Common use of Agreement to Issue Letters of Credit Clause in Contracts

Agreement to Issue Letters of Credit. From time to time during the period from the Closing Date to the thirtieth (30th) day preceding the Expiry Date, subject to the further terms and conditions hereof, including those required in connection with the making of Revolving Credit Loans, the Agent shall issue standby or trade letters of credit (collectively with the Existing Letters of Credit, the "Letters of Credit") for the account of the Borrowers in an amount not to exceed Ten Million and 00/100 Dollars ($10,000,000.00) in the aggregate as a subfacility of the Revolving Credit Facility Commitment; provided, however, that on any date on which the Borrowers request a Letter of Credit, and after giving effect to the Letter of Credit Face Amount of such Letter of Credit, the sum of all Revolving Credit Loans outstanding and the Letter of Credit Undrawn Availability shall not exceed the Revolving Credit Facility Commitment. All such Letters of Credit shall be issued by the Agent in accordance with its then current practice relating to the issuance of letters of credit including, but not limited to, the execution and delivery to the Agent of applications and agreements required by the Agent and the payment by the Borrowers of all applicable fees with respect thereto. As of the date hereof, those letters of credit set forth on Schedule 2.05 hereof (collectively, the "Existing Letters of Credit"), which were issued under the Prior Loan Agreement and are outstanding on the date hereof, will be deemed to be Letters of Credit issued and outstanding hereunder. Each request for a Letter of Credit shall be delivered to the Agent no later than 10:00 a.m. (Pittsburgh, Pennsylvania time) on the second (2nd) Business Day, or such shorter period as may be agreed to by the Agent, prior to the proposed date of issuance. Each such request shall be in a form acceptable to the Agent and specify the Letter of Credit Face Amount thereof, the account party, the beneficiary, the intended date of issuance, the expiry date thereof, and the nature of the transaction to be supported thereby. All such Letters of Credit shall be issued by the Agent in accordance with its then current practice relating to the issuance of Letters of Credit including, but not limited to, the execution and delivery to the Agent of applications and agreements required by the Agent and the payment by the Borrowers of all applicable fees required by Section 2.06 hereof. Immediately upon the issuance of each Letter of Credit, each Bank shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Agent a participation in such Letter of Credit and each drawing thereunder in an amount equal to such Bank's Pro Rata Share of the Letter of Credit Face Amount of such Letter of Credit. The Agent shall promptly, but in any event not later than the next Business Day, provide to each Bank notice of each such request for a Letter of Credit by the Borrowers.

Appears in 1 contract

Samples: Loan Agreement (Baker Michael Corp)

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Agreement to Issue Letters of Credit. From time to time during the period from the Closing Date to the thirtieth fifteenth (30th15th) day preceding the Expiry Date, subject to the further terms and conditions hereof, including those required in connection with the making of Revolving Credit Loans, the Agent applicable Issuing Bank(s) shall issue standby Standby Letters of Credit or trade letters Commercial Letters of credit Credit (collectively with the Existing Letters of Credit, the "Letters of Credit") for the account of the Borrowers Borrower in an Dollar Equivalent amount not to exceed Ten Twenty Five Million and 00/100 Dollars ($10,000,000.0025,000,000.00) in the aggregate as a subfacility of the Revolving Credit Facility Commitment; provided, however, that on any date on which the Borrowers request Borrower requests a Letter of Credit, and after giving effect to the Letter of Credit Face Amount of such Letter of Credit, the sum of (i) the Dollar Equivalent amount of all Revolving Credit Loans outstanding and outstanding, plus (ii) all Swing Line Loans outstanding, plus (iii) the Letter Dollar Equivalent amount of all Letters of Credit Undrawn Availability Outstanding shall not exceed the Revolving Credit Facility Commitment. All such Letters of Credit shall be issued by the Agent applicable Issuing Bank in accordance with its then current practice relating to the issuance of letters of credit including, but not limited to, the execution and delivery to the Agent such Issuing Bank of applications and agreements required by the Agent such Issuing Bank and the payment by the Borrowers Borrower of all applicable fees with respect thereto. As of the date hereof, those letters Letters of credit Credit set forth on Schedule 2.05 2.06 hereof (collectively, the "Existing Letters of Credit"), which were issued under the Prior Loan Agreement and are outstanding on the date hereof, will be deemed to be Letters of Credit issued and outstanding hereunder. Each request for a Letter of Credit shall be delivered to the Agent applicable Issuing Bank (with a copy to the Agent) no later than 10:00 a.m. (Pittsburgh, Pennsylvania time) on the second (2nd) Business Day, or such shorter period as may be agreed to by the Agentsuch Issuing Bank, prior to the proposed date of issuance. Each such request shall be in a form acceptable to the Agent applicable Issuing Bank and specify the Letter of Credit Face Amount thereof, the applicable currency, the account party, the beneficiary, the intended date of issuance, the expiry date thereof, and the nature of the transaction to be supported thereby. Promptly after receipt of any request for a Letter of Credit, the Issuing Bank shall confirm with the Agent (by telephone or in writing) that the Agent has received a copy of such request for a Letter of Credit and if not, such Issuing Bank will provide the Agent with a copy thereof. Unless the Issuing Bank has received notice from any Bank, the Agent or any Loan Party, at least one (1) day prior to the requested date of issuance of the applicable Letter of Credit, that one or more applicable conditions in Article IV is not satisfied, then, subject to the terms and conditions hereof and in reliance on the agreements of the other Banks set forth in this Section 2.06, the Issuing Bank or any of the Issuing Bank's Affiliates will issue a Letter of Credit. All such Letters of Credit shall be issued by the Agent applicable Issuing Bank in accordance with its then current practice relating to the issuance of Letters of Credit including, but not limited to, the execution and delivery to the Agent such Issuing Bank of applications and agreements required by the Agent such Issuing Bank and the payment by the Borrowers Borrower of all applicable fees required by Section 2.06 2.07 hereof. Immediately upon the issuance of each Letter of Credit, each Bank shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Agent applicable Issuing Bank a participation in such Letter of Credit and each drawing thereunder in an amount equal to such Bank's Pro Rata Share of the Letter of Credit Face Amount of such Letter of Credit. The Agent applicable Issuing Bank shall promptly, but in any event not later than the next Business Day, provide to each Bank notice of each such request for a Letter of Credit by the BorrowersBorrower. Notwithstanding any other provision hereof, no Issuing Bank shall be required to issue any Letter of Credit, if any Bank is at such time an Impacted Bank hereunder, unless the Issuing Bank has entered into satisfactory arrangements with the Borrower or such Impacted Bank to eliminate the Issuing Bank's risk with respect to such Impacted Bank (it being understood that the Issuing Bank would consider the Borrower or the Impacted Bank providing cash collateral to the Agent, for the benefit of the Issuing Bank, to secure the Impacted Bank's Pro Rata Share of the Letter of Credit to be a satisfactory arrangement).

