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Common use of Letter of Credit Sublimit Clause in Contracts

Letter of Credit Sublimit. (a) As part of the Revolving Line, Bank shall issue or have issued Letters of Credit denominated in Dollars or a Foreign Currency for Borrower’s account. The aggregate Dollar Equivalent amount utilized for the issuance of Letters of Credit shall at all times reduce the amount otherwise available for Advances under the Revolving Line. The aggregate Dollar Equivalent of the face amount of outstanding Letters of Credit (including drawn but unreimbursed Letters of Credit and any Letter of Credit Reserve) may not exceed the lesser of (i) Forty Million Dollars ($40,000,000), or (ii) (A) the lesser of (1) the Revolving Line or (2) the CMRR multiplied by the Advance Rate, minus (B) the sum of all outstanding principal amounts of any Advances. (b) If, on the Revolving Line Maturity Date (or the effective date of any termination of this Agreement), there are any outstanding Letters of Credit, then on such date Borrower shall provide to Bank cash collateral in an amount equal to at least 105% (at least 110% for Letters of Credit denominated in a Foreign Currency) of the aggregate Dollar Equivalent of the face amount of all such Letters of Credit plus all interest, fees, and costs due or estimated by Bank to become due in connection therewith, to secure all of the Obligations relating to such Letters of Credit. All Letters of Credit shall be in form and substance acceptable to Bank in its sole discretion and shall be subject to the terms and conditions of Bank’s standard Application and Letter of Credit Agreement (the “Letter of Credit Application”). Borrower agrees to execute any further documentation in connection with the Letters of Credit as Bank may reasonably request. Borrower further agrees to be bound by the regulations and interpretations of the issuer of any Letters of Credit guaranteed by Bank and opened for Borrower’s account or by Bank’s interpretations of any Letter of Credit issued by Bank for Borrower’s account, and Borrower understands and agrees that Bank shall not be liable for any error, negligence, or mistake, whether of omission or commission, in following Borrower’s instructions or those contained in the Letters of Credit or any modifications, amendments, or supplements thereto. (c) The obligation of Borrower to immediately reimburse Bank for drawings made under Letters of Credit shall be absolute, unconditional, and irrevocable, and shall be performed strictly in accordance with the terms of this Agreement, such Letters of Credit, and the Letter of Credit Application. (d) Borrower may request that Bank issue a Letter of Credit payable in a Foreign Currency. If a demand for payment is made under any such Letter of Credit, Bank shall treat such demand as an Advance to Borrower of the Dollar Equivalent of the amount thereof (plus fees and charges in connection therewith such as wire, cable, SWIFT or similar charges). (e) To guard against fluctuations in currency exchange rates, upon the issuance of any Letter of Credit payable in a Foreign Currency, Bank shall create a reserve (the “Letter of Credit Reserve”) under the Revolving Line in an amount equal to ten percent (10%) of the face amount of such Letter of Credit. The amount of the Letter of Credit Reserve may be adjusted by Bank from time to time to account for fluctuations in the exchange rate. The availability of funds under the Revolving Line shall be reduced by the amount of such Letter of Credit Reserve for as long as such Letter of Credit remains outstanding.

Appears in 2 contracts

Samples: Loan and Security Agreement (Medallia, Inc.), Loan and Security Agreement (Medallia, Inc.)

