Conditions to Issuance. No Letter of Credit shall be issued at the request and for the account of any Account Party(ies) unless, as of the date of issuance of such Letter of Credit: (a) in the case of any Account Party: (i) after giving effect to the Letter of Credit requested, the outstanding Letter of Credit Obligations does not exceed the Letter of Credit Maximum Amount; and (ii) after giving effect to the Letter of Credit requested, the outstanding Letter of Credit Obligations on such date plus the aggregate amount of all Revolving Credit Advances and Swing Line Advances (including, without duplication, deemed Advances funded by Agent under Section 3.6(a) hereof in respect of the Company’s or an applicable Account Party’s reimbursement obligation hereunder) requested or outstanding on such date does not exceed the then applicable Revolving Credit Aggregate Commitment; (b) the obligations of the Loan Parties set forth in this Agreement and the other Loan Documents are valid, binding and enforceable obligations of such Loan Parties and the valid, binding and enforceable nature of this Agreement and the other Loan Documents has not been disputed by the Company; (c) the representations and warranties contained in this Agreement and the other Loan Documents are true in all material respects as if made on such date (other than any representation or warranty that expressly speaks only as of a different date), and both immediately before and immediately after issuance of the Letter of Credit requested, no Default or Event of Default exists; (d) the execution of the Letter of Credit Agreement with respect to the Letter of Credit requested will not violate the terms and conditions of any contract, agreement or other borrowing of the relevant Account Party; (e) the Account Party requesting the Letter of Credit shall have delivered to Issuing Bank at its Issuing Office, not less than three (3) Business Days prior to the requested date for issuance (or such shorter time as the Issuing Bank, in its sole discretion, may permit), the Letter of Credit Agreement related thereto, together with such other documents and materials as may be required pursuant to the terms thereof, and the terms of the proposed Letter of Credit shall be reasonably satisfactory to Issuing Bank; (f) no order, judgment or decree of any court, arbitrator or governmental authority shall purport by its terms to enjoin or restrain Issuing Bank from issuing the Letter of Credit requested, or any Bank from taking an assignment of its Percentage thereof pursuant to Section 3.6 hereof, and no law, rule, regulation, request or directive (whether or not having the force of law) shall prohibit or request that Issuing Bank refrain from issuing, or any Bank refrain from taking an assignment of its Percentage of, the Letter of Credit requested or letters of credit generally; (g) there shall have been no introduction of or change in the interpretation of any law or regulation that would make it unlawful or unduly burdensome for the Issuing Bank to issue or any Bank to take an assignment of its Percentage of the requested Letter of Credit, no declaration of a general banking moratorium by banking authorities in the United States, Michigan or the respective jurisdictions in which the Banks, the applicable Account Party and the beneficiary of the requested Letter of Credit are located, and no establishment of any new restrictions by any central bank or other governmental agency or authority on transactions involving letters of credit or on banks materially affecting the extension of credit by banks; and (h) Issuing Bank shall have received the issuance fees required in connection with the issuance of such Letter of Credit pursuant to Section 3.4 hereof. Each Letter of Credit Agreement submitted to Issuing Bank pursuant hereto shall constitute the certification by the Company and the Account Party of the matters set forth in Section 3.2 (a) through (d) hereof. The Agent shall be entitled to rely on such certification without any duty of inquiry.
Appears in 1 contract
Samples: Credit Agreement (Quantum Fuel Systems Technologies Worldwide Inc)
Conditions to Issuance. No Letter of Credit shall be issued at the request and for the account of any Account Party(ies) Party unless, as of the date of issuance of such Letter of Credit:
(a) in the case face amount of any Account Party:
(i) after giving effect to the Letter of Credit requested, the outstanding Letter of Credit Obligations does not exceed plus the Letter of Credit Maximum Amount; and
Obligations, plus the aggregate amount of Revolving Credit Advances does not exceed an amount equal to the lesser of the then applicable (i) Revolving Credit Aggregate Commitment and (ii) Borrowing Base;
(b) both immediately before and immediately after giving effect to issuance of the Letter of Credit requested, the outstanding Letter no Default or Event of Credit Obligations on such date plus the aggregate amount of all Revolving Credit Advances and Swing Line Advances (including, without duplication, deemed Advances funded by Agent under Section 3.6(a) hereof in respect of the Company’s or an applicable Account Party’s reimbursement obligation hereunder) requested or outstanding on such date does not exceed the then applicable Revolving Credit Aggregate Commitment;
(b) the obligations of the Loan Parties set forth in this Agreement and the other Loan Documents are valid, binding and enforceable obligations of such Loan Parties and the valid, binding and enforceable nature of this Agreement and the other Loan Documents has not been disputed by the CompanyDefault exists;
(c) the representations and warranties contained in this Agreement and the other Loan Documents are true in all material respects as if made on such date (other than any date, except to the extent a representation or warranty that expressly speaks only is made as of a different specific date), and both immediately before and immediately after issuance of the Letter of Credit requested, no Default or Event of Default exists;
(d) the execution of the Letter of Credit Agreement with respect to the Letter of Credit requested will not violate the terms and conditions of any contract, agreement or other borrowing of the relevant Account Party;
(e) the Account Party requesting the Letter of Credit shall have delivered to Issuing Bank at its Issuing OfficeOffice (with a copy sent by Account Party to the Agent), not less than three (3) Business Days prior to the requested date for issuance (or such shorter time as the Issuing Bank, in its sole reasonable discretion, may permit), the Letter of Credit Agreement related thereto, together with such other documents and materials as may be required pursuant to the terms thereof, and the terms of the proposed Letter of Credit shall be reasonably satisfactory to Issuing BankBank and its Issuing Office;
(fe) no order, judgment or decree of any court, arbitrator or governmental authority shall purport by its terms to enjoin or restrain Issuing Bank from issuing the requested Letter of Credit requestedCredit, or any Bank from taking an assignment of its Percentage thereof pursuant to Section 3.6 hereof, and no law, rule, regulation, request or directive (whether or not having the force of law) shall prohibit or request that Issuing Bank refrain from issuing, or any Bank refrain from taking an assignment of its Percentage of, the Letter of Credit requested or letters of credit generally;
(gf) there shall have been no introduction of or change in the interpretation of any law or regulation that would make it unlawful or unduly burdensome for the Issuing Bank to issue or for any Bank to take an assignment of its Percentage of the requested Letter of Credit, no declaration of a general banking moratorium by banking authorities in the United States, Michigan or the respective jurisdictions in which the Banks, the applicable Account Party and the beneficiary of the requested Letter of Credit are locatedlocated (each a "Banking Authority"), and no establishment of any new material restrictions by any central bank or other governmental agency or authority Banking Authority on transactions involving letters of credit or on banks materially affecting the extension issuance of letters of credit by banks; and
(hg) Issuing Bank shall have received the issuance fees fee required in connection with the issuance of such Letter of Credit pursuant to Section 3.4 3.5 hereof. Each Letter of Credit Agreement submitted to Issuing Bank pursuant hereto shall constitute the certification by the Company Borrowers and the Account Party of the matters set forth in this Section 3.2 (a) through (d) hereoff). The Agent Issuing Bank shall be entitled to rely on such certification without any duty of inquiry.
Appears in 1 contract
Samples: Revolving Credit and Term Loan Agreement (Commercial Vehicle Group, Inc.)
Conditions to Issuance. No Letter of Credit shall be issued at the request and for the account of any Account Party(ies) unless, as of the date of issuance of such Letter of Credit:
(a) in the case of any Account Party:
(i) after giving effect to the Letter of Credit requested, the outstanding Letter of Credit Obligations does not exceed the Letter of Credit Maximum Amount; and
(ii) after giving effect to the Letter of Credit requested, the outstanding Letter of Credit Obligations on such date plus the aggregate amount of all Revolving Credit Advances and Swing Line Advances (including, without duplication, deemed Advances funded by Agent under Section 3.6(a) hereof in respect of the Company’s 's or an applicable Account Party’s 's reimbursement obligation hereunder) requested or outstanding on such date does not exceed the lesser of the then applicable Revolving Credit Aggregate Commitment;
(b) the obligations of the Loan Parties set forth in this Agreement and the other Loan Documents are valid, binding and enforceable obligations of such Loan Parties and the valid, binding and enforceable nature of this Agreement and the other Loan Documents has not been disputed by the Company;
(c) the representations and warranties contained in this Agreement and the other Loan Documents are true in all material respects as if made on such date (other than any representation or warranty that expressly speaks only as of a different date), and both immediately before and immediately after issuance of the Letter of Credit requested, no Default or Event of Default exists;
(d) the execution of the Letter of Credit Agreement with respect to the Letter of Credit requested will not violate the terms and conditions of any contract, agreement or other borrowing of the relevant Account Party;
(e) the Account Party requesting the Letter of Credit shall have delivered to Issuing Bank at its Issuing Office, not less than three (3) Business Days prior to the requested date for issuance (or such shorter time as the Issuing Bank, in its sole discretion, may permit), the Letter of Credit Agreement related thereto, together with such other documents and materials as may be required pursuant to the terms thereof, and the terms of the proposed Letter of Credit shall be reasonably satisfactory to Issuing Bank;
(f) no order, judgment or decree of any court, arbitrator or governmental authority shall purport by its terms to enjoin or restrain Issuing Bank from issuing the Letter of Credit requested, or any Revolving Credit Bank from taking an assignment of its Percentage thereof pursuant to Section 3.6 hereof, and no law, rule, regulation, request or directive (whether or not having the force of law) shall prohibit or request that Issuing Bank refrain from issuing, or any Revolving Credit Bank refrain from taking an assignment of its Revolving Credit Percentage of, the Letter of Credit requested or letters of credit generally;
(g) there shall have been no introduction of or change in the interpretation of any law or regulation that would make it unlawful or unduly burdensome for the Issuing Bank to issue or any Revolving Credit Bank to take an assignment of its Revolving Credit Percentage of the requested Letter of Credit, no declaration of a general banking moratorium by banking authorities in the United States, Michigan or the respective jurisdictions in which the Banks, the applicable Account Party and the beneficiary of the requested Letter of Credit are located, and no establishment of any new restrictions by any central bank or other governmental agency or authority on transactions involving letters of credit or on banks materially affecting the extension of credit by banks; and
(h) Issuing Bank shall have received the issuance fees required in connection with the issuance of such Letter of Credit pursuant to Section 3.4 hereof. Each Letter of Credit Agreement submitted to Issuing Bank pursuant hereto shall constitute the certification by the Company and the Account Party of the matters set forth in Section 3.2 (a) through (d) hereof. The Agent shall be entitled to rely on such certification without any duty of inquiry.
Appears in 1 contract
Conditions to Issuance. No Letter of Credit shall be issued at the request and for the account of any Account Party(ies) unless, as of the date of issuance of such Letter of Credit:
(a) in the case face amount of any Account Party:
(i) after giving effect to the Letter of Credit requested, plus the undrawn portion of all other outstanding Letter Letters of Credit Obligations does not exceed the Letter of Credit Maximum Amount; and;
(iii) after giving effect to the face amount of the Letter of Credit requested, the outstanding Letter of Credit Obligations on such date plus the aggregate principal amount of all Revolving Credit Advances and Swing Line Advances (includingoutstanding under the Notes, without duplicationplus the aggregate undrawn portion of all other outstanding Letters of Credit, deemed Advances funded by Agent under Section 3.6(a) hereof in respect of the Company’s or an applicable Account Party’s reimbursement obligation hereunder) requested or outstanding on such date does not exceed the then applicable Revolving Credit Aggregate Maximum Commitment;
(bc) the obligations of the Loan Parties Company set forth in this Agreement and any of the other Loan Documents are valid, binding and enforceable obligations of such Loan Parties parties, as the case may be and the valid, binding and enforceable nature of this Agreement and the other Loan Documents has not been disputed by the Company;
(cd) the representations and warranties contained in this Agreement and the other Loan Documents are true in all material respects as if made on such date (other than any representation or warranty that expressly speaks only as of a different date), and both immediately before and immediately after issuance of the Letter of Credit requested, no Default or Event of Default exists and no event which, with the giving of notice or lapse of time, or both, would constitute an Event of Default, exists;
(d) the execution of the Letter of Credit Agreement with respect to the Letter of Credit requested will not violate the terms and conditions of any contract, agreement or other borrowing of the relevant Account Party;
(e) the Account Party requesting representations and warranties contained in this Agreement and the Letter of Credit Loan Documents are true in all material respects as if made on such date;
(f) the Company shall have delivered to Issuing Bank Agent at its Issuing Office, not less than three five (35) Business Days prior to the requested date for issuance (or such shorter time as the Issuing BankAgent, in its sole discretion, may permit), the Letter of Credit Agreement related thereto, together with such other documents and materials as may be required pursuant to the terms thereof, and the terms of the proposed Letter of Credit shall be reasonably satisfactory to Agent and its Issuing Bank;
(f) no order, judgment or decree of any court, arbitrator or governmental authority shall purport by its terms to enjoin or restrain Issuing Bank from issuing the Letter of Credit requested, or any Bank from taking an assignment of its Percentage thereof pursuant to Section 3.6 hereof, and no law, rule, regulation, request or directive (whether or not having the force of law) shall prohibit or request that Issuing Bank refrain from issuing, or any Bank refrain from taking an assignment of its Percentage of, the Letter of Credit requested or letters of credit generally;Office; and
(g) there shall have been no introduction of or change in the interpretation of any law or regulation that would make it unlawful or unduly burdensome for the Issuing Bank to issue or any Bank to take an assignment of its Percentage of the requested Letter of Credit, no declaration of a general banking moratorium by banking authorities in the United States, Michigan or the respective jurisdictions in which the Banks, the applicable Account Party and the beneficiary of the requested Letter of Credit are located, and no establishment of any new restrictions by any central bank or other governmental agency or authority on transactions involving letters of credit or on banks materially affecting the extension of credit by banks; and
(h) Issuing Bank Agent shall have received the issuance fees fee required in connection with the issuance of such Letter of Credit pursuant to Section 3.4 2A.5 hereof. Each Letter of Credit Agreement submitted to Issuing Bank Agent pursuant hereto shall constitute the certification by the Company and the Account Party of the matters set forth in this Section 3.2 2A.2 (a) through (d) hereofg). The Agent shall be entitled to rely on such certification without any duty of inquiry.
