Common use of Euro Letters of Credit Clause in Contracts

Euro Letters of Credit. Subject to the terms and conditions set forth herein, (a) each Euro L/C Issuer agrees, in reliance upon the agreements of Euro Lenders set forth in this Section 3.4 and Article V, (i) from time to time on any Business Day during the Availability Period, to issue Euro Letters of Credit denominated in Euro or Sterling for the account of any Euro Borrower or any Eligible Affiliate, and to amend or extend Euro Letters of Credit previously issued by it, in accordance with Section 5.2, and (ii) to honor drawings under the applicable Euro Letters of Credit; and (b) Euro Lenders severally agree to participate in Euro Letters of Credit issued for the account of any Euro Borrower or any Eligible Affiliates and any drawings thereunder; provided that after giving effect to any Euro L/C Credit Extension with respect to any Euro Letter of Credit, (x) the Euro Total Outstandings shall not exceed the Euro Aggregate Commitments, (y) the Euro Credit Exposure of any Euro Lender shall not exceed such Euro Lender’s Euro Commitment and (z) the Euro Outstanding Amount of the Euro L/C Obligations shall not exceed the Euro Letter of Credit Sublimit. Within the foregoing limits, any Euro Borrower’s ability to obtain Euro Letters of Credit shall be fully revolving, and accordingly each Euro Borrower may, during the foregoing period, obtain Euro Letters of Credit to replace Euro Letters of Credit that have expired or that have been drawn upon and reimbursed. All Euro Existing Letters of Credit that were originally issued for the account of a Person that is not a Euro Borrower shall, immediately upon the effectiveness hereof, be deemed to have been issued pursuant hereto for the account of the applicable Euro Borrower identified as the “Account Obligor” on Schedule 2.4(b) (which Euro Borrower hereby assumes all Euro L/C Obligations with respect to such Euro Existing Letter of Credit), and from and after the Closing Date shall be subject to and governed by the terms and conditions hereof.

Euro Letters of Credit. Subject to the terms and conditions set forth herein, (a) each Euro L/C Issuer agrees, in reliance upon the agreements of Euro Lenders set forth in this Section 3.4 and Article V, (i) from time to time on any Business Day during the Availability Period, to issue Euro Letters of Credit denominated in Euro or Sterling for the account of any Euro Borrower or any Eligible Affiliate, and to amend or extend Euro Letters of Credit previously issued by it, in accordance with Section 5.2, and (ii) to honor drawings under the applicable Euro Letters of Credit; and (b) Euro Lenders severally agree to participate in Euro Letters of Credit issued for the account of any Euro Borrower or any Eligible Affiliates and any drawings thereunder; provided that after giving effect to any Euro L/C Credit Extension with respect to any Euro Letter of Credit, (x) the Euro Total Outstandings shall not exceed the Euro Aggregate Commitments, (y) the Euro Credit Exposure of any Euro Lender shall not exceed such Euro Lender’s Euro Commitment and (z) the Euro Outstanding Amount of the Euro L/C Obligations shall not exceed the Euro Letter of Credit Sublimit. Within the foregoing limits, any Euro Borrower’s ability to obtain Euro Letters of Credit shall be fully revolving, and accordingly each Euro Borrower may, during the foregoing period, obtain Euro Letters of Credit to replace Euro Letters of Credit that have expired or that have been drawn upon and reimbursed. All Euro Existing Letters of Credit that were originally issued for the account of a Person that is not a Euro Borrower shall, immediately upon the effectiveness hereof, be deemed to have been issued pursuant hereto for the account of the applicable Euro Borrower identified as the “Account Obligor” on Schedule 2.4(b) (which Euro Borrower hereby assumes all Euro L/C Obligations with respect to such Euro Existing Letter of Credit), and from and after the Closing Date shall be subject to and governed by the terms and conditions hereof.

