Common use of Letter of Credit Requests Clause in Contracts

Letter of Credit Requests. (a) Whenever any Borrower desires that a Letter of Credit be issued by the Administrative Agent as Issuing Bank for its account, it shall have (i) executed and delivered the Letter of Credit Service Agreement in the form of Exhibit C-1 attached hereto (as amended, modified or supplemented from time to time, the "Letter of Credit Service Agreement"), which Letter of Credit Service Agreement shall be in full force and effect and (ii) made a request for the issuance of such Letter of Credit in accordance with the terms of the Letter of Credit Service Agreement. Whenever any Borrower desires that a Trade Letter of Credit be issued by an Issuing Bank other than the Administrative Agent for its account, it shall have (x) executed and delivered to the respective Issuing Bank (with copies having been sent to the Administrative Agent) at least five Business Days prior to the issuance thereof, a Trade Letter of Credit Request in the form of Exhibit C-2 attached hereto (each a "Trade Letter of Credit Request") and (y) completed and executed a letter of credit application in the form customarily used by such Issuing Bank for Trade Letters of Credit or in such other form as the Administrative Agent and the Issuing Bank shall request. Whenever any Borrower desires that a Standby Letter of Credit be issued by an Issuing Bank other than the Administrative Agent for its account it shall have executed and delivered to the respective Issuing Bank (with copies having been sent to the Administrative Agent) at least five Business Days prior to the issuance thereof, a Standby Letter of Credit Request in the form of Exhibit C-3 attached hereto (each a "Standby Letter of Credit Request"). Letter of Credit Requests shall be given in writing, or in the case of requests of Trade Letters of Credit, by telephone, if promptly confirmed in writing, or, if the Administrative Agent is the Issuing Bank, as otherwise provided in the Letter of Credit Service Agreement, provided that (I) if the express provisions of any letter of credit application conflict with the express provisions of this Agreement, the provisions of this Agreement shall control to the extent of such conflict and (II) no event (other than the failure to reimburse Letter of Credit Drawings as provided for in Section 2.05) which constitutes a default under any application shall constitute an Event of Default hereunder solely by reason of any default provisions contained in such application.

Appears in 2 contracts

Samples: Credit Agreement (Interco Inc), Credit Agreement (Furniture Brands International Inc)

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Letter of Credit Requests. (ai) Whenever any a Borrower desires that a Letter of Credit be issued by the Administrative Agent as Issuing Bank for its accountor that an existing Letter of Credit shall be amended, renewed or extended, it shall have deliver to the applicable Issuing Bank and the Applicable Agent its prior written request therefor not later than 12:00 noon, Local Time, at the location of the Applicable Agent, (i) executed and delivered in the case of a Letter of Credit Service Agreement to be issued or amended that is or is to be in US Dollars, not later than the second Business Day prior to the requested issuance or amendment date, (ii) in the case of a Letter of Credit to be issued or amended that is or is to be in Canadian Dollars, not later than the third Business Day prior to the requested issuance or amendment date, (iii) in the case of a Letter of Credit to be issued or amended that is or is to be in Euro or Sterling, not later than the third Business Day prior to the requested issuance or amendment date, and (iv) in the case of the extension of the existing expiry date of any Letter of Credit, not later than the third Business Day prior to the date on which such Issuing Bank must notify the beneficiary thereof that such Issuing Bank does not intend to extend such existing expiry date. Each such request for an issuance, renewal, extension or amendment increasing the amount thereof shall be in the form of Exhibit C-1 attached hereto F (as amended, modified or supplemented from time to time, the "a “Letter of Credit Service Agreement")Request”) and, which Letter in the case of Credit Service Agreement shall be in full force and effect and (ii) made a request for the issuance of such any Letter of Credit in accordance with Credit, shall be accompanied by an Application therefor, completed to the terms satisfaction of the Letter of Credit Service Agreement. Whenever any Borrower desires that a Trade Letter of Credit be issued by an applicable Issuing Bank, and such other certificates, documents and other papers and information as the applicable Issuing Bank other than the Administrative Agent for its account, it shall have or any Lender (x) executed and delivered to the respective Issuing Bank (with copies having been sent to through the Administrative Agent) at least five Business Days prior to the issuance thereof, a Trade may reasonably request. Each Letter of Credit Request shall expire no later than the date specified in Section 2.7(a)(iii), shall not be in an amount greater than is permitted under Section 2.7(a) and shall be in such form as may be approved from time to time by the form applicable Issuing Bank and the Applicable Borrower. Promptly upon its receipt of Exhibit C-2 attached hereto (each a "Trade Letter of Credit Request") , and, if applicable, the related Application, the Applicable Agent shall so notify the Lenders and (y) completed and executed a letter of credit application in the form customarily used by such Issuing Bank for Trade Letters of Credit or in such other form as the Administrative Agent and the Issuing Bank shall request. Whenever any Borrower desires that a Standby Letter of Credit be issued by an Issuing Bank other than the Administrative Agent for its account it shall have executed and delivered to the respective Issuing Bank (with copies having been sent to the Administrative Agent) at least five Business Days prior to the issuance thereof, a Standby Letter of Credit Request in the form of Exhibit C-3 attached hereto (each a "Standby Letter of Credit Request"). Letter of Credit Requests shall It is agreed that an Application may be given in writing, or in the case of requests of Trade Letters of Credit, delivered by telephone, if promptly confirmed in writing, or, if the Administrative Agent is the Issuing Bank, as otherwise provided in the Letter of Credit Service Agreement, provided that (I) if the express provisions of any letter of credit application conflict with the express provisions of this Agreement, the provisions of this Agreement shall control to the extent of such conflict and (II) no event (other than the failure to reimburse Letter of Credit Drawings as provided for in Section 2.05) which constitutes a default under any application shall constitute an Event of Default hereunder solely by reason of any default provisions contained in such applicationelectronic transfer.

Appears in 1 contract

Samples: Pledge and Security Agreement (Mens Wearhouse Inc)

