereof and nature of the requested Letter of Credit; and (H) such other matters information as the Issuing Bank may require. In the case of a request for an amendment of any outstanding Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to the Issuing Bank (1) the Letter of Credit to be amended; (2) the proposed date of amendment thereof (which shall be a Business Day); (3) the nature of the proposed amendment; and (4) such other matters as the Issuing Bank may require. Additionallynecessary to prepare, the Borrower shall furnish to the Issuing Bank and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance amend, renew, extend or amendment, including any Issuer Documents, as the Issuing Bank or the Administrative Agent may require.
(ii) Promptly after receipt of any Letter of Credit Application, the Issuing Bank will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy of such Letter of Credit Application from the Borrower and, if not, the Issuing Bank will provide the Administrative Agent with a copy thereof. Unless the Issuing Bank has received from any Lender, the Administrative Agent or any Credit Party, at least one (1) Business Day prior to the requested date of issuance or amendment of the applicable Letter of Credit, written notice that one or more applicable conditions contained in Section 3 shall not then be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank shall, on the requested date, issue a Letter of Credit for the account of the Borrower or enter into the applicable amendmentincrease, as the case may be, in each case in accordance with the Issuing Bank’s usual and customary business practices. Immediately upon the issuance of each ) such Participated Letter of Credit, each Lender shall be deemed to, it being understood and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank a risk participation in such Letter agreed that Participated Letters of Credit may be extended and renewed in an amount equal to accordance with Section 2.03(b)(iii). If requested by the Fronting Bank, the Borrower shall submit a letter of credit application on the Fronting Bank’s standard form (with such Lender’s Pro Rata Share of changes as the amount of such Fronting Bank shall reasonably deem appropriate) in connection with any request for a Participated Letter of Credit.
(iii) Promptly after its delivery . 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 submitted by the Borrower to the Fronting Bank relating to any Participated Letter of Credit or any amendment to a Letter of Credit to an advising bank with respect thereto or to the beneficiary thereofCredit, the Issuing Bank will also deliver to the Borrower terms and the Administrative Agent a true and complete copy conditions of such Letter of Credit or amendmentthis Agreement shall control.
Appears in 1 contract
Notice of Issuance. (i) Each Whenever Borrowers desire the issuance of a ------------------ Letter of Credit, they shall deliver to Administrative Agent a Notice of Issuance of Letter of Credit shall be issued or amended, as the case may be, upon the request of the Borrower delivered to the Issuing Bank (with a copy to the Administrative Agent) substantially in the form of a Letter of Credit Application, appropriately completed and signed by an Authorized Officer of the Borrower. Such Letter of Credit Application must be received by the Issuing Bank and the Administrative Agent not Exhibit III ----------- annexed hereto no later than 11:00 a.m. A.M. (New York City time) at least two (2) three Business Days (or such later date and time as the Administrative Agent and the Issuing Bank may agree in a particular instance in their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter Standby Letters of Credit) or five Business Days (in the case of Commercial Letters of Credit), or in each case such shorter period as may be agreed to by the Issuing Lender in any particular instance, in advance of the proposed date of issuance. The Notice of Issuance of Letter of Credit Application shall specify in form and detail satisfactory to the Issuing Bank: (Aa) the proposed issuance date of the requested Letter of Credit issuance (which shall be a Business Day); , (Bb) whether the Letter of Credit is to be a Standby Letter of Credit or a Commercial Letter of Credit, (c) the face amount thereof; of the Letter of Credit, (Cd) the expiry expiration date thereof; of the Letter of Credit, (De) the name and address of the beneficiary beneficiary, and (f) either the verbatim text of the proposed Letter of Credit or the proposed terms and conditions thereof; (E) the , including a precise description of any documents to be presented by such the beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be which, if presented by such the beneficiary in case of any drawing thereunder; (G) prior to the purpose and nature expiration date of the requested Letter of Credit, would require the Issuing Lender to make payment under the Letter of Credit; and (H) such other matters as provided that the Issuing Bank Lender, in its reasonable discretion, may require. In require -------- changes in the case text of a request for an amendment of any outstanding Letter of Credit, such the proposed Letter of Credit Application shall specify in form or any such documents; and detail satisfactory to the Issuing Bank (1) the provided, further that no Letter of Credit shall require payment -------- ------- against a conforming draft to be amended; made thereunder on the same business day (2) under the proposed date of amendment thereof (which shall be a Business Day); (3) the nature laws of the proposed amendment; and (4) such other matters as jurisdiction in which the office of the Issuing Bank may requireLender to which such draft is required to be presented is located) that such draft is presented if such presentation is made after 10:00 A.M. (in the time zone of such office of the Issuing Lender) on such business day. AdditionallyBorrowers shall notify the applicable Issuing Lender (and Administrative Agent, the Borrower shall furnish if Administrative Agent is not such Issuing Lender) prior to the Issuing Bank and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, including any Issuer Documents, as the Issuing Bank or the Administrative Agent may require.
(ii) Promptly after receipt of any Letter of Credit Application, in the Issuing Bank will confirm with event that any of the Administrative Agent (by telephone or matters to which Borrowers are required to certify in writing) that the Administrative Agent has received a copy applicable Notice of such Issuance of Letter of Credit Application from is no longer true and correct as of the Borrower and, if not, the Issuing Bank will provide the Administrative Agent with a copy thereof. Unless the Issuing Bank has received from any Lender, the Administrative Agent or any Credit Party, at least one (1) Business Day prior to the requested proposed date of issuance or amendment of the applicable Letter of Credit, written notice that one or more applicable conditions contained in Section 3 shall not then be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank shall, on the requested date, issue a Letter of Credit for the account of the Borrower or enter into the applicable amendment, as the case may be, in each case in accordance with the Issuing Bank’s usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank a risk participation in such Letter of Credit in an amount equal to such Lender’s Pro Rata Share of the amount of such Letter of Credit.
(iii) Promptly after its delivery , and upon the issuance of any Letter of Credit or any amendment Borrowers shall be deemed to a have re-certified, as of the date of such issuance, as to the matters to which Borrowers are required to certify in the applicable Notice of Issuance of Letter of Credit to an advising bank with respect thereto or to the beneficiary thereof, the Issuing Bank will also deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendmentCredit.
Appears in 1 contract
Sources: Credit Agreement (Dominos Pizza Government Services Division Inc)
Notice of Issuance. Whenever Company desires the issuance of a ------------------ Letter of Credit, it shall deliver to the Issuing Bank, at the Letter of Credit Issuing Office, and the Administrative Agent, at the Funding and Payment Office, a Notice of Issuance of Letter of Credit no later than 12:00 Noon (iNew York time) Each at least three (3) Business Days in the case of Stand By Letters of Credit and five (5) Business Days (in the case of Commercial Letters of Credit), or such shorter period as may be agreed to by the Issuing Bank in any particular instance, in advance of the proposed date of issuance. The Notice of Issuance of Letter of Credit shall be issued or amended, as the case may be, upon the request of the Borrower delivered to the Issuing Bank specify (with a copy to the Administrative Agent) in the form of a Letter of Credit Application, appropriately completed and signed by an Authorized Officer of the Borrower. Such Letter of Credit Application must be received by the Issuing Bank and the Administrative Agent not later than 11:00 a.m. (New York City time) at least two (2) Business Days (or such later date and time as the Administrative Agent and the Issuing Bank may agree in a particular instance in their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to the Issuing Bank: (Aa) the proposed issuance date of the requested Letter of Credit issuance (which shall be a Business Day); , (Bb) the face amount thereof; of or maximum aggregate liability under, as applicable, the Letter of Credit, (Cc) the expiry expiration date thereof; of the Letter of Credit, (Dd) the name and address of the beneficiary beneficiary, and (e) either the verbatim text of the proposed Letter of Credit or the proposed terms and conditions thereof; (E) , including a precise description of any documents and the documents verbatim text of any certificates to be presented by such the beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be which, if presented by such the beneficiary in case of any drawing thereunder; (G) prior to the purpose and nature expiration date of the requested Letter of Credit; and (H) such other matters as the Issuing Bank may require. In the case of a request for an amendment of any outstanding Letter of Credit, such would require the Issuing Bank to make payment thereunder; and provided that the -------- Issuing Bank, in its reasonable discretion, may require changes in the text of the proposed Letter of Credit Application or any such documents or certificates; provided further that no Letter of Credit shall specify require payment against a -------- ------- conforming draft or other request for payment to be made thereunder on the same business day (under the laws of the jurisdiction in form and detail satisfactory which the office of the Issuing Bank to which such draft or other request for payment is required to be presented is located) that such draft or other request for payment is presented if such presentation is made after 10:00 A.M. (in the time zone of such office of the Issuing Bank) on such Business Day. Company shall notify the Issuing Bank (1) the Letter of Credit to be amended; (2) the proposed date of amendment thereof (which shall be a Business Day); (3) the nature of the proposed amendment; and (4) such other matters as the Issuing Bank may require. Additionally, the Borrower shall furnish to the Issuing Bank and the Administrative Agent Agent, if not such other documents and information pertaining Issuing Bank) prior to such requested Letter of Credit the issuance or amendment, including any Issuer Documents, as the Issuing Bank or the Administrative Agent may require.
(ii) Promptly after receipt of any Letter of Credit Application, in the Issuing Bank will confirm with event that any of the Administrative Agent (by telephone or matters to which Company is required to certify in writing) that the Administrative Agent has received a copy applicable Notice of such Issuance of Letter of Credit Application from is no longer true and correct as of the Borrower and, if not, the Issuing Bank will provide the Administrative Agent with a copy thereof. Unless the Issuing Bank has received from any Lender, the Administrative Agent or any Credit Party, at least one (1) Business Day prior to the requested proposed date of issuance or amendment of the applicable Letter of Credit, written notice that one or more applicable conditions contained in Section 3 shall not then be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank shall, on the requested date, issue a Letter of Credit for the account of the Borrower or enter into the applicable amendment, as the case may be, in each case in accordance with the Issuing Bank’s usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank a risk participation in such Letter of Credit in an amount equal to such Lender’s Pro Rata Share of the amount of such Letter of Credit.
(iii) Promptly after its delivery , and upon the issuance of any Letter of Credit or any amendment Credit, Company shall be deemed to a have re-certified, as of the date of such issuance, as to the matters to which Company is required to certify in the applicable Notice of Issuance of Letter of Credit to an advising bank with respect thereto or to the beneficiary thereof, the Issuing Bank will also deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendmentCredit.
Appears in 1 contract
Sources: Credit Agreement (Microclock Inc)
Notice of Issuance. (i) Each Letter of Credit shall be issued or amended, as Whenever Borrower desires the case may be, upon the request of the Borrower delivered to the Issuing Bank (with a copy to the Administrative Agent) in the form of a Letter of Credit Application, appropriately completed and signed by an Authorized Officer of the Borrower. Such Letter of Credit Application must be received by the Issuing Bank and the Administrative Agent not later than 11:00 a.m. (New York City time) at least two (2) Business Days (or such later date and time as the Administrative Agent and the Issuing Bank may agree in a particular instance in their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such it shall deliver to Bank a Notice of Issuance of Letter of Credit Application no later than 10:00 A.M. (Chicago time) at least three (3) Business Days in advance of the proposed date of issuance. The Notice of Issuance of Letter of Credit shall specify in form and detail satisfactory to the Issuing Bank: (Ai) the proposed issuance date of the requested Letter of Credit issuance (which shall be a Business Day); , (Bii) the face amount thereof; of the Letter of Credit, in Dollars (Cwhich amount, in the case of a drawing under a Letter of Credit which is denominated in a currency other than Dollars, shall be calculated by reference to the applicable Exchange Rate) as quoted by Bank to Borrower in connection with such Letter of Credit, (iii) the expiry expiration date thereof; of the Letter of Credit, (Div) the name and address of the beneficiary thereof; beneficiary, and (Ev) the verbatim text of the proposed Letter of Credit or the proposed terms and conditions thereof, including a precise description of any documents and the verbatim text of any certificates to be presented by such the beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be which, if presented by such the beneficiary in case of any drawing thereunder; (G) prior to the purpose and nature expiration date of the requested Letter of Credit, would require Bank to make payment under the Letter of Credit; and (H) such other matters as provided that, anything to the Issuing Bank may require. In the case contrary in this Agreement notwithstanding, Borrower may, with Bank's consent, deliver a Notice of a request for an amendment Issuance of any outstanding Letter of Credit, such Letter of Credit Application electronically to Bank, in which such event Borrower shall specify in form be deemed for all purposes hereunder and detail satisfactory the other Loan Documents to the Issuing Bank (1) the have delivered a written Notice of Issuance of Letter of Credit to be amended; (2) the proposed date of amendment thereof (which shall be a Business Day); (3) the nature of the proposed amendment; and (4) such other matters as the Issuing Bank may requirehereunder. Additionally, the Borrower shall furnish notify Bank prior to the Issuing Bank and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, including any Issuer Documents, as the Issuing Bank or the Administrative Agent may require.
