Common use of Additional L/C Issuers Clause in Contracts

Additional L/C Issuers. The Borrower may, at any time and from time to time, add one or more Additional L/C Issuers as an L/C Issuer without replacing a current L/C Issuer, in each instance, upon 5 Business Days prior written notice to the current L/C Issuer(s) and the Administrative Agent. The appointment by the Borrower of an Additional L/C Issuer as L/C Issuer and such Additional L/C Issuer’s acceptance of such appointment shall be evidenced by a written agreement among the Borrower, the Administrative Agent, the current L/C Issuer(s) and such Additional L/C Issuer, which agreement shall be reasonably satisfactory to such parties. The Administrative Agent shall notify the Revolving Credit Lenders of the appointment of any Additional L/C Issuer. From and after the effective date of the appointment of an Additional L/C Issuer, (i) such Additional L/C Issuer shall have all the rights and obligations of an L/C Issuer under this Agreement with respect to Letters of Credit to be issued by it thereafter, (ii) references herein to the term “L/C Issuer” shall be deemed to refer to such Additional L/C Issuer or to any previous L/C Issuer or to such Additional L/C Issuer and all previous L/C Issuers or to any or all current L/C Issuers or to any or all current L/C Issuers and previous L/C Issuers, as the context shall require and (iii) to the extent the context shall require, references herein to the term “Letter of Credit” or “Letters of Credit” shall be deemed to refer to a Letter of Credit or Letters of Credit issued or to be issued by the applicable L/C Issuer. In the event that at any time the Borrower desires the issuance of a Letter of Credit and there shall be more than one L/C Issuer (other than an L/C Issuer not required to issue additional Letters of Credit pursuant to Section 2.03(a)), then the Borrower may select which such L/C Issuer will issue such Letter of Credit. The Lenders and the L/C Issuers hereby irrevocably authorize the Administrative Agent to enter into technical or immaterial (in the reasonable view of the Administrative Agent) amendments to this Agreement and the other Loans Documents with the applicable Loan Parties and the L/C Issuers as may be necessary or advisable in order to effectuate the inclusion of an Additional L/C Issuer as an L/C Issuer (including amendments to Schedule 2.03 to change the amount of the L/C Commitment of any L/C Issuer). All such amendments entered into with the applicable Loan Parties by the Administrative Agent and the L/C Issuers hereunder shall be binding and conclusive on all Lenders.

Appears in 3 contracts

Samples: Credit Agreement (Clearway Energy, Inc.), Credit Agreement (NRG Yield, Inc.), Credit Agreement (NRG Yield, Inc.)