Letter of Credit Sublimit. (a) As part Subject to the terms and conditions of this Agreement, at any time prior to the Revolving LineMaturity Date, Bank shall agrees to issue or have issued letters of credit for the account of Borrower (each, a “Letter of Credit” and collectively, the “Letters of Credit denominated Credit”) in Dollars or a Foreign Currency for Borrower’s account. The an aggregate Dollar Equivalent amount utilized for the issuance of Letters of Credit shall at all times reduce the amount otherwise available for Advances under the Revolving Line. The aggregate Dollar Equivalent of the outstanding face amount of outstanding Letters of Credit (including drawn but unreimbursed Letters of Credit and any the “Letter of Credit ReserveOutstandings”) may not to exceed the lesser of (i) Forty Million Dollars ($40,000,000), or (ii) (A) the lesser of (1) the Revolving Line or (2) the CMRR multiplied by Borrowing Base minus, in each case, the Advance Rateaggregate amount of the outstanding Advances, minus (B) Cash Management Outstandings and the sum of all outstanding principal amounts of Foreign Exchange Outstandings at any Advances. (b) Iftime, on provided that the Revolving Line Maturity Date (or the effective date of any termination of this Agreement), there are any outstanding Letters of Credit, then on such date Borrower shall provide to Bank cash collateral in an amount equal to at least 105% (at least 110% for Letters Letter of Credit denominated in a Foreign Currency) of the aggregate Dollar Equivalent of the face amount of all such Letters of Credit plus all interest, fees, and costs due or estimated by Bank to become due in connection therewith, to secure all of the Obligations relating to such Letters of CreditAdvances Outstandings shall not exceed $750,000. All Letters of Credit shall be be, in form and substance substance, acceptable to Bank in its sole discretion and shall be subject to the terms and conditions of Bank’s form of standard Application application and Letter letter of Credit Agreement credit agreement (the “Letter of Credit Application”). , which Borrower hereby agrees to execute execute, including payment of Bank’s standard fees based on the face amount of each Letter of Credit. On any further documentation drawn but unreimbursed Letter of Credit, the unreimbursed amount shall be deemed an Advance under Section 2.1(a). Prior to the Revolving Maturity Date, Borrower shall secure in connection with the cash all obligations under any outstanding Letters of Credit as Bank may reasonably requeston terms acceptable to Bank. Borrower further agrees to be bound by the regulations and interpretations of the issuer of any Letters of Credit guaranteed by Bank and opened for Borrower’s account or by Bank’s interpretations of any Letter of Credit issued by Bank for Borrower’s account, and Borrower understands and agrees that Bank shall not be liable for any error, negligence, or mistake, whether of omission or commission, in following Borrower’s instructions or those contained in the Letters of Credit or any modifications, amendments, or supplements thereto. (c) The obligation of Borrower to immediately reimburse Bank for drawings made under Letters of Credit shall be absolute, unconditional, unconditional and irrevocable, and shall be performed strictly in accordance with the terms of this Agreement, the Application, and such Letters of Credit, under all circumstances whatsoever. Borrower shall indemnify, defend, protect, and the Letter hold Bank harmless from any loss, cost, expense or liability, including, without limitation, reasonable attorneys’ fees, arising out of Credit Application. (d) Borrower may request that Bank issue a Letter of Credit payable or in a Foreign Currency. If a demand for payment is made under connection with any such Letter Letters of Credit, Bank shall treat such demand as an Advance to Borrower of the Dollar Equivalent of the amount thereof (plus fees and charges in connection therewith such as wire, cable, SWIFT except for expenses caused by Bank’s gross negligence or similar charges)willful misconduct. (e) To guard against fluctuations in currency exchange rates, upon the issuance of any Letter of Credit payable in a Foreign Currency, Bank shall create a reserve (the “Letter of Credit Reserve”) under the Revolving Line in an amount equal to ten percent (10%) of the face amount of such Letter of Credit. The amount of the Letter of Credit Reserve may be adjusted by Bank from time to time to account for fluctuations in the exchange rate. The availability of funds under the Revolving Line shall be reduced by the amount of such Letter of Credit Reserve for as long as such Letter of Credit remains outstanding.

Appears in 2 contracts

Samples: Loan and Security Agreement (Vertro, Inc.), Loan and Security Agreement (Vertro, Inc.)