(ii) Promptly after receipt of any Letter of Credit Application, in the Issuing Bank will confirm with event that any of the Administrative Agent (by telephone or matters to which Borrower is required to certify in writing) that the Administrative Agent has received a copy applicable Notice of such Issuance of Letter of Credit Application from is no longer true and correct as of the Borrower and, if not, the Issuing Bank will provide the Administrative Agent with a copy thereof. Unless the Issuing Bank has received from any Lender, the Administrative Agent or any Credit Party, at least one (1) Business Day prior to the requested proposed date of issuance or amendment of the applicable Letter of Credit, written notice that one or more applicable conditions contained in Section 3 shall not then be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank shall, on the requested date, issue a Letter of Credit for the account of the Borrower or enter into the applicable amendment, as the case may be, in each case in accordance with the Issuing Bank’s usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank a risk participation in such Letter of Credit in an amount equal to such Lender’s Pro Rata Share of the amount of such Letter of Credit.
(iii) Promptly after its delivery , and upon the issuance of any Letter of Credit or any amendment Credit, Borrower shall be deemed to a Letter have re-certified, as of Credit to an advising bank with respect thereto or to the beneficiary thereof, the Issuing Bank will also deliver to the Borrower and the Administrative Agent a true and complete copy date of such Letter of Credit or amendment.issuance, as to the
Appears in 1 contract
Sources: Loan Agreement (SPSS Inc)
Notice of Issuance. Whenever Company desires the issuance of a ------------------ Letter of Credit, it shall deliver to Administrative Agent a Request for Issuance of Letter of Credit substantially in the form of Exhibit III ----------- annexed hereto no later than 11:00 A.M. (iNew York time) Each at least three Business Days, or such shorter period as may be agreed to by the Issuing Lender in any particular instance, in advance of the proposed date of issuance. The Request for Issuance of Letter of Credit shall be issued or amended, as the case may be, upon the request of the Borrower delivered to the Issuing Bank specify (with a copy to the Administrative Agent) in the form of a Letter of Credit Application, appropriately completed and signed by an Authorized Officer of the Borrower. Such Letter of Credit Application must be received by the Issuing Bank and the Administrative Agent not later than 11:00 a.m. (New York City time) at least two (2) Business Days (or such later date and time as the Administrative Agent and the Issuing Bank may agree in a particular instance in their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to the Issuing Bank: (Aa) the proposed issuance date of the requested Letter of Credit issuance (which shall be a Business Day); , (Bb) whether the Letter of Credit is to be a Standby Letter of Credit or a Commercial Letter of Credit, (c) the face amount thereof; of the Letter of Credit, (Cd) the expiry expiration date thereof; of the Letter of Credit, (De) the name and address of the beneficiary beneficiary, (f) that, after giving effect to the requested Letter of Credit, the Total Utilization of Tranche A Revolving Loan Commitments will not exceed the Tranche A Revolving Loan Commitments then in effect, (g) in the case of a Letter of Credit which Company requests to be denominated in a currency other than Dollars, the currency in which Company requests such Letter of Credit to be issued and (h) either the verbatim text of the proposed Letter of Credit or the proposed terms and conditions thereof; (E) the , including a precise description of any documents to be presented by such the beneficiary which, if presented by the beneficiary in case of any drawing thereunder; (F) conformity with the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder; (G) the purpose terms and nature conditions of the requested Letter of Credit prior to the expiration date of the Letter of Credit, would require the Issuing Lender to make payment under the Letter of Credit; and (H) such other matters as provided that the Issuing Bank Lender, in its reasonable -------- discretion, may require. In require changes in the case text of a request for an amendment of any outstanding Letter of Credit, such the proposed Letter of Credit Application or any such documents. Company shall specify in form notify the applicable Issuing Lender (and detail satisfactory Administrative Agent, if Administrative Agent is not such Issuing Lender) prior to the Issuing Bank (1) the Letter of Credit to be amended; (2) the proposed date of amendment thereof (which shall be a Business Day); (3) the nature of the proposed amendment; and (4) such other matters as the Issuing Bank may require. Additionally, the Borrower shall furnish to the Issuing Bank and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, including any Issuer Documents, as the Issuing Bank or the Administrative Agent may require.
(ii) Promptly after receipt of any Letter of Credit Application, in the Issuing Bank will confirm with event that any of the Administrative Agent (by telephone or matters to which it is required to certify in writing) that the Administrative Agent has received a copy applicable Request for Issuance of such Letter of Credit Application from is no longer true and correct as of the Borrower and, if not, the Issuing Bank will provide the Administrative Agent with a copy thereof. Unless the Issuing Bank has received from any Lender, the Administrative Agent or any Credit Party, at least one (1) Business Day prior to the requested proposed date of issuance or amendment of the applicable Letter of Credit, written notice that one or more applicable conditions contained in Section 3 shall not then be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank shall, on the requested date, issue a Letter of Credit for the account of the Borrower or enter into the applicable amendment, as the case may be, in each case in accordance with the Issuing Bank’s usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank a risk participation in such Letter of Credit in an amount equal to such Lender’s Pro Rata Share of the amount of such Letter of Credit.
(iii) Promptly after its delivery , and upon the issuance of any Letter of Credit or any amendment it shall be deemed to a have re-certified, as of the date of such issuance, as to the matters to which it is required to certify in the applicable Request for Issuance of Letter of Credit to an advising bank with respect thereto or to the beneficiary thereof, the Issuing Bank will also deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendmentCredit.
Appears in 1 contract
Sources: Credit Agreement (LTM Holdings Inc)
Notice of Issuance. Whenever Company desires the issuance of a ------------------ Letter of Credit, it shall deliver to Administrative Agent a Notice of Issuance of Letter of Credit substantially in the form of Exhibit III ----------- annexed hereto no later than 12:00 Noon (iCharlotte, NC time) Each at least three Business Days (in the case of Standby Letters of Credit) or five Business Days (in the case of Commercial Letters of Credit), or in each case such shorter period as may be agreed to by the Issuing Lender in any particular instance, in advance of the proposed date of issuance. The Notice of Issuance of Letter of Credit shall be issued or amended, as the case may be, upon the request of the Borrower delivered to the Issuing Bank specify (with a copy to the Administrative Agent) in the form of a Letter of Credit Application, appropriately completed and signed by an Authorized Officer of the Borrower. Such Letter of Credit Application must be received by the Issuing Bank and the Administrative Agent not later than 11:00 a.m. (New York City time) at least two (2) Business Days (or such later date and time as the Administrative Agent and the Issuing Bank may agree in a particular instance in their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to the Issuing Bank: (Aa) the proposed issuance date of the requested Letter of Credit issuance (which shall be a Business Day); , (Bb) whether the Letter of Credit is to be a Standby Letter of Credit or a Commercial Letter of Credit, (c) the face amount thereof; of the Letter of Credit, (Cd) the expiry expiration date thereof; of the Letter of Credit, (De) the name and address of the beneficiary beneficiary, and (f) either the verbatim text of the proposed Letter of Credit or the proposed terms and conditions thereof; (E) the , including a precise description of any documents to be presented by such the beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be which, if presented by such the beneficiary in case of any drawing thereunder; (G) prior to the purpose and nature expiration date of the requested Letter of Credit, would require the Issuing Lender to make payment under the Letter of Credit; and (H) such other matters as provided that the Issuing Bank Lender, in its reasonable discretion, may require. In require -------- changes in the case text of a request for an amendment of any outstanding Letter of Credit, such the proposed Letter of Credit Application shall specify in form or any such documents; and detail satisfactory to the Issuing Bank (1) the provided, further that no Letter of Credit shall require payment -------- ------- against a conforming draft to be amended; made thereunder on the same business day (2) under the proposed date of amendment thereof (which shall be a Business Day); (3) the nature laws of the proposed amendment; and (4) such other matters as jurisdiction in which the office of the Issuing Bank may requireLender to which such draft is required to be presented is located) that such draft is presented if such presentation is made after 10:00 A.M. (in the time zone of such office of the Issuing Lender) on such business day. AdditionallyCompany shall notify the applicable Issuing Lender (and Administrative Agent, the Borrower shall furnish if Administrative Agent is not such Issuing Lender) prior to the Issuing Bank and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, including any Issuer Documents, as the Issuing Bank or the Administrative Agent may require.
(ii) Promptly after receipt of any Letter of Credit Application, in the Issuing Bank will confirm with event that any of the Administrative Agent (by telephone or matters to which Company is required to certify in writing) that the Administrative Agent has received a copy applicable Notice of such Issuance of Letter of Credit Application from is no longer true and correct as of the Borrower and, if not, the Issuing Bank will provide the Administrative Agent with a copy thereof. Unless the Issuing Bank has received from any Lender, the Administrative Agent or any Credit Party, at least one (1) Business Day prior to the requested proposed date of issuance or amendment of the applicable Letter of Credit, written notice that one or more applicable conditions contained in Section 3 shall not then be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank shall, on the requested date, issue a Letter of Credit for the account of the Borrower or enter into the applicable amendment, as the case may be, in each case in accordance with the Issuing Bank’s usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank a risk participation in such Letter of Credit in an amount equal to such Lender’s Pro Rata Share of the amount of such Letter of Credit.
(iii) Promptly after its delivery , and upon the issuance of any Letter of Credit or any amendment Company shall be deemed to a have re-certified, as of the date of such issuance, as to the matters to which Company is required to certify in the applicable Notice of Issuance of Letter of Credit to an advising bank with respect thereto or to the beneficiary thereof, the Issuing Bank will also deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendmentCredit.
Appears in 1 contract
Sources: Credit Agreement (Sandhills Inc)
Notice of Issuance. (i) Each Letter of Credit shall be issued or amended, as Whenever the case may be, upon Borrowers desire the request of the Borrower delivered to the Issuing Bank (with a copy to the Administrative Agent) in the form of a Letter of Credit Application, appropriately completed and signed by an Authorized Officer of the Borrower. Such Letter of Credit Application must be received by the Issuing Bank and the Administrative Agent not later than 11:00 a.m. (New York City time) at least two (2) Business Days (or such later date and time as the Administrative Agent and the Issuing Bank may agree in a particular instance in their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such they shall deliver to the applicable Issuing Bank, at the applicable Letter of Credit Application Issuing Office, and the Administrative Agent, at the applicable Funding and Payment Office, a Notice of Issuance of Letter of Credit not later than 1:00 p.m. (New York time) at least five (5) Business Days, or such shorter period as may be agreed to by such Issuing Bank in any particular instance, in advance of the proposed date of issuance. The Notice of Issuance of Letter of Credit shall specify in form and detail satisfactory to the Issuing Bank: (Aa) the proposed issuance date of the requested Letter of Credit issuance (which shall be a Business Day); , (Bb) the face amount thereof; of or maximum aggregate liability under, as applicable, the Letter of Credit, (Cc) the expiry expiration date thereof; of the Letter of Credit, (Dd) the name and address of the beneficiary thereof; beneficiary, (Ee) the currency in which such Letter of Credit is to be denominated (which shall be U.S. Dollars or Canadian Dollars) and (f) the verbatim text of the proposed Letter of Credit or the proposed terms and conditions thereof, including a precise description of any documents and the verbatim text of any certificates to be presented by such the beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be which, if presented by such the beneficiary in case of any drawing thereunder; (G) prior to the purpose and nature expiration date of the requested Letter of Credit; and (H) such other matters as the Issuing Bank may require. In the case of a request for an amendment of any outstanding Letter of Credit, would require such Issuing Bank to make payment thereunder; provided that such Issuing Bank, in its reasonable discretion, may require changes in the text of the proposed Letter of Credit Application shall specify in form and detail satisfactory to the Issuing Bank (1) the or any such documents or certificates; provided further that no Letter of Credit shall require payment against a conforming draft or other request for payment to be amended; made thereunder on the same business day (2under the laws of the jurisdiction in which the office of such Issuing Bank to which such draft or other request for payment is required to be presented is located) that such draft or other request for payment is presented if such presentation is made after 10:00 a.m. (in the proposed date time zone of amendment thereof (which shall be a such office of such Issuing Bank) on such Business Day); (3) . At the nature request of the proposed amendment; and (4) such other matters as the Issuing Bank may require. AdditionallyBank, the Borrower Borrowers shall furnish to the also complete and submit such Issuing Bank’s standard letter of credit application form. The Borrowers shall notify such Issuing Bank and the Administrative Agent such other documents and information pertaining prior to such requested Letter of Credit the issuance or amendment, including any Issuer Documents, as the Issuing Bank or the Administrative Agent may require.