Appears in 1 contract

Samples: Loan Agreement (Matthews International Corp)

Agreement to Issue Letters of Credit. From time to time during the period from the Third Amendment Closing Date to the thirtieth fifteenth (30th15th) day preceding the Expiry Date, subject to the further terms and conditions hereof, including those required in connection with the making of Revolving Credit Loans, the Agent applicable Issuing Bank(s) shall issue standby Standby Letters of Credit or trade letters Commercial Letters of credit Credit (collectively with the Existing Letters of Credit, the "Letters of Credit") for the account of the Borrowers Borrower in an a Dollar Equivalent amount not to exceed Ten Fifty-FiveSeventy-Five Million and 00/100 Dollars ($10,000,000.0055,000,000.0075,000,000.00) in the aggregate as a subfacility of the Revolving Credit Facility Commitment; provided, however, that the outstanding amount of Letters of Credit of any Issuing Bank shall not exceed its Specified L/C Sublimit; provided further, however, that on any date on which the Borrowers request Borrower requests a Letter of Credit, and after giving effect to the Letter of Credit Face Amount of such Letter of Credit, the sum of (i) the Dollar Equivalent amount of all Revolving Credit Loans outstanding and outstanding, plus (ii) all Swing Line Loans outstanding, plus (iii) the Letter Dollar Equivalent amount of all Letters of Credit Undrawn Availability Outstanding shall not exceed the Revolving Credit Facility Commitment. All such Letters of Credit shall be issued by the Agent in accordance with its then current practice relating to the issuance of letters of credit including, but not limited to, the execution and delivery to the Agent of applications and agreements required by the Agent and the payment by the Borrowers of all applicable fees with respect thereto. As of the date hereof, those letters Letters of credit Credit set forth on Schedule 2.05 2.06 hereof (collectively, the "Existing Letters of Credit"), which were issued under the Prior Existing Loan Agreement and are outstanding on the date hereof, will be deemed to be Letters of Credit issued and outstanding hereunder. Each request for a Letter of Credit shall be delivered to the Agent applicable Issuing Bank (with a copy to the Agent) no later than 10:00 a.m. (Pittsburgh, Pennsylvania time) on the second (2nd) Business Day, or such shorter period as may be agreed to by the Agentsuch Issuing Bank, prior to the proposed date of issuance. Each such request shall be in a form acceptable to the Agent applicable Issuing Bank and specify the Letter of Credit Face Amount thereof, the applicable currency, the account party, the beneficiary, the intended date of issuance, the expiry date thereofthereof (which shall not be later than the Letter of Credit Expiration Date), and the nature of the transaction to be supported thereby. Promptly after receipt of any request for a Letter of Credit, the Issuing Bank shall confirm with the Agent (by telephone or in writing) that the Agent has received a copy of such request for a Letter of Credit and if not, such Issuing Bank will provide the Agent with a copy thereof. Unless the Issuing Bank has received notice from any Bank, the Agent or any Loan Party, at least one (1) day prior to the requested date of issuance of the applicable Letter of Credit, that one or more applicable conditions in Section 4.01 is not satisfied, then, subject to the terms and conditions hereof and in reliance on the agreements of the other Banks set forth in this Section 2.06, the Issuing Bank or any of the Issuing Bank's Affiliates will issue a Letter of Credit. All such Letters of Credit shall be issued by the Agent applicable Issuing Bank in accordance with its then current practice relating to the issuance of Letters of Credit including, but not limited to, the execution and delivery to the Agent such Issuing Bank of applications and agreements required by the Agent such Issuing Bank and the payment by the Borrowers Borrower of all applicable fees required by Section 2.06 hereof2.07 hereof or otherwise payable in connection therewith. Immediately upon the issuance of each Letter of Credit, each Bank shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Agent applicable Issuing Bank a participation in such Letter of Credit and each drawing thereunder in an amount equal to such Bank's Pro Rata Share of the Letter of Credit Face Amount of such Letter of Credit. The Agent applicable Issuing Bank shall promptly, but in any event not later than the next Business Day, provide to each Bank notice of each such request for a Letter of Credit by the BorrowersBorrower. Notwithstanding any other provision hereof, no Issuing Bank shall be required to issue any Letter of Credit, if any Bank is at such time an Impacted Bank hereunder, unless the Issuing Bank has entered into satisfactory arrangements with the Borrower or such 270134563 275248976 Impacted Bank to eliminate the Issuing Bank's risk with respect to such Impacted Bank (it being understood that the Issuing Bank would consider the Borrower or the Impacted Bank providing Cash Collateral to the Agent, for the benefit of the Issuing Bank, to secure the Impacted Bank's Pro Rata Share of the Letter of Credit to be a satisfactory arrangement).