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Additional L/C Issuers. The Borrower may, at any time and from time to timetime with the consent of the Administrative Agent (which consent shall not be unreasonably withheld) and such Revolving Credit Lender, add designate one or more Additional L/C Issuers additional Revolving Credit Lenders to act as an L/C Issuer without replacing a current under the terms of this Agreement. Any Revolving Credit Lender designated as an L/C Issuer pursuant to this Section 2.03(m) shall be deemed to be an “L/C Issuer” (in addition to being a Revolving Credit Lender) in respect of Letters of Credit issued or to be issued (or, in each instancethe case of Letters of Credit issued by such Revolving Credit Lender to Persons acquired by the Borrower in Permitted Acquisitions, upon 5 Business Days prior written notice rolled over into this Agreement) by such Revolving Credit Lender, and, with respect to such Letters of Credit, the current term “L/C Issuer(s) Issuer” shall thereafter apply to the other L/C Issuers and such Revolving Credit Lender. The acceptance of any designation as an L/C Issuer hereunder by a Revolving Credit Lender shall be evidenced by an agreement entered into by such Revolving Credit Lender, in a form reasonably satisfactory to the Borrower and the Administrative Agent. The appointment by the Borrower of an Additional L/C Issuer as L/C Issuer and such Additional L/C Issuer’s acceptance of such appointment shall be evidenced by a written agreement among the Borrower, the Administrative Agentand, the current L/C Issuer(s) and such Additional L/C Issuer, which agreement shall be reasonably satisfactory to such parties. The Administrative Agent shall notify the Revolving Credit Lenders of the appointment of any Additional L/C Issuer. From from and after the effective date of the appointment of an Additional L/C Issuersuch agreement, (i) such Additional L/C Issuer Revolving Credit Lender shall have all the interests, rights and obligations of an L/C Issuer under this Agreement with respect to Letters of Credit to be issued by it thereafter, and the other Loan Documents and (ii) references herein and in the other Loan Documents to the term “L/C Issuer” shall be deemed to refer to such Additional L/C Issuer or Revolving Credit Lender in addition to any previous L/C Issuer or to such Additional L/C Issuer and all previous L/C Issuers or to any or all current L/C Issuers or to any or all current L/C Issuers and previous other L/C Issuers, as the context shall require and (iii) to require. The Administrative Agent shall notify the extent the context shall require, references herein to the term “Letter Revolving Credit Lenders of Credit” or “Letters of Credit” shall be deemed to refer to a Letter of Credit or Letters of Credit issued or to be issued by the applicable any such additional L/C Issuer. In the event that at any time The definition of “Applicable L/C Sublimit” shall be amended by the Borrower desires and the issuance Administrative Agent to reflect the share of a the Letter of Credit and there shall be more than one Sublimit of such newly designated L/C Issuer and (if applicable) the corresponding proportionate decrease in the share of the Letter of Credit Sublimit of the other than an L/C Issuer not required to issue additional Letters of Credit pursuant to Section 2.03(a)), then the Borrower may select which such L/C Issuer will issue such Letter of Credit. The Lenders and the L/C Issuers hereby irrevocably authorize the Administrative Agent to enter into technical or immaterial (in the reasonable view of the Administrative Agent) amendments to this Agreement and the other Loans Documents with the applicable Loan Parties and the L/C Issuers as may be necessary or advisable in order to effectuate the inclusion of an Additional L/C Issuer as an L/C Issuer (including amendments to Schedule 2.03 to change the amount of the L/C Commitment of any L/C Issuer). All such amendments entered into with the applicable Loan Parties by the Administrative Agent and the L/C Issuers hereunder shall be binding and conclusive on all LendersIssuers.

Appears in 2 contracts

Samples: First Lien Credit Agreement (TGPX Holdings I LLC), First Lien Credit Agreement (TGPX Holdings I LLC)

Additional L/C Issuers. The Borrower may, at any time and from time to time, add one or more Additional L/C Issuers as an L/C Issuer without replacing a current L/C Issuer, in each instance, upon 5 Business Days prior written notice to the current L/C Issuer(s) and the Administrative Agent. The appointment by the Borrower of an Additional L/C Issuer as L/C Issuer and such Additional L/C Issuer’s acceptance of such appointment shall be evidenced by a written agreement among the Borrower, the Administrative Agent, the current L/C Issuer(s) and such Additional L/C Issuer, which agreement shall be reasonably satisfactory to such parties. The Administrative Agent shall notify the Revolving Credit Lenders of the appointment of any Additional L/C Issuer. From and after the effective date of the appointment of an Additional L/C Issuer, (i) such Additional L/C Issuer shall have all the rights and obligations of an L/C Issuer under this Agreement with respect to Letters of Credit to be issued by it thereafter, (ii) references herein to the term “L/C Issuer” shall be deemed to refer to such Additional L/C Issuer or to any previous L/C Issuer or to such Additional L/C Issuer and all previous L/C Issuers or to any or all current L/C Issuers or to any or all current L/C Issuers and previous L/C Issuers, as the context shall require require, and (iii) to the extent the context shall require, references herein to the term “Letter of Credit” or “Letters of Credit” shall be deemed to refer to a Letter of Credit or Letters of Credit issued or to be issued by the applicable L/C Issuer. In the event that at any time the Borrower desires the issuance of a Letter of Credit and there shall be more than one L/C Issuer (other than an L/C Issuer not required to issue additional Letters of Credit pursuant to Section 2.03(a)), then the Borrower may select which such L/C Issuer will issue such Letter of Credit. The Revolving Credit Lenders and the L/C Issuers hereby irrevocably authorize the Administrative Agent to enter into technical or immaterial (in the reasonable view of the Administrative Agent) amendments to this Agreement and the other Loans Documents with the applicable Loan Parties and the L/C Issuers as may be necessary or advisable in order to effectuate the inclusion of an Additional L/C Issuer as an L/C Issuer (including amendments to Schedule 2.03 to change the amount of the L/C Commitment of any L/C Issuer). All such amendments entered into with the applicable Loan Parties by the Administrative Agent and the L/C Issuers hereunder shall be binding and conclusive on all Revolving Credit Lenders.