Letter of Credit Sublimit. (ai) As part Subject to the terms and conditions of this Agreement, from the Closing Date through the Revolving Maturity Date, Bank agrees to issue or cause to be issued letters of credit (each a "Letter of Credit," collectively, the "Letters of Credit") for the account of any Borrower in an aggregate face amount not to exceed (A) the lesser of the Committed Revolving LineLine or the Borrowing Base, Bank shall issue or have issued Letters MINUS the sum of Credit denominated in Dollars or a Foreign Currency for Borrower’s account. The aggregate Dollar Equivalent amount utilized for (w) the issuance of Letters of Credit shall at all times reduce the amount otherwise available for Advances under the Revolving Line. The aggregate Dollar Equivalent then outstanding principal balance of the Advances, (x) the aggregate face amount of any outstanding Letters of Credit (including any drawn but unreimbursed Letters of Credit), (y) Advances under the Credit Card Sublimit and (z) amounts outstanding under the Foreign Exchange Sublimit, OR (B) Five Million Dollars ($5,000,000) (the "Letter of Credit Sublimit"). Each such Letter of Credit shall be renewable annually and shall have an expiration date no later than the Revolving Maturity Date. Repayment of any Letter of Credit Reserve) may not exceed the lesser of (i) Forty Million Dollars ($40,000,000), or (ii) (A) the lesser of (1) having an expiration date later than the Revolving Line or (2) the CMRR multiplied by the Advance Rate, minus (B) the sum of all outstanding principal amounts of any Advances. (b) If, on the Revolving Line Maturity Date (or shall be secured by cash on deposit with Bank in the effective date of any termination of this Agreement), there are any outstanding Letters of Credit, then on such date Borrower shall provide to Bank cash collateral in an amount equal to at least 105% (at least 110% for Letters of Credit denominated in a Foreign Currency) of the aggregate Dollar Equivalent of the full face amount of all such Letters of Credit plus all interest, fees, and costs due or estimated by Bank to become due in connection therewith, to secure all of the Obligations relating to such Letters Letter of Credit. All Letters of Credit shall be be, in form and substance substance, acceptable to Bank in its sole discretion and shall be subject to the terms and conditions of Bank’s standard Application 's form of application and letter of credit agreement. All amounts actually paid by Bank in respect of a Letter of Credit Agreement (the “Letter of Credit Application”). Borrower agrees to execute any further documentation in connection with the Letters of Credit as Bank may reasonably request. Borrower further agrees to be bound by the regulations and interpretations of the issuer of any Letters of Credit guaranteed by Bank and opened for Borrower’s account or by Bank’s interpretations of any Letter of Credit issued by Bank for Borrower’s accountshall, and Borrower understands and agrees that Bank shall not be liable for any errorwhen paid, negligence, or mistake, whether of omission or commission, in following Borrower’s instructions or those contained in the Letters of Credit or any modifications, amendments, or supplements theretoconstitute an Advance under this Agreement. (cii) The obligation of Borrower Borrowers to immediately reimburse Bank for drawings made under Letters of Credit shall be absolute, unconditional, unconditional and irrevocable, and shall be performed strictly in accordance with the terms of this Agreement, Agreement and such Letters of Credit, under all circumstances whatsoever. Borrowers shall indemnify, defend, protect, and the Letter hold Bank harmless from any loss, cost, expense or liability, including, without limitation, reasonable attorneys' fees, arising out of Credit Application. (d) Borrower may request that Bank issue a Letter of Credit payable or in a Foreign Currency. If a demand for payment is made under connection with any such Letter Letters of Credit, Bank shall treat such demand as an Advance to Borrower of the Dollar Equivalent of the amount thereof (plus fees and charges in connection therewith such as wire, cable, SWIFT or similar charges). (e) To guard against fluctuations in currency exchange rates, upon the issuance of any Letter of Credit payable in a Foreign Currency, Bank shall create a reserve (the “Letter of Credit Reserve”) under the Revolving Line in an amount equal to ten percent (10%) of the face amount of such Letter of Credit. The amount of the Letter of Credit Reserve may be adjusted by Bank from time to time to account for fluctuations in the exchange rate. The availability of funds under the Revolving Line shall be reduced by the amount of such Letter of Credit Reserve for as long as such Letter of Credit remains outstanding.

Appears in 1 contract

Samples: Loan and Security Agreement (Maxwell Technologies Inc)

