Form of Letters of Credit. (a) The Applicant authorizes the Bank to set forth the terms of each Application in the Letter of Credit corresponding to such Application (and in any amendment thereto) in such language as the Bank deems appropriate, with such variations from such terms as the Bank may in its discretion determine to be necessary (which determination shall be conclusive) and not materially inconsistent with such Application. The Bank may, but shall not be obligated to, request the Applicant to review the form of a Letter of Credit prior to issuance thereof, in which case the Applicant shall be deemed to have approved the form of such Letter of Credit. With respect to any other Letter of Credit, the Applicant agrees that such Letter of Credit shall be conclusively presumed to be in proper form unless the Applicant notifies the Bank in writing of any inconsistency in such Letter of Credit within three Business Days of its issuance. Upon receipt of timely notice of any discrepancy in any Letter of Credit, the Bank will endeavor to obtain the consent of the beneficiary and any confirming bank for an appropriate modification to such Letter of Credit; provided that the Bank shall have no liability or responsibility for its failure to obtain such consent.
(b) The Applicant accepts the risk that a Letter of Credit will be interpreted or applied other than as intended by the Applicant to the extent such Letter of Credit (i) permits presentation at a place other than the place of issuance, (ii) permits application of laws or practice rules with which the Applicant is unfamiliar, (iii) includes ambiguous, inconsistent or impossible requirements, (iv) requires termination or reduction against a presentation made by the Applicant rather than the beneficiary or (v) fails to incorporate appropriate letter of credit practices rules.
Form of Letters of Credit. Each Letter of Credit shall (i) be dated the Issue Date; (ii) have an expiration date on the date specified in Section 5.02 or, if such date is not a Business Day on the Business Day immediately preceding such date; (iii) comply with the definition of Letter of Credit; (iv) be issued in Canadian Dollars, U.S. Dollars or any other currency agreed to by the Fronting Letter of Credit Lender; (v) be on the standard documentary forms required by the Fronting Letter of Credit Lender; and (vi) be subject to prior entry by the applicable Borrower into such master agreement, application and other standard forms required by the Fronting Letter of Credit Lender.
Form of Letters of Credit. (a) Letters of Credit may be in any form requested by a Borrower and agreed by the Issuing Agent from time to time; provided that if the form does not comply in substance with the minimum requirements set out in the following provisions of this Clause 6.6 then the form shall require the prior approval of all Lenders under the relevant Revolving Facility to be utilised.
(b) The form of Letters of Credit must comply with the following minimum requirements:
(i) it must specify the names, addresses and commitments of the Lenders and clearly state that it is issued and the relevant undertakings are given by the Lenders though the Letter of Credit may be signed or provided by the Issuing Agent as agent for the Lenders;
(ii) it must specify the name of the applicant and the beneficiary, the maximum amount, the provisions for the delivery of demands and the Expiry Date;
(iii) it must expressly provide that the obligations of the Lenders under the Letter of Credit are several, not joint, and no Lender shall be required to pay an amount exceeding its respective commitment set out in the Letter of Credit;
(iv) it must expressly provide that the Issuing Agent signs the Letter of Credit as agent for the Lenders only and accordingly shall be under no obligation to the beneficiary thereunder; and
(v) it must contain satisfactory provisions for expiry and release of the Lenders’ obligations under the Letter of Credit and, where appropriate, for return of the original instrument to the Issuing Agent.
Form of Letters of Credit. The Issuing Bank shall have no obligation to issue any letter of credit which is unsatisfactory in form, substance or beneficiary to the Issuing Bank in the exercise of its reasonable judgment consistent with its customary practice (it being understood that the standard form of letter of credit required by Lloyd's from time to time will be found satisfactory by the Issuing Bank unless issuance of a letter of credit in such form would violate Law). The Issuing Bank may not object to a letter of credit on account of the fact that it may be presented for drawing at the Issuing Bank's branch in London, England (or, if the Issuing Bank no longer maintains such a branch at the time of issuance of a Letter of Credit, at such other location in London, England as may be commercially reasonable).
Form of Letters of Credit. Each Letter of Credit (i) shall be dated the Issue Date, (ii) shall have an expiration date on a Business Day which occurs no later than the earlier of (x) one year after the Issue Date, and (y) the Relevant Payment Date; and (iii) shall comply with the definition of Letter of Credit.
Form of Letters of Credit. No Issuing Bank shall be obligated to issue any letter of credit which is unsatisfactory in form, substance or beneficiary to any of the Issuing Banks in the exercise of its reasonable judgment consistent with its customary practice.
Form of Letters of Credit. Each Letter of Credit shall (A) be denominated in Dollars, (B) be issued on a Business Day, (C) have an initial expiry date that is no later than one (1) calendar year and five (5) Business Days from the Issuance Date and (D) shall be deemed automatically extended without amendment for one (1) calendar year from each expiry date, unless, at least thirty (30) days (or, in the case of a Letter of Credit issued to an Account Beneficiary domiciled in the state of Texas, Illinois or New York, sixty (60) days) prior to any expiration date, the Issuing Lender shall notify the Borrower and the Account Beneficiary in writing that it elects not to extend a Letter of Credit for any such additional period. The parties may agree in writing to alter the required notice period for an election not to extend Letters of Credit in a manner appropriate to reflect laws or regulations applicable to particular Account Beneficiaries or categories of Account Beneficiaries. Each Letter of Credit shall be issued directly to an Account Beneficiary for the account of the Applicant specified by the Borrower and the Borrower agrees that each such Letter of Credit shall be utilized in accordance with the terms and conditions applicable to it herein. For the avoidance of doubt, in the event that the Issuing Lender elects not to extend the expiry date of any Letter of Credit in accordance with the terms thereof, such election shall not be considered to be a failure by the Issuing Lender to comply with its commitment set forth in Section 2.01(a). For the avoidance of doubt, Letters of Credit issued during the Availability Period may have an effective date no earlier than the last day of the immediately preceding calendar quarter.
Form of Letters of Credit. In addition to the fulfillment of the applicable conditions set forth in Article III (the satisfaction of which, other than with respect to Section 3.02(c), the Refinancing Issuing Bank shall have no duty to ascertain), the Issuance of each Letter of Credit and any amendment of a Letter of Credit will be subject to the further conditions that such Letter of Credit or amendment shall be in such form and contain such terms as the Refinancing Issuing Bank shall approve and that the Borrower shall have executed and delivered to the Refinancing Issuing Bank such L/C Related Documents, if any, as the Refinancing Issuing Bank may have reasonably requested. In the event of any conflict between the terms of any L/C Related Documents and the terms of this Agreement, the terms of this Agreement shall control. Each Letter of Credit shall be subject to (i) either (as selected by the Refinancing Issuing Bank from time to time) (A) the Uniform Customs and Practices for Documentary Credits (1993 Revision), International Chamber of Commerce Publication No. 590, as the same may be amended from time to time, or (B) the International Standby Practices 1998 (ISP98), International Chamber of Commerce Publication No. 590, as the same may be amended from time to time, and (ii) to the extent not inconsistent therewith, the law of the State of New York.
Form of Letters of Credit. Each Letter of Credit shall (i) be dated the Issue Date;
Form of Letters of Credit. Each Letter of Credit issued by the Issuing Lender will be in a form and on such terms as determined by the Issuing Lender in its sole and unfettered discretion.