Appears in 1 contract

Samples: Credit Agreement (NRG Yield, Inc.)

Additional L/C Issuers. (i) The Borrower may, at any time and Company may from time to time, add one upon not less than 15 Business Days’ notice from the Company to the Administrative Agent (or more Additional such shorter period as may be agreed by the Administrative Agent in its sole discretion), replace a previously designated L/C Issuer (including any Lender who is at the time of such replacement a Defaulting Lender) by designating another Lender as L/C Issuer or designate a Lender hereunder as an additional L/C Issuer (upon obtaining such Lender’s prior consent thereto) and provided that there are no outstanding Letters of Credit issued by, or L/C Obligations owing to, any such L/C Issuer to be replaced, unless another L/C Issuer shall issue letters of credit in substitution for the Letters of Credit outstanding at the time of such replacement or make other arrangements satisfactory to the exiting L/C Issuer to effectively assume the obligations of the exiting L/C Issuer with respect to such Letters of Credit. Any such designation or increase in the number of L/C Issuers as an shall be subject to the approval of the Administrative Agent (such approval not to be unreasonably withheld); provided, however, that at no time shall there be more than six L/C Issuer without replacing Issuers hereunder. The Administrative Agent will promptly notify the Company and the Lenders of any designation and approval of a current replacement or other additional L/C Issuer, in each instance, upon 5 Business Days prior written notice to and of the current L/C Issuer(s) and the Administrative Agent. The appointment by the Borrower amount of an Additional L/C any Issuer as L/C Issuer and such Additional L/C Issuer’s acceptance Sublimit of such appointment shall be evidenced by a written agreement among the Borrower, the Administrative Agent, the current L/C Issuer(s) and such Additional L/C Issuer, which agreement shall be reasonably satisfactory to such parties. The Administrative Agent shall notify the Revolving Credit Lenders of the appointment of any Additional L/C Issuer. From and after the effective date of the appointment of an Additional L/C Issuer, (i) Upon any such Additional L/C Issuer shall have all the rights and obligations approval of an L/C Issuer under this Agreement with respect to Letters of Credit to be issued by it thereafter, (ii) references herein to the term “L/C Issuer” shall be deemed to refer to Administrative Agent and delivery by such Additional L/C Issuer or to any previous the Administrative Agent of such contact and other information regarding such L/C Issuer or to as the Administrative Agent shall reasonably request, such Additional Lender shall be an L/C Issuer for all purposes of this Agreement, and all previous references to the L/C Issuers or to any or all current L/C Issuers or to any or all current L/C Issuers shall mean and previous L/C Issuers, include such Lender in its capacity as the context shall require and (iii) to the extent the context shall require, references herein to the term “Letter of Credit” or “Letters of Credit” shall be deemed to refer to a Letter of Credit or Letters of Credit issued or to be issued by the applicable L/C Issuer. In (ii) Any such replacement or additional L/C Issuer, and any existing L/C Issuer, shall be entitled to specify from time to time any U.S. Dollar limit on the event that at any time the Borrower desires the issuance stated amount of a Letter Letters of Credit and there shall permitted to be more than one outstanding from such L/C Issuer at any time (other than an “Issuer Sublimit”). In the absence of any notice from an L/C Issuer not required to issue additional Letters of Credit pursuant the Administrative Agent specifying its Issuer Sublimit from time to Section 2.03(a))time in effect, then the Borrower may select which such L/C Issuer’s Issuer will issue such Letter of Credit. The Lenders and the L/C Issuers hereby irrevocably authorize the Administrative Agent to enter into technical or immaterial (in the reasonable view of the Administrative Agent) amendments to this Agreement and the other Loans Documents with the applicable Loan Parties and the L/C Issuers as may be necessary or advisable in order to effectuate the inclusion of an Additional L/C Issuer as an L/C Issuer (including amendments to Schedule 2.03 to change the amount of the L/C Commitment of any L/C Issuer). All such amendments entered into with the applicable Loan Parties by the Administrative Agent and the L/C Issuers hereunder Sublimit shall be binding and conclusive on all Lendersdeemed to equal the Aggregate Tranche 1 Commitments.