Letter of Credit Sublimit. (a) As part of the Revolving Line, Bank shall issue or have issued Letters of Credit denominated in Dollars or a Foreign Currency for Borrower’s account. The aggregate Dollar Equivalent amount utilized for the issuance of Letters of Credit shall at all times reduce the amount otherwise available for Advances under the Revolving Line. The aggregate Dollar Equivalent of the face amount of outstanding Letters of Credit (including drawn but unreimbursed Letters of Credit and any Letter of Credit Reserve) may not exceed the lesser of (i) Forty Million Dollars ($40,000,000), or (ii) (A) the lesser of (1) the Revolving Line or (2) the CMRR multiplied by the Advance Rate, minus (B) the sum of all outstanding principal amounts of any Advances. (b) If, on the Revolving Line Maturity Date (or the effective date of any termination of this Agreement), there are any outstanding Letters of Credit, then on such date Borrower shall provide to Bank cash collateral in an amount equal to at least 105% (at least 110% for Letters of Credit denominated in a Foreign Currency) of the aggregate Dollar Equivalent of the face amount of all such Letters of Credit plus all interest, fees, and costs due or estimated by Bank to become due in connection therewith, to secure all of the Obligations relating to such Letters of Credit. All Letters of Credit shall be in form and substance acceptable to Bank in its sole discretion and shall be subject Subject to the terms and conditions of Bank’s standard Application this Agreement, and as a sublimit of the Revolving Credit Commitment, during the period from the date of this Agreement to but excluding the Revolving Credit Commitment Termination Date, provided that no Event of Default then has occurred and is continuing, Bank shall issue, for the account of Borrower, one or more irrevocable commercial or standby letters of credit (collectively, the “Letters of Credit” and individually, a “Letter of Credit”) upon Borrower’s request. The sum of (a) the aggregate amount available to be drawn under all outstanding Letters of Credit Agreement plus (b) the aggregate amount of unpaid reimbursement obligations under drawn Letters of Credit shall not exceed Seven Million Dollars ($7,000,000) at any one time (the “Letter of Credit ApplicationSublimit). Borrower agrees to execute any further documentation in connection with ) and shall reduce, Dollar for Dollar, the Letters of Credit as Bank may reasonably request. Borrower further agrees amount available to be bound by borrowed under the regulations and interpretations of Revolving Credit Commitment. (b) In the issuer case of any Letters commercial Letter of Credit guaranteed by Bank and opened for Borrower’s account or by Bank’s interpretations of any Credit, such commercial Letter of Credit shall be issued by for the purpose of financing the importation or purchase of goods in the normal course of business of Borrower or any of its Subsidiaries or for any other purpose acceptable to Bank. Each such commercial Letter of Credit shall provide for transport documents to be presented in a full set to Bank (and, in the case of airway bills, consigned to Bank) and/or at Bank’s option, with transport documents presented in less than a full set to Bank and/or consigned to Borrower or to any Person other than Bank and calling for drafts at sight covering the importation or purchase of goods in the normal course of business. In the case of any standby Letter of Credit, such standby Letter of Credit shall be issued for the purpose of providing credit enhancements with respect to Borrower’s account, and Borrower understands and agrees that Bank shall not be liable workers’ compensation insurance arrangements or for any error, negligence, or mistake, whether of omission or commission, in following Borrower’s instructions or those contained in the Letters of Credit or any modifications, amendments, or supplements theretoother purpose acceptable to Bank. (c) The obligation of Borrower to immediately reimburse Bank for drawings made under Letters Each Letter of Credit shall be absolute, unconditional, drawn on such terms and irrevocable, conditions as are acceptable to Bank and shall be performed strictly in accordance with governed by the terms of this Agreement, such Letters of Credit, (and the Borrower agrees to execute) Bank’s standard form Letter of Credit Application. (d) Borrower may request that Bank issue a Agreement in connection therewith. No commercial Letter of Credit payable in a Foreign Currencyshall have an expiration date more than one (1) year from its date of issuance or shall expire after the Revolving Credit Commitment Termination Date. If a demand for payment is made under any such Letter of Credit, Bank shall treat such demand as an Advance to Borrower of the Dollar Equivalent of the amount thereof (plus fees and charges in connection therewith such as wire, cable, SWIFT or similar charges). (e) To guard against fluctuations in currency exchange rates, upon the issuance of any No standby Letter of Credit payable in a Foreign Currency, Bank shall create a reserve have an expiration date more than one (the “Letter 1) year from its date of Credit Reserve”issuance or shall expire more than one (1) under year after the Revolving Line in an amount equal to ten percent (10%) of the face amount of such Letter of Credit. The amount of the Letter of Credit Reserve may be adjusted by Bank from time to time to account for fluctuations in the exchange rate. The availability of funds under the Revolving Line shall be reduced by the amount of such Letter of Credit Reserve for as long as such Letter of Credit remains outstandingCommitment Termination Date.