Letter of Credit Requests. (a) Whenever any Borrower desires that a Each Letter of Credit shall be issued by or amended, as the Administrative Agent as Issuing Bank for its accountcase may be, it shall have (i) executed and upon the request of the Borrower delivered to the Letter of Credit Service Agreement in the form of Exhibit C-1 attached hereto (as amended, modified or supplemented from time to time, the "Letter of Credit Service Agreement"), which Letter of Credit Service Agreement shall be in full force and effect and (ii) made a request for the issuance of such Letter of Credit in accordance with the terms of the Letter of Credit Service Agreement. Whenever any Borrower desires that a Trade Letter of Credit be issued by an Issuing Bank other than the Administrative Agent for its account, it shall have (x) executed and delivered to the respective Issuing Bank Issuer (with copies having been sent a copy to the Administrative Agent) at least five Business Days prior to the issuance thereof, a Trade Letter of Credit Request in the form of Exhibit C-2 attached hereto (each a "Trade Letter of Credit Request") and (y) Application, appropriately completed and executed signed by a letter Authorized Officer of credit application in the form customarily used by such Issuing Bank for Trade Letters Borrower. Such Letter of Credit Application must be received by the Letter of Credit Issuer and the Administrative Agent not later than 12:00 Noon at least two Business Days (or in such other form later date and time as the Administrative Agent and the Issuing Bank shall request. Whenever any Borrower desires that a Standby Letter of Credit be issued by an Issuing Bank other than the Administrative Agent for its account it shall have executed and delivered to the respective Issuing Bank (with copies having been sent to the Administrative AgentIssuer may agree in a particular instance in their sole discretion) at least five Business Days prior to the proposed issuance thereofdate or date of amendment, as the case may be. In the case of a Standby request for an initial issuance of a Letter of Credit, such Letter of Credit Request Application shall specify in the form of Exhibit C-3 attached hereto (each a "Standby Letter of Credit Request"). Letter of Credit Requests shall be given in writing, or in the case of requests of Trade Letters of Credit, by telephone, if promptly confirmed in writing, or, if the Administrative Agent is the Issuing Bank, as otherwise provided in and detail satisfactory to the Letter of Credit Service Agreement, provided that Issuer: (Ia) if the express provisions proposed issuance date of any letter of credit application conflict with the express provisions of this Agreement, the provisions of this Agreement shall control to the extent of such conflict and (II) no event (other than the failure to reimburse requested Letter of Credit Drawings as provided for (which shall be a Business Day); (b) the amount thereof; (c) the expiry date thereof; (d) the name and address of the beneficiary thereof; (e) the documents to be presented by such beneficiary in Section 2.05) which constitutes a default under any application shall constitute an Event of Default hereunder solely by reason case of any default provisions contained drawing thereunder; (f) the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder; (g) the purpose and nature of the requested Letter of Credit; and (h) such applicationother matters as the Letter of Credit Issuer may reasonably require. In the case of a request for an amendment of any outstanding Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to the Letter of Credit Issuer (a) the Letter of Credit to be amended; (b) the proposed date of amendment thereof (which shall be a Business Day); (c) the nature of the proposed amendment; and (d) such other matters as the Letter of Credit Issuer may require. Additionally, the Borrower shall furnish to the Letter of Credit Issuer and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, including any Letter of Credit Documents, as the Letter of Credit Issuer or the Administrative Agent may require.

Appears in 1 contract

Samples: Pledge and Security Agreement (American Dental Partners Inc)

Letter of Credit Requests. (a) Whenever any Borrower desires the Borrowers desire that a Letter of Credit be issued by the Administrative Agent DBAG as Issuing Bank for its accountLender, it shall have (i) executed and delivered the Letter of Credit Service Agreement in the form of Exhibit C-1 attached hereto (as amended, modified or supplemented from time to time, the "Letter of Credit Service Agreement"), which Letter of Credit Service Agreement shall be in full force and effect at the time of the issuance of such Letter of Credit and (ii) made a request for the issuance of such Letter of Credit in accordance with the terms of the Letter of Credit Service Agreement. Whenever any Borrower desires that a Trade Letter of Credit be issued by an Issuing Bank Lender other than the Administrative Agent for its accountDBAG, it shall have (x) executed and delivered to the respective Issuing Bank Lender (with copies having been sent to the Administrative Agent) at least five Business Days prior to the issuance thereofthereof (or such shorter period as may be acceptable to the respective Issuing Lender), a Trade Letter of Credit Request in the form of Exhibit C-2 attached hereto (each a "Trade Letter of Credit Request") and (y) in the case of requests for the issuance of trade Letters of Credit (and, to the extent requested by the respective Issuing Lender, standby Letters of Credit), completed and executed a letter of credit application in the form customarily used by such Issuing Bank Lender for Trade trade Letters of Credit or in such other form as the Administrative Agent and the Issuing Bank Lender shall request. Whenever any Borrower desires that a Standby Letter of Credit be issued by an Issuing Bank other than the Administrative Agent for its account it shall have executed and delivered to the respective Issuing Bank (with copies having been sent to the Administrative Agent) at least five Business Days prior to the issuance thereof, a Standby Letter of Credit Request in the form of Exhibit C-3 attached hereto (each a "Standby Letter of Credit Request"). Letter of Credit Requests shall be given in writingwriting (including, to the extent consented to by the respective Issuing Lender, by electronic transmission), or in the case of requests of Trade trade Letters of Credit, by telephone, if promptly confirmed in writing, or, if the Administrative Agent DBAG is the Issuing BankLender, as otherwise provided in the Letter of Credit Service Agreement, provided that (I) if the express provisions of any letter of credit application conflict with the express provisions of this Agreement, the provisions of this Agreement shall control to the extent of such conflict and (II) no event (other than the failure to reimburse Letter of Credit Drawings any Drawing as provided for in Section 2.05) which constitutes a default under any application shall constitute an Event of Default hereunder solely by reason of any default provisions contained in such application.

Appears in 1 contract

Samples: Credit Agreement (Furniture Brands International Inc)

Letter of Credit Requests. (ai) Whenever any the Revolving Borrower desires that a Letter of Credit be issued by for its account or that an existing expiry date shall be extended, it shall deliver to the Administrative Agent as Issuing Bank for its accountprior written request therefor not later than 11:30 a.m., it shall have Houston time, (i) executed and delivered in the case of a Letter of Credit Service Agreement to be issued or amended, on at least the second (2nd) Business Day prior to the requested issuance or amendment date and (ii) in the case of the extension of the existing expiry date of any Letter of Credit, on at least the second (2nd) Business Day prior to the date on which the Issuing Bank must notify the beneficiary thereof that the Issuing Bank does not intend to extend such existing expiry date. Each such request for an issuance, renewal, extension or amendment increasing the amount thereof shall be in the form of Exhibit C-1 attached hereto F (as amended, modified or supplemented from time to time, the "a “Letter of Credit Service Agreement")Request”) and, which Letter in the case of Credit Service Agreement shall be in full force and effect and (ii) made a request for the issuance of such any Letter of Credit in accordance with Credit, shall be accompanied by an Application therefor, completed to the terms satisfaction of the Letter of Credit Service Agreement. Whenever any Borrower desires that a Trade Letter of Credit be issued by an Issuing Bank, and such other certificates, documents and other papers and information as the Issuing Bank other than the Administrative Agent for its account, it shall have or any Revolving Lender (x) executed and delivered to the respective Issuing Bank (with copies having been sent to through the Administrative Agent) at least five Business Days prior to the issuance thereof, a Trade may reasonably request. Each Letter of Credit Request shall expire no later than the date specified in Section 2.6(a)(iv), shall not be in an amount greater than is permitted under Section 2.6(a) and shall be in such form as may be approved from time to time by the form Issuing Bank and the Revolving Borrower. Promptly upon its receipt of Exhibit C-2 attached hereto (each a "Trade Letter of Credit Request") and (y) completed and executed a letter of credit application in , and, if applicable, the form customarily used by such Issuing Bank for Trade Letters of Credit or in such other form as related Application, the Administrative Agent and shall so notify the Issuing Bank shall requestRevolving Lenders. Whenever any Borrower desires It is agreed that a Standby Letter of Credit an Application may be issued delivered by an Issuing Bank other than the Administrative Agent for its account it shall have executed and delivered to the respective Issuing Bank (with copies having been sent to the Administrative Agent) at least five Business Days prior to the issuance thereof, a Standby Letter of Credit Request in the form of Exhibit C-3 attached hereto (each a "Standby Letter of Credit Request"). Letter of Credit Requests shall be given in writing, or in the case of requests of Trade Letters of Credit, by telephone, if promptly confirmed in writing, or, if the Administrative Agent is the Issuing Bank, as otherwise provided in the Letter of Credit Service Agreement, provided that (I) if the express provisions of any letter of credit application conflict with the express provisions of this Agreement, the provisions of this Agreement shall control to the extent of such conflict and (II) no event (other than the failure to reimburse Letter of Credit Drawings as provided for in Section 2.05) which constitutes a default under any application shall constitute an Event of Default hereunder solely by reason of any default provisions contained in such applicationelectronic transfer.