Appears in 1 contract

Samples: Loan Agreement (Matthews International Corp)

Agreement to Issue Letters of Credit. From time to time during the period from the Closing Date to the thirtieth fifteenth (30th15th) day preceding the Expiry Date, subject to the further terms and conditions hereof, including those required in connection with the making of Revolving Credit Loans, the Agent applicable Issuing Bank(s) shall issue standby Standby Letters of Credit or trade letters Commercial Letters of credit Credit (collectively with the Existing Letters of Credit, the "Letters of Credit") for the account of the Borrowers Borrower in an Dollar Equivalent amount not to exceed Ten Thirty Million and 00/100 Dollars ($10,000,000.0030,000,000.00) in the aggregate as a subfacility of the Revolving Credit Facility Commitment; provided, however, that on any date on which the Borrowers request Borrower requests a Letter of Credit, and after giving effect to the Letter of Credit Face Amount of such Letter of Credit, the sum of (i) the Dollar Equivalent amount of all Revolving Credit Loans outstanding and outstanding, plus (ii) all Swing Line Loans outstanding, plus (iii) the Letter Dollar Equivalent amount of all Letters of Credit Undrawn Availability Outstanding shall not exceed the Revolving Credit Facility Commitment. All such Letters of Credit shall be issued by the Agent applicable Issuing Bank in accordance with its then current practice relating to the issuance of letters of credit including, but not limited to, the execution and delivery to the Agent such Issuing Bank of applications and agreements required by the Agent such Issuing Bank and the payment by the Borrowers Borrower of all applicable fees with respect thereto. As of the date hereof, those letters Letters of credit Credit set forth on Schedule 2.05 2.06 hereof (collectively, the "Existing Letters of Credit"), which were issued under the Prior Existing Loan Agreement and are outstanding on the date hereof, will be deemed to be Letters of Credit issued and outstanding hereunder. Each request for a Letter of Credit shall be delivered to the Agent applicable Issuing Bank (with a copy to the Agent) no later than 10:00 a.m. (Pittsburgh, Pennsylvania time) on the second (2nd) Business Day, or such shorter period as may be agreed to by the Agentsuch Issuing Bank, prior to the proposed date of issuance. Each such request shall be in a form acceptable to the Agent applicable Issuing Bank and specify the Letter of Credit Face Amount thereof, the applicable currency, the account party, the beneficiary, the intended date of issuance, the expiry date thereof, and the nature of the transaction to be supported thereby. Promptly after receipt of any request for a Letter of Credit, the Issuing Bank shall confirm with the Agent (by telephone or in writing) that the Agent has received a copy of such request for a Letter of Credit and if not, such Issuing Bank will provide the Agent with a copy thereof. Unless the Issuing Bank has received notice from any Bank, the Agent or any Loan Party, at least one (1) day prior to the requested date of issuance of the applicable Letter of Credit, that one or more applicable conditions in Article IV is not satisfied, then, subject to the terms and conditions hereof and in reliance on the agreements of the other Banks set forth in this Section 2.06, the Issuing Bank or any of the Issuing Bank's Affiliates will issue a Letter of Credit. All such Letters of Credit shall be issued by the Agent applicable Issuing Bank in accordance with its then current practice relating to the issuance of Letters of Credit including, but not limited to, the execution and delivery to the Agent such Issuing Bank of applications and agreements required by the Agent such Issuing Bank and the payment by the Borrowers Borrower of all applicable fees required by Section 2.06 2.07 hereof. Immediately upon the issuance of each Letter of Credit, each Bank shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Agent applicable Issuing Bank a participation in such Letter of Credit and each drawing thereunder in an amount equal to such Bank's Pro Rata Share of the Letter of Credit Face Amount of such Letter of Credit. The Agent applicable Issuing Bank shall promptly, but in any event not later than the next Business Day, provide to each Bank notice of each such request for a Letter of Credit by the BorrowersBorrower. Notwithstanding any other provision hereof, no Issuing Bank shall be required to issue any Letter of Credit, if any Bank is at such time an Impacted Bank hereunder, unless the Issuing Bank has entered into satisfactory arrangements with the Borrower or such Impacted Bank to eliminate the Issuing Bank's risk with respect to such Impacted Bank (it being understood that the Issuing Bank would consider the Borrower or the Impacted Bank providing cash collateral to the Agent, for the benefit of the Issuing Bank, to secure the Impacted Bank's Pro Rata Share of the Letter of Credit to be a satisfactory arrangement).

Appears in 1 contract

Samples: Loan Agreement (Matthews International Corp)