Appears in 1 contract

Samples: Credit Agreement (Motorcar Parts America Inc)

Letter of Credit Sublimit. (a) As part of Subject to the availability under the Revolving Line, and in reliance on the representations and warranties of each Borrower set forth herein, at any time and from time to time from the date hereof through the Business Day immediately prior to the Revolving Maturity Date, Bank shall issue or have issued for the account of Borrowers such Letters of Credit denominated in Dollars or as a Foreign Currency Borrower may request by delivering to Bank a duly executed letter of credit application on Bank’s standard form; provided, however, that the outstanding and undrawn amounts under all such Letters of Credit, when added to the aggregate Ancillary Services Usage for Borrower’s account. The aggregate Dollar Equivalent amount utilized all other Ancillary Services, (i) shall not at any time exceed the Ancillary Services Sublimit, and (ii) shall be deemed to constitute Advances for the issuance purpose of calculating availability under the Revolving Line; and provided further, that the maturity date of any such Letter of Credit shall not be later than the Revolving Maturity Date. Any drawn but unreimbursed amounts under any Letters of Credit shall at all times reduce the amount otherwise available for be charged as Advances under against the Revolving Line. The aggregate Dollar Equivalent of the face amount of outstanding Letters of Credit (including drawn but unreimbursed Letters of Credit and any Letter of Credit Reserve) may not exceed the lesser of (i) Forty Million Dollars ($40,000,000), or (ii) (A) the lesser of (1) the Revolving Line or (2) the CMRR multiplied by the Advance Rate, minus (B) the sum of all outstanding principal amounts of any Advances. (b) If, on the Revolving Line Maturity Date (or the effective date of any termination of this Agreement), there are any outstanding Letters of Credit, then on such date Borrower shall provide to Bank cash collateral in an amount equal to at least 105% (at least 110% for Letters of Credit denominated in a Foreign Currency) of the aggregate Dollar Equivalent of the face amount of all such Letters of Credit plus all interest, fees, and costs due or estimated by Bank to become due in connection therewith, to secure all of the Obligations relating to such Letters of Credit. All Letters of Credit shall be in form and substance and shall include terms (including, without limitation, the expiration date thereof) acceptable to Bank in its sole discretion and shall be subject to the terms and conditions of Bank’s form of letter of credit application and agreement. Borrowers will pay any standard Application issuance and Letter of Credit Agreement (the “Letter of Credit Application”). Borrower agrees to execute any further documentation in connection with the Letters of Credit as Bank may reasonably request. Borrower further agrees to be bound by the regulations and interpretations of the issuer of any Letters of Credit guaranteed by Bank and opened for Borrower’s account or by Bank’s interpretations of any Letter of Credit issued by Bank for Borrower’s account, and Borrower understands and agrees other fees that Bank shall not be liable notifies Borrowers it will charge for any error, negligence, or mistake, whether of omission or commission, in following Borrower’s instructions or those contained in the Letters of Credit or any modifications, amendments, or supplements thereto. (c) The obligation of Borrower to immediately reimburse Bank for drawings made under Letters of Credit shall be absolute, unconditional, issuing and irrevocable, and shall be performed strictly in accordance with the terms of this Agreement, such processing Letters of Credit, and the Letter of Credit Application. (d) Borrower may request that Bank issue a Letter of Credit payable in a Foreign Currency. If a demand for payment is made under any such Letter of Credit, Bank shall treat such demand as an Advance to Borrower of the Dollar Equivalent of the amount thereof (plus fees and charges in connection therewith such as wire, cable, SWIFT or similar charges). (e) To guard against fluctuations in currency exchange rates, upon the issuance of any Letter of Credit payable in a Foreign Currency, Bank shall create a reserve (the “Letter of Credit Reserve”) under the Revolving Line in an amount equal to ten percent (10%) of the face amount of such Letter of Credit. The amount of the Letter of Credit Reserve may be adjusted by Bank from time to time to account for fluctuations in the exchange rate. The availability of funds under the Revolving Line shall be reduced by the amount of such Letter of Credit Reserve for as long as such Letter of Credit remains outstanding.

Appears in 1 contract

Samples: Loan and Security Agreement (Everside Health Group, Inc.)