Appears in 1 contract

Samples: Pledge and Security Agreement (Mens Wearhouse Inc)

Letter of Credit Requests. (a) Whenever any the Borrower desires that a Letter of Credit be issued by the Administrative Agent as Issuing Bank for its account, it shall have (i) executed and delivered the Letter of Credit Service Agreement in the form of Exhibit C-1 attached hereto (as amended, modified or supplemented from time to time, the "Letter of Credit Service Agreement"), which Letter of Credit Service Agreement shall be in full force and effect and (ii) made a request for the issuance of such Letter of Credit in accordance with the terms of the Letter of Credit Service Agreement. Whenever any the Borrower desires that a Trade Letter of Credit be issued by an Issuing Bank other than the Administrative Agent for its account, it shall have (x) executed and delivered to the respective Issuing Bank (with copies having been sent to the Administrative Agent) at least five Business Days (or such shorter period as may be acceptable to such Issuing Bank) prior to the issuance thereof, a Trade Letter of Credit Request in the form of Exhibit C-2 attached hereto (each a "Trade Letter of Credit Request") and (y) completed and executed a letter of credit application in the form customarily used by such Issuing Bank for Trade Letters of Credit or in such other form as the Administrative Agent and the Issuing Bank shall request. Whenever any the Borrower desires that a Standby Letter of Credit be issued by an Issuing Bank other than the Administrative Agent for its account it shall have executed and delivered to the respective Issuing Bank (with copies having been sent to the Administrative Agent) at least five Business Days (or such shorter period as may be acceptable to such Issuing Bank) prior to the issuance thereof, a Standby Letter of Credit Request in the form of Exhibit C-3 attached hereto (each a "Standby Letter of Credit Request"). Letter of Credit Requests shall be given in writing, or in the case of requests of Trade Letters of Credit, by telephone, if promptly confirmed in writing, or, if the Administrative Agent is the Issuing Bank, as otherwise provided in the Letter of Credit Service Agreement, provided that (I) if the express provisions of any letter of credit application conflict with the express provisions of this Agreement, the provisions of this Agreement shall control to the extent of such conflict and (II) no event (other than the failure to reimburse Letter of Credit Drawings as provided for in Section 2.05) which constitutes a default under any application shall constitute an Event of Default hereunder solely by reason of any default provisions contained in such application.

Appears in 1 contract

Samples: Credit Agreement (Florsheim Shoe Co /De/)

Letter of Credit Requests. (ai) Whenever any the Borrower desires that a Letter of Credit be issued by the Administrative Agent as Issuing Bank for its accountaccount or that an existing expiry date shall be extended, it shall have deliver to the Agent its prior written request therefor not later than 11:30 a.m. (Houston time) (i) executed and delivered in the case of a Letter of Credit Service Agreement to be issued or amended, on at least the second (2nd) Business Day prior to the requested issuance or amendment date and (ii) in the case of the extension of the existing expiry date of any Letter of Credit, on at least the second (2nd) Business Day prior to the date on which the Issuing Bank must notify the beneficiary thereof that the Issuing Bank does not intend to extend such existing expiry date. Each such request for an issuance, renewal, extension or amendment increasing the amount thereof shall be in the form of Exhibit C-1 attached hereto (as amended, modified or supplemented from time to time, the "Letter of Credit Service Agreement"), which Letter of Credit Service Agreement shall be in full force and effect and (ii) made a request for the issuance of such Letter of Credit in accordance with the terms of the Letter of Credit Service Agreement. Whenever any Borrower desires that a Trade Letter of Credit be issued by an Issuing Bank other than the Administrative Agent for its account, it shall have (x) executed and delivered to the respective Issuing Bank (with copies having been sent to the Administrative Agent) at least five Business Days prior to the issuance thereof, a Trade Letter of Credit Request in the form of Exhibit C-2 B attached hereto (each a "Trade Letter of Credit Request") and (y) completed and executed a letter of credit application and, in the form customarily used case of the issuance of any Letter of Credit, shall be accompanied by such an Application therefor, completed to the satisfaction of the Issuing Bank for Trade Letters of Credit or in Bank, and such other form certificates, documents and other papers and information as the Administrative Agent and the Issuing Bank shall or any Bank (through the Agent) may reasonably request. Whenever any Borrower desires that a Standby Each Letter of Credit shall expire no later than the date specified in Section 2.4(a)(iv), shall not be issued in an amount greater than is permitted under Section 2.4(a) and shall be in such form as may be approved from time to time by an the Issuing Bank other than and the Administrative Agent for Borrower. Promptly upon its account it shall have executed and delivered to the respective Issuing Bank (with copies having been sent to the Administrative Agent) at least five Business Days prior to the issuance thereof, receipt of a Standby Letter of Credit Request in the form of Exhibit C-3 attached hereto (each a "Standby Letter of Credit Request"). Letter of Credit Requests shall be given in writing, or in the case of requests of Trade Letters of Credit, by telephoneand, if promptly confirmed in writing, or, if the Administrative Agent is the Issuing Bank, as otherwise provided in the Letter of Credit Service Agreement, provided that (I) if the express provisions of any letter of credit application conflict with the express provisions of this Agreementapplicable, the provisions of this Agreement related Application, the Agent shall control to so notify the extent of such conflict and (II) no event (other than the failure to reimburse Letter of Credit Drawings as provided for in Section 2.05) which constitutes a default under any application shall constitute Banks. It is agreed that an Event of Default hereunder solely Application may be delivered by reason of any default provisions contained in such applicationelectronic transfer.