Appears in 1 contract
Conditions to Issuance. No Letter of Credit shall be issued at the ---------------------- request and for the account of any the Account Party(ies) Party unless, as of the date of issuance of such Letter of Credit:
(a) in the case of any Account Party:Standby Letters of Credit,
(i) after giving effect to the face amount of such Letter of Credit requested, the outstanding Outstanding Amount of Letter of Credit Obligations as of such date does not exceed the L/C Maximum Amount,
(ii) such Letter of Credit Maximum Amount; shall be in a minimum face amount of One Hundred Thousand Dollars ($100,000), and
(iiiii) such Letter of Credit shall expire not later than the earlier of (x) one year from the date of issuance thereof (provided that any such Letter of Credit may have automatic annual renewals subject to the termination rights of the Issuing Agent prior to any such annual renewal) and (y) thirty (30) Business Days prior to the Revolving Credit Maturity Date in effect on the date of issuance thereof,
(b) in the case of Documentary Letters of Credit,
(i) after giving effect to the face amount of such Letter of Credit requested, the outstanding Outstanding Amount of all Letter of Credit Obligations on such date plus the aggregate amount as of all Revolving Credit Advances and Swing Line Advances (including, without duplication, deemed Advances funded by Agent under Section 3.6(a) hereof in respect of the Company’s or an applicable Account Party’s reimbursement obligation hereunder) requested or outstanding on such date does not exceed the then applicable L/C Maximum Amount,
(ii) such Letter of Credit shall be in a minimum face amount of Twenty Five Thousand Dollars ($25,000), and
(iii) such Letter of Credit shall expire not later than the earlier of (x) 90 days from the issuance thereof and (y) 91 days prior to the Revolving Credit Aggregate Commitment;Maturity Date in effect on the date of issuance thereof,
(bc) the obligations of Company and the Loan Parties Subsidiaries set forth in this Agreement and the other Loan Documents are valid, binding and enforceable obligations of such Loan Parties Company and each of the Subsidiaries and the valid, binding and enforceable nature of this Agreement and the other Loan Documents has not been disputed by Company or any of the CompanySubsidiaries;
(cd) the representations and warranties contained in this Agreement and the other Loan Documents are true in all material respects as if made on such date (other than any representation or warranty that expressly speaks only as of a different date); and, and both immediately before and immediately after issuance of the Letter of Credit requested, no Default or Event of Default exists;
(de) the execution of the Letter of Credit Agreement with respect to the Letter of Credit requested will not violate the terms and conditions of any material contract, agreement or other borrowing of the relevant Account PartyCompany or any Subsidiary;
(ef) the Account Party requesting the Letter of Credit shall have delivered to Issuing Bank Agent at its Issuing OfficeOffice (with a copy sent by Account Party to the Agent), not less than three (3) Business Days prior to the requested date for issuance (or such shorter time as the Issuing BankAgent, in its sole discretion, may permit), the Letter of Credit Agreement related thereto, together with such other documents and materials as may be required pursuant to the terms thereof, and the terms of the proposed Letter of Credit shall be reasonably satisfactory to Issuing BankAgent and its Issuing Office;
(fg) no order, judgment or decree of any court, arbitrator or governmental authority shall purport by its terms to enjoin or restrain Issuing Bank Agent from issuing the requested Letter of Credit requestedCredit, or any Bank Lender from taking an assignment of its Percentage thereof pursuant to Section 3.6 hereof, and no law, rule, regulation, request or directive (whether or not having the force of law) shall prohibit or request that Issuing Bank Agent refrain from issuing, or any Bank Lender refrain from taking an such assignment of its Percentage of, the Letter of Credit requested or an assignment of letters of credit generally;
(gh) there shall have been no introduction of or change in the interpretation of any law or regulation that would make it unlawful or unduly burdensome for the Issuing Bank Agent to issue or for any Bank Lender to take an assignment of its Percentage of the requested Letter of Credit, no declaration of a general banking moratorium by banking authorities in the United States, Michigan or the respective jurisdictions in which the BanksLenders, the applicable Account Party and the beneficiary of the requested Letter of Credit are locatedlocated (each a "Banking Authority"), and no establishment of any new material restrictions by any central bank or other governmental agency or authority Banking Authority on transactions involving letters of credit or on banks materially adversely affecting the extension issuance of letters of credit by banks; and
(hi) Issuing Bank Agent shall have received the issuance fees facing fee required in connection with the issuance of such Letter of Credit pursuant to Section 3.4 hereof. 3.4(b) hereof Each Letter of Credit Agreement submitted to Issuing Bank Agent pursuant hereto shall constitute the certification by the Company and the Account Party of the matters set forth in this Section 3.2 (a) through (d) hereofe). The Issuing Agent shall be entitled to rely on such certification without any duty of inquiry. The Issuing Agent shall use reasonable efforts to provide notice to the Company of any of the conditions or events set forth in clauses (g) and (h) of this Section 3.2 of which Issuing Agent has actual knowledge and which condition or event would have the effect of prohibiting Issuing Agent from issuing (or making it unlawful or impossible to issue) any Letter of Credit hereunder, but such notice, or the failure to provide such notice, shall not affect the rights or obligations of the Issuing Agent with respect to the issuance of any Letter of Credit.
Appears in 1 contract
Conditions to Issuance. No Letter of Credit shall be issued (including the renewal or extension of any Letter of Credit previously issued) or increased at the request and for the account of any Account Party(ies) Party unless, as of the date of issuance (or renewal or extension) of such Letter of Credit:
(a) in the case of any Account Party:
(i) after giving effect to the Letter of Credit requested, the outstanding Letter of Credit Obligations does do not exceed the Letter of Credit Maximum Amount; and
and (ii) after giving effect to the Letter of Credit requested, the outstanding Letter of Credit Obligations on such date plus the aggregate amount of all Advances of the Revolving Credit Advances and Swing Line Advances (including, without duplication, including all Advances deemed Advances funded disbursed by Agent under Section 3.6(a) hereof in respect of the Company’s or an applicable Account Party’s reimbursement obligation hereunder’ Reimbursement Obligations) hereunder requested or outstanding on such date does do not exceed the then applicable lesser of (A) the Revolving Credit Aggregate CommitmentCommitment and (B) the then applicable Borrowing Base Limitation;
(b) the obligations of the Loan Parties Company set forth in this Agreement and the other Loan Documents are valid, binding and enforceable obligations of such Loan Parties Company and the valid, binding and enforceable nature of this Agreement and the other Loan Documents has not been disputed by the Company;
(c) the representations and warranties contained in this Agreement and the other Loan Documents are true in all material respects as if made on such date date, except to the extent such representations and warranties (other than any representation or warranty that expressly speaks Section 6.12 hereof, which shall be deemed to be remade as of the date of issuance of such Letter of Credit for purposes of this clause (c), notwithstanding the limitation contained therein) are not, by their terms, continuing representations and warranties, but speak only as of a different specific date), and both immediately before and immediately after issuance of the Letter of Credit requested, no Default or Event of Default exists;
(d) the execution of the Letter of Credit Agreement with respect to the Letter of Credit requested will not violate the terms and conditions of any contract, agreement or other borrowing of the relevant Account Party[reserved];
(e) the Account Party requesting the Letter of Credit shall have delivered to Issuing Bank at its Issuing Office, not less than three five (35) Business Days prior to the requested date for issuance (or such shorter time as the Issuing Bank, in its sole discretion, may permit), the Letter of Credit Agreement related thereto, together with such other documents and materials as may be required pursuant to the terms thereof, and the terms of the proposed Letter of Credit shall be reasonably satisfactory to Issuing BankBank and its Issuing Office;
(f) no order, judgment or decree of any court, arbitrator or governmental authority Governmental Authority shall purport by its terms to enjoin or restrain Issuing Bank from issuing the Letter of Credit requested, or any Bank from taking an assignment of its Percentage thereof pursuant to Section 3.6 hereof, and no law, rule, regulation, request or directive (whether or not having the force of law) shall prohibit or request that Issuing Bank refrain from issuing, or any Bank refrain from taking an assignment of its Percentage of, the Letter of Credit requested or letters of credit generally;
(g) there shall have been no introduction of or change in the interpretation of any law or regulation that would make it unlawful or unduly burdensome for the Issuing Bank to issue or any Bank to take an assignment of its Percentage of the requested Letter of CreditCredit (as determined in the sole discretion of Issuing Bank or such Bank, as the case may be), no declaration of a general banking moratorium by banking authorities in the United States, Michigan or the respective jurisdictions in which the Banks, the applicable Account Party and the beneficiary of the requested Letter of Credit are located, and no establishment of any new restrictions by any central bank or other governmental agency or authority on transactions involving letters of credit or on banks materially affecting (as determined by Issuing Bank) the extension of credit by banks;
(h) if any Revolving Credit Bank is a Defaulting Bank, the Issuing Bank has entered into arrangements satisfactory to it to eliminate the Fronting Exposure with respect to the participation in the Letter of Credit Obligations by such Defaulting Bank, including, the creation of a cash collateral account in accordance with Section 10.5 or delivery of other security to assure payment of such Defaulting Bank's Percentage of all outstanding Letter of Credit Obligations; and
(hi) Issuing Bank shall have received the issuance fees required in connection with the issuance of such Letter of Credit pursuant to Section 3.4 hereof. Each Letter of Credit Agreement submitted to Issuing Bank pursuant hereto shall constitute the certification by the Company and the Account Party of the matters set forth in Section 3.2 (a) through (d) hereof. The Agent Issuing Bank shall be entitled to rely on such certification without any duty of inquiry.
Appears in 1 contract
Conditions to Issuance. No Letter of Credit shall be issued at the request and for the account of any Account Party(ies) Companies unless, as of the date of the issuance of such Letter of CreditCredit is requested:
(a) in the case face amount of any Account Party:
(i) after giving effect to the Letter of Credit requested, plus the face amount of all other outstanding Letter Letters of Credit Obligations does not exceed the Letter of Credit Maximum Amount; and;
(iib) after giving effect to the face amount of the Letter of Credit requested, the outstanding Letter of Credit Obligations on such date plus the aggregate principal amount of all Advances under the Revolving Credit Advances Note outstanding and Swing Line Advances (includingother outstanding Letters of Credit, without duplication, deemed Advances funded by Agent under Section 3.6(a) hereof in respect of the Company’s or an applicable Account Party’s reimbursement obligation hereunder) requested or outstanding on such date does not exceed the then applicable Revolving Credit Aggregate Commitment;
(bc) the obligations of the Loan Parties Companies set forth in this Agreement and any of the other Loan Documents are valid, binding and enforceable obligations of such Loan Parties each of the Companies, subject to bankruptcy, reorganization or similar laws limiting the enforceability of creditor's rights generally and be subject to the valid, binding and enforceable nature availability of this Agreement and the other Loan Documents has not been disputed by the Companyequitable remedies;
(cd) no Event of Default exists and no event which, with the giving of notice or lapse of time, or both, would constitute an Event of Default exists;
(e) the representations and warranties contained in this Agreement and the other Loan Documents are true in all material respects as if made on such date (other than any representation or warranty that expressly speaks only as of a different date), and both immediately before and immediately after issuance of the Letter of Credit requested, no Default or Event of Default existsrespects;
(df) the execution of the Letter of Credit Agreement with respect to the Letter of Credit requested will not violate the terms and conditions of any contract, agreement or other borrowing of the relevant Account PartyCompanies (or any of them);
(eg) the Account Party requesting the Letter of Credit Companies shall have delivered to Issuing Bank at its and the Issuing Office, not less than three five (35) Business Days prior to the requested date for issuance (or such shorter time as the Issuing Bank, in its sole discretion, may permit)issuance, the Letter of Credit Agreement related thereto, together with such other documents and materials as may be required pursuant to the terms thereof, and the terms of the proposed Letter of Credit shall be reasonably satisfactory to Bank and its Issuing BankOffice;
(fh) no order, judgment or decree of any court, arbitrator or governmental authority shall purport by its terms to enjoin or restrain Issuing Bank from issuing the Letter of Credit requested, or any Bank from taking an assignment of its Percentage thereof pursuant to Section 3.6 hereofCredit, and no applicable law, rule, regulation, request or directive (whether or not having the force of law) shall prohibit or request that Issuing Bank refrain from issuing, or any Bank refrain from taking an assignment of its Percentage of, issuing the Letter of Credit requested or letters of credit generally;
(gi) there shall have been no introduction of or change in the interpretation of any law or regulation that would make it unlawful or unduly burdensome for the Issuing Bank to issue or any Bank to take an assignment of its Percentage of the requested Letter of Credit, no declaration of a general banking moratorium by banking authorities in the United States, Michigan or the respective jurisdictions in which the Banks, the applicable Account Party and the beneficiary of the requested Letter of Credit are located, and no establishment of any new restrictions by any central bank or other governmental agency or authority on transactions involving letters of credit or on banks materially affecting the extension of credit by banks; and
(h) Issuing Bank shall have received the issuance fees fee required in connection with the issuance of such Letter of Credit pursuant to Section 3.4 3.3 hereof. Each Letter of Credit Agreement submitted to Issuing Bank pursuant hereto shall constitute the requesting party's certification by the Company and the Account Party of the matters set forth in this Section 3.2 (a) through (d) hereof. The Agent shall be entitled to rely on such certification without any duty of inquiryi).