Euro Letters of Credit. Subject to the terms and conditions set forth herein, (a) each Euro L/C Issuer agrees, in reliance upon the agreements of Euro Lenders set forth in this Section 3.4 4.4 and Article VVII, (i) from time to time on any Business Day during the Availability Period, to issue Euro Letters of Credit denominated in Euro or Sterling for the account of any Euro Borrower or any Eligible Affiliate, and to amend or extend Euro Letters of Credit previously issued by it, in accordance with Section 5.27.2, and (ii) to honor drawings under the applicable Euro Letters of Credit; and (b) Euro Lenders severally agree to participate in Euro Letters of Credit issued for the account of any Euro Borrower or any Eligible Affiliates and any drawings thereunder; provided that after giving effect to any Euro L/C Credit Extension with respect to any Euro Letter of Credit, (x) the Euro Total Outstandings shall not exceed the Euro Aggregate Commitments, (y) the Euro Credit Exposure of any Euro Lender shall not exceed such Euro Lender’s Euro Commitment Commitment, and (z) the Euro Outstanding Amount of the Euro L/C Obligations shall not exceed the Euro Letter of Credit Sublimit. Within the foregoing limits, any Euro Borrower’s ability to obtain Euro Letters of Credit shall be fully revolving, and accordingly each Euro Borrower may, during the foregoing period, obtain Euro Letters of Credit to replace Euro Letters of Credit that have expired or that have been drawn upon and reimbursed. All Euro Existing Letters of Credit that were originally issued for the account of a Person that is not a Euro Borrower shall, immediately upon the effectiveness hereof, be deemed to have been issued pursuant hereto for the account of the applicable Euro Borrower identified as the “Account Obligor” on Schedule 2.4(b) (which Euro Borrower hereby assumes all Euro L/C Obligations with respect to such Euro Existing Letter of Credit), and from and after the Closing Date shall be subject to and governed by the terms and conditions hereof.

Euro Letters of Credit. Subject to the terms and conditions set forth herein, (a) each Euro L/C Issuer agrees, in reliance upon the agreements of Euro Lenders set forth in this Section 3.4 4.4 and Article VVII, (i) from time to time on any Business Day during the Extended Availability Period, to issue Euro Letters of Credit denominated in Euro or Sterling for the account of any Euro Borrower or any Eligible Affiliate, and to amend or extend Euro Letters of Credit previously issued by it, in accordance with Section 5.27.2, and (ii) to honor drawings under the applicable Euro Letters of Credit; and (b) Euro Lenders severally agree to participate in Euro Letters of Credit issued for the account of any Euro Borrower or any Eligible Affiliates and any drawings thereunder; provided that after giving effect to any Euro L/C Credit Extension with respect to any Euro Letter of Credit, (x) the Euro Total Outstandings shall not exceed the Euro Aggregate Commitments, (y) the Euro Credit Exposure of any Euro Lender shall not exceed such Euro Lender’s Euro Commitment Commitment, and (z) the Euro Outstanding Amount of the Euro L/C Obligations shall not exceed the Euro Letter of Credit Sublimit. Within the foregoing limits, any Euro Borrower’s ability to obtain Euro Letters of Credit shall be fully revolving, and accordingly each Euro Borrower may, during the foregoing period, obtain Euro Letters of Credit to replace Euro Letters of Credit that have expired or that have been drawn upon and reimbursed. All Euro Existing Letters of Credit that were originally issued for the account of a Person that is not a Euro Borrower shall, immediately upon the effectiveness hereof, be deemed to have been issued pursuant hereto for the account of the applicable Euro Borrower identified as the “Account Obligor” on Schedule 2.4(b) (which Euro Borrower hereby assumes all Euro L/C Obligations with respect to such Euro Existing Letter of Credit), and from and after the Closing Date shall be subject to and governed by the terms and conditions hereof.