Appears in 1 contract

Samples: Credit Agreement (Jacobs Engineering Group Inc /De/)

Additional L/C Issuers. The Borrower may, at any time and from time to timetime with the consent of the Administrative Agent (which consent shall not be unreasonably withheld) and such Revolving Credit Lender, add designate one or more Additional L/C Issuers additional Revolving Credit Lenders to act as an L/C Issuer without replacing a current under the terms of this Agreement. Any Revolving Credit Lender designated as an L/C Issuer pursuant to this Section 2.03(m) shall be deemed to be an “L/C Issuer” (in addition to being a Revolving Credit Lender) in respect of Letters of Credit issued or to be issued (or, in each instancethe case of Letters of Credit issued by such Revolving Credit Lender to Persons acquired by the Borrower in Permitted Acquisitions, upon 5 Business Days prior written notice rolled over into this Agreement) by such Revolving Credit Lender, and, with respect to such Letters of Credit, the current term “L/C Issuer(s) Issuer” shall thereafter apply to the other L/C Issuers and such Revolving Credit Lender. The acceptance of any designation as an L/C Issuer hereunder by a Revolving Credit Lender shall be evidenced by an agreement entered into by such Revolving Credit Lender, in a form reasonably satisfactory to the Borrower and the Administrative Agent. The appointment by the Borrower of an Additional L/C Issuer as L/C Issuer and such Additional L/C Issuer’s acceptance of such appointment shall be evidenced by a written agreement among the Borrower, the Administrative Agentand, the current L/C Issuer(s) and such Additional L/C Issuer, which agreement shall be reasonably satisfactory to such parties. The Administrative Agent shall notify the Revolving Credit Lenders of the appointment of any Additional L/C Issuer. From from and after the effective date of the appointment of an Additional L/C Issuersuch agreement, (i) such Additional L/C Issuer Revolving Credit Lender shall have all the interests, rights and obligations of an L/C Issuer under this Agreement with respect to Letters of Credit to be issued by it thereafter, and the other Loan Documents and (ii) references herein and in the other Loan Documents to the term “L/C Issuer” shall be deemed to refer to such Additional L/C Issuer or Revolving Credit Lender in addition to any previous L/C Issuer or to such Additional L/C Issuer and all previous L/C Issuers or to any or all current L/C Issuers or to any or all current L/C Issuers and previous other L/C Issuers, as the context shall require and (iii) to require. The Administrative Agent shall notify the extent the context shall require, references herein to the term “Letter Revolving Credit Lenders of Credit” or “Letters of Credit” shall be deemed to refer to a Letter of Credit or Letters of Credit issued or to be issued by the applicable any such additional L/C Issuer. In The definition of “Applicable L/C Sublimit” shall be amended by the event that at any time Borrowers and the Borrower desires Administrative Agent to reflect the issuance share of a the Letter of Credit and there shall be more than one Sublimit of such newly designated L/C Issuer and (if applicable) the corresponding proportionate decrease in the share of the Letter of Credit Sublimit of the other than an L/C Issuer not required to issue additional Letters of Credit pursuant to Section 2.03(a)), then the Borrower may select which such L/C Issuer will issue such Letter of Credit. The Lenders and the L/C Issuers hereby irrevocably authorize the Administrative Agent to enter into technical or immaterial (in the reasonable view of the Administrative Agent) amendments to this Agreement and the other Loans Documents with the applicable Loan Parties and the L/C Issuers as may be necessary or advisable in order to effectuate the inclusion of an Additional L/C Issuer as an L/C Issuer (including amendments to Schedule 2.03 to change the amount of the L/C Commitment of any L/C Issuer). All such amendments entered into with the applicable Loan Parties by the Administrative Agent and the L/C Issuers hereunder shall be binding and conclusive on all LendersIssuers.