Appears in 1 contract
Conditions to Issuance. No Letter of Credit shall be issued at the request and for the account of any Account Party(ies) Party unless, as of the date of issuance of such Letter of Credit:
(a) in the case face amount of any Account Party:
(i) after giving effect to the Letter of Credit requested, the outstanding Letter of Credit Obligations does not exceed plus the Letter of Credit Maximum Amount; and
(ii) after giving effect to the Letter of Credit requestedObligations, the outstanding Letter of Credit Obligations on such date plus the aggregate amount of all Revolving Credit Advances and Swing Line Advances (including, without duplication, deemed Advances funded by Agent under Section 3.6(a) hereof in respect of the Company’s or an applicable Account Party’s reimbursement obligation hereunder) requested or outstanding on such date does not exceed an amount equal to the then applicable Revolving Credit Aggregate CommitmentCommitment minus the aggregate principal amount of Revolving Credit Advances at such time outstanding;
(b) the obligations of Company and the Loan Parties Subsidiaries set forth in this Agreement and the other Loan Documents are valid, binding and enforceable obligations of such Loan Parties Company and each of the Subsidiaries and the valid, binding and enforceable nature of this Agreement and the other Loan Documents has not been disputed by Company or any of the CompanySubsidiaries;
(c) the representations and warranties contained in this Agreement and the other Loan Documents are true in all material respects as if made on such date (other than any representation or warranty that expressly speaks only as of a different date), and both immediately before and immediately after issuance of the Letter of Credit requested, no Default or Event of Default exists;
(d) the representations and warranties contained in this Agreement and the other Loan Documents are true in all material respects as if made on such date;
(e) the execution of the Letter of Credit Agreement with respect to the Letter of Credit requested will not violate the terms and conditions of any material contract, agreement or other borrowing of the relevant Account PartyCompany or any Subsidiary;
(ef) the Account Party requesting the Letter of Credit shall have delivered to Issuing Bank at its Issuing OfficeOffice (with a copy sent by Account Party to the Agent), not less than three (3) Business Days prior to the requested date for issuance (or such shorter time as the Issuing Bank, in its sole discretion, may permit), the Letter of Credit Agreement related thereto, together with such other documents and materials as may be required pursuant to the terms thereof, and the terms of the proposed Letter of Credit shall be reasonably satisfactory to Issuing BankBank and its Issuing Office;
(fg) no order, judgment or decree of any court, arbitrator or governmental authority shall purport by its terms to enjoin or restrain Issuing Bank from issuing the requested Letter of Credit requestedCredit, or any Bank from taking an assignment of its Percentage thereof pursuant to Section 3.6 hereof, and no law, rule, regulation, request or directive (whether or not having the force of law) shall prohibit or request that Issuing Bank refrain from issuing, or any Bank refrain from taking an assignment of its Percentage of, the Letter of Credit requested or letters of credit generally;
(gh) there shall have been no introduction of or change in the interpretation of any law or regulation that would make it unlawful or unduly burdensome for the Issuing Bank to issue or for any Bank to take an assignment of its Percentage of the requested Letter of Credit, no declaration of a general banking moratorium by banking authorities in the United States, Michigan or the respective jurisdictions in which the Banks, the applicable Account Party and the beneficiary of the requested Letter of Credit are locatedlocated (each a "Banking Authority"), and no establishment of any new material restrictions by any central bank or other governmental agency or authority Banking Authority on transactions involving letters of credit or on banks materially affecting the extension issuance of letters of credit by banks; and
(hi) Issuing Bank shall have received the issuance fees facing fee required in connection with the issuance of such Letter of Credit pursuant to Section 3.4 3.4(b) hereof. Each Letter of Credit Agreement submitted to Issuing Bank pursuant hereto shall constitute the certification by the Company and the Account Party of the matters set forth in this Section 3.2 (a) through (d) hereoff). The Agent Issuing Bank shall be entitled to rely on such certification without any duty of inquiry.
Appears in 1 contract
Samples: Revolving Credit Agreement (Meadowbrook Insurance Group Inc)
Conditions to Issuance. No Letter of Credit shall be issued at the request and for the account of any Account Party(ies) unless, as of the date of issuance of such Letter of Credit:
(a) in the case of any Account Party:
(i) after giving effect to the Letter of Credit requested, the outstanding amount of all Letter of Credit Obligations does not exceed the Letter of Credit Maximum Amount; and;
(ii) after giving effect to the face amount of the Letter of Credit requested, the outstanding aggregate amount of all Letter of Credit Obligations outstanding on such date plus the aggregate amount of all Revolving Credit Advances and Swing Line Advances (including, without duplication, deemed Advances funded by Agent under Section 3.6(a) hereof in respect of the Company’s or an applicable Account Party’s reimbursement obligation hereunder) requested or outstanding on such date does not exceed the then applicable lesser of (i) Revolving Credit Aggregate CommitmentCommitment and (ii) the Borrowing Base;
(iii) after giving effect to any Letter of Credit requested by any Borrower, (x) the amount of all Letter of Credit Obligations outstanding for the account of such Borrower on such date plus (y) the amount of the principal amount of any Advances of the Revolving Credit and of the Swing Line Credit requested or outstanding by such Borrower on such date does not exceed the Borrower Sublimit applicable to such Borrower; and
(iv) if the Letter of Credit requested is to be used to secure borrowings by Plastipak Brazil, after giving effect to such Letter of Credit, the amount of all Letter of Credit Obligations in respect of borrowings by Plastipak Brazil shall not exceed the Brazilian Maximum Amount;
(b) the obligations of the Loan Parties set forth in this Agreement and the other Loan Documents are valid, binding and enforceable obligations of such the Loan Parties and the valid, binding and enforceable nature of this Agreement and the other Loan Documents has not been disputed by any of the CompanyLoan Parties;
(c) the representations and warranties contained in this Agreement and the other Loan Documents are true in all material respects as if made on such date (other than any representation or warranty that expressly speaks only as of a different date), and both immediately before and immediately after issuance of the Letter of Credit requested, no Default or Event of Default exists;
(d) the execution of the Letter of Credit Agreement with respect to the Letter of Credit requested will not violate the terms and conditions of any contract, agreement or other borrowing of the relevant Account Party;
(e) the Account Party requesting the Letter of Credit shall have delivered to Issuing Bank Lender at its Issuing Office, not less than three (3) Business Days prior to the requested date for issuance (or such shorter time as the Issuing BankLender, in its sole discretion, may permit), the Letter of Credit Agreement related thereto, together with such other documents and materials as may be required pursuant to the terms thereof, and the terms of the proposed Letter of Credit shall be reasonably satisfactory to Issuing BankLender;
(f) no order, judgment or decree of any court, arbitrator or governmental authority Governmental Authority shall purport by its terms to enjoin or restrain Issuing Bank Lender from issuing the Letter of Credit requested, or any Bank Lender from taking an assignment of its Percentage thereof pursuant to Section 3.6 hereof, and no law, rule, regulation, request or directive of any Governmental Authority (whether or not having the force of law) shall prohibit or request that Issuing Bank Lender refrain from issuing, or any Bank Lender refrain from taking an assignment of its Percentage of, the Letter of Credit requested or letters of credit generally;
(g) there shall have been no introduction of or change in the interpretation of any law or regulation that would make it unlawful or unduly burdensome for the Issuing Bank Lender to issue or any Bank Lender to take an assignment of its Percentage of the requested Letter of Credit, no suspension of or material limitation on trading on the New York Stock Exchange or any other national securities exchange, no declaration of a general banking moratorium by banking authorities in the United States, Michigan or the respective jurisdictions in which the BanksLenders, the applicable Account Party and the beneficiary of the requested Letter of Credit are located, and no establishment of any new restrictions by any central bank or other governmental agency or authority on transactions involving letters of credit or on banks materially affecting the extension of credit by banks; and
(h) Issuing Bank Lender shall have received the issuance fees required in connection with the issuance of such Letter of Credit pursuant to Section 3.4 hereof. Each Letter of Credit Agreement submitted to Issuing Bank Lender pursuant hereto shall constitute the certification by the Company Borrowers and the Account Party of the matters set forth in Section 3.2 (a) through (d) hereof. The Agent shall be entitled to rely on such certification without any duty of inquiry.
Appears in 1 contract
Samples: Revolving Credit Agreement (Plastipak Holdings Inc)
Conditions to Issuance. No Letter of Credit shall be issued at the request and for the account of any Account Party(ies) Party unless, as of the date of issuance of such Letter of Credit:
(a) in 3.2.1. the case face amount of any Account Party:
(i) after giving effect to the Letter of Credit requested, requested plus the outstanding Letter of Credit Obligations outstanding on such date does not exceed the Letter of Credit Maximum Amount; and
(ii) after giving effect to the Letter of Credit requested, the outstanding Letter of Credit Obligations on such date plus the aggregate amount of all Revolving Credit Advances and Swing Line Advances (including, without duplication, deemed Advances funded by Agent under Section 3.6(a) hereof in respect of the Company’s or an applicable Account Party’s reimbursement obligation hereunder) requested or outstanding on such date does not exceed the then applicable Revolving Credit Aggregate Commitment;
(b) 3.2.2. the obligations of Company and the Loan Parties Guarantors set forth in this Agreement and the other Loan Documents are valid, binding and enforceable obligations of such Loan Parties Company and each of the Guarantors and the valid, binding and enforceable nature of this Agreement and the other Loan Documents has not been disputed by Company or any of the CompanyGuarantors;
(c) 3.2.3. both immediately before and immediately after issuance of the Letter of Credit requested, no Default or Event of Default exists;
3.2.4. the representations and warranties contained in this Agreement and the other Loan Documents are true in all material respects as if made on such date (other than any representation or warranty that expressly speaks only as of a different date), and both immediately before and immediately after issuance of the Letter of Credit requested, no Default or Event of Default exists;
(d) 3.2.5. the execution of the Letter of Credit Agreement with respect to the Letter of Credit requested will not violate the terms and conditions of any material contract, agreement or other borrowing of the relevant Account PartyCompany or any Guarantor;
(e) 3.2.6. the Account Party requesting the Letter of Credit shall have delivered to Issuing Bank at its Issuing OfficeOffice (with a copy sent by Account Party to the Agent), not less than three five (35) Business Days prior to the requested date for issuance (or such shorter time as the Issuing Bank, in its sole discretion, may permit), the Letter of Credit Agreement related thereto, together with such other documents and materials as may be required pursuant to the terms thereof, and the terms of the proposed Letter of Credit shall be reasonably satisfactory to Issuing BankBank and its Issuing Office;
(f) 3.2.7. no order, judgment or decree of any court, arbitrator or governmental authority shall purport by its terms to enjoin or restrain Issuing Bank from issuing the requested Letter of Credit requestedCredit, or any Bank from taking an assignment of its Percentage thereof pursuant to Section 3.6 hereof, and no law, rule, regulation, request or directive (whether or not having the force of law) shall prohibit or request that Issuing Bank refrain from issuing, or any Bank refrain from taking an assignment of its Percentage of, the Letter of Credit requested or letters of credit generally;
(g) there shall have been no introduction of or change in the interpretation of any law or regulation that would make it unlawful or unduly burdensome for the Issuing Bank to issue or any Bank to take an assignment of its Percentage of the requested Letter of Credit, no declaration of a general banking moratorium by banking authorities in the United States, Michigan or the respective jurisdictions in which the Banks, the applicable Account Party and the beneficiary of the requested Letter of Credit are located, and no establishment of any new restrictions by any central bank or other governmental agency or authority on transactions involving letters of credit or on banks materially affecting the extension of credit by banks; and
(h) Issuing Bank shall have received the issuance fees required in connection with the issuance of such Letter of Credit pursuant to Section 3.4 hereof. Each Letter of Credit Agreement submitted to Issuing Bank pursuant hereto shall constitute the certification by the Company and the Account Party of the matters set forth in Section 3.2 (a) through (d) hereof. The Agent shall be entitled to rely on such certification without any duty of inquiry.
