Letter of Credit Commitments. (a) Subject to the terms and conditions hereof and the execution and delivery by the applicable Borrower of a letter of credit application on the Administrative Agent’s customary form (a “Letter of Credit Application”), the Issuing Bank on behalf of the Lenders and in reliance upon the agreement of the Lenders set forth in this §4.1 and upon the representations and warranties of the applicable Borrower contained herein, agrees, in its individual capacity, to issue, extend and renew for the account of the applicable Borrower one or more standby or documentary letters of credit denominated in Dollars or in one or more Alternative Currencies (individually, a “Letter of Credit”), in such form as may be requested from time to time by the applicable Borrower and agreed to by the Issuing Bank and the Administrative Agent; provided, however, that, after giving effect to such request, (a) the sum of the aggregate Maximum Drawing Amount and all Unpaid Reimbursement Obligations shall not exceed the Letter of Credit Sublimit at any one time and (b) the sum of (I) the Maximum Drawing Amount on all Letters of Credit, (II) all Unpaid Reimbursement Obligations, and (III) the amount of all Loans outstanding shall not exceed the Total Commitment at such time.
(b) The Issuing Bank shall not issue any Letter of Credit, if:
(i) Subject to §4.1(c), the expiry date of such requested Letter of Credit would occur more than twelve months after the date of issuance or last extension; or
(ii) the expiry date of such requested Letter of Credit would occur after the Letter of Credit Expiration Date.
(c) The Issuing Bank shall not be under any obligation to issue any Letter of Credit if:
(i) any order, judgment or decree of any Governmental Authority or arbitrator shall by its terms purport to enjoin or restrain the Issuing Bank from issuing such Letter of Credit, or any Law applicable to the Issuing Bank or any request or directive (whether or not having the force of law) from any Governmental Authority with jurisdiction over the Issuing Bank shall prohibit, or request that the Issuing Bank refrain from, the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon the Issuing Bank with respect to such Letter of Credit any restriction, reserve or capital requirement (for which the Issuing Bank is not otherwise compensated hereunder) not in effect on the Closing Date, or shall impose upon the Issuing Bank any unreimbursed loss, cost or expense w...
Letter of Credit Commitments. (a) From time to time on any Business Day occurring on and after the Amendment Effective Date but prior to the applicable Revolving Loan Commitment Termination Date,
(i) each U.S. Issuer agrees that it will (i) issue one or more trade letters of credit or standby letters of credit denominated in U.S. Dollars (each a "U.S. Letter of Credit") for the account of the U.S. Borrower or any Subsidiary in the Stated Amount requested by the U.S. Borrower on such day, or (ii) extend the Stated Expiry Date of an existing U.S. Letter of Credit previously issued hereunder; and
(ii) each Canadian Issuer agrees that it will (i) issue one or more trade letters of credit or standby letters of credit denominated in U.S. Dollars or Canadian Dollars (each a "Canadian Letter of Credit") for the account of the Canadian Borrower or any Canadian Subsidiary in the Stated Amount requested by the Canadian Borrower on such day, or (ii) extend the Stated Expiry Date of an existing Canadian Letter of Credit previously issued hereunder.
(b) No Stated Expiry Date shall extend beyond the earlier of (x) 30 days prior to the applicable Revolving Loan Commitment Termination Date in the case of trade Letters of Credit or 10 days prior to the applicable Revolving Loan Commitment Termination Date in the case of standby Letters of Credit and (y) unless otherwise agreed to by the respective Issuer in its sole discretion, 364 days from the date of such issuance or extension. Subject to the limitations set forth in clause (x) above, a Letter of Credit may, if required by the beneficiary thereof, contain "evergreen" provisions pursuant to which the Stated Expiry Date shall be automatically extended; provided that, any such "evergreen" provision must permit the applicable Issuer to prevent any such renewal at least once in each twelve-month period (commencing with the date of issuance of such Letter of Credit) by giving prior notice to the beneficiary thereof not later than a day in each such twelve-month period to be agreed upon at the time such Letter of Credit is issued.
Letter of Credit Commitments. 29 4.1.1. Commitment to Issue Letters of Credit. 29 4.1.2.
Letter of Credit Commitments. (i) Subject to the terms and conditions set forth herein:
(a) the Issuing Bank agrees, in reliance upon the respective agreements of the U.S. Revolver Lenders and the Canadian Revolver Lenders set forth in this Section 2.3, (1) from time to time on any Business Day during the period from the Closing Date until the Letter of Credit Expiration Date, to issue U.S. Letters of Credit and Canadian Letters of Credit, and to amend or extend U.S. Letters of Credit or Canadian Letters of Credit previously issued by it, in accordance with Section 2.3.2, and (2) to honor drawings under such Letters of Credit;
(b) the U.S. Revolver Lenders severally agree to participate in U.S. Letters of Credit and any drawings thereunder based on their Applicable Percentage;
(c) after giving effect to any L/C Credit Extension with respect to any U.S. Letter of Credit:
Letter of Credit Commitments. Subject to the terms and conditions hereof and the execution and delivery by the Borrowers of a letter of credit application on the Issuing Bank's customary form (a "Letter of Credit Application"), the Issuing Bank on behalf of the Lenders and in reliance upon the agreement of the Lenders set forth in ss.4.1
Letter of Credit Commitments. Each Issuing Bank may assign to an Eligible Assignee its rights and obligations or any portion of the undrawn Letter of Credit Commitment at any time; provided, however, that (i) the amount of the Letter of Credit Commitment of the assigning Issuing Bank being assigned pursuant to each such assignment (determined as of the date of the Assignment and Assumption with respect to such assignment) shall in no event be less than $1,000,000 or an integral multiple of $1,000,000 in excess thereof, and (ii) the parties to each such assignment shall execute and deliver to the Agent, for its acceptance and recording in the Register, an Assignment and Assumption, together with a processing and recordation fee of $3,500.