Appears in 1 contract

Samples: First Lien Credit Agreement (TGPX Holdings I LLC)

Additional L/C Issuers. The Borrower may, at any time and from (i) From time to time, add one Borrower may by notice to the Agent with the consent of the Agent (such consent not to be unreasonably withheld or more Additional L/C Issuers delayed) and the applicable Lender designate such Lender to act as an L/C Issuer without replacing a current L/C Issuer, in each instance, upon 5 Business Days prior written notice to the current L/C Issuer(s) and the Administrative Agent. The appointment by the Borrower of an Additional L/C Issuer as L/C Issuer and such Additional L/C Issuer’s acceptance of such appointment shall be evidenced by a written agreement among the Borrower, the Administrative Agent, the current L/C Issuer(s) and such Additional L/C Issuer, which agreement shall be reasonably satisfactory to such parties. The Administrative Agent shall notify the Revolving Credit Lenders of the appointment of any Additional L/C Issuer. From and after the effective date of the appointment of an Additional L/C Issuer, (i) such Additional L/C Issuer shall have all the rights and obligations of an L/C Issuer under this Agreement with respect to Letters of Credit to be issued by it thereafter, (ii) references herein to the term “L/C Issuer” shall be deemed to refer to such Additional L/C Issuer or to any previous L/C Issuer or to such Additional L/C Issuer and all previous L/C Issuers or to any or all current L/C Issuers or to any or all current L/C Issuers and previous L/C Issuers, as the context shall require and (iii) to the extent the context shall require, references herein to the term “Letter of Credit” or “Letters of Credit” shall be deemed to refer to a Letter of Credit or Letters of Credit issued or to be issued by the applicable L/C Issuerhereunder. In the event that at any time the Borrower desires the issuance of a Letter of Credit and there shall be more than one L/C Issuer (other than an hereunder, each reference to “the L/C Issuer” hereunder with respect to any L/C Issuer not required shall refer to issue additional Letters the person that issued such Letter of Credit pursuant to Section 2.03(a)), then the Borrower may select which and each such additional L/C Issuer will issue such Letter shall be entitled to the benefits of Credit. The Lenders and the L/C Issuers hereby irrevocably authorize the Administrative Agent to enter into technical or immaterial (in the reasonable view of the Administrative Agent) amendments to this Agreement and the other Loans Documents with the applicable Loan Parties and the L/C Issuers as may be necessary or advisable in order to effectuate the inclusion of an Additional L/C Issuer as an L/C Issuer (including amendments to Schedule 2.03 to change the amount of same extent as if it had been originally named as the L/C Commitment Issuer hereunder. On the last Business Day of any each March, June, September and December (and on such other dates as the Agent may request), each L/C Issuer shall provide the Agent a list of all Letters of Credit issued by it that are outstanding at such time together with such other information as the Agent may reasonably request. (ii) Upon the resignation by the L/C Issuer and the acceptance of a successor’s appointment as L/C Issuer hereunder, (a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring L/C Issuer). All such amendments entered into with , (b) the applicable Loan Parties by the Administrative Agent and the retiring L/C Issuers hereunder Issuer shall be binding discharged from all of its duties and conclusive on all Lendersobligations hereunder or under the other Loan Documents, and (c) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, outstanding at the time of such succession or make other arrangements satisfactory to the retiring L/C Issuer to effectively assume the obligations of the retiring L/C Issuer with respect to such Letters of Credit.

Appears in 1 contract

Samples: Credit Agreement (Resmed Inc)