Letter of Credit Sublimit. (a) As part Subject to the terms and conditions of this Agreement, at any time prior to the Revolving LineMaturity Date, Bank shall agrees to issue or have issued letters of credit for the account of Borrower (each, a “Letter of Credit” and collectively, the “Letters of Credit denominated Credit”) in Dollars or a Foreign Currency for Borrower’s account. The an aggregate Dollar Equivalent amount utilized for the issuance of Letters of Credit shall at all times reduce the amount otherwise available for Advances under the Revolving Line. The aggregate Dollar Equivalent of the outstanding face amount of outstanding Letters of Credit (including drawn but unreimbursed Letters of Credit and any the “Letter of Credit ReserveOutstandings”) may not to exceed the lesser of (i) Forty Million Dollars ($40,000,000), or (ii) (A) the lesser of (1) the Revolving Line or (2) the CMRR multiplied by Borrowing Base minus, in each case, the Advance Rateaggregate amount of the outstanding Advances, minus (B) Cash Management Outstandings and the sum of all outstanding principal amounts of Foreign Exchange Outstandings at any Advances. (b) Iftime, on provided that the Revolving Line Maturity Date (or the effective date of any termination of this Agreement), there are any outstanding Letters of Credit, then on such date Borrower shall provide to Bank cash collateral in an amount equal to at least 105% (at least 110% for Letters Letter of Credit denominated in a Foreign Currency) of the aggregate Dollar Equivalent of the face amount of all such Letters of Credit plus all interest, fees, and costs due or estimated by Bank to become due in connection therewith, to secure all of the Obligations relating to such Letters of CreditAdvances Outstandings shall not exceed $***. All Letters of Credit shall be be, in form and substance substance, acceptable to Bank in its sole discretion and shall be subject to the terms and conditions of Bank’s form of standard Application application and Letter letter of Credit Agreement credit agreement (the “Letter of Credit Application”). , which Borrower hereby agrees to execute execute, including payment of Bank’s standard fees based on the face amount of each Letter of Credit. On any further documentation drawn but unreimbursed Letter of Credit, the unreimbursed amount shall be deemed an Advance under Section 2.1(a). Prior to the Revolving Maturity Date, Borrower shall secure in connection with the cash all obligations under any outstanding Letters of Credit as Bank may reasonably requeston terms acceptable to Bank. Borrower further agrees to be bound by the regulations and interpretations of the issuer of any Letters of Credit guaranteed by Bank and opened for Borrower’s account or by Bank’s interpretations of any Letter of Credit issued by Bank for Borrower’s account, and Borrower understands and agrees that Bank shall not be liable for any error, negligence, or mistake, whether of omission or commission, in following Borrower’s instructions or those contained in the Letters of Credit or any modifications, amendments, or supplements thereto. (c) The obligation of Borrower to immediately reimburse Bank for drawings made under Letters of Credit shall be absolute, unconditional, unconditional and irrevocable, and shall be performed strictly in accordance with the terms of this Agreement, the Application, and such Letters of Credit, under all circumstances whatsoever. Borrower shall indemnify, defend, protect, and the Letter hold Bank harmless from any loss, cost, expense or liability, including, without limitation, reasonable attorneys’ fees, arising out of Credit Application. (d) Borrower may request that Bank issue a Letter of Credit payable or in a Foreign Currency. If a demand for payment is made under connection with any such Letter Letters of Credit, Bank shall treat such demand as an Advance to Borrower of the Dollar Equivalent of the amount thereof (plus fees and charges in connection therewith such as wire, cable, SWIFT except for expenses caused by Bank’s gross negligence or similar charges)willful misconduct. (e) To guard against fluctuations in currency exchange rates, upon the issuance of any Letter of Credit payable in a Foreign Currency, Bank shall create a reserve (the “Letter of Credit Reserve”) under the Revolving Line in an amount equal to ten percent (10%) of the face amount of such Letter of Credit. The amount of the Letter of Credit Reserve may be adjusted by Bank from time to time to account for fluctuations in the exchange rate. The availability of funds under the Revolving Line shall be reduced by the amount of such Letter of Credit Reserve for as long as such Letter of Credit remains outstanding.

Appears in 1 contract

Samples: Loan and Security Agreement (Miva, Inc.)