Appears in 1 contract
Conditions to Issuance. No Letter of Credit shall be issued at the request and for the account of any Account Party(ies) Party unless, as of the date of issuance of such Letter of Credit:
(a) in the case face amount of any Account Party:
(i) after giving effect to the Letter of Credit requested, the outstanding Letter of Credit Obligations does not exceed plus the Letter of Credit Maximum Amount; and
(ii) after giving effect to the Letter of Credit requestedObligations, the outstanding Letter of Credit Obligations on such date plus the aggregate amount of all Revolving Credit Advances and Swing Line Advances (including, without duplication, deemed Advances funded by Agent under Section 3.6(a) hereof in respect of the Company’s or an applicable Account Party’s reimbursement obligation hereunder) requested or outstanding on such date does not exceed an amount equal to the then applicable Revolving Credit Aggregate CommitmentCommitment minus the aggregate principal amount of Revolving Credit Advances at such time outstanding;
(b) the obligations of Company and the Loan Parties Subsidiaries set forth in this Agreement and the other Loan Documents are valid, binding and enforceable obligations of such Loan Parties Company and each of the Subsidiaries and the valid, binding and enforceable nature of this Agreement and the other Loan Documents has not been disputed by Company or any of the CompanySubsidiaries;
(c) the representations and warranties contained in this Agreement and the other Loan Documents are true in all material respects as if made on such date (other than any representation or warranty that expressly speaks only as of a different date), and both immediately before and immediately after issuance of the Letter of Credit requested, no Default or Event of Default exists;
(d) the representations and warranties contained in this Agreement and the other Loan Documents are true in all material respects as if made on such date;
(e) the execution of the Letter of Credit Agreement with respect to the Letter of Credit requested will not violate the terms and conditions of any material contract, agreement or other borrowing of the relevant Account PartyCompany or any Subsidiary;
(ef) the Account Party requesting the Letter of Credit shall have delivered to Issuing Bank at its Issuing OfficeOffice (with a copy sent by Account Party to the Agent), not less than three (3) Business Days prior to the requested date for issuance (or such shorter time as the Issuing Bank, in its sole discretion, may permit), the Letter of Credit Agreement related thereto, together with such other documents and materials as may be required pursuant to the terms thereof, and the terms of the proposed Letter of Credit shall be reasonably satisfactory to Issuing BankBank and its Issuing Office;
(fg) no order, judgment or decree of any court, arbitrator or governmental authority shall purport by its terms to enjoin or restrain Issuing Bank from issuing the requested Letter of Credit requestedCredit, or any Bank from taking an assignment of its Percentage thereof pursuant to Section 3.6 hereof, and no law, rule, regulation, request or directive (whether or not having the force of law) shall prohibit or request that Issuing Bank refrain from issuing, or any Bank refrain from taking an assignment of its Percentage of, the Letter of Credit requested or letters of credit generally;
(gh) there shall have been no introduction of or change in the interpretation of any law or regulation that would make it unlawful or unduly burdensome for the Issuing Bank to issue or for any Bank to take an assignment of its Percentage of the requested Letter of Credit, no declaration of a general banking moratorium by banking authorities in the United States, Michigan or the respective jurisdictions in which the Banks, the applicable Account Party and the beneficiary of the requested Letter of Credit are locatedlocated (each a "Banking Authority"), and no establishment of any new material restrictions by any central bank or other governmental agency or authority Banking Authority on transactions involving letters of credit or on banks materially affecting the extension issuance of letters of credit by banks; and
(hi) Issuing Bank shall have received the issuance fees facing fee required in connection with the issuance of such Letter of Credit pursuant to Section 3.4 hereof. Each Letter of Credit Agreement submitted to Issuing Bank pursuant hereto shall constitute the certification by the Company and the Account Party of the matters set forth in Section 3.2 (a) through (d3.4(b) hereof. The Agent shall be entitled to rely on such certification without any duty of inquiry.
Appears in 1 contract
Samples: Revolving Credit Agreement (Meadowbrook Insurance Group Inc)
Conditions to Issuance. No Letter of Credit shall be issued at the request and for the account of any Account Party(ies) Company unless, as of the date of issuance of such Letter of Credit:
(a) in the case of any Account Party:
(i) after giving effect to the face amount of the Letter of Credit requested, plus the undrawn portion of all other outstanding Letters of Credit and the aggregate amount of all unpaid Letter of Credit Obligations Obligations, does not exceed the Letter of Credit Maximum Amount; and
, (ii) after giving effect to the face amount of the Letter of Credit requested, if a trade Letter of Credit, together with the undrawn amount of all other outstanding trade Letters of Credit does not exceed Two Million Five Hundred Thousand Dollars ($2,500,000), and (iii) the face amount of the Letter of Credit Obligations on such date requested, if a standby Letter of Credit, together with the undrawn amount of all other standby Letters of Credit does not exceed Five Hundred Thousand Dollars ($500,000);
(i) the face amount of the Letter of Credit requested, plus the aggregate principal amount of all Revolving Credit Advances and Swing Line Advances (includingoutstanding under the Notes, without duplicationplus the aggregate undrawn portion of all other outstanding Letters of Credit, deemed Advances funded by Agent under Section 3.6(a) hereof in respect of the Company’s or an applicable Account Party’s reimbursement obligation hereunder) requested or outstanding on such date does do not exceed the then applicable Revolving Credit Aggregate CommitmentCommitment and (ii) the Formula Debt, taking into account the face amount of the Letter of Credit requested does not exceed the then applicable Borrowing Base Limitation;
(bc) the obligations of the Loan Parties Company set forth in this Agreement and the other Loan Documents are valid, binding and enforceable obligations of such Loan Parties Company and the valid, binding and enforceable nature of this Agreement and the other Loan Documents has not been disputed by the Company;
(cd) the representations and warranties contained in this Agreement and the other Loan Documents are true in all material respects as if made on such date (other than any representation or warranty that expressly speaks only as of a different date), and both immediately before and immediately after issuance of the Letter of Credit requested, no Default or Event of Default exists;
(de) the representations and warranties contained in this Agreement and the Loan Documents are true in all material respects as if made on such date;
(f) the execution of the Letter of Credit Agreement with respect to the Letter of Credit requested will not violate the terms and conditions of any material contract, agreement or other borrowing of the relevant Account PartyCompany;
(eg) the Account Party requesting the Letter of Credit Company shall have delivered to Issuing Bank Agent at its Issuing Office, not less than three five (35) Business Days prior to the requested date for issuance (or such shorter time as the Issuing BankAgent, in its sole discretion, may permit), the Letter of Credit Agreement related thereto, together with such other documents and materials as may be reasonably required pursuant to the terms thereof, and the terms of the proposed Letter of Credit shall be reasonably satisfactory to Agent and its Issuing BankOffice in the exercise of its reasonable discretion;
(fh) no order, judgment or decree of any court, arbitrator or governmental authority shall purport by its terms to enjoin or restrain Issuing Bank Agent from issuing the Letter of Credit requestedCredit, or any Revolving Credit Bank from taking an assignment of its Percentage thereof pursuant to Section 3.6 hereof, and no law, rule, regulation, or governmental request or directive (whether or not having the force of law) shall prohibit or request that Issuing Bank Agent refrain from issuing, or any Revolving Credit Bank refrain from taking an assignment of its Percentage of, the Letter of Credit requested or letters of credit generally;
(gi) there shall have been no introduction enactment of or change in the interpretation of any law or regulation that would make it unlawful or unduly burdensome for the Issuing Bank Agent to issue or any Bank to take an assignment of its Percentage of the requested Letter of Credit, no general suspension of trading on the New York Stock Exchange or any other national securities exchange, no declaration of a general banking moratorium by banking authorities in the United States, Michigan or the respective jurisdictions in which the Banks, the applicable Account Party Company and the beneficiary of the requested Letter of Credit are located, and no establishment of any new restrictions by any central bank or other governmental agency or authority on transactions involving letters of credit or on banks materially affecting the extension of credit by banks; and
(hj) Issuing Bank Agent shall have received the issuance fees fee required in connection with the issuance of such Letter of Credit pursuant to Section 3.4 3.5 hereof. Each Letter of Credit Agreement submitted to Issuing Bank Agent pursuant hereto shall constitute the certification by the Company and the Account Party of the matters set forth in this Section 3.2 (a) through (d) hereoff). The Agent shall be entitled to rely on such certification without any duty of inquiry.
Appears in 1 contract
Conditions to Issuance. No Letter of Credit shall be issued at the request and for the account of any Account Party(ies) unless, as of the date of issuance of such Letter of Credit:
(a) in the case of any Account Party:
(i) after giving effect to the Letter of Credit requested, the outstanding Letter of Credit Obligations does not exceed the Letter of Credit Maximum Amount; and
(ii) after giving effect to the Letter of Credit requested, the outstanding Letter of Credit Obligations on such date plus the aggregate amount of all Revolving Credit Advances and Swing Line Advances (including, without duplication, all Advances and Letters of Credit requested by Company on or as of such date but not yet funded or issued and all deemed Advances funded by Agent under Section 3.6(a) hereof in respect of the Company’s 's or an applicable Account Party’s reimbursement obligation 's Reimbursement Obligation hereunder) requested or outstanding on such date does not exceed the then applicable Revolving Credit Aggregate Commitment;
(b) the obligations of the Loan Parties set forth in this Agreement and the other Loan Documents are valid, binding and enforceable obligations of such Loan Parties and the valid, binding and enforceable nature of this Agreement and the other Loan Documents has not been disputed by the Company;
(c) the representations and warranties contained in this Agreement and the other Loan Documents are true in all material respects as if made on such date (other than any representation or warranty that expressly speaks only as of a different date), and both immediately before and immediately after issuance of the Letter of Credit requested, no Default or Event of Default exists;
(d) the execution of the Letter of Credit Agreement with respect to the Letter of Credit requested will not violate the terms and conditions of any contract, agreement or other borrowing of the relevant Account Party;
(e) the Account Party requesting the Letter of Credit shall have delivered to Issuing Bank at its Issuing Office, not less than three (3) Business Days prior to the requested date for issuance (or such shorter time as the Issuing Bank, in its sole discretion, may permit), the Letter of Credit Agreement related thereto, together with such other documents and materials as may be required pursuant to the terms thereof, and the terms of the proposed Letter of Credit shall be reasonably satisfactory to Issuing Bank;
(f) no order, judgment or decree of any court, arbitrator or governmental authority shall purport by its terms to enjoin or restrain Issuing Bank from issuing the Letter of Credit requested, or any Revolving Credit Bank from taking an assignment of its Percentage thereof pursuant to Section 3.6 hereof, and no law, rule, regulation, request or directive (whether or not having the force of law) shall prohibit or request that Issuing Bank refrain from issuing, or any Revolving Credit Bank refrain from taking an assignment of its Percentage of, the Letter of Credit requested or letters of credit generally;
(g) there shall have been no introduction of or change in the interpretation of any law or regulation that would make it unlawful or unduly burdensome for the Issuing Bank to issue or any Revolving Credit Bank to take an assignment of its Percentage of the requested Letter of Credit, no declaration of a general banking moratorium by banking authorities in the United States, Michigan or the respective jurisdictions in which the Revolving Credit Banks, the applicable Account Party and the beneficiary of the requested Letter of Credit are located, and no establishment of any new restrictions by any central bank or other governmental agency or authority on transactions involving letters of credit or on banks materially affecting the extension of credit by banks; and
(h) Issuing Bank shall have received the issuance fees required in connection with the issuance of such Letter of Credit pursuant to Section 3.4 hereof. Each Letter of Credit Agreement submitted to Issuing Bank pursuant hereto shall constitute the certification by the Company and the Account Party of the matters set forth in Section 3.2 (a) through (d) hereof. The Agent shall be entitled to rely on such certification without any duty of inquiry.