Additional L/C Issuers. The Borrower may, at any time and from (i) From time to time, add one Borrower may by notice to the Agent with the consent of the Agent (such consent not to be unreasonably withheld or more Additional L/C Issuers delayed) and the applicable Lender designate such Lender to act as an L/C Issuer without replacing a current L/C Issuer, in each instance, upon 5 Business Days prior written notice to the current L/C Issuer(s) and the Administrative Agent. The appointment by the Borrower of an Additional L/C Issuer as L/C Issuer and such Additional L/C Issuer’s acceptance of such appointment shall be evidenced by a written agreement among the Borrower, the Administrative Agent, the current L/C Issuer(s) and such Additional L/C Issuer, which agreement shall be reasonably satisfactory to such parties. The Administrative Agent shall notify the Revolving Credit Lenders of the appointment of any Additional L/C Issuer. From and after the effective date of the appointment of an Additional L/C Issuer, (i) such Additional L/C Issuer shall have all the rights and obligations of an L/C Issuer under this Agreement with respect to Letters of Credit to be issued by it thereafter, (ii) references herein to the term “L/C Issuer” shall be deemed to refer to such Additional L/C Issuer or to any previous L/C Issuer or to such Additional L/C Issuer and all previous L/C Issuers or to any or all current L/C Issuers or to any or all current L/C Issuers and previous L/C Issuers, as the context shall require and (iii) to the extent the context shall require, references herein to the term “Letter of Credit” or “Letters of Credit” shall be deemed to refer to a Letter of Credit or Letters of Credit issued or to be issued by the applicable L/C Issuerhereunder. In the event that at any time the Borrower desires the issuance of a Letter of Credit and there shall be more than one L/C Issuer (other than an hereunder, each reference to “the L/C Issuer” hereunder with respect to any L/C Issuer not required shall refer to issue additional Letters the person that issued such Letter of Credit pursuant to Section 2.03(a)), then the Borrower may select which and each such additional L/C Issuer will issue such Letter shall be entitled to the benefits of Credit. The Lenders and the L/C Issuers hereby irrevocably authorize the Administrative Agent to enter into technical or immaterial (in the reasonable view of the Administrative Agent) amendments to this Agreement and the other Loans Documents with the applicable Loan Parties and the L/C Issuers as may be necessary or advisable in order to effectuate the inclusion of an Additional L/C Issuer as an L/C Issuer (including amendments to Schedule 2.03 to change the amount of same extent as if it had been originally named as the L/C Commitment Issuer hereunder. On the last Business Day of each March, June, September and December (and on such other dates as the Agent may request), each L/C Issuer shall provide the Agent a list of all Letters of Credit (including any Existing Letter of Credit) issued by it that are outstanding at such time together with such other information as the Agent may reasonably request. (ii) Upon the resignation by the L/C Issuer and the acceptance of a successor’s appointment as L/C Issuer hereunder, (a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring L/C Issuer). All such amendments entered into with , (b) the applicable Loan Parties by the Administrative Agent and the retiring L/C Issuers hereunder Issuer shall be binding discharged from all of its duties and conclusive on all Lendersobligations hereunder or under the other Loan Documents, and (c) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, outstanding at the time of such succession or make other arrangements satisfactory to the retiring L/C Issuer to effectively assume the obligations of the retiring L/C Issuer with respect to such Letters of Credit.

Appears in 1 contract

Samples: Credit Agreement (Resmed Inc)

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Additional L/C Issuers. The Borrower may, at any time and from time to time, add one or more Additional L/C Issuers as an L/C Issuer without replacing a current L/C Issuer, in each instance, upon 5 Business Days prior written notice to the current L/C Issuer(s) and the Administrative Agent. The appointment by the Borrower of an Additional L/C Issuer as L/C Issuer and such Additional L/C Issuer’s acceptance of such appointment shall be evidenced by a written agreement among the Borrower, the Administrative Agent, the current L/C Issuer(sIssuer (s) and such Additional L/C Issuer, which agreement shall be reasonably satisfactory to such parties. The Administrative Agent shall notify the Revolving Credit Lenders of the appointment of any Additional L/C Issuer. From and after the effective date of the appointment of an Additional L/C Issuer, (i) such Additional L/C Issuer shall have all the rights and obligations of an L/C Issuer under this Agreement with respect to Letters of Credit to be issued by it thereafter, (ii) references herein to the term “L/C Issuer” shall be deemed to refer to such Additional L/C Issuer or to any previous L/C Issuer or to such Additional L/C Issuer and all previous L/C Issuers or to any or all current L/C Issuers or to any or all current L/C Issuers and previous L/C Issuers, as the context shall require and (iii) to the extent the context shall require, references herein to the term “Letter of Credit” or “Letters of Credit” shall be deemed to refer to a Letter of Credit or Letters of Credit issued or to be issued by the applicable L/C Issuer. In the event that at any time the Borrower desires the issuance of a Letter of Credit and there shall be more than one L/C Issuer (other than an L/C Issuer not required to issue additional Letters of Credit pursuant to Section 2.03(a)), then the Borrower may select which such L/C Issuer will issue such Letter of Credit. The Lenders and the L/C Issuers hereby irrevocably authorize the Administrative Agent to enter into technical or immaterial (in the reasonable view of the Administrative Agent) amendments to this Agreement and the other Loans Documents with the applicable Loan Parties and the L/C Issuers as may be necessary or advisable in order to effectuate the inclusion of an Additional L/C Issuer as an L/C Issuer (including amendments to Schedule 2.03 to change the amount of the L/C Commitment of any L/C Issuer). All such amendments entered into with the applicable Loan Parties by the Administrative Agent and the L/C Issuers hereunder shall be binding and conclusive on all Lenders.