Appears in 1 contract

Samples: Revolving Credit Agreement (Mens Wearhouse Inc)

Letter of Credit Requests. (a) Whenever any the Borrower desires that a Letter of Credit be issued by the Administrative Agent as Issuing Bank for its accountaccount or that an existing expiry date shall be extended, it shall have deliver to the Agent its prior written request therefor not later than 11:30 a.m. (Toronto time) (i) executed and delivered in the case of a Letter of Credit Service Agreement to be issued, on at least the second (2nd) Business Day prior to the requested issuance date and (ii) in the case of the extension of the existing expiry date of any Letter of Credit, on at least the second (2nd) Business Day prior to the date on which the Issuing Bank must notify the beneficiary thereof that the Issuing Bank does not intend to extend such existing expiry date. Each such request shall be in the form of Exhibit C-1 attached hereto (as amended, modified or supplemented from time to time, the "Letter of Credit Service Agreement"), which Letter of Credit Service Agreement shall be in full force and effect and (ii) made a request for the issuance of such Letter of Credit in accordance with the terms of the Letter of Credit Service Agreement. Whenever any Borrower desires that a Trade Letter of Credit be issued by an Issuing Bank other than the Administrative Agent for its account, it shall have (x) executed and delivered to the respective Issuing Bank (with copies having been sent to the Administrative Agent) at least five Business Days prior to the issuance thereof, a Trade Letter of Credit Request in the form of Exhibit C-2 C attached hereto (each a "Trade Letter of Credit Request") and (y) completed and executed a letter of credit application and, in the form customarily used case of the issuance of any Letter of Credit, shall be accompanied by such an Application therefor, completed to the satisfaction of the Issuing Bank for Trade Letters of Credit or in Bank, and such other form certificates, documents and other papers and information as the Administrative Agent and the Issuing Bank shall or any Bank (through the Agent) may reasonably request. Whenever any Borrower desires that a Standby Subject to Section 2.9, each Letter of Credit shall, at the Borrower's option, be issued denominated in Dollars or an Alternate Currency, shall expire no later than the date specified in Section 2.3, shall not be in an amount greater than is permitted under Section 2.3(a) and shall be in such form as may be approved from time to time by an the Issuing Bank other than and the Administrative Agent for Borrower. Promptly upon its account it shall have executed and delivered to the respective Issuing Bank (with copies having been sent to the Administrative Agent) at least five Business Days prior to the issuance thereof, receipt of a Standby Letter of Credit Request in the form of Exhibit C-3 attached hereto (each a "Standby Letter of Credit Request"). Letter of Credit Requests shall be given in writing, or in the case of requests of Trade Letters of Credit, by telephoneand, if promptly confirmed in writing, or, if the Administrative Agent is the Issuing Bank, as otherwise provided in the Letter of Credit Service Agreement, provided that (I) if the express provisions of any letter of credit application conflict with the express provisions of this Agreementapplicable, the provisions of this Agreement related Application, the Agent shall control to so notify the extent of such conflict and (II) no event (other than the failure to reimburse Letter of Credit Drawings as provided for in Section 2.05) which constitutes a default under any application shall constitute Banks. It is agreed that an Event of Default hereunder solely Application may be delivered by reason of any default provisions contained in such applicationelectronic transfer.

Appears in 1 contract

Samples: Revolving Credit Agreement (Mens Wearhouse Inc)

Letter of Credit Requests. (a) Whenever any Borrower desires that a Letter of Credit be issued by the Administrative Agent as shall give Issuing Bank for its account, it (which shall have (i) executed promptly notify the Lenders of such request and delivered the Letter of Credit Service Agreement in the form of Exhibit C-1 attached hereto (as amended, modified or supplemented from time to time, the "Letter of Credit Service Agreement"), which Letter of Credit Service Agreement shall be in full force and effect and (ii) made a request for the issuance their Percentage Share of such Letter of Credit in accordance with the terms of the Letter of Credit Service Agreement. Whenever any Borrower desires that a Trade Letter of Credit Credit) advance notice to be issued received by an Issuing Bank other not later than 11:00 a.m. Houston, Texas time not less than three Business Days prior thereto of each request for the Administrative Agent for its accountissuance, it shall have (x) executed and delivered to the respective Issuing Bank (with copies having been sent to the Administrative Agent) at least five ten Business Days prior to the issuance thereofdate of the renewal or extension, of a Trade Letter of Credit Request in hereunder which request shall specify (i) the form amount of Exhibit C-2 attached hereto such Letter of Credit, (each ii) the date (which shall be a "Trade Business Day) such Letter of Credit Request"is to be issued, renewed or extended, (iii) the duration thereof, (iv) the name and address of the beneficiary thereof, and (yv) completed and executed a letter of credit application in the form customarily used by such other information as Issuing Bank may reasonably request, all of which shall be reasonably satisfactory to Issuing Bank. Subject to the terms and conditions of this Agreement, on the date specified for Trade Letters the issuance, renewal or extension of a Letter of Credit, Issuing Bank shall issue, renew or extend such Letter of Credit or in such other form as to the beneficiary thereof. In conjunction with the issuance of each Letter of Credit, Borrower shall execute a Letter of Credit Agreement. In the event of any conflict between any provision of a Letter of Credit Agreement and this Agreement, Borrower, Issuing Bank, Administrative Agent and the Issuing Bank shall request. Whenever any Borrower desires Lenders hereby agree that a Standby Letter of Credit be issued by an Issuing Bank other than the Administrative Agent for its account it shall have executed and delivered to the respective Issuing Bank (with copies having been sent to the Administrative Agent) at least five Business Days prior to the issuance thereof, a Standby Letter of Credit Request in the form of Exhibit C-3 attached hereto (each a "Standby Letter of Credit Request"). Letter of Credit Requests shall be given in writing, or in the case of requests of Trade Letters of Credit, by telephone, if promptly confirmed in writing, or, if the Administrative Agent is the Issuing Bank, as otherwise provided in the Letter of Credit Service Agreement, provided that (I) if the express provisions of any letter of credit application conflict with the express provisions of this Agreement, the provisions of this Agreement shall control govern. Issuing Bank will send to the extent Borrower and each Lender, immediately upon issuance of any Letter of Credit, or an amendment thereto, a true and complete copy of such conflict and (II) no event (other than the failure to reimburse Letter of Credit, or such amendment thereto. Each such Letter of Credit Drawings shall, unless otherwise expressly agreed by Issuing Bank and Borrower at the time such Letter of Credit is issued, be subject to the rules of the “International Standby Practices 1998” or such later version as may be published by the Institute of International Banking Law and Practice (the “ISP 1998”), or any successor entity, and shall, as to matters not governed by the ISP 1998, be governed by, and construed and interpreted in accordance with, the laws of the State of Texas. Notwithstanding any provision in this Agreement to the contrary, if any Lender becomes a Defaulting Lender, then the following provisions shall apply for so long as such Lender is a Defaulting Lender: if any LC Exposure exists at the time a Lender is a Defaulting Lender, (i) the provisions of Sections 2.09(b) and (d) shall apply and (ii) Issuing Bank shall not be required to issue, amend or increase any Letter of Credit unless it is satisfied that cash collateral or another satisfactory arrangement will be provided for in Section 2.05) which constitutes by Borrower. Issuing Bank shall have no obligation to issue any Letter of Credit if any Lender is at such time a default under any application shall constitute an Event of Default Defaulting Lender hereunder solely by reason of any default provisions contained in (unless Issuing Bank has entered into satisfactory arrangements with Borrower or such applicationDefaulting Lender to eliminate Issuing Bank’s risk with respect to such Defaulting Lender).