Agreement to Issue Letters of Credit. From time to time during the period from the Closing Date to the thirtieth fifteenth (30th15th) day preceding the Expiry Date, subject to the further terms and conditions hereof, including those required in connection with the making of Revolving Credit Loans, the Agent applicable Issuing Bank(s) shall issue standby Standby Letters of Credit or trade letters Commercial Letters of credit Credit (collectively with the Existing Letters of Credit, the "Letters of Credit") for the account of the Borrowers Borrower in an a Dollar Equivalent amount not to exceed Ten Thirty-Five Million and 00/100 Dollars ($10,000,000.0035,000,000.00) in the aggregate as a subfacility of the Revolving Credit Facility Commitment; provided, however, that on any date on which the Borrowers request Borrower requests a Letter of Credit, and after giving effect to the Letter of Credit Face Amount of such Letter of Credit, the sum of (i) the Dollar Equivalent amount of all Revolving Credit Loans outstanding and outstanding, plus (ii) all Swing Line Loans outstanding, plus (iii) the Letter Dollar Equivalent amount of all Letters of Credit Undrawn Availability Outstanding shall not exceed the Revolving Credit Facility Commitment. All such Letters of Credit shall be issued by the Agent in accordance with its then current practice relating to the issuance of letters of credit including, but not limited to, the execution and delivery to the Agent of applications and agreements required by the Agent and the payment by the Borrowers of all applicable fees with respect thereto. As of the date hereof, those letters Letters of credit Credit set forth on Schedule 2.05 2.06 hereof (collectively, the "Existing Letters of Credit"), which were issued under the Prior Existing Loan Agreement and are outstanding on the date hereof, will be deemed to be Letters of Credit issued and outstanding hereunder. Each request for a Letter of Credit shall be delivered to the Agent applicable Issuing Bank (with a copy to the Agent) no later than 10:00 a.m. (Pittsburgh, Pennsylvania time) on the second (2nd) Business Day, or such shorter period as may be agreed to by the Agentsuch Issuing Bank, prior to the proposed date of issuance. Each such request shall be in a form acceptable to the Agent applicable Issuing Bank and specify the Letter of Credit Face Amount thereof, the applicable currency, the account party, the beneficiary, the intended date of issuance, the expiry date thereof, and the nature of the transaction to be supported thereby. Promptly after receipt of any request for a Letter of Credit, the Issuing Bank shall confirm with the Agent (by telephone or in writing) that the Agent has received a copy of such request for a Letter of Credit and if not, such Issuing Bank will provide the Agent with a copy thereof. Unless the Issuing Bank has received notice from any Bank, the Agent or any Loan Party, at least one (1) day prior to the requested date of issuance of the applicable Letter of Credit, that one or more applicable conditions in Section 4.01 is not satisfied, then, subject to the terms and conditions hereof and in reliance on the agreements of the other Banks set forth in this Section 2.06, the Issuing Bank or any of the Issuing Bank's Affiliates will issue a Letter of Credit. All such Letters of Credit shall be issued by the Agent applicable Issuing Bank in accordance with its then current practice relating to the issuance of Letters of Credit including, but not limited to, the execution and delivery to the Agent such Issuing Bank of applications and agreements required by the Agent such Issuing Bank and the payment by the Borrowers Borrower of all applicable fees required by Section 2.06 hereof2.07 hereof or otherwise payable in connection therewith. Immediately upon the issuance of each Letter of Credit, each Bank shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Agent applicable Issuing Bank a participation in such Letter of Credit and each drawing thereunder in an amount equal to such Bank's Pro Rata Share of the Letter of Credit Face Amount of such Letter of Credit. The Agent applicable Issuing Bank shall promptly, but in any event not later than the next Business Day, provide to each Bank notice of each such request for a Letter of Credit by the BorrowersBorrower. Notwithstanding any other provision hereof, no Issuing Bank shall be required to issue any Letter of Credit, if any Bank is at such time an Impacted Bank hereunder, unless the Issuing Bank has entered into satisfactory arrangements with the Borrower or such Impacted Bank to eliminate the Issuing Bank's risk with respect to such Impacted Bank (it being understood that the Issuing Bank would consider the Borrower or the Impacted Bank providing cash collateral to the Agent, for the benefit of the Issuing Bank, to secure the Impacted Bank's Pro Rata Share of the Letter of Credit to be a satisfactory arrangement).

Appears in 1 contract

Samples: Loan Agreement (Matthews International Corp)

Agreement to Issue Letters of Credit. From time to time during the period from the Closing Date to the thirtieth (30th) day preceding the Expiry Date, subject to the further terms and conditions hereof, including those required in connection with the making of Revolving Credit Loans, the Agent Issuing Bank shall issue standby letters of credit or trade letters of credit (collectively with the Existing Letters of Credit, the "Letters of Credit") for the account of the Borrowers in an amount not to exceed Ten Twenty Million and 00/100 Dollars ($10,000,000.0020,000,000.00) in the aggregate as a subfacility of the Revolving Credit Facility Commitment; provided, however, that on any date on which the Borrowers request a Letter of Credit, and after giving effect to the Letter of Credit Face Amount of such Letter of Credit, the sum of all Revolving Credit Loans outstanding, the sum of all Swing Line Loans outstanding and the Letter of Credit Undrawn Availability shall not exceed the Revolving Credit Facility Commitment. All such Letters of Credit shall be issued by the Agent Issuing Bank in accordance with its then current practice relating to the issuance of letters of credit including, but not limited to, the execution and delivery to the Agent Issuing Bank of applications and agreements required by the Agent Issuing Bank and the payment by the Borrowers of all applicable fees with respect thereto. As of the date hereof, those letters of credit set forth on Schedule 2.05 hereof (collectively, the "Existing Letters of Credit"), which were previously issued under by the Prior Loan Agreement Issuing Bank for the account of the Borrowers, or any of them, and which are outstanding on the date hereof, will be deemed to be Letters of Credit issued and outstanding hereunder. Each request for a Letter of Credit shall be delivered to the Agent Issuing Bank no later than 10:00 a.m. (Pittsburgh, Pennsylvania time) on the second (2nd) Business Day, or such shorter period as may be agreed to by the AgentIssuing Bank, prior to the proposed date of issuance. Each such request shall be in a form acceptable to the Agent Issuing Bank and specify the Letter of Credit Face Amount thereof, the account party, the beneficiary, the intended date of issuance, the expiry date thereof, and the nature of the transaction to be supported thereby. All such Letters of Credit shall be issued by the Agent Issuing Bank in accordance with its then current practice relating to the issuance of Letters of Credit including, but not limited to, the execution and delivery to the Agent Issuing Bank of applications and agreements required by the Agent Issuing Bank and the payment by the Borrowers of all applicable fees required by Section 2.06 hereof. Immediately upon the issuance of each Letter of Credit, each Bank shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Agent Issuing Bank a participation in such Letter of Credit and each drawing thereunder in an amount equal to such Bank's ’s Pro Rata Share of the Letter of Credit Face Amount of such Letter of Credit; provided, that the Issuing Bank believed in good faith that all conditions under Article IV to the issuing of such Letter of Credit were satisfied at the time such Letter of Credit was issued or the satisfaction of any such condition not satisfied had been waived in writing by the Banks prior to or at the time such Letter of Credit was issued. The Agent Issuing Bank shall promptly, but in any event not later than the next Business Day, provide to each Bank notice of each such request for a Letter of Credit by the Borrowers.