(ii) Promptly after receipt of any Letter of Credit Application, in the Issuing Bank will confirm with event that any of the Administrative Agent (by telephone or matters to which the Borrowers are required to certify in writing) that the Administrative Agent has received a copy applicable Notice of such Issuance of Letter of Credit Application from is no longer true and correct as of the Borrower and, if not, the Issuing Bank will provide the Administrative Agent with a copy thereof. Unless the Issuing Bank has received from any Lender, the Administrative Agent or any Credit Party, at least one (1) Business Day prior to the requested proposed date of issuance or amendment of the applicable Letter of Credit, written notice that one or more applicable conditions contained in Section 3 shall not then be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank shall, on the requested date, issue a Letter of Credit for the account of the Borrower or enter into the applicable amendment, as the case may be, in each case in accordance with the Issuing Bank’s usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank a risk participation in such Letter of Credit in an amount equal to such Lender’s Pro Rata Share of the amount of such Letter of Credit.
(iii) Promptly after its delivery , and upon the issuance of any Letter of Credit or any amendment Credit, the Borrowers shall be deemed to a have re-certified, as of the date of such issuance, as to the matters to which the Borrowers are required to certify in the applicable Notice of Issuance of Letter of Credit to an advising bank with respect thereto or to the beneficiary thereof, the Issuing Bank will also deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendmentCredit.
Appears in 1 contract
Notice of Issuance. (i) Each Letter of Credit shall be issued or amended, as Whenever Company desires the case may be, upon the request of the Borrower delivered to the Issuing Bank (with a copy to the Administrative Agent) in the form of a Letter of Credit Application, appropriately completed and signed by an Authorized Officer of the Borrower. Such Letter of Credit Application must be received by the Issuing Bank and the Administrative Agent not later than 11:00 a.m. (New York City time) at least two (2) Business Days (or such later date and time as the Administrative Agent and the Issuing Bank may agree in a particular instance in their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such it shall deliver to the proposed Issuing Lender (with a copy to Administrative Agent, if Administrative Agent is not the proposed Issuing Lender) a Request For Issuance of Letter of Credit Application in the form of Exhibit III no later than 10:00 A.M. (New York time) at least three Business Days, or such shorter period as may be agreed to by the Issuing Lender in any particular instance, in advance of the proposed date of issuance. The Request For Issuance of Letter of Credit shall specify in form and detail satisfactory (a) the Lender requested to issue the Issuing Bank: Letter of Credit, (Ab) the proposed issuance date of the requested Letter of Credit issuance (which shall be a Business Day); , (Bc) whether the Letter of Credit is to be a Standby Letter of Credit or a Commercial Letter of Credit, (d) the face amount thereof; of the Letter of Credit, (Ce) the expiry expiration date thereof; of the Letter of Credit, (Df) the name and address of the beneficiary thereof; beneficiary, and (Eg) the verbatim text of the proposed Letter of Credit or the proposed terms and conditions thereof, including a precise description of any documents and the verbatim text of any certificates to be presented by such the beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be which, if presented by such the beneficiary in case of any drawing thereunder; (G) prior to the purpose and nature expiration date of the requested Letter of Credit, would require the Issuing Lender to make payment under the Letter of Credit; and (H) such other matters as provided that the Issuing Bank Lender, in its reasonable discretion, may require. In require changes in the case text of a request for an amendment of any outstanding Letter of Credit, such the proposed Letter of Credit Application or any such documents or certificates. Company shall specify in form notify the applicable Issuing Lender (and detail satisfactory Administrative Agent, if Administrative Agent is not such Issuing Lender) prior to the Issuing Bank (1) the Letter of Credit to be amended; (2) the proposed date of amendment thereof (which shall be a Business Day); (3) the nature of the proposed amendment; and (4) such other matters as the Issuing Bank may require. Additionally, the Borrower shall furnish to the Issuing Bank and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, including any Issuer Documents, as the Issuing Bank or the Administrative Agent may require.
(ii) Promptly after receipt of any Letter of Credit Application, in the Issuing Bank will confirm with event that any of the Administrative Agent (by telephone or matters to which Company is required to certify in writing) that the Administrative Agent has received a copy applicable Request For Issuance of such Letter of Credit Application from is no longer true and correct as of the Borrower and, if not, the Issuing Bank will provide the Administrative Agent with a copy thereof. Unless the Issuing Bank has received from any Lender, the Administrative Agent or any Credit Party, at least one (1) Business Day prior to the requested proposed date of issuance or amendment of the applicable Letter of Credit, written notice that one or more applicable conditions contained in Section 3 shall not then be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank shall, on the requested date, issue a Letter of Credit for the account of the Borrower or enter into the applicable amendment, as the case may be, in each case in accordance with the Issuing Bank’s usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank a risk participation in such Letter of Credit in an amount equal to such Lender’s Pro Rata Share of the amount of such Letter of Credit.
(iii) Promptly after its delivery , and upon the issuance of any Letter of Credit or any amendment Company shall be deemed to a have re-certified, as of the date of such issuance, as to the matters to which Company is required to certify in the applicable Request For Issuance of Letter of Credit to an advising bank with respect thereto or to the beneficiary thereof, the Issuing Bank will also deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendmentCredit.
Appears in 1 contract
Notice of Issuance. (i) Each Letter of Credit shall be issued or amended, as the case may be, upon the A request of the Borrower delivered to the Issuing Bank (with a copy to the Administrative Agent) in the form for issuance of a Letter of ------------------- Credit Application, appropriately completed and signed by an Authorized Officer of the Borrower. Such (a "Letter of Credit Application Request") may be given by telephone or facsimile ------------------------ transmission or in writing in substantially the form of Exhibit O, and, if by --------- telephone, confirmed by a written Letter of Credit Request delivered to the Agent by facsimile transmission promptly, but in no event later than 4:00 P.M. New York City time on the same day. A Letter of Credit Request must be received by the Issuing Bank and the Administrative Agent not no later than 11:00 a.m. (1:00 P.M. New York City time) time at least two five (25) Business Days (or such later date and time shorter period as the Administrative Agent and may be agreed to by the Issuing Bank may agree Bank) in a particular instance in their sole discretion) prior to advance of the proposed issuance date or date of amendment, as the case may beissuance. In the case of a request for an initial issuance of a Letter of Credit, such Such Letter of Credit Application Request shall be irrevocable unless and until such request is denied by the applicable Issuing Bank and shall specify in form and detail satisfactory to the Issuing Bank: (Ai) the proposed issuance date stated amount of the requested Letter of Credit requested, (ii) the effective date (which shall be a Business Day); (B) the amount thereof; (C) the expiry date thereof; (D) the name and address of the beneficiary thereof; (E) the documents to be presented by issuance of such beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder; (G) the purpose and nature of the requested Letter of Credit; and (H) such other matters as the Issuing Bank may require. In the case of a request for an amendment of any outstanding Letter of Credit, (iii) the date on which such Letter of Credit Application shall specify in form and detail satisfactory is to the Issuing Bank (1) the Letter of Credit to be amended; (2) the proposed date of amendment thereof expire (which shall be a Business DayDay and no later than five Business Days prior to the Revolving Credit Expiration Date); , (3iv) the nature of the proposed amendment; and (4) Person for whose benefit such other matters as the Issuing Bank may require. Additionally, the Borrower shall furnish to the Issuing Bank and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendmentis to be issued, including any Issuer Documents(v) other relevant terms of such Letter of Credit, as (vi) the Issuing Bank or the Administrative Agent may require.
(ii) Promptly after receipt aggregate principal amount of any Revolving Loans and Letter of Credit Application, Obligations of all Borrowers as of the Issuing Bank will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy date of such Letter of Credit Application from Request, (vii) the Borrower and, if not, the Issuing Bank will provide the Administrative Agent with a copy thereof. Unless the Issuing Bank has received from any Lender, the Administrative Agent or any Credit Party, at least one (1) Business Day prior to the requested date aggregate principal amount of issuance or amendment of the applicable Letter of Credit, written notice that one or more applicable conditions contained in Section 3 shall not then be satisfied, then, subject to the terms Revolving Loans and conditions hereof, the Issuing Bank shall, on the requested date, issue a Letter of Credit for the account Obligations of the Borrower or enter into requesting the applicable amendment, as the case may be, in each case in accordance with the Issuing Bank’s usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank a risk participation in such Letter of Credit in an amount equal to such Lender’s Pro Rata Share as of the amount of such Letter of Credit.
(iii) Promptly after its 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 Issuing Bank will also deliver to the Borrower and the Administrative Agent a true and complete copy date of such Letter of Credit or amendmentRequest, (viii) the aggregate Letter of Credit Obligations of all Borrowers as of the date of such Letter of Credit Request and (ix) whether the conditions for the requested Letter of Credit are satisfied.
Appears in 1 contract
Notice of Issuance. (i) Each Whenever Company desires the issuance of a Letter of Credit, it shall deliver to Administrative Agent a Notice of Issuance of Letter of Credit shall be issued or amended, as the case may be, upon the request of the Borrower delivered to the Issuing Bank (with a copy to the Administrative Agent) substantially in the form of a Letter of Credit Application, appropriately completed and signed by an Authorized Officer of the Borrower. Such Letter of Credit Application must be received by the Issuing Bank and the Administrative Agent not EXHIBIT III annexed hereto no later than 11:00 a.m. 12:00 Noon (New York City time) at least two (2) three Business Days (or such later date and time as the Administrative Agent and the Issuing Bank may agree in a particular instance in their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter Standby Letters of Credit) or five Business Days (in the case of Commercial Letters of Credit and Letters of Credit denominated in an Offshore Currency), or in each case such shorter period as may be agreed to by the Issuing Lender in any particular instance, in advance of the proposed date of issuance. The Notice of Issuance of Letter of Credit Application shall specify in form and detail satisfactory to the Issuing Bank: (Aa) the proposed issuance date of the requested Letter of Credit issuance (which shall be a Business Day); , (Bb) whether the Letter of Credit is to be a Standby Letter of Credit or a Commercial Letter of Credit, (c) the face amount thereof; of the Letter of Credit, (Cd) in the case of a Letter of Credit which Company requests to be denominated in an Offshore Currency, the Applicable Currency in which Company requests such Letter of Credit to be issued, (e) the expiry expiration date thereof; of the Letter of Credit, (Df) the name and address of the beneficiary beneficiary, and (g) either the verbatim text of the proposed Letter of Credit or the proposed terms and conditions thereof; (E) the , including a precise description of any documents to be presented by such the beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be which, if presented by such the beneficiary in case of any drawing thereunder; (G) prior to the purpose and nature expiration date of the requested Letter of Credit, would require the Issuing Lender to make payment under the Letter of Credit; and (H) such other matters as PROVIDED that the Issuing Bank Lender, in its reasonable discretion, may require. In require changes in the case text of a request for an amendment of any outstanding Letter of Credit, such the proposed Letter of Credit Application shall specify in form or any such documents; and detail satisfactory to the Issuing Bank (1) the PROVIDED, FURTHER that no Letter of Credit shall require payment against a conforming draft to be amended; made thereunder on the same business day (2) under the proposed date of amendment thereof (which shall be a Business Day); (3) the nature laws of the proposed amendment; and (4) such other matters as jurisdiction in which the office of the Issuing Bank may require. Additionally, Lender to which such draft is required to be presented is located) that such draft is presented if such presentation is made after 10:00 A.M. (in the Borrower shall furnish to time zone of such office of the Issuing Bank and Lender) on such business day. Company shall notify the Administrative Agent such other documents and information pertaining prior to such requested Letter of Credit the issuance or amendment, including any Issuer Documents, as the Issuing Bank or the Administrative Agent may require.
(ii) Promptly after receipt of any Letter of Credit Application, in the Issuing Bank will confirm with event that any of the Administrative Agent (by telephone or matters to which Company is required to certify in writing) that the Administrative Agent has received a copy applicable Notice of such Issuance of Letter of Credit Application from is no longer true and correct as of the Borrower and, if not, the Issuing Bank will provide the Administrative Agent with a copy thereof. Unless the Issuing Bank has received from any Lender, the Administrative Agent or any Credit Party, at least one (1) Business Day prior to the requested proposed date of issuance or amendment of the applicable Letter of Credit, written notice that one or more applicable conditions contained in Section 3 shall not then be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank shall, on the requested date, issue a Letter of Credit for the account of the Borrower or enter into the applicable amendment, as the case may be, in each case in accordance with the Issuing Bank’s usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank a risk participation in such Letter of Credit in an amount equal to such Lender’s Pro Rata Share of the amount of such Letter of Credit.
