Issue of Letters of Credit. (a) If the conditions set out in this Agreement have been met (including those set out in Clause 4.2), the Issuing Agent (as agent and mandatario con rappresentanza for and on behalf of each of the Lenders) shall issue the Letter of Credit on the Utilisation Date.
(b) The Issuing Agent will only be obliged to comply with paragraph (a) above if on the date of the Utilisation Request or Renewal Request and on the proposed Utilisation Date:
(i) in the case of a Letter of Credit renewed in accordance with Clause 6.8 (Renewal of a Letter of Credit), no Event of Default is continuing or would result from the proposed Utilisation and, in the case of any other Utilisation, no Default is continuing or would result from the proposed Utilisation;
(ii) the Repeating Representations to be made by each Obligor are true in all material respects.
(c) The amount of each Lender’s obligations under and participation in each Letter of Credit will be equal to the proportion borne by its Available Revolving Commitment to the Available Revolving Facility immediately prior to the issue of the Letter of Credit.
(d) The liability of the Lenders under a Letter of Credit is several and not joint in any way and no Lender shall be liable for the failure of any other Lender to perform its obligations under a Letter of Credit.
(e) The Agent shall determine the Base Currency Amount of each Letter of Credit which is to be issued in an Optional Currency and shall notify the Issuing Agent and each Lender of the details of the requested Letter of Credit and its participation in that Letter of Credit by the Specified Time.
(f) A Revolving Facility B Lender may issue and act as Lender in respect of a Letter of Credit by any Affiliate it nominates for this purpose in writing to the Issuing Agent. Where a Revolving Facility B Lender has so nominated an Affiliate, references in this Agreement to a Lender in relation to that Letter of Credit shall be deemed to be a reference to that Lender and its Affiliate or to that Lender or its Affiliate (as the context requires).
(g) Xxxxx Fargo Bank, NA will only be deemed to be a Lender for the purposes of this Clause 6.7 (Issue of Letters of Credit) after the Target Accession Date has occurred and shall not have any liability in respect of Letters of Credit issued prior to the Target Accession Date.
Issue of Letters of Credit. (a) If the conditions set out in this Agreement have been met, the Issuing Bank shall issue the Letter of Credit on the Utilisation Date.
(b) The Issuing Bank will only be obliged to comply with paragraph (a) above if on the date of the Utilisation Request or Renewal Request and on the proposed Utilisation Date:
(i) in the case of a Letter of Credit renewed in accordance with Clause 5A.7 (Renewal of a Letter of Credit), no Event of Default is continuing or would result from the proposed Utilisation and, in the case of any other Utilisation, no Default is continuing or would result from the proposed Utilisation;
(ii) the Repeating Representations to be made by each Obligor are true in all material respects.
(c) The amount of each Lender’s participation in each Letter of Credit will be equal to the proportion borne by its Available Commitment to the Available Facility immediately prior to the issue of the Letter of Credit.
(d) The Facility Agent shall determine the Base Currency Amount of each Letter of Credit which is to be issued in an Optional Currency and shall notify the Issuing Bank and each Lender of the details of the requested Letter of Credit and its participation in that Letter of Credit by the Specified Time.
Issue of Letters of Credit. If the Borrower requests the issue of a Letter of Credit and/or the participation of Banks in the issuance of any Existing Letter of Credit in accordance with the provisions of this Clause 4 and, on the proposed date for such issue and/or participation:
(a) the Dollar Amount of such Letter(s) of Credit and (if applicable) Existing Letter(s) of Credit does not exceed the Available Letter of Credit Facility;
(b) the identity of the recipient has been agreed by all the Banks no later than 3.00 p.m. (New York Time) on the third business day in New York before the proposed date for the issue of the relevant Letter(s) of Credit or participation in the relevant Existing Letter(s) of Credit;
(c) (in relation to any new Letter of Credit) the form of such Letter(s) of Credit is such form as has been agreed between the relevant Borrower and the Issuing Bank (acting on the instructions of the Banks) by no later than 3.00 p.m. (New York Time) on the third business day in New York before the date from the issue of such Letter(s) of Credit;
(d) either:
(i) no Event of Default or Potential Event of Default has occurred and is continuing or would result from the issue of such Letter(s) of Credit or participation by the Banks in such Existing Letter(s) of Credit; and
(ii) the representations set out in Clause 23 (Representations and Warranties) which are to be repeated pursuant to the relevant Utilisation Request are true on and as of the proposed date for the issue of such Letter(s) of Credit and/or participation in such Existing Letter(s) of Credit (as the case may be) and would continue to be true immediately following the issuing of the relevant Letter(s) of Credit and/or participation in such Existing Letter(s) of Credit (as the case may be) (as if references therein to Original Financial Statements were references to the most recent set of annual audited financial statements delivered by each Borrower to the Facility Agent pursuant to Clause 24 (Undertakings)) or each of the Banks agrees, notwithstanding any matter mentioned at (i) or (ii) above to the issue of such Letter of Credit and/or participation in such Existing Letter(s) of Credit (as the case may be), then:
(1) the Facility Agent shall, no later than 5.00 p.m. (New York Time) on the third business day prior to the proposed Utilisation Date, notify each Bank and the Issuing Bank by telefax or by telephone (with confirmation to follow by telefax) at its Facility Office specified for the purpose of the Letter o...
Issue of Letters of Credit. If the conditions set out in this Agreement have been met, the relevant LC Issuing Bank shall issue the Letter of Credit on the Utilisation Date.