Appears in 1 contract

Samples: Credit Agreement (Georesources Inc)

Letter of Credit Requests. (a) Whenever any the Borrower desires that a Letter of Credit be issued for its account (other than in respect of the deemed issuance and replacement of the Existing Letters of Credit with Letters of Credit hereunder pursuant to Section 3.1(a)), the Borrower shall give the Administrative Agent and the Letter of Credit Issuer a Letter of Credit Request by no later than 1:00 p.m. (Dallas, Texas time) at least two (or such lesser number as may be agreed upon by the Administrative Agent as Issuing Bank for its account, it shall have (i) executed and delivered the Letter of Credit Service Agreement in Issuer) Business Days prior to the form proposed date of Exhibit C-1 attached hereto (as amended, modified or supplemented from time to time, the "issuance. Each Letter of Credit Service Agreement")Request shall specify, which Letter of Credit Service Agreement shall be in full force and effect and among other things, (iii) made a request for the issuance aggregate Stated Amount of such Letter of Credit in accordance with to be issued, (ii) the terms proposed date of issuance (which shall be a Business Day), (iii) the name and address of the beneficiary, (iv) the expiration date of the Letter of Credit Service Agreement. Whenever and (v) that the conditions set forth in Section 7 are satisfied (and Section 6 in the case of any Borrower desires that issuance of a Trade Letter of Credit be issued by an Issuing Bank on the Closing Date) (other than in respect of the deemed issuance and replacement of the Existing Letters of Credit with Letters of Credit hereunder pursuant to Section 3.1(a)). The Letter of Credit Issuer shall not issue any Letters of Credit unless the Letter of Credit Issuer shall have received notice from the Administrative Agent for its accountthat the conditions to such issuance have been met, it which notice shall have be deemed given (xA) executed and delivered to if the respective Issuing Bank (with copies having been sent to Letter of Credit Issuer has not received notice from the Administrative Agent) at least five Agent that the conditions to such issuance have been met within two Business Days prior to after the issuance thereof, a Trade date of the applicable Letter of Credit Request in or (B) if the form aggregate amount of Exhibit C-2 attached hereto (each a "Trade Letters of Credit Outstanding issued by the Letter of Credit Request") and (y) completed and executed a letter of credit application in Issuer then outstanding does not exceed the form customarily used amount theretofore agreed to by such Issuing Bank for Trade Letters of Credit or in such other form as the Borrower, the Administrative Agent and the Issuing Bank shall request. Whenever any Borrower desires that a Standby Letter of Credit be issued by an Issuing Bank other than Issuer, and the Administrative Agent for its account it shall have executed and delivered to the respective Issuing Bank (with copies having been sent to the Administrative Agent) at least five Business Days prior to the issuance thereof, a Standby Letter of Credit Request in the form of Exhibit C-3 attached hereto (each a "Standby Letter of Credit Request"). Letter of Credit Requests shall be given in writing, or in the case of requests of Trade Letters of Credit, by telephone, if promptly confirmed in writing, or, if the Administrative Agent is the Issuing Bank, as has not otherwise provided in notified the Letter of Credit Service Agreement, provided Issuer that it may no longer rely on clause (I) if the express provisions of any letter of credit application conflict with the express provisions of this Agreement, the provisions of this Agreement shall control to the extent of such conflict and (II) no event (other than the failure to reimburse Letter of Credit Drawings as provided for in Section 2.05) which constitutes a default under any application shall constitute an Event of Default hereunder solely by reason of any default provisions contained in such applicationA).

Appears in 1 contract

Samples: Credit Agreement (Denbury Inc)

Letter of Credit Requests. (a) Whenever any Borrower desires the Borrowers desire that a Letter of Credit be issued by the Administrative Agent DBAG as Issuing Bank for its accountLender, it shall have (i) executed and delivered the Letter of Credit Service Agreement in the form of Exhibit C-1 C–1 attached hereto (as amended, modified or supplemented from time to time, the "Letter of Credit Service Agreement"), which Letter of Credit Service Agreement shall be in full force and effect at the time of the issuance of such Letter of Credit and (ii) made a request for the issuance of such Letter of Credit in accordance with the terms of the Letter of Credit Service Agreement. Whenever any Borrower desires that a Trade Letter of Credit be issued by an Issuing Bank Lender other than the Administrative Agent for its accountDBAG, it shall have (x) executed and delivered to the respective Issuing Bank Lender (with copies having been sent to the Administrative Agent) at least five Business Days prior to the issuance thereofthereof (or such shorter period as may be acceptable to the respective Issuing Lender), a Trade Letter of Credit Request in the form of Exhibit C-2 C–2 attached hereto (each a "Trade Letter of Credit Request") and (y) in the case of requests for the issuance of trade Letters of Credit (and, to the extent requested by the respective Issuing Lender, standby Letters of Credit), completed and executed a letter of credit application in the form customarily used by such Issuing Bank Lender for Trade trade Letters of Credit or in such other form as the Administrative Agent and the Issuing Bank Lender shall request. Whenever any Borrower desires that a Standby Letter of Credit be issued by an Issuing Bank other than the Administrative Agent for its account it shall have executed and delivered to the respective Issuing Bank (with copies having been sent to the Administrative Agent) at least five Business Days prior to the issuance thereof, a Standby Letter of Credit Request in the form of Exhibit C-3 attached hereto (each a "Standby Letter of Credit Request"). Letter of Credit Requests shall be given in writingwriting (including, to the extent consented to by the respective Issuing Lender, by electronic transmission), or in the case of requests of Trade trade Letters of Credit, by telephone, if promptly confirmed in writing, or, if the Administrative Agent DBAG is the Issuing BankLender, as otherwise provided in the Letter of Credit Service Agreement, provided that (I) if the express provisions of any letter of credit application conflict with the express provisions of this Agreement, the provisions of this Agreement shall control to the extent of such conflict and (II) no event (other than the failure to reimburse Letter of Credit Drawings any Drawing as provided for in Section 2.05) which constitutes a default under any application shall constitute an Event of Default hereunder solely by reason of any default provisions contained in such application.

Appears in 1 contract

Samples: Credit Agreement (Furniture Brands International Inc)