(iii) Promptly after its delivery , and upon the issuance of any Letter of Credit or any amendment Company shall be deemed to a have re-certified, as of the date of such issuance, as to the matters to which Company is required to certify in the applicable Notice of Issuance of Letter of Credit to an advising bank with respect thereto or to the beneficiary thereof, the Issuing Bank will also deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendmentCredit.
Appears in 1 contract
Sources: Credit Agreement (Wavetek U S Inc)
Notice of Issuance. (i) Each Letter of Credit shall be issued or amended, as Whenever Borrower desires the case may be, upon the request of the Borrower delivered to the Issuing Bank (with a copy to the Administrative Agent) in the form of a Letter of Credit Application, appropriately completed and signed by an Authorized Officer of the Borrower. Such Letter of Credit Application must be received by the Issuing Bank and the Administrative Agent not later than 11:00 a.m. (New York City time) at least two (2) Business Days (or such later date and time as the Administrative Agent and the Issuing Bank may agree in a particular instance in their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such it shall deliver to the relevant L/C Issuer and the Administrative Agent a Notice of Issuance of Letter of Credit Application substantially in the form of Exhibit III annexed hereto no later than 12:00 Noon (New York time) at least three (3) Business Days, or such shorter period as may be agreed to by such L/C Issuer in any particular instance, in advance of the proposed date of issuance. The Notice of Issuance of Letter of Credit shall specify in form and detail satisfactory to the Issuing Bank: (Aa) the proposed issuance date of the requested Letter of Credit issuance (which shall be a Business Day); , (Bb) the face amount thereof; of the Letter of Credit, (Cc) the expiry expiration date thereof; of the Letter of Credit, (Dd) the name and address of the beneficiary thereof; beneficiary, and (Ee) the verbatim text of the proposed Letter of Credit or the proposed terms and conditions thereof, including a precise description of any documents and the verbatim text of any certificates to be presented by such the beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be which, if presented by such the beneficiary in case of any drawing thereunder; (G) prior to the purpose and nature expiration date of the requested Letter of Credit, would require an L/C Issuer to make payment under the Letter of Credit; and (H) such other matters as provided that an L/C Issuer, in its reasonable discretion, may require changes in the Issuing Bank may require. In text of the case of a request for an amendment of any outstanding Letter of Credit, such proposed Letter of Credit Application shall specify in form or any such documents or certificates; and detail satisfactory to the Issuing Bank (1) the provided, further that no Letter of Credit shall require payment against a conforming draft to be amended; made thereunder on the same Business Day (2under the laws of the jurisdiction in which the office of the applicable L/C Issuer to which such draft is required to be presented is located) the proposed date of amendment thereof that such draft is presented if such presentation is made after 12:00 Noon (which shall be a New York time) on such Business Day); (3) the nature of the proposed amendment; and (4) such other matters as the Issuing Bank may require. Additionally, the Borrower shall furnish notify the applicable L/C Issuer prior to the Issuing Bank and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, including any Issuer Documents, as the Issuing Bank or the Administrative Agent may require.
(ii) Promptly after receipt of any Letter of Credit Application, in the Issuing Bank will confirm with event that any of the Administrative Agent (by telephone or matters to which Borrower is required to certify in writing) that the Administrative Agent has received a copy applicable Notice of such Issuance of Letter of Credit Application from is no longer true and correct as of the Borrower and, if not, the Issuing Bank will provide the Administrative Agent with a copy thereof. Unless the Issuing Bank has received from any Lender, the Administrative Agent or any Credit Party, at least one (1) Business Day prior to the requested proposed date of issuance or amendment of the applicable Letter of Credit, written notice that one or more applicable conditions contained in Section 3 shall not then be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank shall, on the requested date, issue a Letter of Credit for the account of the Borrower or enter into the applicable amendment, as the case may be, in each case in accordance with the Issuing Bank’s usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank a risk participation in such Letter of Credit in an amount equal to such Lender’s Pro Rata Share of the amount of such Letter of Credit.
(iii) Promptly after its delivery , and upon the issuance of any Letter of Credit or any amendment Borrower shall be deemed to a have re-certified, as of the date of such issuance, as to the matters to which Borrower is required to certify in the applicable Notice of Issuance of Letter of Credit. GE Capital as an L/C Issuer may elect only to issue Letters of Credit in its own name and may only issue Letters of Credit to an advising bank with respect thereto or to the beneficiary thereofextent permitted by applicable law, the Issuing Bank will also deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter Letters of Credit or amendmentmay not be acceptable by certain beneficiaries such as insurance companies.
Appears in 1 contract
Notice of Issuance. (i) Each Letter of Credit shall be issued or amended, as Whenever the case may be, upon Company desires the request of the Borrower delivered to the Issuing Bank (with a copy to the Administrative Agent) in the form of a Letter of Credit Application, appropriately completed and signed by an Authorized Officer of the Borrower. Such Letter of Credit Application must be received by the Issuing Bank and the Administrative Agent not later than 11:00 a.m. (New York City time) at least two (2) Business Days (or such later date and time as the Administrative Agent and the Issuing Bank may agree in a particular instance in their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such Letter of Credit Application it shall specify in form and detail satisfactory deliver to the Issuing Bank: , at the Letter of Credit Issuing Office, and the Administrative Agent, at the Funding and Payment Office, a Notice of Issuance of Letter of Credit no later than 1:00 p.m. (ANew York time) at least five (5) Business Days, or such shorter period as may be agreed to by the Issuing Bank in any particular instance, in advance of the proposed date of issuance. The Notice of Issuance of Letter of Credit shall specify (a) the proposed issuance date of the requested Letter of Credit issuance (which shall be a Business Day); , (Bb) the face amount thereof; of or maximum aggregate liability under, as applicable, the Letter of Credit, (Cc) the expiry expiration date thereof; of the Letter of Credit, (Dd) the name and address of the beneficiary thereof; beneficiary, and (Ee) the verbatim text of the proposed Letter of Credit or the proposed terms and conditions thereof, including a precise description of any documents and the verbatim text of any certificates to be presented by such the beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be which, if presented by such the beneficiary in case of any drawing thereunder; (G) prior to the purpose and nature expiration date of the requested Letter of Credit; and (H) such other matters as the Issuing Bank may require. In the case of a request for an amendment of any outstanding Letter of Credit, such would require the Issuing Bank to make payment thereunder, provided that the Issuing Bank, in its reasonable discretion, may require changes in the text of the proposed Letter of Credit Application or any such documents or certificates; provided further that no Letter of Credit shall specify require payment against a conforming draft or other request for payment to be made thereunder on the same business day (under the laws of the jurisdiction in form and detail satisfactory to which the office of the Issuing Bank (1) the Letter of Credit to which such draft or other request for payment is required to be amended; presented is located) that such draft or other request for payment is presented if such presentation is made after 10:00 a.m. (2in the time zone of such office of the Issuing Bank) the proposed date of amendment thereof (which shall be a on such Business Day); (3) the nature of the proposed amendment; and (4) such other matters as the Issuing Bank may require. Additionally, the Borrower The Company shall furnish to notify the Issuing Bank and the Administrative Agent such other documents and information pertaining prior to such requested Letter of Credit the issuance or amendment, including any Issuer Documents, as the Issuing Bank or the Administrative Agent may require.
(ii) Promptly after receipt of any Letter of Credit Application, in the Issuing Bank will confirm with event that any of the Administrative Agent (by telephone or matters to which the Company is required to certify in writing) that the Administrative Agent has received a copy applicable Notice of such Issuance of Letter of Credit Application from is no longer true and correct as of the Borrower and, if not, the Issuing Bank will provide the Administrative Agent with a copy thereof. Unless the Issuing Bank has received from any Lender, the Administrative Agent or any Credit Party, at least one (1) Business Day prior to the requested proposed date of issuance or amendment of the applicable Letter of Credit, written notice that one or more applicable conditions contained in Section 3 shall not then be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank shall, on the requested date, issue a Letter of Credit for the account of the Borrower or enter into the applicable amendment, as the case may be, in each case in accordance with the Issuing Bank’s usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank a risk participation in such Letter of Credit in an amount equal to such Lender’s Pro Rata Share of the amount of such Letter of Credit.
(iii) Promptly after its delivery , and upon the issuance of any Letter of Credit or any amendment Credit, the Company shall be deemed to a have re-certified, as of the date of such issuance, as to the matters to which the Company is required to certify in the applicable Notice of Issuance of Letter of Credit to an advising bank with respect thereto or to the beneficiary thereof, the Issuing Bank will also deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendmentCredit.
Appears in 1 contract
Sources: Credit Agreement (Transportation Technologies Industries Inc)
Notice of Issuance. (i) Each Letter of Credit shall be issued or amended, as Whenever Company desires the case may be, upon the request of the Borrower delivered to the Issuing Bank (with a copy to the Administrative Agent) in the form of a Letter of Credit Application, appropriately completed and signed by an Authorized Officer of the Borrower. Such Letter of Credit Application must be received by the Issuing Bank and the Administrative Agent not later than 11:00 a.m. (New York City time) at least two (2) Business Days (or such later date and time as the Administrative Agent and the Issuing Bank may agree in a particular instance in their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, it shall deliver to the proposed Issuing Lender (with a copy to Domestic Administrative Agent if Domestic Administrative Agent is not the proposed Issuing Lender) a Notice of Issuance of Letter of Credit substantially in the form of Exhibit III annexed hereto no later than 12:00 noon (New York time) at least five (5) Business Days, or such shorter period as may be agreed to by any Issuing Lender in any particular instance, in advance of the proposed date of issuance. The Notice of Issuance of Letter of Credit shall specify (a) the Domestic Lender requested to issue the Letter of Credit, (b) whether such Letter of Credit Application shall specify in form and detail satisfactory is to the Issuing Bank: be a Commercial Letter of Credit or a Standby Letter of Credit, (Ac) the proposed issuance date of the requested Letter of Credit issuance (which shall be a Business Day); , (Bd) the face amount thereof; of the Letter of Credit, (Ce) whether such Letter of Credit is to be denominated in Dollars or Canadian Dollars, (f) the expiry expiration date thereof; of the Letter of Credit, (Dg) the name and address of the beneficiary beneficiary, and (h) a summary of the purpose of such Letter of Credit. At least two (2) Business Days prior to the proposed date of issuance, Company shall specify to the Issuing Lender the proposed text of the proposed Letter of Credit or the proposed terms and conditions thereof; (E) , including a precise description of any documents and the documents verbatim text of any certificates to be presented by such the beneficiary which, if presented by the beneficiary in case of any drawing thereunder; (F) substantial compliance with such terms and conditions and on or before the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder; (G) the purpose and nature expiration date of the requested Letter of Credit, would require the Issuing Lender to make payment under the Letter of Credit; and (H) such other matters as provided that the Issuing Bank Lender, in its reasonable judgment, may require. In require changes in the case text of a request for an amendment of any outstanding Letter of Credit, such the proposed Letter of Credit Application shall specify in form or any such documents or certificates; and detail satisfactory to the Issuing Bank (1) the provided, further that no Letter of Credit shall require payment against a conforming draft to be amended; made thereunder on the same business day (2) under the proposed date of amendment thereof (which shall be a Business Day); (3) the nature laws of the proposed amendment; and (4) such other matters as jurisdiction in which the office of the Issuing Bank may requireLender to which such draft is required to be presented is located) that such draft is presented if such presentation is made after 11:00 a.m. (in the time zone of such office of the Issuing Lender) on such business day. AdditionallyCompany shall notify the applicable Issuing Lender (and Domestic Administrative Agent, the Borrower shall furnish if Domestic Administrative Agent is not such Issuing Lender) prior to the Issuing Bank and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, including any Issuer Documents, as the Issuing Bank or the Administrative Agent may require.
(ii) Promptly after receipt of any Letter of Credit Application, in the Issuing Bank will confirm with event that any of the Administrative Agent (by telephone or matters to which Company is required to certify in writing) that the Administrative Agent has received a copy applicable Notice of such Issuance of Letter of Credit Application from is no longer true and correct as of the Borrower and, if not, the Issuing Bank will provide the Administrative Agent with a copy thereof. Unless the Issuing Bank has received from any Lender, the Administrative Agent or any Credit Party, at least one (1) Business Day prior to the requested proposed date of issuance or amendment of the applicable Letter of Credit, written notice that one or more applicable conditions contained in Section 3 shall not then be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank shall, on the requested date, issue a Letter of Credit for the account of the Borrower or enter into the applicable amendment, as the case may be, in each case in accordance with the Issuing Bank’s usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank a risk participation in such Letter of Credit in an amount equal to such Lender’s Pro Rata Share of the amount of such Letter of Credit.