Appears in 1 contract

Samples: Credit Agreement (Baker Michael Corp)

Agreement to Issue Letters of Credit. From time to time during the period from the Third Amendment Closing Date to the thirtieth fifteenth (30th15th) day preceding the Expiry Date, subject to the further terms and conditions hereof, including those required in connection with the making of Revolving Credit Loans, the Agent applicable Issuing Bank(s) shall issue standby Standby Letters of Credit or trade letters Commercial Letters of credit Credit (collectively with the Existing Letters of Credit, the "Letters of Credit") for the account of the Borrowers Borrower in an a Dollar Equivalent amount not to exceed Ten Fifty-Five Million and 00/100 Dollars ($10,000,000.0055,000,000.00) in the aggregate as a subfacility of the Revolving Credit Facility Commitment; provided, however, that the outstanding amount of Letters of Credit of any Issuing Bank shall not exceed its Specified L/C Sublimit; provided further, however, that on any date on which the Borrowers request Borrower requests a Letter of Credit, and after giving effect to the Letter of Credit Face Amount of such Letter of Credit, the sum of (i) the Dollar Equivalent amount of all Revolving Credit Loans outstanding and outstanding, plus (ii) all Swing Line Loans outstanding, plus (iii) the Letter Dollar Equivalent amount of all Letters of Credit Undrawn Availability Outstanding shall not exceed the Revolving Credit Facility Commitment. All such Letters of Credit shall be issued by the Agent in accordance with its then current practice relating to the issuance of letters of credit including, but not limited to, the execution and delivery to the Agent of applications and agreements required by the Agent and the payment by the Borrowers of all applicable fees with respect thereto. As of the date hereof, those letters Letters of credit Credit set forth on Schedule 2.05 2.06 hereof (collectively, the "Existing Letters of Credit"), which were issued under the Prior Existing Loan Agreement and are outstanding on the date hereof, will be deemed to be Letters of Credit issued and outstanding hereunder. Each request for a Letter of Credit shall be delivered to the Agent applicable Issuing Bank (with a copy to the Agent) no later than 10:00 a.m. (Pittsburgh, Pennsylvania time) on the second (2nd) Business Day, or such shorter period as may be agreed to by the Agentsuch Issuing Bank, prior to the proposed date of issuance. Each such request shall be in a form acceptable to the Agent applicable Issuing Bank and specify the Letter of Credit Face Amount thereof, the applicable currency, the account party, the beneficiary, the intended date of issuance, the expiry date thereofthereof (which shall not be later than the Letter of Credit Expiration Date), and the nature of the transaction to be supported thereby. Promptly after receipt of any request for a Letter of Credit, the Issuing Bank shall confirm with the Agent (by telephone or in writing) that the Agent has received a copy of such request for a Letter of Credit and if not, such Issuing Bank will provide the Agent with a copy thereof. Unless the Issuing Bank has received notice from any Bank, the Agent or any Loan Party, at least one (1) day prior to the requested date of issuance of the applicable Letter of Credit, that one or more applicable conditions in Section 4.01 is not satisfied, then, subject to the terms and conditions hereof and in reliance on the agreements of the other Banks set forth in this Section 2.06, the Issuing Bank or any of the Issuing Bank's Affiliates will issue a Letter of Credit. All such Letters of Credit shall be issued by the Agent applicable Issuing Bank in accordance with its then current practice relating to the issuance of Letters of Credit including, but not limited to, the execution and delivery to the Agent such Issuing Bank of applications and agreements required by the Agent such Issuing Bank and the payment by the Borrowers Borrower of all applicable fees required by Section 2.06 hereof2.07 hereof or otherwise payable in connection therewith. Immediately upon the issuance of each Letter of Credit, each Bank shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Agent applicable Issuing Bank a participation in such Letter of Credit and each drawing thereunder in an amount equal to such Bank's Pro Rata Share of the Letter of Credit Face Amount of such Letter of Credit. The Agent applicable Issuing Bank shall promptly, but in any event not later than the next Business Day, provide to each Bank notice of each such request for a Letter of Credit by the Borrowers.Borrower. 270034751

Appears in 1 contract

Samples: Loan Agreement (Matthews International Corp)

Agreement to Issue Letters of Credit. From time to time during the period from the Closing Date to the thirtieth (30th) day preceding the Revolving Credit Expiry Date, subject to the further terms and conditions hereof, including those required in connection with the making of Revolving Credit Loans, the Agent shall issue standby or trade letters of credit (collectively with the Existing Standby Letters of Credit, Credit (the "Letters of Credit") for the account of the Borrowers Borrower in an amount not to exceed Ten Five Million and 00/100 Dollars ($10,000,000.005,000,000.00) in the aggregate aggregate, as a subfacility of the Revolving Credit Facility Commitment; provided, however, that on any date on which that the Borrowers request Borrower requests a Letter of Credit, and after giving effect to the Letter of Credit Face Amount of such Letter of Credit, the sum of all the outstanding Revolving Credit Loans Loans, the outstanding Swing Line Loans, and the Letter of Credit Undrawn Availability shall not exceed the Revolving Credit Facility Commitment. All such Letters of Credit shall be issued by the Agent in accordance with its then current practice relating to the issuance of letters of credit including, but not limited to, the execution and delivery to the Agent of applications and agreements required by the Agent and the payment by the Borrowers of all applicable fees with respect thereto. As of the date hereof, those letters of credit set forth on Schedule 2.05 hereof (collectively, the "Existing Letters of Credit"), which were issued under the Prior Loan Agreement and are outstanding on the date hereof, will be deemed to be Letters of Credit issued and outstanding hereunder. Each request for a Letter of Credit shall be delivered to the Agent no later than 10:00 a.m. (Pittsburgh, Pennsylvania time) on the second (2nd) Business Day, or such shorter period as may be agreed to by the Agent, prior to the proposed date of issuance. Each such request shall be in a form acceptable to the Agent and specify the Letter of Credit Face Amount thereof, the account party, the beneficiary, the intended date of issuance, the expiry date thereof, and the nature of the transaction to be supported thereby. All such Letters of Credit shall be issued by the Agent in accordance with its then current practice relating to the issuance of Letters of Credit including, but not limited to, the execution and delivery to the Agent of applications and agreements required by the Agent and the payment by the Borrowers Borrower of all applicable fees required by Section 2.06 2.09 hereof. Immediately upon the issuance of each Letter of Credit, each Bank shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Agent a participation in such Letter of Credit and each drawing thereunder in an amount equal to such Bank's Pro Rata Share of the Letter of Credit Face Amount of such Letter of Credit. The Agent shall promptly, but in any event not later than the next Business Day, promptly provide to each Bank notice of each such request for a Letter of Credit by the BorrowersBorrower.