Appears in 1 contract
Conditions to Issuance. No Letter of Credit shall be issued (including the extension of any Letter of Credit previously issued) at the request and for the account of any Account Party(ies) Borrower unless, as of the date of issuance (or extension) of such Letter of Credit:
(a) in the case of any Account Party:
(i) after giving effect to the Letter of Credit requested, (i) the outstanding Letter of Credit Obligations does do not exceed the Letter of Credit Maximum Amount; and
and (ii) after giving effect to the Letter of Credit requested, the outstanding Letter of Credit Obligations on such date plus the aggregate amount of all Aggregate Revolving Credit Advances and Swing Line Advances (including, without duplication, deemed Advances funded by Agent under Section 3.6(a) hereof in respect of the Company’s or an applicable Account Party’s reimbursement obligation hereunder) requested or outstanding on such date Exposure does not exceed the then applicable Revolving Credit Aggregate Commitment;
(b) the obligations of the Loan Parties set forth in this Agreement and the other Loan Documents are valid, binding and enforceable obligations of such Loan Parties and the valid, binding and enforceable nature of this Agreement and the other Loan Documents has not been disputed by the Company;
(c) the representations and warranties of the Credit Parties contained in this Agreement and the other Loan Documents are true and correct in all material respects and shall be true and correct in all material respects as if made on of date of the issuance of such date Letter of Credit (both before and immediately after the issuance of such Letter of Credit), other than any representation or warranty that expressly speaks only as of a different date), and both immediately before and immediately after issuance of the Letter of ; MRC Energy Company Credit requested, Agreement 65
(c) there is no Default or Event of Default existsin existence, and none will exist upon the issuance of such Letter of Credit;
(d) the execution of the Letter of Credit Agreement with respect to the Letter of Credit requested will not violate the terms and conditions of any contract, agreement or other borrowing of the relevant Account Party;
(e) the Account Party requesting the Letter of Credit Borrower shall have delivered to the applicable Issuing Bank Lender at its Issuing Office, not less thanno later than 12:00 p.m. (New York time) at least three (3) Business Days prior to the requested date for issuance (or such shorter time as the applicable Issuing BankLender, in its sole discretion, may permit), the Letter of Credit Agreement related thereto, together with such other documents and materials as may be reasonably required pursuant to the terms thereof, and the terms of the proposed Letter of Credit shall be reasonably satisfactory to the applicable Issuing BankLender;
(e) concurrently with the delivery to the applicable Issuing Lender of the Letter of Credit Agreement pursuant to clause (d) above, Borrower shall have delivered to the Administrative Agent notice of the request for such Letter of Credit in the form attached hereto as Exhibit F or in such other form reasonably acceptable to the Administrative Agent, together with a copy of the Letter of Credit Agreement delivered to the applicable Issuing Lender in respect of such Letter of Credit;
(f) no order, judgment or decree of any court, arbitrator or governmental authority Governmental Authority shall purport by its terms to enjoin or restrain the applicable Issuing Bank Lender from issuing the Letter of Credit requested, or any Bank Revolving Credit Lender from taking an assignment its participation interest therein in accordance with the terms of its Percentage thereof pursuant to Section 3.6 hereof3.6, and no law, rule, regulation, request or directive (whether or not having the force of law) shall prohibit or request that the applicable Issuing Bank refrain Lender from issuing, or any Bank refrain Revolving Credit Lender from taking an assignment of its Percentage ofacquiring a participation in, the Letter of Credit requested or letters of credit generally;
(g) after the Effective Date, there shall have been (i) no introduction of or change in the interpretation of any law or regulation that would make it unlawful or unduly burdensome for the Issuing Bank to issue or any Bank to take an assignment of its Percentage of the requested Letter of Creditregulation, (ii) no declaration of a general banking moratorium by banking authorities in the United States, Michigan Texas or the respective jurisdictions in which the BanksRevolving Credit Lenders, the applicable Account Party Borrower and the beneficiary of the requested Letter of Credit are located, and (iii) no establishment of any new restrictions by any central bank or other governmental agency or authority Governmental Authority on transactions involving letters of credit or on banks materially affecting generally that, in any case described in this clause (f), would make it unlawful for the extension applicable Issuing Lender to issue or any Revolving Credit Lender to acquire its participation interest in accordance with the terms of Section 3.6 in the requested Letter of Credit or letters of credit by banks; andgenerally;
(h) if any Revolving Credit Lender is a Defaulting Lender, the applicable Issuing Bank Lender has entered into arrangements satisfactory to it to eliminate the Fronting Exposure with respect to the participation in the Letter of Credit Obligations by such Defaulting Lender, including creation by such Defaulting Lender of a cash collateral account on terms reasonably satisfactory to Administrative Agent or delivery of other security by such Defaulting Lender to assure payment of such Defaulting Lender’s Revolving Credit Percentage of all outstanding Letter of Credit Obligations; and MRC Energy Company Credit Agreement 66
(i) the applicable Issuing Lender shall have received the issuance fees required in connection with the issuance of such Letter of Credit pursuant to Section 3.4 hereof3.4. Each Letter of Credit Agreement submitted to an Issuing Bank Lender pursuant hereto shall constitute the certification by the Company and the Account Party Borrower of the matters set forth in Section 3.2 (a) through (d) hereof. The Agent shall be entitled to rely on such certification without any duty of inquiry5.2.
Appears in 1 contract
Conditions to Issuance. No Letter of Credit shall be issued at the request and for the account of any Account Party(ies) unless, as of the date of issuance of such Letter of Credit:
(a) in the case of any Account Party:
(i) after giving effect to the Letter of Credit requested, the outstanding Letter of Credit Obligations does not exceed the Letter of Credit Maximum Amount; and;
(ii) after giving effect to the Letter of Credit requested, the outstanding Letter of Credit Obligations on such date plus the aggregate amount of all Revolving Credit Advances and Swing Line Advances (including, without duplication, deemed Advances funded requested by Agent under Section 3.6(a) hereof in respect of the Company’s or an applicable Account Party’s reimbursement obligation hereunder) requested or outstanding to the Company on such date does not exceed the lesser of the then applicable Revolving Credit Aggregate CommitmentCommitment and the Domestic Borrowing Base; and
(iii) after giving effect to the Letter of Credit requested, the outstanding Letter of Credit Obligations on such date plus the aggregate amount of all Advances requested by or outstanding to the Borrowers on such date does not exceed the lesser of the then applicable Revolving Credit Aggregate Commitment and the Combined Borrowing Base;
(b) the obligations of the Loan Parties set forth in this Agreement and the other Loan Documents are valid, binding and enforceable obligations of such Loan Parties and the valid, binding and enforceable nature of this Agreement and the other Loan Documents has not been disputed by the Company;
(c) the representations and warranties contained in this Agreement and the other Loan Documents are true in all material respects as if made on such date (other than any representation or warranty that expressly except to the extent the same speaks only as of to a different date), and both immediately before and immediately after issuance of the Letter of Credit requested, no Default or Event of Default exists;
(d) the execution of the Letter of Credit Agreement with respect to the Letter of Credit requested will not violate the terms and conditions of any material contract, agreement or other borrowing of the relevant Account Party;
(e) the Account Party requesting the Letter of Credit shall have delivered to Issuing Bank at its Issuing Office, not less than three (3) Business Days prior to the requested date for issuance (or such shorter time as the Issuing Bank, in its sole discretion, may permit), the Letter of Credit Agreement related thereto, together with such other documents and materials as may be required pursuant to the terms thereof, and the terms of the proposed Letter of Credit shall be reasonably satisfactory to Issuing Bank;
(f) no order, judgment or decree of any court, arbitrator or governmental authority shall purport by its terms to enjoin or restrain Issuing Bank from issuing the Letter of Credit requested, or any Bank from taking an assignment of its Percentage thereof pursuant to Section 3.6 hereof, and no law, rule, regulation, request or directive (whether or not having the force of law) shall prohibit or request that Issuing Bank refrain from issuing, or any Bank refrain from taking an assignment of its Percentage of, the Letter of Credit requested or letters of credit generally;
(g) there shall have been no introduction of or change in the interpretation of any law or regulation that would make it unlawful or unduly burdensome for the Issuing Bank to issue or any Bank to take an assignment of its Percentage of the requested Letter of Credit, no suspension of or material limitation on trading on the New York Stock Exchange or any other national securities exchange, no declaration of a general banking moratorium by banking authorities in the United States, Michigan or the respective jurisdictions in which the Banks, the applicable Account Party and the beneficiary of the requested Letter of Credit are located, and no establishment of any new restrictions by any central bank or other governmental agency or authority on transactions involving letters of credit or on banks materially affecting the extension of credit by banks; and
(h) Issuing Bank shall have received the issuance fees required in connection with the issuance of such Letter of Credit pursuant to Section 3.4 hereof. Each Letter of Credit Agreement submitted to Issuing Bank pursuant hereto shall constitute the certification by the Company and the Account Party of the matters set forth in Section 3.2 (a) through (d) hereof. The Agent Issuing Bank shall be entitled to rely on such certification without any duty of inquiry.
Appears in 1 contract
Conditions to Issuance. No Letter of Credit shall be issued at the request and for the account of any Account Party(ies) unless, as of the date of issuance of such Letter of Credit:
(a) in the case of any Account Party:
(i) after giving effect to the Letter of Credit requested, the outstanding Letter of Credit Obligations does not exceed the Letter of Credit Maximum Amount; and
(ii) after giving effect to the Letter of Credit requested, the outstanding Letter of Credit Obligations on such date plus the aggregate amount of all Revolving Credit Advances and Swing Line Advances (including, without duplication, Swing Line Advances and all deemed Advances funded by Agent under Section 3.6(a) hereof in respect of the Companya Borrower’s or an the applicable Account Party’s reimbursement obligation hereunder) requested or outstanding on such date does not exceed the then applicable Revolving Credit Aggregate Commitment;
(b) the obligations of the Loan Parties set forth in this Agreement and the other Loan Documents are valid, binding and enforceable obligations of such Loan Parties and the valid, binding and enforceable nature of this Agreement and the other Loan Documents has not been disputed by the CompanyBorrowers;
(c) the representations and warranties contained in this Agreement and the other Loan Documents are true in all material respects as if made on such date (other than any representation or warranty that expressly speaks only as of a different date), and both immediately before and immediately after issuance of the Letter of Credit requested, no Default or Event of Default exists;
(d) the execution of the Letter of Credit Agreement with respect to the Letter of Credit requested will not violate the terms and conditions of any material contract, agreement or other borrowing of the relevant Account Party;
(e) the Account Party requesting the Letter of Credit shall have delivered to Issuing Bank at its Issuing Office, not less than three (3) Business Days prior to the requested date for issuance (or such shorter time as the Issuing Bank, in its sole discretion, may permit), the Letter of Credit Agreement related thereto, together with such other documents and materials as may be required pursuant to the terms thereof, and the terms of the proposed Letter of Credit shall be reasonably satisfactory to Issuing Bank;
(f) no order, judgment or decree of any court, arbitrator or governmental authority shall purport by its terms to enjoin or restrain Issuing Bank from issuing the Letter of Credit requested, or any Bank from taking an assignment of its Percentage thereof pursuant to Section 3.6 hereof, and no law, rule, regulation, request or directive (whether or not having the force of law) shall prohibit or request that Issuing Bank refrain from issuing, or any Bank refrain from taking an assignment of its Percentage of, the Letter of Credit requested or letters of credit generally;
(g) there shall have been no introduction of or change in the interpretation of any law or regulation that would make it unlawful or unduly burdensome for the Issuing Bank to issue or any Bank to take an assignment of its Percentage of the requested Letter of Credit, no declaration of a general banking moratorium by banking authorities in the United States, Michigan or the respective jurisdictions in which the Banks, the applicable Account Party and the beneficiary of the requested Letter of Credit are located, and no establishment of any new restrictions by any central bank or other governmental agency or authority on transactions involving letters of credit or on banks materially affecting the extension of credit by banks; and
(h) Issuing Bank shall have received the issuance fees required in connection with the issuance of such Letter of Credit pursuant to Section 3.4 hereof. Each Letter of Credit Agreement submitted to Issuing Bank pursuant hereto shall constitute the certification by the Company Borrowers and the Account Party of the matters set forth in Section 3.2 (a) through (d) hereof. The Agent shall be entitled to rely on such certification without any duty of inquiry.
Appears in 1 contract
Conditions to Issuance. No Letter of Credit shall be issued at the request and for the account of any Account Party(ies) unless, as of the date of issuance of such Letter of Credit:
(a) in the case of any Account Party:
(i) after giving effect to the Letter of Credit requested, the outstanding Letter of Credit Obligations does not exceed the Letter of Credit Maximum Amount; and
(ii) after giving effect to the Letter of Credit requested, the outstanding Letter of Credit Obligations on such date plus the aggregate amount of all Revolving Credit Advances and Swing Line Advances (including, without duplication, deemed Advances funded by Agent under Section 3.6(a) hereof in respect of the Company’s or an applicable Account Party’s reimbursement obligation hereunder) requested or outstanding on such date does not exceed the lesser of the then applicable (i) Borrowing Base and (ii) Revolving Credit Aggregate Commitment and the Credit Extensions and all extensions of credit by Comerica Bank to Tecstar Manufacturing Canada Ltd under the Canada Agreement shall not exceed the then applicable Revolving Credit Aggregate Commitment;
(b) the obligations of the Loan Parties set forth in this Agreement and the other Loan Documents are valid, binding and enforceable obligations of such Loan Parties and the valid, binding and enforceable nature of this Agreement and the other Loan Documents has not been disputed by the Company;
(c) the representations and warranties contained in this Agreement and the other Loan Documents are true in all material respects as if made on such date (other than any representation or warranty that expressly speaks only as of a different date), and both immediately before and immediately after issuance of the Letter of Credit requested, no Default or Event of Default exists;
(d) the execution of the Letter of Credit Agreement with respect to the Letter of Credit requested will not violate the terms and conditions of any contract, agreement or other borrowing of the relevant Account Party;
(e) the Account Party requesting the Letter of Credit shall have delivered to Issuing Bank at its Issuing Office, not less than three (3) Business Days prior to the requested date for issuance (or such shorter time as the Issuing Bank, in its sole discretion, may permit), the Letter of Credit Agreement related thereto, together with such other documents and materials as may be required pursuant to the terms thereof, and the terms of the proposed Letter of Credit shall be reasonably satisfactory to Issuing Bank;
(f) no order, judgment or decree of any court, arbitrator or governmental authority shall purport by its terms to enjoin or restrain Issuing Bank from issuing the Letter of Credit requested, or any Bank from taking an assignment of its Percentage thereof pursuant to Section 3.6 hereof, and no law, rule, regulation, request or directive (whether or not having the force of law) shall prohibit or request that Issuing Bank refrain from issuing, or any Bank refrain from taking an assignment of its Percentage of, the Letter of Credit requested or letters of credit generally;
(g) there shall have been no introduction of or change in the interpretation of any law or regulation that would make it unlawful or unduly burdensome for the Issuing Bank to issue or any Bank to take an assignment of its Percentage of the requested Letter of Credit, no declaration of a general banking moratorium by banking authorities in the United States, Michigan or the respective jurisdictions in which the Banks, the applicable Account Party and the beneficiary of the requested Letter of Credit are located, and no establishment of any new restrictions by any central bank or other governmental agency or authority on transactions involving letters of credit or on banks materially affecting the extension of credit by banks; and
(h) Issuing Bank shall have received the issuance fees required in connection with the issuance of such Letter of Credit pursuant to Section 3.4 hereof. Each Letter of Credit Agreement submitted to Issuing Bank pursuant hereto shall constitute the certification by the Company and the Account Party of the matters set forth in Section 3.2 (a) through (d) hereof. The Agent shall be entitled to rely on such certification without any duty of inquiry.
