Common use of Letter-of-Credit Rights Clause in Contracts

Letter-of-Credit Rights. If any Grantor is at any time a beneficiary under a letter of credit now or hereafter issued in favor of such Grantor, such Grantor shall promptly notify the Collateral Agent thereof and, at the request and option of the Collateral Agent, such Grantor shall, pursuant to an agreement in form and substance reasonably satisfactory to the Collateral Agent, either (i) arrange for the issuer and any confirmer of such letter of credit to consent to an assignment to the Collateral Agent of the proceeds of any drawing under the letter of credit or (ii) arrange for the Collateral Agent to become the transferee beneficiary of the letter of credit, with the Collateral Agent agreeing, in each case, that the proceeds of any drawing under the letter of credit are to be paid to the applicable Grantor unless an Event of Default has occurred or is continuing.

Appears in 8 contracts

Samples: Guarantee and Collateral Agreement (Medley Management Inc.), Guarantee and Collateral Agreement (Mac-Gray Corp), Security Agreement (HC Innovations, Inc.)

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Letter-of-Credit Rights. If any Grantor is at any time a beneficiary under a letter of credit now or hereafter issued in favor of such Grantor, such Grantor shall promptly notify the Collateral Agent thereof and, at the request and option of the Collateral Agent, such Grantor shall, pursuant to an agreement in form and substance reasonably satisfactory to the Collateral Agent, either (i) arrange for the issuer and any confirmer of such letter of credit to consent to an assignment to the Collateral Agent of the proceeds of any drawing under the letter of credit or (ii) arrange for the Collateral Agent to become the transferee beneficiary of the letter of credit, with the Collateral Agent agreeing, in each case, that the proceeds of any drawing under the letter of credit are to be paid to the applicable Grantor unless an Event of Default has occurred or is continuing.

Appears in 7 contracts

Samples: Security Agreement (Diamond Resorts International, Inc.), Security Agreement (Diamond Resorts Parent, LLC), Guarantee and Collateral Agreement (Marathon Power Technologies Co)

Letter-of-Credit Rights. If any Grantor is at any time a beneficiary under a letter of credit now or hereafter issued in favor of such Grantor, such Grantor shall promptly notify the Collateral Administrative Agent thereof and, at the request and option of the Collateral Administrative Agent, such Grantor shall, pursuant to an agreement in form and substance reasonably satisfactory to the Collateral Administrative Agent, either (i) arrange for the issuer and any confirmer of such letter of credit to consent to an assignment to the Collateral Administrative Agent of the proceeds of any drawing under the letter of credit or (ii) arrange for the Collateral Administrative Agent to become the transferee beneficiary of the letter of credit, with the Collateral Administrative Agent agreeing, in each case, that the proceeds of any drawing under the letter of credit are to be paid to the applicable Grantor unless an Event of Default has occurred or is continuing.

Appears in 5 contracts

Samples: Guarantee and Collateral Agreement (Cumulus Media Inc), Guarantee and Collateral Agreement (CCE Spinco, Inc.), Guarantee and Collateral Agreement (Cumulus Media Inc)

Letter-of-Credit Rights. If any Grantor is at any time a beneficiary under a letter of credit now with a stated amount of $5,000,000 or hereafter issued in favor of such Grantormore, such Grantor shall promptly notify the Collateral Agent thereof and, at the request and option of the Collateral Agent, such Grantor shall, pursuant to an agreement in form and substance reasonably satisfactory to the Collateral Agent, either use its commercially reasonable efforts to (i) arrange for the issuer and any confirmer of such letter of credit to consent to an assignment to the Collateral Agent of the proceeds of any drawing under the such letter of credit or (ii) arrange for the Collateral Agent to become the transferee beneficiary of the such letter of credit, with the Collateral Agent agreeing, in each case, that the proceeds of any drawing under the letter of credit are to be paid to applied as provided in this Agreement after the applicable Grantor unless occurrence and during the continuance of an Event of Default has occurred or is continuingDefault.

Appears in 4 contracts

Samples: Credit Agreement (Bloomin' Brands, Inc.), Credit Agreement (Bloomin' Brands, Inc.), Credit Agreement (Bloomin' Brands, Inc.)

Letter-of-Credit Rights. If any Grantor is at any time a beneficiary under a letter of credit now or hereafter issued in favor of such Grantor, such Grantor shall promptly notify the Collateral Agent thereof and, at the request and option of the Collateral Agent, such Grantor shall, pursuant to an agreement in form and substance reasonably satisfactory to the Collateral Agent, either (i) arrange for the issuer and any confirmer of such letter of credit to consent to an assignment to the Collateral Agent of the proceeds of any drawing under the letter of credit or (ii) arrange for the Collateral Agent to become the transferee beneficiary of the letter of credit, with the Collateral Agent agreeing, in each case, that the proceeds of any drawing under the letter of credit are to be paid to the applicable Grantor unless an Event of Default has occurred or and is continuing.