(iii) Promptly after its delivery , and upon the issuance of any Letter of Credit or any amendment Credit, Company shall be deemed to a have re-certified, as of the date of such issuance, as to the matters to which Company is required to certify in the applicable Notice of Issuance of Letter of Credit to an advising bank with respect thereto or to the beneficiary thereof, the Issuing Bank will also deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendmentCredit.
Appears in 1 contract
Sources: Credit Agreement (Safeway Inc)
Notice of Issuance. (i) Each Letter of Credit shall be issued or amended, as Whenever the case may be, upon Borrowers desire the request of the Borrower delivered to the Issuing Bank (with a copy to the Administrative Agent) in the form issuance of a Letter of Credit ApplicationCredit, appropriately completed and signed by an Authorized Officer of they shall deliver to the Borrower. Such applicable Issuing Bank, at the applicable Letter of Credit Application must be received by the Issuing Bank Office, and the Administrative Agent not Agent, at the applicable Funding and Payment Office, a Notice of Issuance of Letter of Credit no later than 11:00 a.m. (New York City time) at least two five (25) Business Days (Days, or such later date and time shorter period as the Administrative Agent and the may be agreed to by such Issuing Bank may agree in a any particular instance instance, in their sole discretion) prior to advance of the proposed issuance date or date of amendment, as the case may beissuance. In the case The Notice of a request for an initial issuance Issuance of a Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to the Issuing Bank: (Aa) the proposed issuance date of the requested Letter of Credit issuance (which shall be a Business Day); , (Bb) the face amount thereof; of or maximum aggregate liability under, as applicable, the Letter 72 CREDIT AGREEMENT of Credit, (Cc) the expiry expiration date thereof; of the Letter of Credit, (Dd) the name and address of the beneficiary thereof; beneficiary, (Ee) the currency in which such Letter of Credit is to be denominated (which shall be U.S. Dollars or Canadian Dollars) and (f) the verbatim text of the proposed Letter of Credit or the proposed terms and conditions thereof, including a precise description of any documents and the verbatim text of any certificates to be presented by such the beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be which, if presented by such the beneficiary in case of any drawing thereunder; (G) prior to the purpose and nature expiration date of the requested Letter of Credit; and (H) such other matters as the Issuing Bank may require. In the case of a request for an amendment of any outstanding Letter of Credit, would require such Issuing Bank to make payment thereunder; provided that such Issuing Bank, in its reasonable discretion, may require changes in the text of the proposed Letter of Credit Application shall specify in form and detail satisfactory to the Issuing Bank (1) the or any such documents or certificates; provided further that no Letter of Credit shall require payment against a conforming draft or other request for payment to be amended; made thereunder on the same business day (2under the laws of the jurisdiction in which the office of such Issuing Bank to which such draft or other request for payment is required to be presented is located) that such draft or other request for payment is presented if such presentation is made after 10:00 a.m. (in the proposed date time zone of amendment thereof (which shall be a such office of such Issuing Bank) on such Business Day); (3) . At the nature request of the proposed amendment; and (4) such other matters as the Issuing Bank may require. AdditionallyBank, the Borrower Borrowers shall furnish to the also complete and submit such Issuing Bank’s standard letter of credit application form. The Borrowers shall notify such Issuing Bank and the Administrative Agent such other documents and information pertaining prior to such requested Letter of Credit the issuance or amendment, including any Issuer Documents, as the Issuing Bank or the Administrative Agent may require.
(ii) Promptly after receipt of any Letter of Credit Application, in the Issuing Bank will confirm with event that any of the Administrative Agent (by telephone or matters to which the Borrowers are required to certify in writing) that the Administrative Agent has received a copy applicable Notice of such Issuance of Letter of Credit Application from is no longer true and correct as of the Borrower and, if not, the Issuing Bank will provide the Administrative Agent with a copy thereof. Unless the Issuing Bank has received from any Lender, the Administrative Agent or any Credit Party, at least one (1) Business Day prior to the requested proposed date of issuance or amendment of the applicable Letter of Credit, written notice that one or more applicable conditions contained in Section 3 shall not then be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank shall, on the requested date, issue a Letter of Credit for the account of the Borrower or enter into the applicable amendment, as the case may be, in each case in accordance with the Issuing Bank’s usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank a risk participation in such Letter of Credit in an amount equal to such Lender’s Pro Rata Share of the amount of such Letter of Credit.
(iii) Promptly after its delivery , and upon the issuance of any Letter of Credit or any amendment Credit, the Borrowers shall be deemed to a have re-certified, as of the date of such issuance, as to the matters to which the Borrowers are required to certify in the applicable Notice of Issuance of Letter of Credit to an advising bank with respect thereto or to the beneficiary thereof, the Issuing Bank will also deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendmentCredit.
Appears in 1 contract
Notice of Issuance. (i) Each Whenever Company desires the issuance of a ------------------ Letter of Credit, it shall deliver to Administrative Agent a Notice of Issuance of Letter of Credit shall be issued or amended, as the case may be, upon the request of the Borrower delivered to the Issuing Bank (with a copy to the Administrative Agent) substantially in the form of a Letter of Credit Application, appropriately completed and signed by an Authorized Officer of the Borrower. Such Letter of Credit Application must be received by the Issuing Bank and the Administrative Agent not Exhibit III ----------- annexed hereto no later than 11:00 a.m. A.M. (New York City time) at least two (2) three Business Days (Days, or such later date and time shorter period as the Administrative Agent and may be agreed to by the Issuing Bank may agree Lender in a any particular instance instance, in their sole discretion) prior to advance of the proposed issuance date or date of amendment, as the case may beissuance. In the case The Notice of a request for an initial issuance Issuance of a Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to the Issuing Bank: (Aa) the proposed issuance date of the requested Letter of Credit issuance (which shall be a Business Day); , (Bb) the face amount thereof; of the Letter of Credit, (Cc) the expiry expiration date thereof; of the Letter of Credit, (Dd) the name and address of the beneficiary beneficiary, and (e) either the verbatim text of the proposed Letter of Credit or the proposed terms and conditions thereof; (E) the , including a precise description of any documents to be presented by such the beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be which, if presented by such the beneficiary in case of any drawing thereunder; (G) prior to the purpose and nature expiration date of the requested Letter of Credit, would require the Issuing Lender to make payment under the Letter of Credit and in the event CIBC is the Issuing Lender, such Notice of Issuance of Letter of Credit shall attach a current application form from CIBC with respect to the issuance of such Letter of Credit; and (H) such other matters as provided that the Issuing Bank Lender, in its reasonable discretion, may require. In -------- require changes in the case text of a request for an amendment of any outstanding Letter of Credit, such the proposed Letter of Credit Application shall specify in form or any such documents; and detail satisfactory to the Issuing Bank (1) the provided further that no Letter of Credit shall require -------- ------- payment against a conforming draft to be amended; made thereunder on the same business day (2) under the proposed date of amendment thereof (which shall be a Business Day); (3) the nature laws of the proposed amendment; and (4) such other matters as jurisdiction in which the office of the Issuing Bank may requireLender to which such draft is required to be presented is located) that such draft is presented if such presentation is made after 10:00 A.M. (in the time zone of such office of the Issuing Lender) on such business day. AdditionallyCompany shall notify the applicable Issuing Lender (and Administrative Agent, the Borrower shall furnish if Administrative Agent is not such Issuing Lender) prior to the Issuing Bank and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, including any Issuer Documents, as the Issuing Bank or the Administrative Agent may require.
(ii) Promptly after receipt of any Letter of Credit Application, in the Issuing Bank will confirm with event that any of the Administrative Agent (by telephone or matters to which Company is required to certify in writing) that the Administrative Agent has received a copy applicable Notice of such Issuance of Letter of Credit Application from is no longer true and correct as of the Borrower and, if not, the Issuing Bank will provide the Administrative Agent with a copy thereof. Unless the Issuing Bank has received from any Lender, the Administrative Agent or any Credit Party, at least one (1) Business Day prior to the requested proposed date of issuance or amendment of the applicable Letter of Credit, written notice that one or more applicable conditions contained in Section 3 shall not then be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank shall, on the requested date, issue a Letter of Credit for the account of the Borrower or enter into the applicable amendment, as the case may be, in each case in accordance with the Issuing Bank’s usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank a risk participation in such Letter of Credit in an amount equal to such Lender’s Pro Rata Share of the amount of such Letter of Credit.
(iii) Promptly after its delivery , and upon the issuance of any Letter of Credit or any amendment Company shall be deemed to a have re-certified, as of the date of such issuance, as to the matters to which Company is required to certify in the applicable Notice of Issuance of Letter of Credit to an advising bank with respect thereto or to the beneficiary thereof, the Issuing Bank will also deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendmentCredit.
Appears in 1 contract
Notice of Issuance. (i) Each Letter of Credit shall be issued or amended, as Whenever Canadian Borrower desires the case may be, upon the request of the Borrower delivered to the Issuing Bank (with a copy to the Administrative Agent) in the form of a Letter of Credit Application, appropriately completed and signed by an Authorized Officer of the Borrower. Such Letter of Credit Application must be received by the Issuing Bank and the Administrative Agent not later than 11:00 a.m. (New York City time) at least two (2) Business Days (or such later date and time as the Administrative Agent and the Issuing Bank may agree in a particular instance in their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such it shall deliver to Canadian Administrative Agent and Administrative Agent a Notice of Issuance of Letter of Credit Application in the form of Exhibit XI hereto no later than 1:00 P.M. (Toronto time) at least five Business Days or such shorter period as may be agreed to by the applicable Issuing Lender in any particular instance, in advance of the proposed date of issuance. Whenever Australian Borrower desires the issuance of a Letter of Credit, it shall deliver to Australian Administrative Agent and Administrative Agent a Notice of Issuance of Letter of Credit in the form of Exhibit XI hereto no later than 1:00 P.M. (Sydney time) at least five Business Days or such shorter period as may be agreed to by the applicable Issuing Lender in any particular instance, in advance of the proposed date of issuance. Whenever U.S. Borrower desires the issuance of a Letter of Credit, it shall deliver to Admin- istrative Agent a Notice of Issuance of Letter of Credit in the form of Exhibit XI hereto no later than 1:00 P.M. (New York time) at least five Business Days or such shorter period as may be agreed to by the applicable Issuing Lender in any particular instance, in advance of the proposed date of issuance. Each Notice of Issuance of Letter of Credit shall specify in form and detail satisfactory to (i) the Issuing Bank: Borrower, (Aii) the proposed issuance date of the requested Letter of Credit issuance (which shall be a Business Day); , (Biii) the face amount thereof; of the Letter of Credit, (Civ) the expiry expiration date thereof; of the Letter of Credit, (Dv) the name and address of the beneficiary thereof; beneficiary, (Evi) a summary of the purpose and the verbatim text of such Letter of Credit, and (vii) a precise description of the documents to be presented by such beneficiary in case of any drawing thereunder; (F) and the full proposed text of any certificate to be presented by such the beneficiary in case of any drawing thereunder; (G) which, if presented by the purpose and nature beneficiary prior to the expiration date of the requested Letter of Credit, would require the applicable Issuing Lender to make payment under the Letter of Credit; provided that the applicable Issuing Lender, in its sole reasonable judgment, may require changes in any such documents and certificates; and provided further that no Letter of Credit shall require payment against a conforming draft to be made thereunder on the same Business Day that such draft is presented if such presentation is made after 11:00 A.M. (HNew York time, Toronto time or Sydney time, as applicable,) on such other matters as Business Day. Promptly upon the Issuing Bank may require. In the case issuance of a request for an amendment of any outstanding Letter of Credit, such Letter of Credit Application the applicable Issuing Lender shall specify in form and detail satisfactory to notify the Issuing Bank (1) the Letter of Credit to be amended; (2) the proposed date of amendment thereof (which shall be a Business Day); (3) the nature of the proposed amendment; and (4) such other matters as the Issuing Bank may require. Additionally, the Borrower shall furnish to the Issuing Bank and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, including any Issuer Documents, as the Issuing Bank or the Administrative Agent may require.
(ii) Promptly after receipt of any Letter of Credit Application, the Issuing Bank will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy of such Letter of Credit Application from the Borrower and, if not, the Issuing Bank will provide the Administrative Agent with a copy thereof. Unless the Issuing Bank has received from any Lender, the Administrative Agent or any Credit Party, at least one (1) Business Day prior to the requested date of issuance or amendment applicable Lenders of the applicable Borrower of such issuance and the details thereof. In determining whether to pay under any Letter of Credit, written notice the applicable Issuing Lender shall be responsible only to determine that one or more applicable conditions contained in Section 3 shall not then the documents and certificates required to be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank shall, on the requested date, issue a delivered under that Letter of Credit for the account of the Borrower or enter into the applicable amendment, as the case may be, in each case in accordance have been delivered and that they comply on their face with the Issuing Bank’s usual and customary business practices. Immediately upon the issuance requirements of each Letter of Credit, each Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank a risk participation in such Letter of Credit in an amount equal to such Lender’s Pro Rata Share of the amount of such that Letter of Credit.