Appears in 1 contract
Samples: Credit Agreement (Quantum Fuel Systems Technologies Worldwide Inc)
Conditions to Issuance. No Letter of Credit shall be issued at the request and for the account of any Account Party(ies) Party unless, as of the date of issuance of such Letter of Credit:
(a) in the case face amount of any Account Party:
(i) after giving effect to the Letter of Credit requested, the outstanding Letter of Credit Obligations does not exceed plus the Letter of Credit Maximum Amount; and
Obligations, does not exceed an amount equal to (i) the then applicable Revolving Credit Aggregate Commitment minus (ii) after giving effect to the Letter of Credit requested, the outstanding Letter of Credit Obligations on such date plus the aggregate principal amount of all Revolving Credit Advances and Swing Line Advances (including, without duplication, deemed Advances funded by Agent under Section 3.6(a) hereof in respect of the Company’s or an applicable Account Party’s reimbursement obligation hereunder) requested or outstanding on at such date does not exceed the then applicable Revolving Credit Aggregate Commitmenttime outstanding;
(b) the obligations of Company and the Loan Parties Subsidiaries set forth in this Agreement and the other Loan Documents are valid, binding and enforceable obligations of such Loan Parties Company and each of the Subsidiaries and the valid, binding and enforceable nature of this Agreement and the other Loan Documents has not been disputed by Company or any of the CompanySubsidiaries;
(c) the representations and warranties contained in this Agreement and the other Loan Documents are true in all material respects as if made on such date (other than any representation or warranty that expressly speaks only as of a different date), and both immediately before and immediately after issuance of the Letter of Credit requested, no Default or Event of Default exists;
(d) the representations and warranties contained in this Agreement and the other Loan Documents are true in all material respects as if made on such date;
(e) the execution of the Letter of Credit Agreement with respect to the Letter of Credit requested will not violate the terms and conditions of any material contract, agreement or other borrowing of the relevant Account PartyCompany or any Subsidiary;
(ef) the Account Party requesting the Letter of Credit shall have delivered to Issuing Bank at its Issuing OfficeOffice (with a copy sent by Account Party to the Agent), not less than three (3) Business Days prior to the requested date for issuance (or such shorter time as the Issuing Bank, in its sole discretion, may permit), the Letter of Credit Agreement related thereto, together with such other documents and materials as may be required pursuant to the terms thereof, and the terms of the proposed Letter of Credit shall be reasonably satisfactory to Issuing BankBank and its Issuing Office;
(fg) no order, judgment or decree of any court, arbitrator or governmental authority shall purport by its terms to enjoin or restrain Issuing Bank from issuing the requested Letter of Credit requestedCredit, or any Bank from taking an assignment of its Percentage thereof pursuant to Section 3.6 hereof, and no law, rule, regulation, request or directive (whether or not having the force of law) shall prohibit or request that Issuing Bank refrain from issuing, or any Bank refrain from taking an assignment of its Percentage of, the Letter of Credit requested or letters of credit generally;
(gh) there shall have been no introduction of or change in the interpretation of any law or regulation that would make it unlawful or unduly burdensome for the Issuing Bank to issue or for any Bank to take an assignment of its Percentage of the requested Letter of Credit, no declaration of a general banking moratorium by banking authorities in the United States, Michigan or the respective jurisdictions in which the Banks, the applicable Account Party and the beneficiary of the requested Letter of Credit are locatedlocated (each a "Banking Authority"), and no establishment of any new material restrictions by any central bank or other governmental agency or authority Banking Authority on transactions involving letters of credit or on banks materially affecting the extension issuance of letters of credit by banks; and
(h) Issuing Bank shall have received the issuance fees required in connection with the issuance of such Letter of Credit pursuant to Section 3.4 hereof. Each Letter of Credit Agreement submitted to Issuing Bank pursuant hereto shall constitute the certification by the Company and the Account Party of the matters set forth in Section 3.2 (a) through (d) hereof. The Agent shall be entitled to rely on such certification without any duty of inquiry.
Appears in 1 contract
Conditions to Issuance. No Letter of Credit shall be issued at the request and for the account of any Account Party(ies) Party unless, as of the date of issuance of such Letter of Credit:
(a) in the case face amount of any Account Party:
(i) after giving effect to the Letter of Credit requested, plus the undrawn portion of all other outstanding Letters of Credit and the aggregate amount of all unpaid Letter of Credit Obligations Obligations, does not exceed the Letter of Credit Maximum Amount; and;
(iib) after giving effect to the face amount of the Letter of Credit requested, the outstanding Letter of Credit Obligations on such date plus the aggregate principal amount of all Advances outstanding under the Revolving Credit Advances Notes and the Swing Line Note, plus the principal amount of all Advances (includingrequested but not yet funded, without duplicationplus the aggregate undrawn portion of all other outstanding Letters of Credit, deemed Advances funded by Agent under Section 3.6(a) hereof in respect of the Company’s or an applicable Account Party’s reimbursement obligation hereunder) requested or outstanding on such date does do not exceed the lesser of the then applicable (i) Revolving Credit Aggregate CommitmentCommitment and (ii) Borrowing Base;
(bc) the obligations of the Loan Parties Company set forth in this Agreement and the other Loan Documents are valid, binding and enforceable obligations of such Loan Parties Company and the valid, binding and enforceable nature of this Agreement and the other Loan Documents has not been disputed by the Company;
(cd) the representations and warranties contained in this Agreement and the other Loan Documents are true in all material respects as if made on such date (other than any representation or warranty that expressly speaks only as of a different date), and both immediately before and immediately after issuance of the Letter of Credit requested, no Default or Event of Default exists;
(de) the representations and warranties contained in this Agreement and the Loan Documents are true in all material respects as if made on such date;
(f) the execution of the Letter of Credit Agreement with respect to the Letter of Credit requested will not violate the terms and conditions of any material contract, agreement or other borrowing of the relevant Account PartyCompany;
(eg) the Account Party requesting the Letter of Credit shall have delivered to Issuing Bank Agent at its Issuing Office, not less than three five (35) Business Days prior to the requested date for issuance (or such shorter time as the Issuing BankAgent, in its sole discretion, may permit), the Letter of Credit Agreement related thereto, together with such other documents and materials as may be reasonably required pursuant to the terms thereof, and the terms of the proposed Letter of Credit shall be reasonably satisfactory to Agent and its Issuing BankOffice in the exercise of its reasonable discretion;
(fh) no order, judgment or decree of any court, arbitrator or governmental authority having competent jurisdiction shall purport by its terms to enjoin or restrain Issuing Bank Agent from issuing the Letter of Credit requestedCredit, or any Bank from taking an assignment of its Percentage thereof pursuant to Section 3.6 hereof, and no law, rule, regulation, request or directive (whether or not having the force of law) shall prohibit or request that Issuing Bank Agent refrain from issuing, or any Bank refrain from taking an assignment of its Percentage of, the Letter of Credit requested or letters of credit generally;
(gi) there shall have been no introduction of or change in the interpretation of any law or regulation that would make it unlawful or unduly burdensome for the Issuing Bank Agent to issue or any Bank to take an assignment of its Percentage of the requested Letter of Credit, no general suspension of trading on the New York Stock Exchange or any other national securities exchange, no declaration of a general banking moratorium by banking authorities in the United States, Michigan or the respective jurisdictions in which the Banks, the applicable Account Party and the beneficiary of the requested Letter of Credit are located, and no establishment of any new restrictions by any central bank or other governmental agency or authority on transactions involving letters of credit or on banks materially affecting the extension of credit by banks; and
(hj) Issuing Bank Agent shall have received the issuance fees fee required in connection with the issuance of such Letter of Credit pursuant to Section 3.4 3.5 hereof. Each Letter of Credit Agreement submitted to Issuing Bank Agent pursuant hereto shall constitute the certification by the Company and the Account Party of the matters set forth in this Section 3.2 (a) through (d) hereoff). The Agent shall be entitled to rely on such certification without any duty of inquiry.
Appears in 1 contract
Samples: Credit Agreement (Mce Companies Inc)
Conditions to Issuance. No Letter of Credit shall be issued at the request and for the account of any Account Party(ies) unless, as of the date of issuance of such Letter of Credit:
(a) in the case of any Account Party:
(i) after giving effect to the Letter of Credit requestedrequested and any other outstanding requests for Letters of Credit, the outstanding Letter of Credit Obligations does not exceed the Letter of Credit Maximum Amount; and
(ii) after giving effect to the Letter of Credit requestedrequested and any other outstanding requests for Advances and Letters of Credit, the outstanding Letter of Credit Obligations on such date plus the aggregate amount of all Revolving Credit Advances and Swing Line Advances (including, without duplication, deemed Advances funded by Agent under Section 3.6(a) hereof in respect of the Company’s or an applicable Account Party’s reimbursement obligation hereunder) requested or outstanding on such date does not exceed the lesser of the then applicable Revolving Credit Aggregate CommitmentCommitment and the Borrowing Base, determined on the basis of a current regular Borrowing Base Certificate meeting the requirements of Section 7.2(c) hereof or a special Borrowing Base Certificate meeting the requirements of Section 4.3 hereof;
(b) the obligations of the Loan Parties Borrowers set forth in this Agreement and the other Loan Documents are valid, binding and enforceable obligations of such Loan Parties Borrowers and the valid, binding and enforceable nature of this Agreement and the other Loan Documents has not been disputed by any of the CompanyBorrowers;
(c) the representations and warranties contained in this Agreement and the other Loan Documents are true in all material respects as if made on such date (other than any representation or warranty that expressly speaks only as of a different date), and both immediately before and immediately after issuance of the Letter of Credit requested, no Default or Event of Default exists;
(d) the execution of the Letter of Credit Agreement with respect to the Letter of Credit requested will not violate the terms and conditions of any contract, agreement or other borrowing of the relevant Account Party;
(e) the Account Party requesting the Letter of Credit shall have delivered to Issuing Bank Lender at its Issuing Office, not less than three (3) Business Days prior to the requested date for issuance (or such shorter time as the Issuing BankLender, in its sole discretion, may permit), the Letter of Credit Agreement related thereto, together with such other documents and materials as may be required pursuant to the terms thereof, and the terms of the proposed Letter of Credit shall be reasonably satisfactory to Issuing BankLender;
(f) no order, judgment or decree of any court, arbitrator or governmental authority shall purport by its terms to enjoin or restrain Issuing Bank Lender from issuing the Letter of Credit requested, or any Bank Revolving Credit Lender from taking an assignment of its Revolving Credit Percentage thereof pursuant to Section 3.6 hereof, and no law, rule, regulation, request or directive (whether or not having the force of law) shall prohibit or request that Issuing Bank Lender refrain from issuing, or any Bank Revolving Credit Lender refrain from taking an assignment of its Revolving Credit Percentage of, the Letter of Credit requested or letters of credit generally;
(g) there shall have been no introduction of or change in the interpretation of any law or regulation that would make it unlawful or unduly burdensome for the Issuing Bank Lender to issue or any Bank Revolving Credit Lender to take an assignment of its Revolving Credit Percentage of the requested Letter of Credit, no suspension of or material limitation on trading on the New York Stock Exchange or any other national securities exchange, no declaration of a general banking moratorium by banking authorities in the United States, Michigan or the respective jurisdictions in which the BanksRevolving Credit Lenders, the applicable Account Party and the beneficiary of the requested Letter of Credit are located, and no establishment of any new restrictions by any central bank or other governmental agency or authority on transactions involving letters of credit or on banks materially affecting the extension of credit by banks; and
(h) Issuing Bank Lender shall have received the issuance fees required in connection with the issuance of such Letter of Credit pursuant to Section 3.4 hereof. Each Letter of Credit Agreement submitted to Issuing Bank Lender pursuant hereto shall constitute the certification by the Company CALP and the Account Party of the matters set forth in Section 3.2 (a) through (d) hereof. The Issuing Lender and Agent shall be entitled to rely on such certification without any duty of inquiry.