Appears in 3 contracts

Samples: Senior Secured Priming and Superpriority Debtor in Possession Credit Agreement (Fairway Group Holdings Corp), Credit Agreement (Fairway Group Holdings Corp), Credit Agreement (Fairway Group Holdings Corp)

Letter-of-Credit Rights. If any Grantor is at any time a beneficiary under a letter Letter of credit Credit with face value in excess of $10,000 now or hereafter issued in favor of such Grantorissued, such Grantor shall promptly notify the Collateral Agent thereof andand such Grantor shall, at the request and option of the Collateral Agent, such Grantor shall, pursuant to an agreement in form and substance reasonably satisfactory to the Collateral Agent, either (i) arrange for the issuer and any confirmer of such letter Letter of credit Credit to consent to an assignment to the Collateral Agent of the proceeds of any drawing under the letter Letter of credit Credit or (ii) arrange for the Collateral Agent to become the transferee beneficiary of the letter such Letter of creditCredit, with the Collateral Agent agreeing, in each case, that the proceeds of any drawing under the letter Letter of credit Credit are to be paid to applied as provided in the applicable Grantor unless an Event of Default has occurred or is continuingCredit Agreement.

Appears in 3 contracts

Samples: Guarantee and Collateral Agreement (ARC Group Worldwide, Inc.), Guarantee and Collateral Agreement (ARC Group Worldwide, Inc.), Guarantee and Collateral Agreement

Letter-of-Credit Rights. If any Grantor is at any time a beneficiary under a letter of credit now with a stated amount of $5,000,000 or hereafter issued in favor of such Grantormore, such Grantor shall promptly notify the Collateral Agent thereof and, at the request and option of the Collateral Agent, such Grantor shall, pursuant to an agreement in form and substance reasonably satisfactory to the Collateral Agent, either use its reasonable best efforts to (i) arrange for the issuer and any confirmer of such letter of credit to consent to an assignment to the Collateral Agent of the proceeds of any drawing under the such letter of credit or (ii) arrange for the Collateral Agent to become the transferee beneficiary of the such letter of credit, with the Collateral Agent agreeing, in each case, that the proceeds of any drawing under the letter of credit are to be paid to applied as provided in this Agreement after the applicable Grantor unless occurrence and during the continuance of an Event of Default has occurred or is continuingDefault.

Appears in 3 contracts

Samples: Credit Agreement (Bloomin' Brands, Inc.), Credit Agreement (Osi Restaurant Partners, LLC), Security Agreement (KLIF Broadcasting, Inc.)

Letter-of-Credit Rights. If any Grantor is at any time a beneficiary under a letter of credit now or hereafter issued in favor of such Grantor, such Grantor shall promptly notify the Collateral Agent thereof and, at the request and option of the Collateral Agent, such Grantor shall, pursuant to an agreement in form and substance reasonably satisfactory to the Collateral Agent, either (i) arrange for the issuer and any confirmer of such letter of credit to consent to an assignment to the Collateral Agent of the proceeds of any drawing under the such letter of credit or (ii) arrange for the Collateral Agent to become the transferee beneficiary of the such letter of credit, with the Collateral Agent agreeing, in each case, that the proceeds of any drawing under the such letter of credit are to be paid to the applicable Grantor unless an Event of Default has occurred or is continuing.

Appears in 2 contracts

Samples: Guarantee and Collateral Agreement (Interline Brands, Inc./De), Guarantee and Collateral Agreement (Interline Brands, Inc./De)

Letter-of-Credit Rights. If any Grantor is at any time a beneficiary under a letter of credit now or hereafter issued in favor of such Grantor, such Grantor shall promptly notify the Collateral Agent thereof and, at the request and option of the Collateral Agent, such Grantor shall, pursuant to an agreement in form and substance reasonably satisfactory to the Collateral Agent, either (i) arrange for the issuer and any confirmer of such letter of credit to consent to an assignment to the Collateral Agent of the proceeds of any drawing under the letter of credit or (ii) arrange for the Collateral Agent to become the transferee beneficiary of the letter of credit, with the Collateral Agent agreeing, in each case, that the proceeds of any drawing under the letter of credit are to be paid to the applicable Grantor unless an Event of Default under any Finance Document has occurred or is continuing.

Appears in 1 contract

Samples: Security Agreement (Alion Science & Technology Corp)

Letter-of-Credit Rights. If any Grantor is at any time a beneficiary under a letter of credit now or hereafter issued in favor of such Grantor, such Grantor shall promptly notify the Collateral Agent thereof and, at the request and option of the Collateral Agent, such Grantor shall, pursuant to an agreement in form and substance reasonably satisfactory to the Collateral Agent, either (i) arrange for the issuer and any confirmer of such letter of credit to consent to an assignment to the Collateral Agent of the proceeds of any drawing under the letter of credit or (ii) arrange for the Collateral Agent to become the transferee beneficiary of the letter of credit, with the Collateral Agent agreeing, in each case, that the proceeds Proceeds of any drawing under the letter of credit are to be paid to the applicable Grantor pledgor unless an Existing Agreement Event of Default or a New Agreement Event of Default has occurred or and is continuing.