Appears in 1 contract

Samples: Loan Agreement (Tuscarora Inc)

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Agreement to Issue Letters of Credit. From time to time during the period from the Closing Date to the thirtieth fifteenth (30th15th) day preceding the Expiry Date, subject to the further terms and conditions hereof, including those required in connection with the making of Revolving Credit Loans, the Agent applicable Issuing Bank(s) shall issue standby Standby Letters of Credit or trade letters Commercial Letters of credit Credit (collectively with the Existing Letters of Credit, the "Letters of Credit") for the account of the Borrowers Borrower in an a Dollar Equivalent amount not to exceed Ten Thirty-Five Million and 00/100 Dollars ($10,000,000.0035,000,000.00) in the aggregate as a subfacility of the Revolving Credit Facility Commitment; provided, however, that on any date on which the Borrowers request Borrower requests a Letter of Credit, and after giving effect to the Letter of Credit Face Amount of such Letter of Credit, the sum of (i) the Dollar Equivalent amount of all Revolving Credit Loans outstanding and outstanding, plus (ii) all Swing Line Loans outstanding, plus (iii) the Letter Dollar Equivalent amount of all Letters of Credit Undrawn Availability Outstanding shall not exceed the Revolving Credit Facility Commitment. All such Letters of Credit shall be issued by the Agent in accordance with its then current practice relating to the issuance of letters of credit including, but not limited to, the execution and delivery to the Agent of applications and agreements required by the Agent and the payment by the Borrowers of all applicable fees with respect thereto. As of the date hereof, those letters Letters of credit Credit set forth on Schedule 2.05 2.06 hereof (collectively, the "Existing Letters of Credit"), which were issued under the Prior Existing Loan Agreement and are outstanding on the date hereof, will be deemed to be Letters of Credit issued and outstanding hereunder. Each request for a Letter of Credit shall be delivered to the Agent applicable Issuing Bank (with a copy to the Agent) no later than 10:00 a.m. (Pittsburgh, Pennsylvania time) on the second (2nd) Business Day, or such shorter period as may be agreed to by the Agentsuch Issuing Bank, prior to the proposed date of issuance. Each such request shall be in a form acceptable to the Agent applicable Issuing Bank and specify the Letter of Credit Face Amount thereof, the applicable currency, the account party, the beneficiary, the intended date of issuance, the expiry date thereofthereof (which shall not be later than the Letter of Credit Expiration Date), and the nature of the transaction to be supported thereby. Promptly after receipt of any request for a Letter of Credit, the Issuing Bank shall confirm with the Agent (by telephone or in writing) that the Agent has received a copy of such request for a Letter of Credit and if not, such Issuing Bank will provide the Agent with a copy thereof. Unless the Issuing Bank has received notice from any Bank, the Agent or any Loan Party, at least one (1) day prior to the requested date of issuance of the applicable Letter of Credit, that one or more applicable conditions in Section 4.01 is not satisfied, then, subject to the terms and conditions hereof and in reliance on the agreements of the other Banks set forth in this Section 2.06, the Issuing Bank or any of the Issuing Bank's Affiliates will issue a Letter of Credit. All such Letters of Credit shall be issued by the Agent applicable Issuing Bank in accordance with its then current practice relating to the issuance of Letters of Credit including, but not limited to, the execution and delivery to the Agent such Issuing Bank of applications and agreements required by the Agent such Issuing Bank and the payment by the Borrowers Borrower of all applicable fees required by Section 2.06 hereof2.07 hereof or otherwise payable in connection therewith. Immediately upon the issuance of each Letter of Credit, each Bank shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Agent applicable Issuing Bank a participation in such Letter of Credit and each drawing thereunder in an amount equal to such Bank's Pro Rata Share of the Letter of Credit Face Amount of such Letter of Credit. The Agent applicable Issuing Bank shall promptly, but in any event not later than the next Business Day, provide to each Bank notice of each such request for a Letter of Credit by the BorrowersBorrower. 265265096 Notwithstanding any other provision hereof, no Issuing Bank shall be required to issue any Letter of Credit, if any Bank is at such time an Impacted Bank hereunder, unless the Issuing Bank has entered into satisfactory arrangements with the Borrower or such Impacted Bank to eliminate the Issuing Bank's risk with respect to such Impacted Bank (it being understood that the Issuing Bank would consider the Borrower or the Impacted Bank providing Cash Collateral to the Agent, for the benefit of the Issuing Bank, to secure the Impacted Bank's Pro Rata Share of the Letter of Credit to be a satisfactory arrangement).

Appears in 1 contract

Samples: Loan Agreement (Matthews International Corp)

Agreement to Issue Letters of Credit. From time to time during the period from the Closing Date to the thirtieth fifteenth (30th15th) day preceding the Expiry Date, subject to the further terms and conditions hereof, including those required in connection with the making of Revolving Credit Loans, the Agent shall issue standby Standby Letters of Credit or trade letters Commercial Letters of credit Credit (collectively with the Existing Letters of Credit, the "Letters of Credit") for the account of the Borrowers Borrower in an amount not to exceed Ten Million and 00/100 Dollars ($10,000,000.00) in the aggregate as a subfacility of the Revolving Credit Facility Commitment; provided, however, that on any date on which the Borrowers request Borrower requests a Letter of Credit, and after giving effect to the Letter of Credit Face Amount of such Letter of Credit, the sum of all Revolving Credit Loans outstanding and the Letter Letters of Credit Undrawn Availability Outstanding shall not exceed the Revolving Credit Facility Commitment. All such Letters of Credit shall be issued by the Agent in accordance with its then current practice relating to the issuance of letters of credit including, but not limited to, the execution and delivery to the Agent of applications and agreements required by the Agent and the payment by the Borrowers Borrower of all applicable fees with respect thereto. As of the date hereof, those letters Letters of credit Credit set forth on Schedule 2.05 2.06 hereof (collectively, the "Existing Letters of Credit"), which were issued under the Prior Loan Agreement and are outstanding on the date hereof, will be deemed to be Letters of Credit issued and outstanding hereunder. Each request for a Letter of Credit shall be delivered to the Agent no later than 10:00 a.m. (Pittsburgh, Pennsylvania time) on the second (2nd) Business Day, or such shorter period as may be agreed to by the Agent, prior to the proposed date of issuance. Each such request shall be in a form acceptable to the Agent and specify the Letter of Credit Face Amount thereof, the account party, the beneficiary, the intended date of issuance, the expiry date thereof, and the nature of the transaction to be supported thereby. All such Letters of Credit shall be issued by the Agent in accordance with its then current practice relating to the issuance of Letters of Credit including, but not limited to, the execution and delivery to the Agent of applications and agreements required by the Agent and the payment by the Borrowers Borrower of all applicable fees required by Section 2.06 2.07 hereof. Immediately upon the issuance of each Letter of Credit, each Bank shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Agent a participation in such Letter of Credit and each drawing thereunder in an amount equal to such Bank's Pro Rata Share of the Letter of Credit Face Amount of such Letter of Credit. The Agent shall promptly, but in any event not later than the next Business Day, provide to each Bank notice of each such request for a Letter of Credit by the BorrowersBorrower.