Euro Letters of Credit. (a) The Euro Letter of Credit Commitment. (i) Subject to the terms and conditions set forth herein, (aA) each Euro the L/C Issuer agrees, in reliance upon the agreements of the other Euro Currency Revolving Credit Lenders set forth in this Section 3.4 and Article V2.04, (i1) from time to time on any Business Day during the Availability Periodperiod from the Closing Date until the Euro Letter of Credit Expiration Date, to issue Euro Letters of Credit denominated in Euro or Sterling for the account of any the Euro Borrower (or jointly for the account of the Euro Borrower and any Eligible Affiliateof its Subsidiaries), and to amend or extend Euro Letters of Credit previously issued by it, in accordance with Section 5.22.04(b), and (ii2) to honor drawings under the applicable Euro Letters of Credit; and (bB) the Euro Revolving Credit Lenders severally agree to participate in Euro Letters of Credit issued for the account of any the Euro Borrower (or jointly for the account of the Euro Borrower and any Eligible Affiliates of its Subsidiaries) and any drawings thereunder; provided that after giving effect to any Euro L/C Credit Extension with respect to any Euro Letter of Credit, (x) the Total Euro Total Revolving Credit Outstandings at such time shall not exceed the Euro Aggregate CommitmentsRevolving Credit Facility at such time, (y) the aggregate Outstanding Amount of the Euro Revolving Credit Exposure Loans of any Euro Lender Revolving Credit Lender, plus such Lender's Applicable Euro Revolving Credit Percentage of the Outstanding Amount of all Euro L/C Obligations, plus such Lender's Applicable Euro Revolving Credit Percentage of the Outstanding Amount of all Euro Swing Line Loans, shall not exceed such Lender's Euro Lender’s Euro Commitment Revolving Credit Commitment, and (z) the Euro Outstanding Amount of the Euro L/C Obligations at such time shall not exceed the Euro Letter of Credit Sublimit. Each request by the Euro Borrower for the issuance or amendment of a Euro Letter of Credit shall be deemed to be a representation by the Euro Borrower that the Euro L/C Credit Extension so requested complies with the conditions set forth in the proviso to the preceding sentence. Within the foregoing limits, any and subject to the terms and conditions hereof, the Euro Borrower’s 's ability to obtain Euro Letters of Credit shall be fully revolving, and accordingly each the Euro Borrower may, during the foregoing period, obtain Euro Letters of Credit to replace Euro Letters of Credit that have expired or that have been drawn upon and reimbursed. All Euro Existing Letters of Credit that were originally issued for the account of a Person that is not a Euro Borrower shall, immediately upon the effectiveness hereof, be deemed to have been issued pursuant hereto for the account of the applicable Euro Borrower identified as the “Account Obligor” on Schedule 2.4(b. (ii) (which Euro Borrower hereby assumes all Euro The L/C Obligations Issuer shall not issue any Euro Letter of Credit if subject to Section 2.04(b)(iii), the expiry date of such requested Euro Letter of Credit would occur more than twelve months after the date of issuance or last extension, unless the Required Euro Letter of Credit Lenders have approved such expiry date. (iii) The L/C Issuer shall not be under any obligation to issue any Euro Letter of Credit if: (A) any order, judgment or decree of any Governmental Authority or arbitrator shall by its terms purport to enjoin or restrain the L/C Issuer from issuing such Euro Letter of Credit, or any Law applicable to the L/C Issuer or any request or directive (whether or not having the force of law) from any Governmental Authority with jurisdiction over the L/C Issuer shall prohibit, or request that the L/C Issuer refrain from, the issuance of letters of credit generally or such Euro Letter of Credit in particular or shall impose upon the L/C Issuer with respect to such Euro Existing Letter of Credit any restriction, reserve or capital requirement (for which the L/C Issuer is not otherwise compensated hereunder) not in effect on the Closing Date, or shall impose upon the L/C Issuer any unreimbursed loss, cost or expense which was not applicable on the Closing Date and which the L/C Issuer in good xxxxx xxxxx material to it; (B) the issuance of such Euro Letter of Credit would violate one or more policies of the L/C Issuer; (C) except as otherwise agreed by the Administrative Agent and the L/C Issuer, such Euro Letter of Credit is in an initial stated amount less than (euro)100,000; (D) the expiry date of such requested Euro Letter of Credit would occur after the Euro Letter of Credit Expiration Date, unless all of the Euro Revolving Credit Lenders have approved such expiry date. (E) such Euro Letter of Credit is to be denominated in a currency other than Euros; (F) such Euro Letter of Credit contains any provisions for automatic reinstatement of the stated amount after any drawing thereunder; or (G) a default of any Lender's obligations to fund under Section 2.04(c) exists or any Lender is at such time a Defaulting Lender hereunder, unless the L/C Issuer has entered into satisfactory arrangements with the Euro Borrower or such Lender to eliminate the L/C Issuer's risk with respect to such Lender. (iv) The L/C Issuer shall not amend any Euro Letter of Credit if the L/C Issuer would not be permitted at such time to issue such Euro Letter of Credit in its amended form under the terms hereof. (v) The L/C Issuer shall be under no obligation to amend any Euro Letter of Credit if (A) the L/C Issuer would have no obligation at such time to issue such Euro Letter of Credit in its amended form under the terms hereof, or (B) the beneficiary of such Euro Letter of Credit does not accept the proposed amendment to such Euro Letter of Credit). (vi) The L/C Issuer shall act on behalf of the Euro Revolving Credit Lenders with respect to any Euro Letters of Credit issued by it and the documents associated therewith, and from the L/C Issuer shall have all of the benefits and after immunities (A) provided to the Closing Date shall be subject Administrative Agent in Article IX with respect to and governed any acts taken or omissions suffered by the terms and conditions hereof.L/C Issuer in connection with Euro Letters of Credit issued by it or