(iii) Promptly after its 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 Issuing Bank will also deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendment.
Appears in 1 contract
Notice of Issuance. (i) Each Whenever Company desires the issuance of a Letter of Credit, it shall deliver to Administrative Agent a Notice of Issuance of Letter of Credit shall be issued or amended, as the case may be, upon the request of the Borrower delivered to the Issuing Bank (with a copy to the Administrative Agent) substantially in the form of a Letter of Credit Application, appropriately completed and signed by an Authorized Officer of the Borrower. Such Letter of Credit Application must be received by the Issuing Bank and the Administrative Agent not Exhibit III annexed hereto no later than 11:00 a.m. 12:00 Noon (New York City time) at least two (2) three Business Days (or such later date and time as the Administrative Agent and the Issuing Bank may agree in a particular instance in their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter Standby Letters of Credit) or five Business Days (in the case of Commercial Letters of Credit), or in each case such shorter period as may be agreed to by the Issuing Lender in any particular instance, in advance of the proposed date of issuance. The Notice of Issuance of Letter of Credit Application shall specify in form and detail satisfactory to the Issuing Bank: (Aa) the proposed issuance date of the requested Letter of Credit issuance (which shall be a Business Day); , (Bb) whether the Letter of Credit is to be a Standby Letter of Credit or a Commercial Letter of Credit, (c) the face amount thereof; of the Letter of Credit, (Cd) in the case of a Letter of Credit which Company requests to be denominated in a currency other than Dollars, the currency in which Company requests such Letter of Credit to be issued, (e) the expiry expiration date thereof; of the Letter of Credit, (Df) the name and address of the beneficiary beneficiary, (g) either the verbatim text of the proposed Letter of Credit or the proposed terms and conditions thereof; (E) the , including a precise description of any documents to be presented by such the beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be which, if presented by such the beneficiary in case of any drawing thereunder; (G) prior to the purpose and nature expiration date of the requested Letter of Credit; and (H) such other matters as the Issuing Bank may require. In the case of a request for an amendment of any outstanding Letter of Credit, such would require the Issuing Lender to make payment under the Letter of Credit, and (h) that, after giving effect to the issuance of the Letter of Credit, the Total Utilization of Revolving Loan Commitments will not exceed the Revolving Loan Commitments then in effect or the Borrowing Base then in effect; provided that the Issuing Lender, in its reasonable discretion, may require changes in the text of the proposed Letter of Credit Application shall specify in form or any such documents; and detail satisfactory to the Issuing Bank (1) the provided, further that no Letter of Credit shall require payment against a conforming draft to be amended; made thereunder on the same business day (2) under the proposed date of amendment thereof (which shall be a Business Day); (3) the nature laws of the proposed amendment; and (4) such other matters as jurisdiction in which the office of the Issuing Bank may requireLender to which such draft is required to be presented is located) that such draft is presented if such presentation is made after 10:00 A.M. (in the time zone of such office of the Issuing Lender) on such business day. AdditionallyCompany shall notify the applicable Issuing Lender (and Administrative Agent, the Borrower shall furnish if Administrative Agent is not such Issuing Lender) prior to the Issuing Bank and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, including any Issuer Documents, as the Issuing Bank or the Administrative Agent may require.
(ii) Promptly after receipt of any Letter of Credit Application, in the Issuing Bank will confirm with event that any of the Administrative Agent (by telephone or matters to which Company is required to certify in writing) that the Administrative Agent has received a copy applicable Notice of such Issuance of Letter of Credit Application from is no `longer true and correct as of the Borrower and, if not, the Issuing Bank will provide the Administrative Agent with a copy thereof. Unless the Issuing Bank has received from any Lender, the Administrative Agent or any Credit Party, at least one (1) Business Day prior to the requested proposed date of issuance or amendment of the applicable Letter of Credit, written notice that one or more applicable conditions contained in Section 3 shall not then be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank shall, on the requested date, issue a Letter of Credit for the account of the Borrower or enter into the applicable amendment, as the case may be, in each case in accordance with the Issuing Bank’s usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank a risk participation in such Letter of Credit in an amount equal to such Lender’s Pro Rata Share of the amount of such Letter of Credit.
(iii) Promptly after its delivery , and upon the issuance of any Letter of Credit or any amendment Company shall be deemed to a have re-certified, as of the date of such issuance, as to the matters to which Company is required to certify in the applicable Notice of Issuance of Letter of Credit to an advising bank with respect thereto or to the beneficiary thereof, the Issuing Bank will also deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendmentCredit.
Appears in 1 contract
Sources: Revolving Loan Credit Agreement (Amscan Holdings Inc)
Notice of Issuance. (i) Each Letter of Credit shall be issued or amended, as Whenever Company desires the case may be, upon the request of the Borrower delivered to the Issuing Bank (with a copy to the Administrative Agent) in the form of a Letter of Credit Application, appropriately completed and signed by an Authorized Officer of the Borrower. Such Letter of Credit Application must be received by the Issuing Bank and the Administrative Agent not later than 11:00 a.m. (New York City time) at least two (2) Business Days (or such later date and time as the Administrative Agent and the Issuing Bank may agree in a particular instance in their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, it shall deliver to the proposed Issuing Lender (with a copy to Administrative Agent if Administrative Agent is not the proposed Issuing Lender) a Notice of Issuance of Letter of Credit substantially in the form of Exhibit III annexed hereto no later than 12:00 noon (New York time) at least five Business Days, or such shorter period as may be agreed to by any Issuing Lender in any particular instance, in advance of the proposed date of issuance. The Notice of Issuance of Letter of Credit shall specify (a) the Domestic Lender requested to issue the Letter of Credit, (b) whether such Letter of Credit Application shall specify in form and detail satisfactory is to the Issuing Bank: be a Commercial Letter of Credit or a Standby Letter of Credit, (Ac) the proposed issuance date of the requested Letter of Credit issuance (which shall be a Business Day); , (Bd) the face amount thereof; of the Letter of Credit, (Ce) whether such Letter of Credit is to be denominated in Dollars or Canadian Dollars, (f) the expiry expiration date thereof; of the Letter of Credit, (Dg) the name and address of the beneficiary beneficiary, and (h) a summary of the purpose of such Letter of Credit. At least two Business Days prior to the proposed date of issuance, Company shall specify to the Issuing Lender the proposed text of the proposed Letter of Credit or the proposed terms and conditions thereof; (E) , including a precise description of any documents and the documents verbatim text of any certificates to be presented by such the beneficiary which, if presented by the beneficiary in case of any drawing thereunder; (F) substantial compliance with such terms and conditions and on or before the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder; (G) the purpose and nature expiration date of the requested Letter of Credit, would require the Issuing Lender to make payment under the Letter of Credit; and (H) such other matters as provided that the Issuing Bank Lender, in its reasonable judgment, may require. In require changes in the case text of a request for an amendment of any outstanding Letter of Credit, such the proposed Letter of Credit Application shall specify in form or any such documents or certificates; and detail satisfactory to the Issuing Bank (1) the provided, further that no Letter of Credit shall require payment against a conforming draft to be amended; made thereunder on the same business day (2) under the proposed date of amendment thereof (which shall be a Business Day); (3) the nature laws of the proposed amendment; and (4) such other matters as jurisdiction in which the office of the Issuing Bank may requireLender to which such draft is required to be presented is located) that such draft is presented if such presentation is made after 11:00 A.M. (in the time zone of such office of the Issuing Lender) on such business day. AdditionallyCompany shall notify the applicable Issuing Lender (and Administrative Agent, the Borrower shall furnish if Administrative Agent is not such Issuing Lender) prior to the Issuing Bank and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, including any Issuer Documents, as the Issuing Bank or the Administrative Agent may require.
(ii) Promptly after receipt of any Letter of Credit Application, in the Issuing Bank will confirm with event that any of the Administrative Agent (by telephone or matters to which Company is required to certify in writing) that the Administrative Agent has received a copy applicable Notice of such Issuance of Letter of Credit Application from is no longer true and correct as of the Borrower and, if not, the Issuing Bank will provide the Administrative Agent with a copy thereof. Unless the Issuing Bank has received from any Lender, the Administrative Agent or any Credit Party, at least one (1) Business Day prior to the requested proposed date of issuance or amendment of the applicable Letter of Credit, written notice that one or more applicable conditions contained in Section 3 shall not then be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank shall, on the requested date, issue a Letter of Credit for the account of the Borrower or enter into the applicable amendment, as the case may be, in each case in accordance with the Issuing Bank’s usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank a risk participation in such Letter of Credit in an amount equal to such Lender’s Pro Rata Share of the amount of such Letter of Credit.
(iii) Promptly after its delivery , and upon the issuance of any Letter of Credit or any amendment Credit, Company shall be deemed to a have re-certified, as of the date of such issuance, as to the matters to which Company is required to certify in the applicable Notice of Issuance of Letter of Credit to an advising bank with respect thereto or to the beneficiary thereof, the Issuing Bank will also deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendmentCredit.
Appears in 1 contract
Sources: Credit Agreement (Safeway Inc)
Notice of Issuance. (i) Each Letter of Credit shall be issued or amended, as the case may be, upon the request of Whenever the Borrower delivered desires to cause the Issuing Bank (with a copy to the Administrative Agent) in the form of issue a Letter of Credit ApplicationCredit, appropriately completed and signed by an Authorized Officer of the Borrower. Such Letter of Credit Application must be received by it shall deliver to the Issuing Bank and the Administrative Agent not a Notice of Issuance of Letter of Credit in the form of EXHIBIT D no later than 11:00 a.m. 1:00 P.M. (New York City time) at least two (2) four Business Days (in advance of the proposed date of issuance or such later date and shorter time as the Administrative Agent and the Issuing Bank may agree in a particular instance in their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory be acceptable to the Issuing Bank: . The Notice of Issuance of Letter of Credit shall specify (Ai) the proposed issuance date of the requested Letter of Credit issuance (which shall be a Business Day); , (Bii) the face amount thereof; of the Letter of Credit, (Ciii) the expiry expiration date thereof; of the Letter of Credit, (Div) the name and address of the beneficiary thereof; beneficiary, (Ev) such other documents or materials as the Issuing Bank may reasonably request, and (vi) a precise description of the documents to be presented by such beneficiary in case of any drawing thereunder; (F) and the full verbatim text of any certificate to be presented by such the beneficiary in case of any drawing thereunder; (G) which, if presented by the purpose and nature beneficiary prior to the expiration date of the requested Letter of Credit, would require the Issuing Bank to make payment under the Letter of Credit; and (H) such other matters as provided that the Issuing Bank Bank, in its sole judgment, may requirerequire changes in any such documents and certificates. In the case of a request for an amendment of determining whether to pay any outstanding Letter of Credit, such the Issuing Bank shall be responsible only to use reasonable care to determine that the documents and certificates required to be delivered under that Letter of Credit Application shall specify in form have been delivered and detail satisfactory to that they comply on their face with the Issuing Bank (1) the requirements of that Letter of Credit to be amended; (2) Credit. Promptly upon the proposed date issuance of amendment thereof (which shall be a Business Day); (3) the nature of the proposed amendment; and (4) such other matters as the Issuing Bank may require. Additionally, the Borrower shall furnish to the Issuing Bank and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, including any Issuer Documents, as the Issuing Bank or the Administrative Agent may require.
(ii) Promptly after receipt of any Letter of Credit ApplicationCredit, the Issuing Bank will confirm shall notify each other Bank of the issuance and the amount of each such other Bank's respective participation therein determined in accordance with the Administrative Agent (Section 2.10(a) and such notice shall be accompanied by telephone or in writing) that the Administrative Agent has received a copy of such Letter of Credit Application from the Borrower and, if not, the Issuing Bank will provide the Administrative Agent with a copy thereof. Unless the Issuing Bank has received from any Lender, the Administrative Agent or any Credit Party, at least one (1) Business Day prior to the requested date of issuance or amendment of the applicable Letter of Credit, written notice that one or more applicable conditions contained in Section 3 shall not then be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank shall, on the requested date, issue a Letter of Credit for the account of the Borrower or enter into the applicable amendment, as the case may be, in each case in accordance with the Issuing Bank’s usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank a risk participation in such Letter of Credit in an amount equal to such Lender’s Pro Rata Share of the amount of such issued Letter of Credit.
(iii) Promptly after its 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 Issuing Bank will also deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendment.