Appears in 1 contract

Samples: Credit Agreement

Additional L/C Issuers. (i) The Borrower may, at any time and Company may from time to time, add one upon not less than 15 Business Days’ notice from the Company to the Administrative Agent (or more Additional such shorter period as may be agreed by the Administrative Agent in its sole discretion), replace a previously designated L/C Issuer (including any Lender who is at the time of such replacement a Defaulting Lender) by designating another Lender as L/C Issuer or designate a Lender hereunder as an additional L/C Issuer (upon obtaining such Lender’s prior consent thereto) and provided that there are no outstanding Letters of Credit issued by, or L/C Obligations owing to, any such L/C Issuer to be replaced, unless another L/C Issuer shall issue letters of credit in substitution for the Letters of Credit outstanding at the time of such replacement or make other arrangements satisfactory to the exiting L/C Issuer to effectively assume the obligations of the exiting L/C Issuer with respect to such Letters of Credit. Any such designation or increase in the number of L/C Issuers as an shall be subject to the approval of the Administrative Agent (such approval not to be unreasonably withheld); provided, however, that at no time shall there be more than five L/C Issuer without replacing Issuers hereunder. The Administrative Agent will promptly notify the Company and the Lenders of any designation and approval of a current replacement or other additional L/C Issuer, in each instance, upon 5 Business Days prior written notice to and of the current L/C Issuer(s) and the Administrative Agent. The appointment by the Borrower amount of an Additional L/C any Issuer as L/C Issuer and such Additional L/C Issuer’s acceptance Sublimit of such appointment shall be evidenced by a written agreement among the Borrower, the Administrative Agent, the current L/C Issuer(s) and such Additional L/C Issuer, which agreement shall be reasonably satisfactory to such parties. The Administrative Agent shall notify the Revolving Credit Lenders of the appointment of any Additional L/C Issuer. From and after the effective date of the appointment of an Additional L/C Issuer, (i) Upon any such Additional L/C Issuer shall have all the rights and obligations approval of an L/C Issuer under this Agreement with respect to Letters of Credit to be issued by it thereafter, (ii) references herein to the term “L/C Issuer” shall be deemed to refer to Administrative Agent and delivery by such Additional L/C Issuer or to any previous the Administrative Agent of such contact and other information regarding such L/C Issuer or to as the Administrative Agent shall reasonably request, such Additional Lender shall be an L/C Issuer for all purposes of this Agreement, and all previous references to the L/C Issuers or to any or all current L/C Issuers or to any or all current L/C Issuers shall mean and previous L/C Issuers, include such Lender in its capacity as the context shall require and (iii) to the extent the context shall require, references herein to the term “Letter of Credit” or “Letters of Credit” shall be deemed to refer to a Letter of Credit or Letters of Credit issued or to be issued by the applicable L/C Issuer. In (ii) Any such replacement or additional L/C Issuer, and any existing L/C Issuer, shall be entitled to specify from time to time any U.S. Dollar limit on the event that at any time the Borrower desires the issuance stated amount of a Letter Letters of Credit and there shall permitted to be more than one outstanding from such L/C Issuer at any time (other than an “Issuer Sublimit”). In the absence of any notice from an L/C Issuer not required to issue additional Letters of Credit pursuant the Administrative Agent specifying its Issuer Sublimit from time to Section 2.03(a))time in effect, then the Borrower may select which such L/C Issuer’s Issuer will issue such Letter of Credit. The Lenders and the L/C Issuers hereby irrevocably authorize the Administrative Agent to enter into technical or immaterial (in the reasonable view of the Administrative Agent) amendments to this Agreement and the other Loans Documents with the applicable Loan Parties and the L/C Issuers as may be necessary or advisable in order to effectuate the inclusion of an Additional L/C Issuer as an L/C Issuer (including amendments to Schedule 2.03 to change the amount of the L/C Commitment of any L/C Issuer). All such amendments entered into with the applicable Loan Parties by the Administrative Agent and the L/C Issuers hereunder Sublimit shall be binding and conclusive on all Lendersdeemed to equal the Aggregate Tranche 1 Commitments.