Issue of Letters of Credit. (a) If the conditions set out in this Agreement have been met, the Issuing Bank shall issue the Letter of Credit on the Utilisation Date.
(b) The Facility Agent shall promptly notify each Lender of the details of the requested Letter of Credit and its LC Proportion of that Letter of Credit.
Issue of Letters of Credit. (a) If the conditions set out in this Agreement have been met, the Issuing Bank shall issue the Letter of Credit on or before the Utilisation Date.
(b) The Issuing Bank will only comply with paragraph (a) above if on the date of the Utilisation Request and on the proposed Utilisation Date the Repeating Representations made by each Borrower are true in all material respects and there is otherwise no breach by a Borrower of the terms of any Finance Document.
Issue of Letters of Credit. If the conditions set out in this Agreement have been met, the Fronting Bank shall issue or, as the case may be, renew and re-issue, each Letter of Credit on its proposed Utilisation Date (provided, in the case of any Renewal Letter of Credit the Utilisation Date of which falls before the Expiry Date of the relevant Letter of Credit which is being renewed and replaced by that Renewal Letter of Credit, the Fronting Bank is satisfied it has no further liability under the relevant Letter of Credit being renewed and replaced).
Issue of Letters of Credit. (A) If the conditions set out in this Agreement have been met, the relevant LC Issuing Bank shall issue the Letter of Credit on the Utilisation Date.
(B) The relevant LC Issuing Bank will only be obliged to comply with paragraph (A) above if on the date of the Utilisation Request or Renewal or Extension Request and on the proposed Utilisation Date:
(i) in the case of a Letter of Credit renewed in accordance with clause 7.7 (Renewal or extension of a Letter of Credit), no Event of Default is continuing or would result from the proposed Utilisation and, in the case of any other Utilisation, no Default is continuing or would result from the proposed Utilisation;
(ii) the making of the proposed Utilisation would not result in (i) the aggregate principal amount outstanding under the Facility exceeding the lesser of the Total Facility Amount and the Borrowing Base Amount or (ii) the aggregate of all outstanding Letters of Credit issued by the LC Issuing Banks exceeding USD 200 million;
(iii) the Repeating Representations to be made by each Obligor are true in all material respects (or, in the case of a Repeating Representation that contains a materiality concept, true and correct in all respects); and
(iv) that LC Issuing Bank and the Lenders have completed all applicable know-your-customer and compliance requirements which are required by law in relation to the beneficiary of the Letter of Credit.
(C) The amount of each Lender's participation in each Letter of Credit will be equal to the proportion borne by the Available Commitment of such Lender under the Facility to the aggregate Available Commitments of all the Lenders under the Facility immediately prior to the issue of the Letter of Credit.
(D) The Facility Agent shall notify the relevant LC Issuing Banks and each Lender of the details of the requested Letter of Credit and its participation in that Letter of Credit by the Specified Time.
Issue of Letters of Credit. (a) If the conditions set out in this Agreement have been met, the Issuing Bank shall issue the Letter of Credit on the Utilization Date.
(b) Subject to Section 2.26 (Initial Conditions Precedent), the Issuing Bank will only be obliged to comply with paragraph (a) above in relation to a Letter of Credit, if on the date of the Utilization Request or Renewal Request and on the proposed Utilization Date:
(i) no Default is continuing or would result from the proposed Utilization; and
(ii) in relation to any Utilization, all the representations and warranties in Article III (Representations) are true in all material respects.
(c) The amount of each Lender’s participation in each Letter of Credit will be equal to the proportion borne by its Available Commitment to the Available Facility immediately prior to the issue of the Letter of Credit.
(d) The Administrative Agent shall determine the Base Currency Amount of each Letter of Credit which is to be issued in an Optional Currency and shall notify the Issuing Bank and each Lender of the details of the requested Letter of Credit and its participation in that Letter of Credit by 10:00 a.m, New York time, two Business Days before the date of the proposed Utilization.
Issue of Letters of Credit. (a) If the conditions set out in this Agreement have been met, the Issuing Person shall issue the Letter of Credit on the Utilisation Date.
(b) The Issuing Person will only be obliged to comply with paragraph (a) if on the date of the Utilisation Request or Renewal Request and on the proposed Utilisation Date:
(i) in the case of a Letter of Credit to be renewed in accordance with Clause 6.6 (Renewal of a Letter of Credit), no Event of Default is continuing or would result from the proposed Utilisation and, in the case of any other Utilisation, no Default is continuing or would result from the proposed Utilisation; and
(ii) the Repeating Representations to be made by each Obligor are true in all material respects.
(c) The Issuing Person has no duty to enquire of any person whether or not any of the conditions set out in paragraph (b) above have been met. The Issuing Person may assume that those conditions have been met unless it is expressly notified to the contrary by the Agent. The Issuing Person will have no liability to any person for issuing a Letter of Credit based on such assumption.
(d) The Issuing Person is solely responsible for the form of the Letter of Credit that it issues. The Agent has no duty to monitor the form of that document.
(e) Subject to paragraph (j) of Clause 32.7 (Rights and discretions), each of the Issuing Person and the Agent shall provide the other with any information reasonably requested by the other that relates to a Letter of Credit and its issue.
(f) The Issuing Person may issue a Letter of Credit in the form of a SWIFT message or other form of communication customary in the relevant market but has no obligation to issue that Letter of Credit in any particular form of communication.