Appears in 1 contract
Notice of Issuance. (i) Each Letter of Credit shall be issued or amended, as Whenever Company desires the case may be, upon the request of the Borrower delivered to the Issuing Bank (with a copy to the Administrative Agent) in the form of a Letter of Credit Application, appropriately completed and signed by an Authorized Officer of the Borrower. Such Letter of Credit Application must be received by the Issuing Bank and the Administrative Agent not later than 11:00 a.m. (New York City time) at least two (2) Business Days (or such later date and time as the Administrative Agent and the Issuing Bank may agree in a particular instance in their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such it shall deliver to Administrative Agent a Notice of Issuance of Letter of Credit Application substantially in the form of EXHIBIT III annexed hereto no later than 10:00 A.M., Los Angeles time) at least three Business Days (in the case of Standby Letters of Credit) or five Business Days (in the case of Commercial Letters of Credit), or in each case such shorter period as may be agreed to by the Issuing Lender in any particular instance, in advance of the proposed date of issuance. The Notice of Issuance of Letter of Credit shall specify in form and detail satisfactory to the Issuing Bank: (Aa) the proposed issuance date of the requested Letter of Credit issuance (which shall be a Business Day); , (Bb) whether the Letter of Credit is to be a Standby Letter of Credit or a Commercial Letter of Credit, (c) the face amount thereof; of the Letter of Credit, (Cd) in the case of a Letter of Credit which Company requests to be denominated in a currency other than Dollars, the currency in which Company requests such Letter of Credit to be issued, (e) the expiry expiration date thereof; of the Letter of Credit, (Df) the name and address of the beneficiary beneficiary, and (g) either the verbatim text of the proposed Letter of Credit or the proposed terms and conditions thereof; (E) the , including a precise description of any documents to be presented by such the beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be which, if presented by such the beneficiary in case of any drawing thereunder; (G) prior to the purpose and nature expiration date of the requested Letter of Credit, would require the Issuing Lender to make payment under the Letter of Credit; and (H) such other matters as PROVIDED that the Issuing Bank Lender, in its reasonable discretion, may require. In require changes in the case text of a request for an amendment of any outstanding Letter of Credit, such the proposed Letter of Credit Application shall specify in form or any such documents; and detail satisfactory to the Issuing Bank (1) the PROVIDED, FURTHER that no Letter of Credit shall require payment against a conforming draft to be amended; made thereunder on the same business day (2) under the proposed date of amendment thereof (which shall be a Business Day); (3) the nature laws of the proposed amendment; and (4) such other matters as jurisdiction in which the office of the Issuing Bank may requireLender to which such draft is required to be presented is located) that such draft is presented if such presentation is made after 10:00 A.M. (in the time zone of such office of the Issuing Lender) on such business day. Additionally, Company shall notify the Borrower shall furnish Issuing Lender prior to the Issuing Bank and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, including any Issuer Documents, as the Issuing Bank or the Administrative Agent may require.
(ii) Promptly after receipt of any Letter of Credit Application, in the Issuing Bank will confirm with event that any of the Administrative Agent (by telephone or matters to which Company is required to certify in writing) that the Administrative Agent has received a copy applicable Notice of such Issuance of Letter of Credit Application from is no longer true and correct as of the Borrower and, if not, the Issuing Bank will provide the Administrative Agent with a copy thereof. Unless the Issuing Bank has received from any Lender, the Administrative Agent or any Credit Party, at least one (1) Business Day prior to the requested proposed date of issuance or amendment of the applicable Letter of Credit, written notice that one or more applicable conditions contained in Section 3 shall not then be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank shall, on the requested date, issue a Letter of Credit for the account of the Borrower or enter into the applicable amendment, as the case may be, in each case in accordance with the Issuing Bank’s usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank a risk participation in such Letter of Credit in an amount equal to such Lender’s Pro Rata Share of the amount of such Letter of Credit.
(iii) Promptly after its delivery , and upon the issuance of any Letter of Credit or any amendment Company shall be deemed to a have re-certified, as of the date of such issuance, as to the matters to which Company is required to certify in the applicable Notice of Issuance of Letter of Credit to an advising bank with respect thereto or to the beneficiary thereof, the Issuing Bank will also deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendmentCredit.
Appears in 1 contract
Notice of Issuance. (i) Each Letter of Credit shall be issued or amended, as Whenever Company desires the case may be, upon the request of the Borrower delivered to the Issuing Bank (with a copy to the Administrative Agent) in the form of a Letter of Credit Application, appropriately completed and signed by an Authorized Officer of the Borrower. Such Letter of Credit Application must be received by the Issuing Bank and the Administrative Agent not later than 11:00 a.m. (New York City time) at least two (2) Business Days (or such later date and time as the Administrative Agent and the Issuing Bank may agree in a particular instance in their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such it shall deliver to Administrative Agent a Notice of Request to Issue a Letter of Credit Application no later than 11:00 A.M. (New York time) at least ten Business Days (in the case of Standby Letters of Credit), or five Business Days (in the case of Commercial Letters of Credit), or in each case such shorter period as may be agreed to by the Issuing Lender in any particular instance, in advance of the proposed date of issuance. The Notice of Request to Issue a Letter of Credit shall specify in form and detail satisfactory to the Issuing Bank: (Aa) the proposed issuance date of the requested Letter of Credit issuance (which shall be a Business Day); , (Bb) the face amount thereof; of the Letter of Credit, (Cc) the expiry expiration date thereof; of the Letter of Credit, (Dd) the name and address of the beneficiary thereof; beneficiary, and (Ee) the verbatim text of the proposed Letter of Credit or the proposed terms and conditions thereof, including a precise description of any documents and the verbatim text of any certificates to be presented by such the beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be which, if presented by such the beneficiary in case of any drawing thereunder; (G) prior to the purpose and nature expiration date of the requested Letter of Credit, would require the Issuing Lender to make payment under the Letter of Credit; and (H) such other matters as provided that the Issuing Bank Lender, in its reasonable discretion, may require. In require changes in the case text of a request for an amendment of any outstanding Letter of Credit, such the proposed Letter of Credit Application or any such documents or certificates. Company shall specify in form notify the applicable Issuing Lender (and detail satisfactory Administrative Agent, if Administrative Agent is not such Issuing Lender) prior to the Issuing Bank (1) the Letter of Credit to be amended; (2) the proposed date of amendment thereof (which shall be a Business Day); (3) the nature of the proposed amendment; and (4) such other matters as the Issuing Bank may require. Additionally, the Borrower shall furnish to the Issuing Bank and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, including any Issuer Documents, as the Issuing Bank or the Administrative Agent may require.
(ii) Promptly after receipt of any Letter of Credit Application, in the Issuing Bank will confirm with the Administrative Agent (by telephone or in writing) event that the Administrative Agent has received a copy of such Letter of Credit Application from the Borrower and, if not, the Issuing Bank will provide the Administrative Agent with a copy thereof. Unless the Issuing Bank has received from any Lender, the Administrative Agent or any Credit Party, at least one (1) Business Day prior to the requested date of issuance or amendment of the matters to which Company is required to certify in the applicable Letter Notice of Credit, written notice that one or more applicable conditions contained in Section 3 shall not then be satisfied, then, subject Request to the terms and conditions hereof, the Issuing Bank shall, on the requested date, issue Issue a Letter of Credit for the account is no longer true and correct as of the Borrower or enter into the applicable amendment, as the case may be, in each case in accordance with the Issuing Bank’s usual and customary business practices. Immediately upon the proposed date of issuance of each Letter of Credit, each Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank a risk participation in such Letter of Credit in an amount equal to such Lender’s Pro Rata Share of the amount of such Letter of Credit.
(iii) Promptly after its delivery , and upon the issuance of any Letter of Credit or any amendment Company shall be deemed to have re-certified, as of the date of such issuance, as to the matters to which Company is required to certify in the applicable Notice of Request to Issue a Letter of Credit to an advising bank with respect thereto or to the beneficiary thereof, the Issuing Bank will also deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendmentCredit.
Appears in 1 contract
Notice of Issuance. (i) Each Whenever Account Party desires the issuance of a Letter of Credit Credit, it shall be issued or amended, as the case may be, upon the request of the Borrower delivered deliver to the Issuing Bank (with a copy to the Administrative Agent) a request in the form of a Letter of Credit Application, Application appropriately completed and signed by an Authorized a Responsible Officer of the Borrower. Such Letter of Credit Application must be received by the Issuing Bank and the Administrative Agent not Account Party no later than 11:00 a.m. (New York City time) at least two (2) Business Days (Days, or in each case such later date and time shorter period as the Administrative Agent and the Issuing Bank may agree be agreed in a particular instance by Issuing Bank and Administrative Agent in their sole discretion) prior to discretion in any particular instance, in advance of the proposed issuance date or date of amendment, as the case may beissuance. In the case of a request for an initial issuance of a Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to the Issuing Bank: (Aa) the proposed issuance date of the requested Letter of Credit (which shall be a Business Day); (Bb) the amount thereof; (Cc) the expiry date thereof; (Dd) the name and address of the beneficiary thereofthereof (which shall be the DOE); (Ee) the documents to be presented by such beneficiary in case of any drawing thereunder; (Ff) the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder; (G) the purpose and nature of the requested Letter of Credit; and (Hg) such other matters as the Issuing Bank may reasonably require. In the case of a request for an amendment amendment, extension, replacement or renewal of any outstanding Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to the Issuing Bank (1a) the Letter of Credit to be amended, extended, replaced or renewed; (2b) the proposed date of amendment amendment, extension, replacement or renewal thereof (which shall be a Business Day); (3c) the nature of the proposed amendmentamendment or modification; and (4d) such other matters as the Issuing Bank may reasonably require. Additionally, the Borrower Account Party shall furnish to the Issuing Bank and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or issuance, amendment, including any Issuer Documentsextension, replacement or renewal as the Issuing Bank or the Administrative Agent may reasonably require.
(ii) . Promptly after receipt of any Letter of Credit Application, the Issuing Bank will shall confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy of such Letter of Credit Application from the Borrower Account Party and, if not, the Issuing Bank will provide the Administrative Agent with a copy thereof. Unless the Issuing Bank has received a notice from any Lender, the Administrative Agent or any Credit PartyAgent, at least one (1) Business Day prior to the requested date of issuance issuance, amendment, extension, replacement or amendment renewal of the applicable Letter of Credit, written notice that one or more applicable conditions contained set forth in Section 3 3.2 shall not then be satisfiedsatisfied or waived, then, then subject to the terms and conditions hereofin this Section 2.1, the Issuing Bank shall, on the requested date, issue a Letter of Credit for issue, amend, extend, replace or renew the account of the Borrower or enter into the applicable amendment, as the case may be, in each case in accordance with the Issuing Bank’s usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank a risk participation in such Letter of Credit in an amount equal to such Lenderaccordance with Issuing Bank’s Pro Rata Share of the amount of such Letter of Credit.
(iii) standard operating procedures. Promptly after its delivery of any Letter of Credit or any amendment or other modification to a Letter of Credit to an advising bank with respect thereto or to the beneficiary thereof, the Issuing Bank will also deliver to the Borrower Account Party and the Administrative Agent a true and complete copy of such Letter of Credit or amendment. Upon the issuance of any Letter of Credit, amendment or other modification to a Letter of Credit, Administrative Agent shall promptly notify each Lender of such issuance, amendment or other modification, which notice shall be accompanied by a copy of such Letter of Credit, amendment or other modification to a Letter of Credit and the amount of such Lender’s respective participation in such Letter of Credit pursuant to Section 2.1(e).
Appears in 1 contract
Sources: Letter of Credit Facility Agreement (Education Management Corporation)
Notice of Issuance. (i) Each Letter of Credit shall be issued or amended, as Whenever Company desires the case may be, upon the request of the Borrower delivered to the Issuing Bank (with a copy to the Administrative Agent) in the form of a Letter of Credit Application, appropriately completed and signed by an Authorized Officer of the Borrower. Such Letter of Credit Application must be received by the Issuing Bank and the Administrative Agent not later than 11:00 a.m. (New York City time) at least two (2) Business Days (or such later date and time as the Administrative Agent and the Issuing Bank may agree in a particular instance in their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such it shall deliver to the proposed Issuing Lender (with a copy to Agent if Agent is not the proposed Issuing Lender) a Notice of Issuance of Letter of Credit Application substantially in the form of Exhibit III annexed hereto no later than 10:00 A.M. (New York time) at least five Business Days (or such shorter period as may be agreed to by the Issuing Lender in any particular instance) in advance of the proposed date of issuance. The Notice of Issuance of Letter of Credit shall specify in form and detail satisfactory (a) the Revolving Lender requested to issue the Issuing Bank: Letter of Credit, (Ab) the proposed issuance date of the requested Letter of Credit issuance (which shall be a Business Day); , (Bc) the face amount thereof; of the Letter of Credit, (Cd) the expiry expiration date thereof; of the Letter of Credit, (De) whether the Letter of Credit is to be a Standby Letter of Credit or a Commercial Letter of Credit, (f) the name and address of the beneficiary beneficiary, and (g) either the verbatim text of the proposed Letter of Credit or the proposed terms and conditions thereof; (E) , including a precise description of any documents and the documents verbatim text of any certificates to be presented by such the beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be which, if presented by such the beneficiary in case of any drawing thereunder; (G) prior to the purpose and nature expiration date of the requested Letter of Credit, would require the Issuing Lender to make payment under the Letter of Credit; and (H) such other matters as provided that the Issuing Bank Lender, in its reasonable discretion, may require. In require changes in the case of a request for an amendment of any outstanding Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to the Issuing Bank (1) the Letter of Credit to be amended; (2) the proposed date of amendment thereof (which shall be a Business Day); (3) the nature text of the proposed amendment; and (4) such other matters as the Issuing Bank may require. Additionally, the Borrower shall furnish to the Issuing Bank and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, including any Issuer Documents, as the Issuing Bank or the Administrative Agent may require.