Appears in 1 contract
Samples: Revolving Credit Agreement (Capital Automotive Reit)
Conditions to Issuance. No Letter of Credit shall be issued at the request and for the account of any Account Party(ies) unless, as of the date of issuance of such Letter of Credit:
(a) in the case of any Account Party:
(i) after giving effect to the face amount of the Letter of Credit requestedrequested plus the face amount of all other Letters of Credit requested on such date, plus the outstanding aggregate amount of all other Letter of Credit Obligations then outstanding does not exceed the Letter of Credit Maximum Amount; and
(ii) after giving effect to the face amount of the Letter of Credit requested, requested plus the outstanding Letter face amount of all other Letters of Credit Obligations requested on such date plus the aggregate principal amount of all Revolving Credit any Advances and Swing Line Advances (including, without duplication, deemed Advances funded by Agent under Section 3.6(a) hereof in respect of the Company’s or an applicable Account Party’s reimbursement obligation hereunder) Revolving Loan being requested or outstanding by Borrower on such date does not exceed the then applicable Revolving Credit Aggregate CommitmentMaximum Availability;
(biii) the obligations of the Loan Parties Borrower set forth in this Agreement and the other Loan Documents are valid, binding and enforceable obligations of such Loan Parties the Borrower and the valid, binding and enforceable nature of this Agreement and the other Loan Documents has not been disputed by the CompanyBorrower;
(civ) the representations and warranties contained in this Agreement and the other Loan Documents are true in all material respects as if made on such date date, except to the extent (other than any x) a representation or warranty that expressly speaks only is made as of a different date)specific date or (y) Borrower has notified Agent of occurrences or provided information after the Closing Date to supplement such representations or warranties which are no longer true and correct in all material respects and such occurrences or supplemental information do not constitute a Default or Event of Default, and both immediately before and immediately after issuance of the Letter of Credit requested, no Default or Event of Default exists;
(dv) the execution of the Letter of Credit Agreement with respect to the Letter of Credit requested will not violate the terms and conditions of any contract, agreement or other borrowing of the relevant Account PartyParty(ies);
(evi) the Account Party requesting the Letter of Credit Party(ies) shall have delivered to Issuing Bank Agent at its Issuing Office, not less than three (3) Business Days prior to the requested date for issuance (or such shorter time as the Issuing BankAgent, in its sole discretion, may permit), the 24 Letter of Credit Agreement related thereto, together with such other documents and materials as may be required pursuant to the terms thereof, and the terms of the proposed Letter of Credit shall be reasonably satisfactory to Issuing BankAgent;
(fvii) no order, judgment or decree of any court, arbitrator or governmental authority shall purport by its terms to enjoin or restrain Issuing Bank Agent from issuing the Letter of Credit requested, or any Bank Lender from taking an assignment of its Percentage Commitment thereof pursuant to Section 3.6 2.8(f) hereof, and no law, rule, regulation, request or directive (whether or not having the force of law) shall prohibit or request that Issuing Bank Agent refrain from issuing, or any Bank Lender refrain from taking an assignment of its Percentage Commitment of, the Letter of Credit requested or letters of credit generally;
(gviii) there shall have been no introduction of or change in the interpretation of any law or regulation that would make it unlawful or unduly burdensome for the Issuing Bank Agent to issue or any Bank Lender to take an assignment of its Percentage Commitment of the requested Letter of Credit, no suspension of or material limitation on trading on the New York Stock Exchange or any other national securities exchange, no declaration of a general banking moratorium by banking authorities in the United States, Michigan California or the respective jurisdictions in which the BanksLenders, the applicable Account Party Party(ies) and the beneficiary of the requested Letter of Credit are located, and no establishment of any new restrictions by any central bank or other governmental agency or authority on transactions involving letters of credit or on banks materially affecting the extension of credit by banks; and
(hix) Issuing Bank Agent shall have received the issuance fees required in connection with the issuance of such Letter of Credit pursuant to Section 3.4 2.8(d) hereof. Each Letter of Credit Agreement submitted to Issuing Bank Agent pursuant hereto shall constitute the certification by the Company and the Account Party Party(ies) of the matters set forth in Section 3.2 (a2.8(b)(i) through (dv) hereof. The Agent shall be entitled to rely on such certification without any duty of inquiry.
Appears in 1 contract
Samples: Loan Agreement (Summa Industries)
Conditions to Issuance. No Letter of Credit shall be issued at the request and for the account of any Account Party(ies) unless, as of the date of issuance of such Letter of Credit:
(a) in the case of any Account Party:
(i) after giving effect to the Letter of Credit requested, the outstanding Letter of Credit Obligations does not exceed the Letter of Credit Maximum Amount; and
(ii) after giving effect to the Letter of Credit requested, the outstanding Letter of Credit Obligations on such date plus the aggregate amount of all Revolving Credit Advances and Swing Line Advances (including, without duplication, all deemed Advances funded by Agent under Section 3.6(a) hereof in respect of the Company’s Borrowers’ or an the applicable Account Party’s reimbursement obligation hereunder) requested or outstanding on such date does not exceed the then applicable Revolving Credit Aggregate Commitment;
(b) the obligations of the Loan Parties set forth in this Agreement and the other Loan Documents are valid, binding and enforceable obligations of such Loan Parties and the valid, binding and enforceable nature of this Agreement and the other Loan Documents has not been disputed by the Companyany Borrower;
(c) the representations and warranties contained in this Agreement and the other Loan Documents are true in all material respects as if made on such date (other than any representation or warranty that expressly speaks only as of a different date), and both immediately before and immediately after issuance of the Letter of Credit requested, no Default or Event of Default exists;
(d) the execution of the Letter of Credit Agreement with respect to the Letter of Credit requested will not violate the terms and conditions of any contract, agreement or other borrowing of the relevant Account Party;
(e) the Account Party requesting the Letter of Credit shall have delivered to Issuing Bank at its Issuing Office, not less than three (3) Business Days prior to the requested date for issuance (or such shorter time as the Issuing Bank, in its sole discretion, may permit), the Letter of Credit Agreement related thereto, together with such other documents and materials as may be required pursuant to the terms thereof, and the terms of the proposed Letter of Credit shall be reasonably satisfactory to Issuing Bank;
(f) no order, judgment or decree of any court, arbitrator or governmental authority shall purport by its terms to enjoin or restrain Issuing Bank from issuing the Letter of Credit requested, or any Revolving Credit Bank from taking an assignment of its Percentage thereof pursuant to Section 3.6 hereof, and no law, rule, regulation, request or directive (whether or not having the force of law) shall prohibit or request that Issuing Bank refrain from issuing, or any Revolving Credit Bank refrain from taking an assignment of its Percentage of, the Letter of Credit requested or letters of credit generally, in each case as determined by Issuing Bank in its sole discretion;
(g) there shall have been no introduction of or change in the interpretation of any law or regulation that would make it unlawful or unduly burdensome for the Issuing Bank to issue or any Revolving Credit Bank to take an assignment of its Percentage of the requested Letter of Credit, no declaration of a general banking moratorium by banking authorities in the United States, Michigan or the respective jurisdictions in which the Revolving Credit Banks, the applicable Account Party and the beneficiary of the requested Letter of Credit are located, and no establishment of any new restrictions by any central bank or other governmental agency or authority on transactions involving letters of credit or on banks materially affecting the extension of credit by banks, in each case as determined by Issuing Bank in its sole discretion; and
(h) Issuing Bank shall have received the issuance fees required in connection with the issuance of such Letter of Credit pursuant to Section 3.4 3.4(b) hereof. Each Letter of Credit Agreement submitted to Issuing Bank pursuant hereto shall constitute the certification by the Company Borrowers and the Account Party of the matters set forth in Section 3.2 (a) through (d) hereof. The Agent shall be entitled to rely on such certification without any duty of inquiry.
Appears in 1 contract
Samples: Revolving Credit and Term Loan Agreement (Staktek Holdings Inc)
Conditions to Issuance. No Letter of Credit shall be issued at the request and for the account of any Account Party(ies) Party unless, as of the date of issuance of such Letter of Credit:
(a) in the case face amount of any Account Party:
(i) after giving effect to the Letter of Credit requested, PLUS any other requested but not yet issued Letters of Credit PLUS the undrawn portion of all other outstanding Letters of Credit PLUS the aggregate principal amount of all outstanding Letter of Credit Obligations Obligations, does not exceed the Letter of Credit Maximum Amount; and;
(iib) after giving effect to the face amount of the Letter of Credit requested, PLUS the aggregate principal amount of all Advances outstanding under the Notes, PLUS the aggregate undrawn portion of all other outstanding Letters of Credit, PLUS any other requested but not yet issued Letters of Credit PLUS the aggregate principal amount of all outstanding Letter of Credit Obligations on such date plus the aggregate amount of all Revolving Credit Advances and Swing Line Advances (including, without duplication, deemed Advances funded by Agent under Section 3.6(a) hereof in respect of the Company’s or an applicable Account Party’s reimbursement obligation hereunder) requested or outstanding on such date does do not exceed the then applicable Revolving Credit Aggregate Commitment;
(bc) the obligations of the Loan Parties Company set forth in this Agreement and the other Loan Documents are valid, binding and enforceable obligations of such Loan Parties Company and the valid, binding and enforceable nature of this Agreement and the other Loan Documents has not been disputed by the Company;
(cd) the representations and warranties contained in this Agreement and the other Loan Documents are true in all material respects as if made on such date (other than any representation or warranty that expressly speaks only as of a different date), and both immediately before and immediately after issuance of the Letter of Credit requested, no Default or Event of Default exists;
(de) the representations and warranties contained in this Agreement and the Loan Documents are true in all material respects as if made on such date;
(f) the execution of the Letter of Credit Agreement with respect to the Letter of Credit requested will not violate the terms and conditions of any material contract, agreement or other borrowing of the relevant Account PartyCompany;
(eg) the Account Party requesting the Letter of Credit shall have delivered to Issuing Bank Agent at its Issuing Office, not less than three five (35) Business Days prior to the requested date for issuance (or such shorter time as the Issuing BankAgent, in its sole discretion, may permit), the Letter of Credit Agreement related thereto, together with such other documents and materials as may be reasonably required pursuant to the terms thereof, and the terms of the proposed Letter of Credit shall be reasonably satisfactory to Agent and its Issuing BankOffice in the exercise of its reasonable discretion;
(fh) no order, judgment or decree of any court, arbitrator or governmental authority shall purport by its terms to enjoin or restrain Issuing Bank Agent from issuing the Letter of Credit requestedCredit, or any Bank from taking an assignment of its Percentage thereof a participation therein pursuant to Section 3.6 hereof, and no law, rule, regulation, request or directive (whether or not having the force of law) shall prohibit or request that Issuing Bank Agent refrain from issuing, or any Bank refrain from taking an assignment of its Percentage ofa participation in, the Letter of Credit requested or letters of credit generally;
(gi) there shall have been no introduction of or change in the interpretation of any law or regulation that would make it unlawful or unduly burdensome for the Issuing Bank Agent to issue or any Bank to take an assignment of its Percentage of the requested Letter of Credit, no general suspension on trading on the New York Stock Exchange or any other national securities exchange, no declaration of a general banking moratorium by banking authorities in the United States, Michigan or the respective jurisdictions in which the Banks, the applicable Account Party and the beneficiary of the requested Letter of Credit are located, and no establishment of any new restrictions by any central bank or other governmental agency or authority on transactions involving letters of credit or on banks materially affecting the extension of credit by banks; and
(hj) Issuing Bank Agent shall have received the issuance fees fee required in connection with the issuance of such Letter of Credit pursuant to Section 3.4 3.5 hereof. Each Letter of Credit Agreement submitted to Issuing Bank Agent pursuant hereto shall constitute the certification by the Company and the Account Party of the matters set forth in this Section 3.2 (a) through (d) hereoff). The Agent shall be entitled to rely on such certification without any duty of inquiry.