Letter of Credit Sublimit. (a) As part of Subject to availability within the Revolving LineLimit, and in reliance on the representations and warranties of Borrowers set forth herein, at any time and from time to time from the date hereof through the Business Day immediately prior to the Revolving Maturity Date, Bank shall issue or have issued for the account of Borrowers such Letters of Credit denominated in Dollars or as a Foreign Currency for Borrower’s account. The aggregate Dollar Equivalent amount utilized for the issuance of Letters of Credit shall at all times reduce the amount otherwise available for Advances under the Revolving Line. The aggregate Dollar Equivalent of the face amount of outstanding Letters of Credit (including drawn but unreimbursed Letters of Credit and any Letter of Credit Reserve) Borrower may not exceed the lesser of (i) Forty Million Dollars ($40,000,000), or (ii) (A) the lesser of (1) the Revolving Line or (2) the CMRR multiplied request by the Advance Rate, minus (B) the sum of all outstanding principal amounts of any Advances. (b) If, on the Revolving Line Maturity Date (or the effective date of any termination of this Agreement), there are any outstanding Letters of Credit, then on such date Borrower shall provide delivering to Bank cash collateral in an amount equal to at least 105% (at least 110% for Letters a duly executed letter of Credit denominated in a Foreign Currency) of credit application on Bank’s standard form; provided, however, that the aggregate Dollar Equivalent of the face amount of outstanding and undrawn amounts under all such Letters of Credit plus all interest, fees(i) shall not at any time exceed $10,000,000, and costs due or estimated by Bank (ii) shall be deemed to become due in connection therewith, to secure all constitute Advances for the purpose of calculating the Obligations relating to such Revolving Limit. Any drawn but unreimbursed amounts under any Letters of CreditCredit shall be charged as Advances against the Revolving Line. All Letters of Credit shall be in form and substance acceptable to Bank in its sole discretion and shall be subject to the terms and conditions of Bank’s form application and letter of credit agreement. Borrowers will pay any standard Application issuance and Letter of Credit Agreement (the “Letter of Credit Application”). Borrower agrees to execute any further documentation in connection with the Letters of Credit as Bank may reasonably request. Borrower further agrees to be bound by the regulations and interpretations of the issuer of any Letters of Credit guaranteed by Bank and opened for Borrower’s account or by Bank’s interpretations of any Letter of Credit issued by Bank for Borrower’s account, and Borrower understands and agrees other fees that Bank shall not be liable notifies a Borrower it will charge for any error, negligence, or mistake, whether of omission or commission, in following Borrower’s instructions or those contained in the Letters of Credit or any modifications, amendments, or supplements thereto. (c) The obligation of Borrower to immediately reimburse Bank for drawings made under Letters of Credit shall be absolute, unconditional, issuing and irrevocable, and shall be performed strictly in accordance with the terms of this Agreement, such processing Letters of Credit, and the Letter of Credit Application. (d) Borrower may request that Bank issue a Letter of Credit payable in a Foreign Currency. If a demand for payment is made under any such Letter of Credit, Bank shall treat such demand as an Advance to Borrower of the Dollar Equivalent of the amount thereof (plus fees and charges in connection therewith such as wire, cable, SWIFT or similar charges). (e) To guard against fluctuations in currency exchange rates, upon the issuance of any Letter of Credit payable in a Foreign Currency, Bank shall create a reserve (the “Letter of Credit Reserve”) under the Revolving Line in an amount including Bank’s fee equal to ten percent (10%) 1.5% per annum of the face amount of such each Letter of Credit. The amount of the Letter , payable annually in advance (provided that for Letters of Credit Reserve may outstanding on the date hereof, such 1.5% fee shall only be adjusted by Bank from time assessed when such Letters of Credit are renewed, if ever). Prior to time to account for fluctuations in the exchange rate. The availability of funds under the Revolving Line Maturity Date, Borrowers shall be reduced by the amount of such Letter secure in cash all obligations under any outstanding Letters of Credit Reserve for as long as such Letter of Credit remains outstandingon terms acceptable to Bank.