(ii) Promptly after receipt of any Letter of Credit Application, the Issuing Bank will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy of such Letter of Credit Application from the Borrower and, if not, the Issuing Bank will provide the Administrative Agent with a copy thereof. Unless the Issuing Bank has received from any Lender, the Administrative Agent or any Credit Party, at least one (1) Business Day prior to the requested date of issuance or amendment of the applicable Letter of Credit, written notice that one or more applicable conditions contained in Section 3 shall not then be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank shall, on the requested date, issue a Letter of Credit for the account of the Borrower or enter into the applicable amendment, as the case may be, in each case in accordance with the Issuing Bank’s usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank a risk participation in such Letter of Credit in an amount equal to such Lender’s Pro Rata Share of the amount of such Letter of Credit.
(iii) Promptly after its delivery of any Letter of Credit or any amendment to a such documents or certificates; and provided, further that no Letter of Credit shall require payment against a conforming draft to an advising bank with respect thereto or to be made thereunder on the beneficiary thereof, same business day (under the laws of the jurisdiction in which the office of the Issuing Bank will also deliver Lender to the Borrower and the Administrative Agent a true and complete copy of which such Letter of Credit or amendment.draft is required to be presented is located) that such draft is presented if such
Appears in 1 contract
Notice of Issuance. Amendment, Renewal, Extension.
(i) Each Letter of Credit shall be issued or amendedamended (other than an automatic extension in accordance with clause (i) of this Section 2.05), as the case may be, upon the request of the Borrower delivered to the applicable Issuing Bank (with a copy to the Administrative Agent) in the form of a Letter of Credit Application, appropriately completed and signed by an Authorized a Responsible Officer of the Borrower. Such Letter of Credit Application must be received by the applicable Issuing Bank and the Administrative Agent not later than 11:00 a.m. (New York City time) at least two (2) Business Days (or such later date and time as the Administrative Agent and the applicable Issuing Bank may agree in a particular instance in their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such Letter of Credit Application shall specify in form and detail reasonably satisfactory to the applicable Issuing Bank: (A) the proposed issuance date of the requested Letter of Credit (which shall be a Business Day); (B) the stated amount and currency (which may be Dollars or any Alternate Currency) thereof; (C) the expiry date thereof (and any “evergreen” renewals, if any, including the terms thereof); (D) the name and address of the beneficiary thereof; (E) the documents to be presented by such beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder; (G) the purpose and nature of the requested Letter of Credit; and (H) such other matters as the such Issuing Bank may require. In the case of a request for an amendment of any outstanding Letter of Credit, such Letter of Credit Application shall specify in form and detail reasonably satisfactory to the applicable Issuing Bank Bank: (1w) the Letter of Credit to be amended; (2x) the proposed date of amendment thereof (which shall be a Business Day); (3y) the nature of the proposed amendment; and (4z) such other matters as the such Issuing Bank may require. Additionally, the Borrower shall furnish to the applicable Issuing Bank and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, including any Issuer Documents, as the such Issuing Bank or the Administrative Agent may require.
(ii) Promptly after receipt of any Letter of Credit Application, the applicable Issuing Bank will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy of such Letter of Credit Application from the Borrower and, if not, the Issuing Bank will provide the Administrative Agent with a copy thereofBorrower. Unless the applicable Issuing Bank has received written notice from any Lender, the Administrative Agent or any Credit Loan Party, at least one (1) Business Day prior to the requested date of issuance or amendment of the applicable Letter of Credit, written notice that one or more applicable conditions contained in Section 3 4.01 shall not then be satisfied, then, subject to the terms and conditions hereof, the such applicable Issuing Bank shall, on the requested date, issue a Letter of Credit for the account of the Borrower or the applicable Subsidiary or enter into the applicable amendment, as the case may be, in each case in accordance with the such Issuing Bank’s usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the applicable Issuing Bank a risk participation in such Letter of Credit in an amount equal to the product of such Lender’s Pro Rata Share of Applicable Percentage times the amount of such Letter of Credit.
(iii) Promptly after its delivery of any Letter of Credit or any amendment to a Letter of Credit to an advising bank or confirming bank with respect thereto or to the beneficiary thereof, the applicable Issuing Bank will also deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendment.
Appears in 1 contract
Sources: First Lien Credit Agreement
Notice of Issuance. Whenever Company desires the issuance of a ------------------ Letter of Credit, it shall deliver to Administrative Agent either an original or a facsimile (iprovided that an original be delivered to -------- Administrative Agent the day following Administrative Agent's receipt of the facsimile) Each Request for Issuance of Letter of Credit shall be issued or amended, as the case may be, upon the request of the Borrower delivered to the Issuing Bank (with a copy to the Administrative Agent) in the form of a Letter of Credit Application, appropriately completed and signed by an Authorized Officer of the Borrower. Such Letter of Credit Application must be received by the Issuing Bank and the Administrative Agent not Exhibit III annexed hereto no later than 11:00 a.m. 12:00 Noon (New York City time) at least two (2) three Business Days (Days, or in such later date and time shorter period as the Administrative Agent and may be agreed to by the Issuing Bank may agree Lender in a any particular instance instance, in their sole discretion) prior to advance of the proposed issuance date or date of amendment, as the case may beissuance. In the case The Request for Issuance of a request for an initial issuance of a Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to the Issuing Bank: (Aa) the proposed issuance date of the requested Letter of Credit issuance (which shall be a Business Day); , (Bb) the face amount thereof; of the Letter of Credit, (Cc) the expiry expiration date thereof; of the Letter of Credit, (Dd) the name and address of the beneficiary beneficiary, and (e) either the verbatim text of the proposed Letter of Credit or the proposed terms and conditions thereof; (E) the , including a precise description of any documents to be presented by such the beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be which, if presented by such the beneficiary in case of any drawing thereunder; (G) prior to the purpose and nature expiration date of the requested Letter of Credit, would require the Issuing Lender to make payment under the Letter of Credit; and (H) such other matters as provided that the Issuing Bank Lender, in its reasonable discretion, may require. In require -------- changes in the case text of a request for an amendment of any outstanding Letter of Credit, such the proposed Letter of Credit Application or any such documents. Company shall specify in form notify the applicable Issuing Lender (and detail satisfactory Administrative Agent, if Administrative Agent is not such Issuing Lender) prior to the Issuing Bank (1) the Letter of Credit to be amended; (2) the proposed date of amendment thereof (which shall be a Business Day); (3) the nature of the proposed amendment; and (4) such other matters as the Issuing Bank may require. Additionally, the Borrower shall furnish to the Issuing Bank and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, including any Issuer Documents, as the Issuing Bank or the Administrative Agent may require.
(ii) Promptly after receipt of any Letter of Credit Application, in the Issuing Bank will confirm with event that any of the Administrative Agent (by telephone or matters to which Company is required to certify in writing) that the Administrative Agent has received a copy applicable Request for Issuance of such Letter of Credit Application from is no longer true and correct as of the Borrower and, if not, the Issuing Bank will provide the Administrative Agent with a copy thereof. Unless the Issuing Bank has received from any Lender, the Administrative Agent or any Credit Party, at least one (1) Business Day prior to the requested proposed date of issuance or amendment of the applicable Letter of Credit, written notice that one or more applicable conditions contained in Section 3 shall not then be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank shall, on the requested date, issue a Letter of Credit for the account of the Borrower or enter into the applicable amendment, as the case may be, in each case in accordance with the Issuing Bank’s usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank a risk participation in such Letter of Credit in an amount equal to such Lender’s Pro Rata Share of the amount of such Letter of Credit.
(iii) Promptly after its delivery , and upon the issuance of any Letter of Credit or any amendment Company shall be deemed to a have re-certified, as of the date of such issuance, as to the matters to which Company is required to certify in the applicable Request for Issuance of Letter of Credit to an advising bank with respect thereto or to the beneficiary thereof, the Issuing Bank will also deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendmentCredit.
Appears in 1 contract
Sources: Credit Agreement (Digitas Inc)
Notice of Issuance. (i) Each Letter of Credit shall be issued or amended, as Whenever a Borrower desires the case may be, upon the request of the Borrower delivered to the Issuing Bank (with a copy to the Administrative Agent) in the form of a Letter of Credit Application, appropriately completed and signed by an Authorized Officer of the Borrower. Such Letter of Credit Application must be received by the Issuing Bank and the Administrative Agent not later than 11:00 a.m. (New York City time) at least two (2) Business Days (or such later date and time as the Administrative Agent and the Issuing Bank may agree in a particular instance in their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such it shall deliver to the Issuing Lender, with a copy to Administrative Agent, an irrevocable written Notice of Issuance of Letter of Credit Application substantially in the form of Exhibit III annexed hereto no later than 12:00 Noon (San Francisco time) at least three Business Days (five Business Days in the case of a Commercial Letter of Credit), or such shorter period as may be agreed to by the Issuing Lender in any particular instance, in advance of the proposed date of issuance. The Notice of Issuance of Letter of Credit shall specify in form and detail satisfactory to the Issuing Bank: (Aa) the proposed issuance date of the requested Letter of Credit issuance (which shall be a Business Day); , (Bb) whether the Letter of Credit is to be a Commercial Letter of Credit or a Standby Letter of Credit, (c) the face amount thereof; of the Letter of Credit, (Cd) the expiry currency in which the Letter of Credit shall be denominated, (e) the expiration date thereof; of the Letter of Credit, (Df) the name and address of the beneficiary beneficiary, (g) either the verbatim text of the proposed Letter of Credit or the proposed terms and conditions thereof; (E) the , including a precise description of any documents to be presented by such the beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be which, if presented by such the beneficiary in case of any drawing thereunder; (G) on or prior to the purpose and nature expiration date of the requested Letter of Credit; , would require the Issuing Lender to make payment under the Letter of Credit and (Hh) such other matters as the Issuing Bank Lender may reasonably require. In ; provided that the case Issuing Lender, in its reasonable discretion, may require changes in the text of a request for an amendment of any outstanding Letter of Credit, such the proposed Letter of Credit Application or any such documents. The requesting Borrower shall specify in form and detail satisfactory notify the Issuing Lender prior to the Issuing Bank (1) the Letter of Credit to be amended; (2) the proposed date of amendment thereof (which shall be a Business Day); (3) the nature of the proposed amendment; and (4) such other matters as the Issuing Bank may require. Additionally, the Borrower shall furnish to the Issuing Bank and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, including any Issuer Documents, as the Issuing Bank or the Administrative Agent may require.
(ii) Promptly after receipt of any Letter of Credit Application, in the Issuing Bank will confirm with event that any of the Administrative Agent (by telephone or matters to which such Borrower is required to certify in writing) that the Administrative Agent has received a copy applicable Notice of such Issuance of Letter of Credit Application from is no longer true and correct as of the Borrower and, if not, the Issuing Bank will provide the Administrative Agent with a copy thereof. Unless the Issuing Bank has received from any Lender, the Administrative Agent or any Credit Party, at least one (1) Business Day prior to the requested proposed date of issuance or amendment of the applicable Letter of Credit, written notice that one or more applicable conditions contained in Section 3 shall not then be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank shall, on the requested date, issue a Letter of Credit for the account of the Borrower or enter into the applicable amendment, as the case may be, in each case in accordance with the Issuing Bank’s usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank a risk participation in such Letter of Credit in an amount equal to such Lender’s Pro Rata Share of the amount of such Letter of Credit.
(iii) Promptly after its delivery , and upon the issuance of any Letter of Credit or any amendment such Borrower shall be deemed to a have re-certified, as of the date of such issuance, as to the matters to which such Borrower is required to certify in the applicable Notice of Issuance of Letter of Credit to an advising bank with respect thereto or to the beneficiary thereof, the Issuing Bank will also deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendmentCredit.
Appears in 1 contract