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Letter of Credit Requests. (a) Whenever any Borrower desires that a Letter of Credit be issued by the Administrative Agent as Issuing Bank for its accountBank, it shall have (i) executed and delivered the Letter of Credit Service Agreement in the form of Exhibit C-1 attached hereto (as amended, modified or supplemented from time to time, the "Letter of Credit Service Agreement"), which Letter of Credit Service Agreement shall be in full force and effect and (ii) made a request for the issuance of such Letter of Credit in accordance with the terms of the Letter of Credit Service Agreement. Whenever any Borrower desires that a Trade Letter of Credit be issued by an Issuing Bank other than the Administrative Agent for its accountAgent, it shall have (x) executed and delivered to the respective Issuing Bank (with copies having been sent to the Administrative Agent) at least five Business Days prior to the issuance thereofthereof (or such shorter period as may be acceptable to the respective Issuing Bank), a Trade Letter of Credit Request in the form of Exhibit C-2 attached hereto (each a "Trade Letter of Credit Request") and (y) completed and executed a letter of credit application in the form customarily used by such Issuing Bank for Trade Letters of Credit or in such other form as the Administrative Agent and the Issuing Bank shall request. Whenever any Borrower desires that a Standby Letter of Credit be issued by an Issuing Bank other than the Administrative Agent for its account it shall have executed and delivered to the respective Issuing Bank (with copies having been sent to the Administrative Agent) at least five Business Days prior to the issuance thereofthereof (or such shorter period as may be acceptable to the respective Issuing Bank), a Standby Letter of Credit Request in the form of Exhibit C-3 attached hereto (each a "Standby Letter of Credit Request"). Letter of Credit Requests shall be given in writing, or in the case of requests of Trade Letters of Credit, by telephone, if promptly confirmed in writing, or, if the Administrative Agent is the Issuing Bank, as otherwise provided in the Letter of Credit Service Agreement, provided that (I) if the express provisions of any letter of credit application conflict with the express provisions of this Agreement, the provisions of this Agreement shall control to the extent of such conflict and (II) no event (other than the failure to reimburse Letter of Credit Drawings as provided for in Section 2.05) which constitutes a default under any application shall constitute an Event of Default hereunder solely by reason of any default provisions contained in such application.

Appears in 1 contract

Samples: Credit Agreement (Furniture Brands International Inc)

Letter of Credit Requests. (a) Whenever any Borrower desires that a Letter of Credit be issued for its account, such Borrower shall give the Administrative Agent and the respective Issuing Lender at least two Business Days’ (or such shorter period as is acceptable to such Issuing Lender) written notice thereof (including by way of facsimile); provided, that, any such notice shall be deemed to have been given on a certain day only if received by the Administrative Agent as and the respective Issuing Bank for its account, it Lender before 11:00 A.M. (New York City time) on such day. Each notice shall have (i) executed and delivered the Letter of Credit Service Agreement be in the form of Exhibit C-1 attached hereto a letter of credit application, and accompanied by such other documentation the applicable Issuing Lender may reasonably request, in each case in a form reasonably acceptable to such Issuing Bank and appropriately completed (as amendedeach, modified or supplemented from time to time, the "a “Letter of Credit Service Agreement"Request”), which . (b) The making of each Letter of Credit Service Agreement Request shall be deemed to be a representation and warranty by the respective Borrower to the Lenders that such Letter of Credit may be issued in full force accordance with, and effect and (ii) made will not violate the requirements of, Section 3.02. Unless the respective Issuing Lender has received notice from any Borrower, any other Credit Party or the Required Lenders before it issues a request for Letter of Credit that one or more of the conditions specified in Section 6 or 7 are not then satisfied, or that the issuance of such Letter of Credit in accordance with would violate Section 3.02, then such Issuing Lender shall, subject to the terms of the Letter of Credit Service Agreement. Whenever any Borrower desires that a Trade Letter of Credit be issued by an Issuing Bank other than the Administrative Agent for its account, it shall have (x) executed and delivered to the respective Issuing Bank (with copies having been sent to the Administrative Agent) at least five Business Days prior to the issuance thereof, a Trade Letter of Credit Request in the form of Exhibit C-2 attached hereto (each a "Trade Letter of Credit Request") and (y) completed and executed a letter of credit application in the form customarily used by such Issuing Bank for Trade Letters of Credit or in such other form as the Administrative Agent and the Issuing Bank shall request. Whenever any Borrower desires that a Standby Letter of Credit be issued by an Issuing Bank other than the Administrative Agent for its account it shall have executed and delivered to the respective Issuing Bank (with copies having been sent to the Administrative Agent) at least five Business Days prior to the issuance thereof, a Standby Letter of Credit Request in the form of Exhibit C-3 attached hereto (each a "Standby Letter of Credit Request"). Letter of Credit Requests shall be given in writing, or in the case of requests of Trade Letters of Credit, by telephone, if promptly confirmed in writing, or, if the Administrative Agent is the Issuing Bank, as otherwise provided in the Letter of Credit Service Agreement, provided that (I) if the express provisions of any letter of credit application conflict with the express provisions conditions of this Agreement, issue the provisions of this Agreement shall control to the extent of such conflict and (II) no event (other than the failure to reimburse requested Letter of Credit Drawings for the account of the respective Borrower in accordance with such Issuing Lender’s usual and customary practices. Upon the issuance of or modification or amendment to any standby Letter of Credit, each Issuing Lender shall promptly notify the respective Borrower and the Administrative Agent, in writing of such issuance, modification or amendment and such notice shall be accompanied by a copy of such Letter of Credit or the respective modification or amendment thereto, as provided for the case may be. Without limiting the foregoing, the payment of an Issuing Lender’s fees and expenses contemplated by Section 4.01(d) shall be a condition to such Issuing Lender’s obligation to issue, modify or amend a Letter of Credit (unless otherwise agreed by such Issuing Lender). Promptly after receipt of such notice the Administrative Agent shall notify the Participants, in Section 2.05) which constitutes a default under any application shall constitute an Event writing, of Default hereunder solely by reason of any default provisions such issuance, modification or amendment. Notwithstanding anything to the contrary contained in this Agreement, in the event that a Lender Default exists with respect to a Lender, no Issuing Lender shall be required to issue, renew, extend or amend any Letter of Credit unless such application.Issuing Lender has entered into arrangements satisfactory to it and the Company to eliminate such Issuing Lender’s risk with respect to the participation in Letters of Credit by the Defaulting Lender (which arrangements are hereby consented to by the Lenders), including by cash collateralizing such Defaulting Lender’s or 71 #93457508v14

Appears in 1 contract

Samples: Abl Credit Agreement (CVR Partners, Lp)