Appears in 1 contract
Conditions to Issuance. No Letter of Credit shall be issued at the request and for the account of any Account Party(ies) unless, as of the date of issuance of such Letter of Credit:
(a) in the case of any Account Party:
(i) both before and after giving effect to the Letter of Credit requested, the outstanding Letter of Credit Obligations does not exceed the Letter of Credit Maximum Amount; and
(ii) both before and after giving effect to the Letter of Credit requested, the outstanding Letter of Credit Obligations on such date plus the aggregate amount of all Revolving Credit Advances and Swing Line Advances (including, without duplication, deemed Advances funded by Agent under Section 3.6(a) hereof in respect of the Company’s a Borrower's or an applicable Account Party’s 's reimbursement obligation hereunder) requested or outstanding on such date does not exceed the then applicable Revolving Credit Aggregate Commitment;
(b) the obligations of the Loan Parties set forth in this Agreement and the other Loan Documents are valid, binding and enforceable obligations of such Loan Parties and the valid, binding and enforceable nature of this Agreement and the other Loan Documents has not been disputed by the Companyany Borrower;
(c) the representations and warranties contained in this Agreement and the other Loan Documents are true in all material respects as if made on such date (other than any representation or warranty that expressly speaks only as of a different date), and both immediately before and immediately after issuance of the Letter of Credit requested, no Default or Event of Default exists;
(d) the execution of the Letter of Credit Agreement with respect to the Letter of Credit requested will not violate the terms and conditions of any contract, agreement or other borrowing of the relevant Account Party;
(e) the Account Party requesting the Letter of Credit shall have delivered to Issuing Bank at its Issuing Office, not less than three (3) Business Days prior to the requested date for issuance (or such shorter time as the Issuing Bank, in its sole discretion, may permit), the Letter of Credit Agreement related thereto, together with such other documents and materials as may be required pursuant to the terms thereof, and the terms of the proposed Letter of Credit shall be reasonably satisfactory to Issuing Bank;
(f) no order, judgment or decree of any court, arbitrator or governmental authority shall purport by its terms to enjoin or restrain Issuing Bank from issuing the Letter of Credit requested, or any Revolving Credit Bank from taking an assignment of its Percentage thereof pursuant to Section 3.6 hereof, and no law, rule, regulation, request or directive (whether or not having the force of law) shall prohibit or request that Issuing Bank refrain from issuing, or any Revolving Credit Bank refrain from taking an assignment of its Percentage of, the Letter of Credit requested or letters of credit generally;
(g) there shall have been no introduction of or change in the interpretation of any law or regulation that would make it unlawful or unduly burdensome for the Issuing Bank to issue or any Revolving Credit Bank to take an assignment of its Percentage of the requested Letter of Credit, no declaration of a general banking moratorium by banking authorities in the United States, Michigan or the respective jurisdictions in which the Revolving Credit Banks, the applicable Account Party and the beneficiary of the requested Letter of Credit are located, and no establishment of any new restrictions by any central bank or other governmental agency or authority on transactions involving letters of credit or on banks materially affecting the extension of credit by banks; and
(h) Issuing Bank shall have received the issuance fees required in connection with the issuance of such Letter of Credit pursuant to Section 3.4 hereof. Each Letter of Credit Agreement submitted to Issuing Bank pursuant hereto shall constitute the certification by the Company and the Account Party of the matters set forth in Section 3.2 (a) through (d) hereof. The Agent shall be entitled to rely on such certification without any duty of inquiry.
Appears in 1 contract
Samples: Revolving Credit and Term Loan Agreement (MSC Software Corp)
Conditions to Issuance. No Letter of Credit shall be issued at the request and for the account of any Account Party(ies) Party unless, as of the date of issuance of such Letter of Credit:
(a) in the case face amount of any Account Party:
(i) after giving effect to the Letter of Credit requested, requested plus the outstanding Letter of Credit Obligations outstanding on such date does not exceed the Letter of Credit Maximum Amount; and
(ii) after giving effect to the Letter of Credit requested, the outstanding Letter of Credit Obligations on such date plus the aggregate amount of all Revolving Credit Advances and Swing Line Advances (including, without duplication, deemed Advances funded by Agent under Section 3.6(a) hereof in respect of the Company’s or an applicable Account Party’s reimbursement obligation hereunder) requested or outstanding on such date does not exceed the then applicable Revolving Credit Aggregate Commitment;
(b) the obligations of Company and the Loan Parties Guarantors set forth in this Agreement and the other Loan Documents are valid, binding and enforceable obligations of such Loan Parties Company and each of the Guarantors and the valid, binding and enforceable nature of this Agreement and the other Loan Documents has not been disputed by Company or any of the CompanyGuarantors;
(c) the representations and warranties contained in this Agreement and the other Loan Documents are true in all material respects as if made on such date (other than any representation or warranty that expressly speaks only as of a different date), and both immediately before and immediately after issuance of the Letter of Credit requested, no Default or Event of Default exists;
(d) the representations and warranties contained in this Agreement and the other Loan Documents are true in all material respects as if made on such date;
(e) the execution of the Letter of Credit Agreement with respect to the Letter of Credit requested will not violate the terms and conditions of any material contract, agreement or other borrowing of the relevant Account PartyCompany or any Guarantor;
(ef) the Account Party requesting the Letter of Credit shall have delivered to Issuing Bank at its Issuing OfficeOffice (with a copy sent by Account Party to the Agent), not less than three five (35) Business Days prior to the requested date for issuance (or such shorter time as the Issuing Bank, in its sole discretion, may permit), the Letter of Credit Agreement related thereto, together with such other documents and materials as may be required pursuant to the terms thereof, and the terms of the proposed Letter of Credit shall be reasonably satisfactory to Issuing BankBank and its Issuing Office;
(fg) no order, judgment or decree of any court, arbitrator or governmental authority shall purport by its terms to enjoin or restrain Issuing Bank from issuing the requested Letter of Credit requestedCredit, or any Bank from taking an assignment of its Percentage thereof pursuant to Section 3.6 hereof, and no law, rule, regulation, request or directive (whether or not having the force of law) shall prohibit or request that Issuing Bank refrain from issuing, or any Bank refrain from taking an assignment of its Percentage of, the Letter of Credit requested or letters of credit generally;
(gh) there shall have been no introduction of or change in the interpretation of any law or regulation that would make it unlawful or unduly burdensome for the Issuing Bank to issue or for any Bank to take an assignment of its Percentage of the requested Letter of Credit, no declaration of a general banking moratorium by banking authorities in the United States, Michigan or the respective jurisdictions in which the Banks, the applicable Account Party and the beneficiary of the requested Letter of Credit are locatedlocated (each a "Banking Authority"), and no establishment of any new material restrictions by any central bank or other governmental agency or authority Banking Authority on transactions involving letters of credit or on banks materially affecting the extension issuance of letters of credit by banks; and
(hi) Issuing Bank shall have received the issuance fees facing fee required in connection with the issuance of such Letter of Credit pursuant to Section 3.4 3.4(b) hereof. Each Letter of Credit Agreement submitted to Issuing Bank pursuant hereto shall constitute the certification by the Company and the Account Party of the matters set forth in this Section 3.2 (a) through (d) hereofe). The Agent Issuing Bank shall be entitled to rely on such certification without any duty of inquiry.
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Conditions to Issuance. No Letter of Credit shall be issued at the request and for the account of any Account Party(ies) Party unless, as of the date of issuance of such Letter of Credit:
(a) in the case face amount of any Account Party:
(i) after giving effect to the Letter of Credit requested, plus any other requested but not yet issued Letters of Credit, plus the undrawn portion of all other outstanding Letters of Credit, plus the aggregate principal amount of all outstanding Letter of Credit Obligations (to the extent such Letter of Credit Obligations have not been deemed paid by a Prime-based Advance pursuant to Section 3.6(a) hereof), does not exceed the Letter of Credit Maximum Amount; and;
(iib) after giving effect to the face amount of the Letter of Credit requested, plus the aggregate principal amount of all Advances outstanding under the Notes, plus the aggregate undrawn portion of all other outstanding Letters of Credit, plus any other requested but not yet issued Letters of Credit plus the aggregate principal amount of all outstanding Letter of Credit Obligations on such date plus the aggregate amount of all Revolving Credit Advances and Swing Line Advances (including, without duplication, deemed Advances funded by Agent under Section 3.6(a) hereof in respect of the Company’s or an applicable Account Party’s reimbursement obligation hereunder) requested or outstanding on such date does do not exceed the then applicable Revolving Credit Aggregate Commitment;
(bc) the obligations of the Loan Parties Company set forth in this Agreement and the other Loan Documents are valid, binding and enforceable obligations of such Loan Parties Company and the valid, binding and enforceable nature of this Agreement and the other Loan Documents has not been disputed by the Company;
(cd) the representations and warranties contained in this Agreement and the other Loan Documents are true in all material respects as if made on such date (other than any representation or warranty that expressly speaks only as of a different date), and both immediately before and immediately after issuance of the Letter of Credit requested, no Default or Event of Default exists;
(de) the representations and warranties contained in this Agreement and the Loan Documents are true in all material respects as if made on such date (except to the extent any such representation or warranty contained in this Agreement by its express terms relates solely to an earlier specified date);
(f) the execution of the Letter of Credit Agreement with respect to the Letter of Credit requested will not violate the terms and conditions of any material contract, agreement or other borrowing of the relevant Account PartyCompany;
(eg) the Account Party requesting the Letter of Credit shall have delivered to Issuing Bank Agent at its Issuing Office, not less than three five (35) Business Days prior to the requested date for issuance (or such shorter time as the Issuing BankAgent, in its sole discretion, may permit), the Letter of Credit Agreement related thereto, together with such other documents and materials as may be reasonably required pursuant to the terms thereof, and the terms of the proposed Letter of Credit shall be reasonably satisfactory to Agent and its Issuing Bank;
(f) no order, judgment or decree of any court, arbitrator or governmental authority shall purport by its terms to enjoin or restrain Issuing Bank from issuing Office in the Letter of Credit requested, or any Bank from taking an assignment exercise of its Percentage thereof pursuant to Section 3.6 hereof, and no law, rule, regulation, request or directive (whether or not having the force of law) shall prohibit or request that Issuing Bank refrain from issuing, or any Bank refrain from taking an assignment of its Percentage of, the Letter of Credit requested or letters of credit generallyreasonable discretion;
(g) there shall have been no introduction of or change in the interpretation of any law or regulation that would make it unlawful or unduly burdensome for the Issuing Bank to issue or any Bank to take an assignment of its Percentage of the requested Letter of Credit, no declaration of a general banking moratorium by banking authorities in the United States, Michigan or the respective jurisdictions in which the Banks, the applicable Account Party and the beneficiary of the requested Letter of Credit are located, and no establishment of any new restrictions by any central bank or other governmental agency or authority on transactions involving letters of credit or on banks materially affecting the extension of credit by banks; and
(h) Issuing Bank shall have received the issuance fees required in connection with the issuance of such Letter of Credit pursuant to Section 3.4 hereof. Each Letter of Credit Agreement submitted to Issuing Bank pursuant hereto shall constitute the certification by the Company and the Account Party of the matters set forth in Section 3.2 (a) through (d) hereof. The Agent shall be entitled to rely on such certification without any duty of inquiry.
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Conditions to Issuance. No Letter of Credit shall be issued at the request and for the account of any Account Party(ies) unless, as of the date of issuance of such Letter of Credit:
(a) in the case of any Account Party:
(i) after giving effect to the Letter of Credit requested, the outstanding Letter of Credit Obligations does do not exceed the Letter of Credit Maximum Amount; and
(ii) after giving effect to the Letter of Credit requested, the outstanding Letter of Credit Obligations on such date plus the aggregate amount of all Revolving Credit Advances and Swing Line Advances (including, without duplication, deemed Advances funded by the Administrative Agent under Section 3.6(a) hereof in respect of the Company’s 's or an applicable Account Party’s 's reimbursement obligation hereunder) requested or outstanding on such date does do not exceed the then applicable Revolving Credit Aggregate Commitment;
(b) the obligations of the Loan Parties set forth in this Agreement and the other Loan Documents are valid, binding and enforceable obligations of such Loan Parties and the valid, binding and enforceable nature of this Agreement and the other Loan Documents has not been disputed by the Company;
(c) the representations and warranties of the Loan Parties contained in this Agreement and the other Loan Documents are true in all material respects as if made on such date (other than any representation or warranty that expressly speaks only as of a different date), and both immediately before and immediately after issuance of the Letter of Credit requested, no Default or Event of Default exists;
(d) the execution of the Letter of Credit Agreement with respect to the Letter of Credit requested will not violate the terms and conditions of any contract, agreement or other borrowing of the relevant Account Party;
(e) the Account Party requesting the Letter of Credit shall have delivered to Issuing Bank at its Issuing Office, not less than three (3) Business Days prior to the requested date for issuance (or such shorter time as the Issuing Bank, in its sole discretion, may permit), the Letter of Credit Agreement related thereto, together with such other documents and materials as may be required pursuant to the terms thereof, and the terms of the proposed Letter of Credit shall be reasonably satisfactory to Issuing Bank;
(f) no order, judgment or decree of any court, arbitrator or governmental authority shall purport by its terms to enjoin or restrain Issuing Bank from issuing the Letter of Credit requested, or any Revolving Credit Bank from taking an assignment of its Percentage thereof pursuant to Section 3.6 hereof, and no law, rule, regulation, request or directive (whether or not having the force of law) shall prohibit or request that Issuing Bank refrain from issuing, or any Revolving Credit Bank refrain from taking an assignment of its Percentage of, the Letter of Credit requested or letters of credit generally;
(g) there shall have been no introduction of or change in the interpretation of any law or regulation that would make it unlawful or unduly burdensome for the Issuing Bank to issue or any Revolving Credit Bank to take an assignment of its Percentage of the requested Letter of Credit, no declaration of a general banking moratorium by banking authorities in the United States, Michigan or the respective jurisdictions in which the Revolving Credit Banks, the applicable Account Party and the beneficiary of the requested Letter of Credit are located, and no establishment of any new restrictions by any central bank or other governmental agency or authority on transactions involving letters of credit or on banks materially adversely affecting the extension of credit by banks; and
(h) Issuing Bank shall have received the issuance fees required in connection with the issuance of such Letter of Credit pursuant to Section 3.4 hereof. Each Letter of Credit Agreement submitted to Issuing Bank pursuant hereto shall constitute the certification by the Company and the Account Party of the matters set forth in Section 3.2 (a) through (d) hereof. The Administrative Agent shall be entitled to rely on such certification without any duty of inquiry.
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