Appears in 1 contract

Samples: Security Agreement (McLeodusa Inc)

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Letter-of-Credit Rights. If any Grantor is at any time a beneficiary under a letter of credit now or hereafter issued in favor of such the Grantor, such the Grantor shall promptly notify the Collateral Agent thereof and, at the request and option of the Collateral Agent, such the Grantor shall, pursuant to an agreement in form and substance reasonably satisfactory to the Collateral Agent, either (i) arrange for the issuer and any confirmer of such letter of credit to consent to an assignment to the Collateral Agent of the proceeds of any drawing under the letter of credit or (ii) arrange for the Collateral Agent to become the transferee beneficiary of the letter of credit, with the Collateral Agent agreeing, in each case, that the proceeds of any drawing under the letter of to credit are to be paid to applied as provided in the applicable Grantor unless an Event of Default has occurred or is continuingPurchase Agreement.

Appears in 1 contract

Samples: Pledge and Security Agreement (TRUEYOU.COM)

Letter-of-Credit Rights. If any such Grantor is at any time a beneficiary under a letter of credit now or hereafter issued in favor of such GrantorGrantor with a value in excess of $500,000, such Grantor shall promptly notify the Collateral Agent thereof and, at the request and option of the Collateral Agent, such Grantor shall, pursuant to an agreement in form and substance reasonably satisfactory to the Collateral Agent, either (i) arrange for the issuer and any confirmer of such letter of credit to consent to an assignment to the Collateral Agent of the proceeds of any drawing under the letter of credit or (ii) arrange for the Collateral Agent to become the transferee beneficiary of the letter of credit, with the Collateral Agent agreeing, in each case, that the proceeds of any drawing under the letter of credit are to be paid to the applicable Grantor unless an Event of Default has occurred or is continuing.

Appears in 1 contract

Samples: Loan Agreement (Horizon Global Corp)

Letter-of-Credit Rights. If any Grantor is at any time a beneficiary under a letter of credit now or hereafter issued in favor of such the Grantor, such the Grantor shall promptly notify the Collateral Agent thereof and, at the request and option of the Collateral AgentAgent , such the Grantor shall, pursuant to an agreement in form and substance reasonably satisfactory to the Collateral AgentAgent , either (i) arrange for the issuer and any confirmer of such letter of credit to consent to an assignment to the Collateral Agent of the proceeds of any drawing under the letter of credit or (ii) arrange for the Collateral Agent to become the transferee beneficiary beneficiaries of the letter of credit, with the Collateral Agent agreeing, in each case, that the proceeds of any drawing under the letter of to credit are to be paid to applied as provided in the applicable Grantor unless an Event of Default has occurred or is continuingNote.

Appears in 1 contract

Samples: Purchase Agreement (Rainmaker Systems Inc)

Letter-of-Credit Rights. If any Grantor is at any time a ------------------------ beneficiary under a letter of credit now or hereafter issued in favor of such Grantor, such Grantor shall promptly notify the Collateral Agent thereof and, at the request and option of the Collateral Agent, such Grantor shall, pursuant to an agreement in form and substance reasonably satisfactory to the Collateral Agent, either (i) arrange for the issuer and any confirmer of such letter of credit to consent to an assignment to the Collateral Agent of the proceeds of any drawing under the letter of credit or (ii) arrange for the Collateral Agent to become the transferee beneficiary of the letter of credit, with the Collateral Agent agreeing, in each case, that the proceeds of any drawing under the letter of credit are to be paid to the applicable Grantor unless an Event of Actionable Default has occurred or is continuing.

Appears in 1 contract

Samples: Guarantee and Collateral Agreement (Wki Holding Co Inc)

Letter-of-Credit Rights. If any Grantor is at any time a beneficiary under a letter of credit now or hereafter issued in favor of such Grantor, such Grantor shall promptly notify the Collateral Agent thereof and, at the request and option of the Collateral Agent, such Grantor shall, pursuant to an agreement in form and substance reasonably satisfactory to the Collateral Agent, either either (i) arrange for the issuer and any confirmer of such letter of credit to consent to an assignment to the Collateral Agent of the proceeds of any drawing under the such letter of credit or (ii) arrange for the Collateral Agent to become the transferee beneficiary of the such letter of credit, with the Collateral Agent agreeing, in each case, that the proceeds of any drawing under the such letter of credit are to be paid to the applicable Grantor unless an Event of Default has occurred or is continuing.

Appears in 1 contract

Samples: Guarantee and Collateral Agreement (Wilmar Holdings Inc)

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