Letter of Credit Requests. (a) Whenever any a Borrower desires that a Letter of Credit be issued by the Administrative Agent as Issuing Bank for its accountaccount or that an existing expiry date shall be extended, it the Parent, on behalf of such Borrower, shall have deliver to the Agent its prior written request therefor not later than 11:30 a.m. (Houston time) (i) executed and delivered in the case of a Letter of Credit Service Agreement to be issued, on at least the fifth (5th) Business Day prior to the requested issuance date and (ii) in the case of the extension of the existing expiry date of any Letter of Credit, on at least the fifth (5th) Business Day prior to the date on which the Issuing Bank must notify the beneficiary thereof that the Issuing Bank does not intend to extend such existing expiry date. Each such request shall be executed by the Parent on behalf of such Borrower and shall be in the form of Exhibit C-1 attached hereto (as amended, modified or supplemented from time to time, the "Letter of Credit Service Agreement"), which Letter of Credit Service Agreement shall be in full force and effect and (ii) made a request for the issuance of such Letter of Credit in accordance with the terms of the Letter of Credit Service Agreement. Whenever any Borrower desires that a Trade Letter of Credit be issued by an Issuing Bank other than the Administrative Agent for its account, it shall have (x) executed and delivered to the respective Issuing Bank (with copies having been sent to the Administrative Agent) at least five Business Days prior to the issuance thereof, a Trade Letter of Credit Request in the form of Exhibit C-2 EXHIBIT F attached hereto (each a "Trade Letter of Credit Request") and (y) completed and executed a letter of credit application and, in the form customarily used case of the issuance of any Letter of Credit, shall be accompanied by such an Application therefor, completed to the satisfaction of the Issuing Bank for Trade Letters of Credit or in Bank, and such other form certificates, documents and other papers and information as the Administrative Agent and the Issuing Bank shall or any Bank (through the Agent) may reasonably request. Whenever any Borrower desires that a Standby Each Letter of Credit shall be issued denominated in Dollars, shall not be for a Stated Amount less than $50,000, shall expire no later than the date specified in Section 2.3, shall not be in an amount greater than is permitted under Section 2.3(a) and shall be in such form as may be approved from time to time by an the Issuing Bank other than and the Administrative Agent for applicable Borrower. Promptly upon its account it shall have executed and delivered to the respective Issuing Bank (with copies having been sent to the Administrative Agent) at least five Business Days prior to the issuance thereof, receipt of a Standby Letter of Credit Request in the form of Exhibit C-3 attached hereto (each a "Standby Letter of Credit Request"). Letter of Credit Requests shall be given in writing, or in the case of requests of Trade Letters of Credit, by telephoneand, if promptly confirmed in writing, or, if the Administrative Agent is the Issuing Bank, as otherwise provided in the Letter of Credit Service Agreement, provided that (I) if the express provisions of any letter of credit application conflict with the express provisions of this Agreementapplicable, the provisions of this Agreement related Application, the Agent shall control to so notify the extent of such conflict and (II) no event (other than the failure to reimburse Letter of Credit Drawings as provided for in Section 2.05) which constitutes a default under any application shall constitute an Event of Default hereunder solely by reason of any default provisions contained in such applicationBanks.

Appears in 1 contract

Samples: Revolving Credit Agreement (Cross Continent Auto Retailers Inc M&l)

Letter of Credit Requests. (a) Whenever any the Borrower desires that a Letter of Credit be issued by the Administrative Agent as Issuing Bank for its accountaccount or that an existing expiry date shall be extended, it shall have deliver to the Agent its prior written request therefor not later than 11:30 a.m. (Dallas time) (i) executed and delivered in the case of a Letter of Credit Service Agreement to be issued, on at least the second (2nd) Business Day prior to the requested issuance date and (ii) in the case of the extension of the existing expiry date of any Letter of Credit, on at least the second (2nd) Business Day prior to the date on which the Issuing Bank must notify the beneficiary thereof that the Issuing Bank does not intend to extend such existing expiry date. Each such request shall be in the form of Exhibit C-1 attached hereto (as amended, modified or supplemented from time to time, the "Letter of Credit Service Agreement"), which Letter of Credit Service Agreement shall be in full force and effect and (ii) made a request for the issuance of such Letter of Credit in accordance with the terms of the Letter of Credit Service Agreement. Whenever any Borrower desires that a Trade Letter of Credit be issued by an Issuing Bank other than the Administrative Agent for its account, it shall have (x) executed and delivered to the respective Issuing Bank (with copies having been sent to the Administrative Agent) at least five Business Days prior to the issuance thereof, a Trade Letter of Credit Request in the form of Exhibit C-2 C attached hereto (each a "Trade Letter of Credit Request") and (y) completed and executed a letter of credit application and, in the form customarily used case of the issuance of any Letter of Credit, shall be accompanied by such an Application therefor, completed to the satisfaction of the Issuing Bank for Trade Letters of Credit or in Bank, and such other form certificates, documents and other papers and information as the Administrative Agent and the Issuing Bank shall or any Bank (through the Agent) may reasonably request. Whenever any Borrower desires that a Standby Subject to Section 2.9, each Letter of Credit shall, at the Borrower's option, be issued denominated in Dollars or an Alternate Currency, shall expire no later than the date specified in Section 2.3, shall not be in an amount greater than is permitted under Section 2.3(a) and shall be in such form as may be approved from time to time by an the Issuing Bank other than and the Administrative Agent for Borrower. Promptly upon its account it shall have executed and delivered to the respective Issuing Bank (with copies having been sent to the Administrative Agent) at least five Business Days prior to the issuance thereof, receipt of a Standby Letter of Credit Request in the form of Exhibit C-3 attached hereto (each a "Standby Letter of Credit Request"). Letter of Credit Requests shall be given in writing, or in the case of requests of Trade Letters of Credit, by telephoneand, if promptly confirmed in writing, or, if the Administrative Agent is the Issuing Bank, as otherwise provided in the Letter of Credit Service Agreement, provided that (I) if the express provisions of any letter of credit application conflict with the express provisions of this Agreementapplicable, the provisions of this Agreement related Application, the Agent shall control to so notify the extent of such conflict and (II) no event (other than the failure to reimburse Letter of Credit Drawings as provided for in Section 2.05) which constitutes a default under any application shall constitute Banks. It is agreed that an Event of Default hereunder solely Application may be delivered by reason of any default provisions contained in such applicationelectronic transfer.

Appears in 1 contract

Samples: Revolving Credit Agreement (Mens Wearhouse Inc)

Letter of Credit Requests. (a) Whenever any the Borrower desires that a Letter of Credit be issued by the Administrative Agent as Issuing Bank for its accountaccount or that an existing expiry date shall be extended, it shall have deliver to the Agent its prior written request therefor not later than 11:30 a.m. (Houston time) (i) executed and delivered in the case of a Letter of Credit Service Agreement to be issued, on at least the second (2nd) Business Day prior to the requested issuance date and (ii) in the case of the extension of the existing expiry date of any Letter of Credit, on at least the second (2nd) Business Day prior to the date on which the Issuing Bank must notify the beneficiary thereof that the Issuing Bank does not intend to extend such existing expiry date. Each such request shall be in the form of Exhibit C-1 attached hereto (as amended, modified or supplemented from time to time, the "Letter of Credit Service Agreement"), which Letter of Credit Service Agreement shall be in full force and effect and (ii) made a request for the issuance of such Letter of Credit in accordance with the terms of the Letter of Credit Service Agreement. Whenever any Borrower desires that a Trade Letter of Credit be issued by an Issuing Bank other than the Administrative Agent for its account, it shall have (x) executed and delivered to the respective Issuing Bank (with copies having been sent to the Administrative Agent) at least five Business Days prior to the issuance thereof, a Trade Letter of Credit Request in the form of Exhibit C-2 C attached hereto (each a "Trade Letter of Credit Request") and (y) completed and executed a letter of credit application and, in the form customarily used case of the issuance of any Letter of Credit, shall be accompanied by such an Application therefor, completed to the satisfaction of the Issuing Bank for Trade Letters of Credit or in Bank, and such other form certificates, documents and other papers and information as the Administrative Agent and the Issuing Bank shall or any Bank (through the Agent) may reasonably request. Whenever any Borrower desires that a Standby Subject to Section 2.9, each Letter of Credit shall, at the Borrower's option, be issued denominated in Dollars or an Alternative Currency, shall expire no later than the date specified in Section 2.3, shall not be in an amount greater than is permitted under Section 2.3(a) and shall be in such form as may be approved from time to time by an the Issuing Bank other than and the Administrative Agent for Borrower. Promptly upon its account it shall have executed and delivered to the respective Issuing Bank (with copies having been sent to the Administrative Agent) at least five Business Days prior to the issuance thereof, receipt of a Standby Letter of Credit Request in the form of Exhibit C-3 attached hereto (each a "Standby Letter of Credit Request"). Letter of Credit Requests shall be given in writing, or in the case of requests of Trade Letters of Credit, by telephoneand, if promptly confirmed in writing, or, if the Administrative Agent is the Issuing Bank, as otherwise provided in the Letter of Credit Service Agreement, provided that (I) if the express provisions of any letter of credit application conflict with the express provisions of this Agreementapplicable, the provisions of this Agreement related Application, the Agent shall control to so notify the extent of such conflict and (II) no event (other than the failure to reimburse Letter of Credit Drawings as provided for in Section 2.05) which constitutes a default under any application shall constitute Banks. It is agreed that an Event of Default hereunder solely Application may be delivered by reason of any default provisions contained in such applicationelectronic transfer.