Appears in 1 contract

Samples: Loan Agreement (Matthews International Corp)

Agreement to Issue Letters of Credit. From time to time during the period from the Closing Date to the thirtieth fifteenth (30th15th) day preceding the Expiry Date, subject to the further terms and conditions hereof, including those required in connection with the making of Revolving Credit Loans, the Agent applicable Issuing Bank(s) shall issue standby Standby Letters of Credit or trade letters Commercial Letters of credit Credit (collectively with the Existing Letters of Credit, the "Letters of Credit") for the account of the Borrowers Borrower in an a Dollar Equivalent amount not to exceed Ten Thirty-Five Million and 00/100 Dollars ($10,000,000.0035,000,000.00) in the aggregate as a subfacility of the Revolving Credit Facility Commitment; provided, however, that on any date on which the Borrowers request Borrower requests a Letter of Credit, and after giving effect to the Letter of Credit Face Amount of such Letter of Credit, the sum of (i) the Dollar Equivalent amount of all Revolving Credit Loans outstanding and outstanding, plus (ii) all Swing Line Loans outstanding, plus (iii) the Letter Dollar Equivalent amount of all Letters of Credit Undrawn Availability Outstanding shall not exceed the Revolving Credit Facility Commitment. All such Letters of Credit shall be issued by the Agent in accordance with its then current practice relating to the issuance of letters of credit including, but not limited to, the execution and delivery to the Agent of applications and agreements required by the Agent and the payment by the Borrowers of all applicable fees with respect thereto. As of the date hereof, those letters Letters of credit Credit set forth on Schedule 2.05 2.06 hereof (collectively, the "Existing Letters of Credit"), which were issued under the Prior Existing Loan Agreement and are outstanding on the date hereof, will be deemed to be Letters of Credit issued and outstanding hereunder. Each request for a Letter of Credit shall be delivered to the Agent applicable Issuing Bank (with a copy to the Agent) no later than 10:00 a.m. (Pittsburgh, Pennsylvania time) on the second (2nd) Business Day, or such shorter period as may be agreed to by the Agentsuch Issuing Bank, prior to the proposed date of issuance. Each such request shall be in a form acceptable to the Agent applicable Issuing Bank and specify the Letter of Credit Face Amount thereof, the applicable currency, the account party, the beneficiary, the intended date of issuance, the expiry date thereofthereof (which shall not be later than the Letter of Credit Expiration Date), and the nature of the transaction to be supported thereby. Promptly after receipt of any request for a Letter of Credit, the Issuing Bank shall confirm with the Agent (by telephone or in writing) that the Agent has received a copy of such request for a Letter of Credit and if not, such Issuing Bank will provide the Agent with a copy thereof. Unless the Issuing Bank has received notice from any Bank, the Agent or any Loan Party, at least one (1) day prior to the requested date of issuance of the applicable Letter of Credit, that one or more applicable conditions in Section 4.01 is not satisfied, then, subject to the terms and conditions hereof and in reliance on the agreements of the other Banks set forth in this Section 2.06, the Issuing Bank or any of the Issuing Bank's Affiliates will issue a Letter of Credit. All such Letters of Credit shall be issued by the Agent applicable Issuing Bank in accordance with its then current practice relating to the issuance of Letters of Credit including, but not limited to, the execution and delivery to the Agent such Issuing Bank of applications and agreements required by the Agent such Issuing Bank and the payment by the Borrowers Borrower of all applicable fees required by Section 2.06 hereof2.07 hereof or otherwise payable in connection therewith. Immediately upon the issuance of each Letter of Credit, each Bank shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Agent applicable Issuing Bank a participation in such Letter of Credit and each drawing thereunder in an amount equal to such Bank's Pro Rata Share of the Letter of Credit Face Amount of such Letter of Credit. The Agent applicable Issuing Bank shall promptly, but in any event not later than the next Business Day, provide to each Bank notice of each such request for a Letter of Credit by the BorrowersBorrower. Notwithstanding any other provision hereof, no Issuing Bank shall be required to issue any Letter of Credit, if any Bank is at such time an Impacted Bank hereunder, unless the Issuing Bank has entered into satisfactory arrangements with the Borrower or such Impacted Bank to eliminate the Issuing Bank's risk with respect to such Impacted Bank (it being understood that the Issuing Bank would consider the Borrower or the Impacted Bank providing Cash Collateral to the Agent, for the benefit of the Issuing Bank, to secure the Impacted Bank's Pro Rata Share of the Letter of Credit to be a satisfactory arrangement).