Letter of Credit Commitments. From time to time on any Business Day occurring from and after the Effective Date but prior to the Letter of Credit Commitment Termination Date, the Issuer will
(a) issue one or more Letters of Credit in form reasonably satisfactory to the Borrower and the Issuer for the account of the Borrower in the Stated Amount requested by the Borrower on such day; or
(b) extend the Letter of Credit Stated Expiry Date of an existing Letter of Credit previously issued in accordance with clause (a) of this Section 2.1.2 to a date not later than five (5) Business Days immediately preceding the Stated Maturity Date.
Letter of Credit Commitments. Subject to the terms and conditions of this Agreement and in reliance upon the representations and warranties of Borrowers herein set forth, each Lender agrees to purchase in accordance with subsection 3.1C participations in each Letter of Credit and any drawings honored thereunder, in an aggregate amount not exceeding its Pro Rata Share of the Letter of Credit Commitments. The original amount of each Lender's Letter of Credit Commitment is set forth opposite its name on Schedule 2.1 annexed hereto and the aggregate original amount of the Letter of Credit Commitments is $138,191,554.19; provided, however, that the Letter of Credit Commitments of Lenders shall be adjusted to give effect to any assignments of the Letter of Credit Commitments pursuant to subsection 10.1B and shall be reduced from time to time by the amount of any reductions thereto made pursuant to subsection 2.3. Each Lender's Letter of Credit Commitment shall expire on the Maturity Date.
Letter of Credit Commitments. (a) Subject to the terms and conditions hereof and the execution and receipt of a Loan and Letter of Credit Request reflecting the Maximum Drawing Amount of all Letters of Credit (including the requested Letter of Credit) and a Letter of Credit Application, the Agent, on behalf of the Banks and in reliance upon the agreement of the Banks set forth in ss.3.1
(b) and upon the representations and warranties of the Borrowers contained herein, agrees to issue standby letters of credit, in such form as may be requested from time to time by the Borrowers and agreed to by the Agent; provided, however, that, after giving effect to such request, (i) the aggregate Maximum Drawing Amount of all letters of credit issued at any time under this ss.3.1
(a) (the "Letters of Credit") shall not exceed $10,000,000 and (ii) the aggregate Maximum Drawing Amount of all Letters of Credit plus the sum of the outstanding amount of the Revolving Credit Loans shall not exceed the Total Commitment; and provided further that no Letter of Credit shall have an expiration date later than the earlier of (i) one year after the date of issuance of the Letter of Credit, or (ii) thirty (30) days prior to the Revolving Credit Maturity Date.
(b) Each Bank severally agrees that it shall be absolutely liable, without regard to the occurrence of any Default or Event of Default or any other condition precedent whatsoever, to the extent of such Bank's Commitment Percentage thereof, to reimburse the Agent
Letter of Credit Commitments. (a) issued by Issuing Banks under the Original Credit Agreement shall be Letters of Credit under this Agreement, and the letters of credit listed in Schedule 3.1
(a) issued by Issuing Banks under the United Credit Agreement shall be Letters of Credit under this Agreement issued for the account of the Borrower as of the United Joinder Date.
(b) Each Letter of Credit shall be denominated in Dollars. Each Bank severally agrees that it shall be absolutely liable, without regard to the occurrence of any Default or Event of Default, the termination of the Total Commitment pursuant to Section 12.2, or any other condition precedent whatsoever, to the extent of such Bank's Commitment Percentage to reimburse the Issuing Bank on demand for the amount of each draft paid by the Issuing Bank under each Letter of Credit to the extent that such amount is not reimbursed by the Borrower pursuant to Section 3.2 (such agreement for a Bank being called herein the "Letter of Credit Participation" of such Bank). Each Bank agrees that its obligation to reimburse the Issuing Bank pursuant to this Section 3.1(c) shall not be affected in any way by any circumstance other than the gross negligence or willful misconduct of the Issuing Bank.
(c) Each such reimbursement payment made by a Bank to the Issuing Bank shall be treated as the purchase by such Bank of a participating interest in the applicable Reimbursement Obligation under Section 3.2 in an amount equal to such payment. Each Bank shall share in accordance with its participating interest in any interest which accrues pursuant to Section 3.2.