Appears in 1 contract

Samples: Revolving Credit Agreement (Mens Wearhouse Inc)

Letter of Credit Requests. (a) Whenever any Borrower desires that a Letter of Credit be issued by the Administrative Agent as Issuing Bank for its account, it shall have (i) executed and delivered the Letter of Credit Service Agreement in the form of Exhibit C-1 attached hereto (as amended, modified or supplemented from time to time, the "Letter of Credit Service Agreement"), which Letter of Credit Service Agreement shall be in full force and effect and (ii) made a request for the issuance of such Letter of Credit in accordance with the terms of the Letter of Credit Service Agreement. Whenever any Borrower desires that a Trade Letter of Credit be issued by an Issuing Bank other than the Administrative Agent for its account, it shall have (x) executed and delivered to the respective Issuing Bank (with copies having been sent to the Administrative Agent) at least five Business Days prior to the issuance thereofthereof (or such shorter period as may be acceptable to the respective Issuing Bank), a Trade Letter of Credit Request in the form of Exhibit C-2 attached hereto (each a "Trade Letter of Credit Request") and (y) completed and executed exe- cuted a letter of credit application in the form customarily used by such Issuing Bank for Trade Letters of Credit or in such other form as the Administrative Agent and the Issuing Bank shall request. Whenever any Borrower desires that a Standby Letter of Credit be issued by an Issuing Bank other than the Administrative Agent for its account it shall have executed and delivered to the respective Issuing Bank (with copies having been sent to the Administrative Agent) at least five Business Days prior to the issuance thereofthereof (or such shorter period as may be acceptable to the respective Issuing Bank), a Standby Letter of Credit Request in the form of Exhibit C-3 attached hereto (each a "Standby Letter of Credit Request"). Letter of Credit Requests shall be given in writing, or in the case of requests of Trade Letters of Credit, by telephone, if promptly confirmed in writing, or, if the Administrative Agent is the Issuing Bank, as otherwise provided in the Letter of Credit Service Agreement, provided that (I) if the express provisions of any letter of credit application conflict with the express provisions of this Agreement, the provisions of this Agreement shall control to the extent of such conflict and (II) no event (other than the failure to reimburse Letter of Credit Drawings as provided for in Section 2.05) which constitutes a default under any application shall constitute an Event of Default hereunder solely by reason of any default provisions contained in such application.

Appears in 1 contract

Samples: Credit Agreement (Furniture Brands International Inc)

Letter of Credit Requests. (ai) Whenever any a Borrower desires that a Letter of Credit be issued by the Administrative Agent as Issuing Bank for its accountor that an existing Letter of Credit shall be amended, renewed or extended, it shall have deliver to the applicable Issuing Bank and the Applicable Agent its prior written request therefor not later than 12:00 noon, Local Time, at the location of the Applicable Agent, (i) executed and delivered in the case of a Letter of Credit Service Agreement to be issued or amended that is or is to be in US Dollars, not later than the second Business Day prior to the requested issuance or amendment date, (ii) in the case of a Letter of Credit to be issued or amended that is or is to be in Canadian Dollars, not later than the third Business Day prior to the requested issuance or amendment date, (iii) in the case of a Letter of Credit to be issued or amended that is or is to be in Euro or Sterling, not later than the third Business Day prior to the requested issuance or amendment date, and (iv) in the case of the extension of the existing expiry date of any Letter of Credit, not later than the third Business Day prior to the date on which such Issuing Bank must notify the beneficiary thereof that such Issuing Bank does not intend to extend such existing expiry date. Each such request for an issuance, renewal, extension or amendment increasing the amount thereof shall be in the form of Exhibit C-1 attached hereto D (as amended, modified or supplemented from time to time, the "a “Letter of Credit Service Agreement")Request”) and, which Letter in the case of Credit Service Agreement shall be in full force and effect and (ii) made a request for the issuance of such any Letter of Credit in accordance with Credit, shall be accompanied by an Application therefor, completed to the terms satisfaction of the Letter of Credit Service Agreement. Whenever any Borrower desires that a Trade Letter of Credit be issued by an applicable Issuing Bank, and such other certificates, documents and other papers and information as the applicable Issuing Bank other than the Administrative Agent for its account, it shall have or any Lender (x) executed and delivered to the respective Issuing Bank (with copies having been sent to through the Administrative Agent) at least five Business Days prior to the issuance thereof, a Trade may reasonably request. Each Letter of Credit Request shall expire no later than the date specified in Section 2.7(a)(iii), shall not be in an amount greater than is permitted under Section (a) and shall be in such form as may be approved from time to time by the form applicable Issuing Bank and the Applicable Borrower. Promptly upon its receipt of Exhibit C-2 attached hereto (each a "Trade Letter of Credit Request") , and, if applicable, the related Application, the Applicable Agent shall so notify the Revolving Lenders and (y) completed and executed a letter of credit application in the form customarily used by such Issuing Bank for Trade Letters of Credit or in such other form as the Administrative Agent and the Issuing Bank shall request. Whenever any Borrower desires that a Standby Letter of Credit be issued by an Issuing Bank other than the Administrative Agent for its account it shall have executed and delivered to the respective Issuing Bank (with copies having been sent to the Administrative Agent) at least five Business Days prior to the issuance thereof, a Standby Letter of Credit Request in the form of Exhibit C-3 attached hereto (each a "Standby Letter of Credit Request"). Letter of Credit Requests shall It is agreed that an Application may be given in writing, or in the case of requests of Trade Letters of Credit, delivered by telephone, if promptly confirmed in writing, or, if the Administrative Agent is the Issuing Bank, as otherwise provided in the Letter of Credit Service Agreement, provided that (I) if the express provisions of any letter of credit application conflict with the express provisions of this Agreement, the provisions of this Agreement shall control to the extent of such conflict and (II) no event (other than the failure to reimburse Letter of Credit Drawings as provided for in Section 2.05) which constitutes a default under any application shall constitute an Event of Default hereunder solely by reason of any default provisions contained in such applicationelectronic transfer.

Appears in 1 contract

Samples: Credit Agreement (Mens Wearhouse Inc)

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