Appears in 1 contract

Samples: Credit Agreement (Jacobs Engineering Group Inc /De/)

Additional L/C Issuers. The Lead Borrower may, at any time and from time to timetime with the consent of the Administrative Agent (which consent shall not be unreasonably withheld) and such Revolving Credit Lender, add designate one or more Additional L/C Issuers additional Revolving Credit Lenders to act as an L/C Issuer without replacing a current under the terms of this Agreement. Any Revolving Credit Lender designated as an L/C Issuer pursuant to this Section 2.03(m) shall be deemed to be an “L/C Issuer” (in addition to being a Revolving Credit Lender) in respect of Letters of Credit issued or to be issued (or, in each instancethe case of Letters of Credit issued by such Revolving Credit Lender to Persons acquired by the Lead Borrower in Permitted Acquisitions, upon 5 Business Days prior written notice rolled over into this Agreement) by such Revolving Credit Lender, and, with respect to such Letters of Credit, the current term “L/C Issuer(s) Issuer” shall thereafter apply to the other L/C Issuers and such Revolving Credit Lender. The acceptance of any designation as an L/C Issuer hereunder by a Revolving Credit Lender shall be evidenced by an agreement entered into by such Revolving Credit Lender, in a form reasonably satisfactory to the Lead Borrower and the Administrative Agent. The appointment by the Borrower of an Additional L/C Issuer as L/C Issuer and such Additional L/C Issuer’s acceptance of such appointment shall be evidenced by a written agreement among the Borrower, the Administrative Agentand, the current L/C Issuer(s) and such Additional L/C Issuer, which agreement shall be reasonably satisfactory to such parties. The Administrative Agent shall notify the Revolving Credit Lenders of the appointment of any Additional L/C Issuer. From from and after the effective date of the appointment of an Additional L/C Issuersuch agreement, (i) such Additional L/C Issuer Revolving Credit Lender shall have all the interests, rights and obligations of an L/C Issuer under this Agreement with respect to Letters of Credit to be issued by it thereafter, and the other Loan Documents and (ii) references herein and in the other Loan Documents to the term “L/C Issuer” shall be deemed to refer to such Additional L/C Issuer or Revolving Credit Lender in addition to any previous L/C Issuer or to such Additional L/C Issuer and all previous L/C Issuers or to any or all current L/C Issuers or to any or all current L/C Issuers and previous other L/C Issuers, as the context shall require and (iii) to require. The Administrative Agent shall notify the extent the context shall require, references herein to the term “Letter Revolving Credit Lenders of Credit” or “Letters of Credit” shall be deemed to refer to a Letter of Credit or Letters of Credit issued or to be issued by the applicable any such additional L/C Issuer. In The definition of “Applicable L/C Sublimit” shall be amended by the event that at any time Lead Borrower, the Revolving Loan Co-Borrower desires and the issuance Administrative Agent to reflect the share of a the Letter of Credit and there shall be more than one Sublimit of such newly designated L/C Issuer and (if applicable) the corresponding proportionate decrease in the share of the Letter of Credit Sublimit of the other than an L/C Issuer not required to issue additional Letters of Credit pursuant to Section 2.03(a)), then the Borrower may select which such L/C Issuer will issue such Letter of Credit. The Lenders and the L/C Issuers hereby irrevocably authorize the Administrative Agent to enter into technical or immaterial (in the reasonable view of the Administrative Agent) amendments to this Agreement and the other Loans Documents with the applicable Loan Parties and the L/C Issuers as may be necessary or advisable in order to effectuate the inclusion of an Additional L/C Issuer as an L/C Issuer (including amendments to Schedule 2.03 to change the amount of the L/C Commitment of any L/C Issuer). All such amendments entered into with the applicable Loan Parties by the Administrative Agent and the L/C Issuers hereunder shall be binding and conclusive on all LendersIssuers.

Appears in 1 contract

Samples: Amendment No. 2 (TGPX Holdings I LLC)

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