Appears in 1 contract

Samples: Loan and Security Agreement (Safeguard Scientifics Inc)

Letter of Credit Sublimit. (a) As part a sublimit under the Line of the Revolving LineCredit, Bank shall agrees from time to time to issue or have issued sight import letters of credit for the account of Borrower to support purchases and catalog expenses (each, a "Letter of Credit" and collectively, "Letters of Credit'); provided however, that the form and substance of each Letter of Credit denominated shall be subject to approval by Bank, in Dollars or a Foreign Currency for Borrower’s account. The its sole discretion; and provided further, that the aggregate Dollar Equivalent undrawn amount utilized for the issuance of all outstanding Letters of Credit shall not at all times reduce the amount otherwise available for Advances under the Revolving Lineany time exceed THREE HUNDRED THOUSAND DOLLARS ($300,000.00). The aggregate Dollar Equivalent of the face amount of outstanding Letters of Credit (including drawn but unreimbursed Letters of Credit and any Each Letter of Credit Reserve) may shall not exceed the lesser of (i) Forty Million Dollars ($40,000,000)have an expiration date subsequent to April 4, or (ii) (A) the lesser of (1) the Revolving Line or (2) the CMRR multiplied by the Advance Rate, minus (B) the sum of all outstanding principal amounts of any Advances. (b) If, on the Revolving Line Maturity Date (or the effective date of any termination of this Agreement), there are any outstanding Letters of Credit, then on such date Borrower shall provide to Bank cash collateral in an amount equal to at least 105% (at least 110% for Letters of Credit denominated in a Foreign Currency) of the aggregate Dollar Equivalent of the face 1998. The undrawn amount of all such Letters of Credit plus all interest, fees, and costs due or estimated by Bank to become due in connection therewith, to secure all of the Obligations relating to such Letters of Credit. All Letters of Credit shall be in form reserved under the line of Credit and substance acceptable to Bank in its sole discretion and shall not be available for advances thereunder. Each Letter of Credit shall be subject to the additional terms and conditions of Bank’s standard Application and the Letter of Credit Agreement (the “Letter of Credit Application”). Borrower agrees to execute any further documentation and related documents, if any, required by Bank in connection with the Letters of Credit as Bank may reasonably request. Borrower further agrees to be bound by the regulations and interpretations of the issuer of any Letters of Credit guaranteed by Bank and opened for Borrower’s account or by Bank’s interpretations of any issuance thereof (each, a "Letter of Credit issued Agreement" and collectively, "Letter of Credit Agreements"). Each draft paid by Bank for Borrower’s account, and Borrower understands and agrees that Bank shall not be liable for any error, negligence, or mistake, whether of omission or commission, in following Borrower’s instructions or those contained in the Letters of Credit or any modifications, amendments, or supplements thereto. (c) The obligation of Borrower to immediately reimburse Bank for drawings made under Letters a Letter of Credit shall be absolute, unconditional, and irrevocable, deemed advance under the Line of Credit and shall be performed strictly repaid by Borrower in accordance with the terms and conditions of this AgreementAgreement applicable to such advances; provided however, such Letters of Credit, and that if the Letter Line of Credit Application. (d) Borrower may request that Bank issue a Letter is not available, for any reason whatsoever, at the time any draft is paid by Bank, or if advances are not available under the Line of Credit payable in a Foreign Currency. If a demand for payment is made under at such time due to any such Letter of Creditlimitation on Borrowings set forth herein, Bank shall treat such demand as an Advance to Borrower of then the Dollar Equivalent of the amount thereof (plus fees and charges in connection therewith such as wire, cable, SWIFT or similar charges). (e) To guard against fluctuations in currency exchange rates, upon the issuance of any Letter of Credit payable in a Foreign Currency, Bank shall create a reserve (the “Letter of Credit Reserve”) under the Revolving Line in an amount equal to ten percent (10%) of the face full amount of such Letter draft shall be immediately due and payable, together with interest thereon, from the date such amount is paid by Bank to the date such amount is fully repaid by Borrower, at the rate of interest applicable to advances under the Line of Credit. The amount of the Letter of Credit Reserve In such event, Borrower agrees that Bank, at Bank's sole discretion, may be adjusted by debit Borrower's deposit account with Bank from time to time to account for fluctuations in the exchange rate. The availability of funds under the Revolving Line shall be reduced by the amount of any such Letter of Credit Reserve for as long as such Letter of Credit remains outstandingdraft. THIS EXHIBIT "A" - COVENANTS IS EXECUTED ON APRIL 8, 1997.

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Samples: Business Loan Agreement (Real Goods Trading Corp)