Appears in 1 contract

Samples: Loan Agreement (Matthews International Corp)

Agreement to Issue Letters of Credit. From time to time during the period from the Closing Date to the thirtieth (30th) day preceding the Expiry Date, subject to the further terms and conditions hereof, including those required in connection with the making of Revolving Credit Loans, the Agent shall issue standby letters of credit or trade letters of credit (collectively with the Existing Letters of Credit, the "Letters of Credit") for the account of the Borrowers in an amount not to exceed Ten Fifteen Million and 00/100 Dollars ($10,000,000.0015,000,000.00) in the aggregate as a subfacility of the Revolving Credit Facility Commitment; provided, however, that on any date on which the Borrowers request a Letter of Credit, and after giving effect to the Letter of Credit Face Amount of such Letter of Credit, the sum of all Revolving Credit Loans outstanding, the sum of all Swing Line Loans outstanding and the Letter of Credit Undrawn Availability shall not exceed the Revolving Credit Facility Commitment. All such Letters of Credit shall be issued by the Agent in accordance with its then current practice relating to the issuance of letters of credit including, but not limited to, the execution and delivery to the Agent of applications and agreements required by the Agent and the payment by the Borrowers of all applicable fees with respect thereto. As of the date hereof, those letters of credit set forth on Schedule 2.05 hereof (collectively, the "Existing Letters of Credit"), which were issued under the Prior Existing Loan Agreement and are outstanding on the date hereof, will be deemed to be Letters of Credit issued and outstanding hereunder. Each request for a Letter of Credit shall be delivered to the Agent no later than 10:00 a.m. (Pittsburgh, Pennsylvania time) on the second (2nd) Business Day, or such shorter period as may be agreed to by the Agent, prior to the proposed date of issuance. Each such request shall be in a form acceptable to the Agent and specify the Letter of Credit Face Amount thereof, the account party, the beneficiary, the intended date of issuance, the expiry date thereof, and the nature of the transaction to be supported thereby. All such Letters of Credit shall be issued by the Agent in accordance with its then current practice relating to the issuance of Letters of Credit including, but not limited to, the execution and delivery to the Agent of applications and agreements required by the Agent and the payment by the Borrowers of all applicable fees required by Section 2.06 hereof. Immediately upon the issuance of each Letter of Credit, each Bank shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Agent a participation in such Letter of Credit and each drawing thereunder in an amount equal to such Bank's Pro Rata Share of the Letter of Credit Face Amount of such Letter of Credit; provided, that the Agent believed in good faith that all conditions under Article IV to the issuing of such Letter of Credit were satisfied at the time such Letter of Credit was issued or the satisfaction of any such condition not satisfied had been waived in writing by the Banks prior to or at the time such Letter of Credit was issued. The Agent shall promptly, but in any event not later than the next Business Day, provide to each Bank notice of each such request for a Letter of Credit by the Borrowers.

Appears in 1 contract

Samples: Loan Agreement (Baker Michael Corp)

Agreement to Issue Letters of Credit. From (i) Subject to the terms and conditions set forth herein: (A) each Letter of Credit Issuer agrees, in reliance upon the agreements of the other Lenders set forth in this Section 2.4, (1) from time to time on any Business Day during the period from the Closing Agreement Date to until the thirtieth (30th) day preceding the Expiry Letter of Credit Expiration Date, subject to the further terms and conditions hereof, including those required in connection with the making of Revolving Credit Loans, the Agent shall issue standby or trade letters of credit (collectively with the Existing Letters of Credit, the "Letters of Credit"Credit (denominated in Dollars) for the account of Borrower, and to amend or renew Letters of Credit previously issued by it, in accordance with subsection (b) below, and (2) to honor drafts under the Borrowers in an amount not to exceed Ten Million and 00/100 Dollars ($10,000,000.00) in the aggregate as a subfacility of the Revolving Credit Facility Commitment; provided, however, that on any date on which the Borrowers request a Letter Letters of Credit, ; and after giving effect (B) Lenders severally agree to participate in Letters of Credit issued for the account of Borrower; provided that no Letter of Credit Face Amount Issuer shall be obligated to issue, and no Lender shall be obligated to participate in, any Letter of Credit if as of the date of issuance of such Letter of Credit, (x) the sum Commitment Usage would exceed the Total Revolving Credit Commitment, (y) such Lender’s Commitment Ratio of the principal amount of all Revolving Credit Loans outstanding and plus such Lender’s Commitment Ratio of the Letter of Credit Undrawn Availability shall not Exposure would exceed such Lender’s Revolving Credit Commitment, or (z) the Letter of Credit Exposure would exceed the Revolving Letter of Credit Facility CommitmentSublimit. All such Within the foregoing limits, and subject to the terms and conditions hereof, Borrower’s ability to obtain Letters of Credit shall be issued by fully revolving, and accordingly Borrower may, during the Agent in accordance with its then current practice relating to the issuance of letters of credit includingforegoing period, but not limited to, the execution and delivery to the Agent of applications and agreements required by the Agent and the payment by the Borrowers of all applicable fees with respect thereto. As of the date hereof, those letters of credit set forth on Schedule 2.05 hereof (collectively, the "Existing Letters of Credit"), which were issued under the Prior Loan Agreement and are outstanding on the date hereof, will be deemed to be obtain Letters of Credit issued and outstanding hereunder. Each request for a Letter to replace Letters of Credit shall be delivered to the Agent no later than 10:00 a.m. (Pittsburgh, Pennsylvania time) on the second (2nd) Business Day, that have expired or such shorter period as may be agreed to by the Agent, prior to the proposed date of issuance. Each such request shall be in a form acceptable to the Agent that have been drawn upon and specify the Letter of Credit Face Amount thereof, the account party, the beneficiary, the intended date of issuance, the expiry date thereof, and the nature of the transaction to be supported therebyreimbursed. All such Existing Letters of Credit shall be deemed to have been issued pursuant hereto, and from and after the Agreement Date shall be subject to and governed by the Agent in accordance with its then current practice relating to the issuance of Letters of Credit including, but not limited to, the execution terms and delivery to the Agent of applications and agreements required by the Agent and the payment by the Borrowers of all applicable fees required by Section 2.06 conditions hereof. Immediately upon the issuance of each Letter of Credit, each Bank shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Agent a participation in such Letter of Credit and each drawing thereunder in an amount equal to such Bank's Pro Rata Share of the Letter of Credit Face Amount of such Letter of Credit. The Agent shall promptly, but in any event not later than the next Business Day, provide to each Bank notice of each such request for a Letter of Credit by the Borrowers.

Appears in 1 contract

Samples: Revolving Credit Agreement (Horton D R Inc /De/)

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