Letters of Credit and Guarantees. Subject to the terms of this Agreement, if the Agent agrees with a Borrower (acting on the instructions of the Issuer), the Issuer shall, at that Borrower's request (contained in a Utilisation Notice) issue one or more documentary letters of credit (each a "LETTER OF CREDIT") or Guarantees (each a "GUARANTEE"), in each case denominated in sterling or any Foreign Currency as the Issuer may agree, for that Borrower's account. The Issuer will not issue any Letter of Credit or Guarantee:
6.4.1 if the Original Sterling Amount of the maximum face amount of the requested Letter of Credit or of the maximum contingent liability under the requested Guarantee, in each case plus all commissions, fees and charges due from the relevant Borrower in connection with its issue, would cause its Available Commitment or the Available Revolving Facility Amount to be exceeded at such time;
6.4.2 if the expiry date of the Letter of Credit or Guarantee would be later than 30 days prior to the Termination Date or a date falling more than 12 months from its date of issue;
6.4.3 if the Original Sterling Amount of the maximum face amount of the requested Letter of Credit or of the maximum contingent liability under the requested Guarantee, when aggregated with the Original Sterling Amount of the maximum face value of all Letters of Credit and of the maximum contingent liability under all Guarantees, in each case then in issue, would exceed L5,000,000, unless the Issuer has specifically agreed with that Borrower that it is prepared to do so.
Letters of Credit and Guarantees. Subject to the terms of this Agreement, if the Agent agrees with a Borrower (acting on the instructions of the Issuer), the Issuer shall, at that Borrower’s request (contained in a Utilisation Notice) issue one or more documentary letters of credit (each a “Letter of Credit”) or Guarantees (each a “Guarantee”), in each case denominated in sterling or any Foreign Currency as the Issuer may agree, for that Borrower’s account. The Issuer will not issue any Letter of Credit or Guarantee:
Letters of Credit and Guarantees. Rank and the Company shall use commercially reasonable efforts to cause all Rank Letters of Credit and Rank Guarantees, in each case with respect to the Company, to be canceled or terminated, as of the Commencement Date such that Rank and its Affiliates shall be released and have no further obligation or liability (contingent or otherwise) under such Rank Letters of Credit or Rank Guarantees (to the extent applicable to the Company) from and after the Commencement Date. With respect to any Rank Letters of Credit or Rank Guarantees not terminated at the Commencement Date, RCP shall use commercially reasonable efforts to replace, cash collateralize or otherwise “backstop” such Rank Letters of Credit and Rank Guarantees at or prior to the Commencement Date. Following the Commencement Date, RCP shall indemnify Rank and its Affiliates against any and all losses suffered or incurred in connection with the Company under the Rank Letters of Credit or Rank Guarantees.
Letters of Credit and Guarantees. Section 5.12(a) of the Seller Disclosure Schedule sets forth a true and complete list of all guarantees, indemnities, surety bonds, letters of credit and letters of comfort obtained by Seller, Parent and their respective Affiliates (other than the Transferred Entities) obtained by Seller, Parent or such Affiliates for the benefit of the Transferred Entities (the “Letters of Credit”) (with Section 5.12(a)(i) of the Seller Disclosure Schedule setting forth all trade Letters of Credit and Section 5.12(a)(ii) of the Seller Disclosure Schedule setting forth all non-trade Letters of Credit). Without in any way affecting any obligation of Seller, Parent or any of their respective Affiliates prior to the Closing in respect thereof, Purchaser shall cause Seller, Parent and their respective Affiliates (other than the Transferred Entities) to be removed or released, effective as of the Closing in respect of all obligations of Seller, Parent and such Affiliates under each of the Letters of Credit and, to the extent commercially reasonable to achieve such removal or release, shall agree to substitute itself in the place of Seller, Parent and their respective Affiliates. Seller, Parent and their respective Affiliates shall take all actions reasonably requested by Purchaser or its Affiliates in connection with any such removal or release. Purchaser agrees to indemnify and hold Seller, Parent and their respective Affiliates harmless from and against any Losses incurred by Seller, Parent and their respective Affiliates after the Closing under or pursuant to any Letter of Credit. Notwithstanding the foregoing, Seller, Parent and their respective Affiliates shall only be removed or released, effective as of the date falling 36 months following the Closing Date in respect of all obligations of Seller, Parent and such Affiliates under each of the Letters of Credit that are described in Section 5.12(b) of the Seller Disclosure Schedule, following which the remaining terms of this Section 5.12 shall apply with respect to such Letters of Credit as if they had been removed or released effective as of the Closing. Parent and Seller shall be permitted to update Section 5.12 of the Seller Disclosure Schedule by written notice to Purchaser no more than three (3) Business Days prior to the Closing Date to reflect updates that have been incurred in the ordinary course of business consistent with past practice solely to the extent that the aggregate sum of the obligations under the Lette...
Letters of Credit and Guarantees. There are no letters of credit outstanding for the account of any company of Tinet Group nor are there any guarantees granted by any company of Tinet Group for third parties whether related or not.
Letters of Credit and Guarantees. Subject to the terms of this Agreement, the Issuer shall, at the Borrower’s request (contained in a Utilisation Notice) issue one or more documentary letters of credit (each a “Letter of Credit”) or Guarantees (each a “Guarantee”), in each case denominated in euro or sterling, for the Borrower’s account. The Issuer will not issue any Letter of Credit or Guarantee:
Letters of Credit and Guarantees. Buyer shall, effective as of the Closing, cause the letters of credit, guarantees and other credit enhancements (other than the Letter of Credit) given by Seller and its affiliates (other than the Seller Entities) and set forth on Schedule 7.09, to the extent they relate to the Business or the Business Assets, to be replaced by letters of credit, guarantees or other credit enhancements of Buyer and its affiliates so that Seller and its affiliates (other than the Seller Entities) shall have no further obligation or liability thereunder.
Letters of Credit and Guarantees. Buyer shall, effective as of the Closing Date or as soon as commercially practicable thereafter, cause the letters of credit, guarantees and other credit enhancements given by Coronado and its Affiliates set forth on Schedule 5.11 hereof, to the extent they relate to the Business or the Business Assets, to be replaced by letters of credit, guarantees or other credit enhancements of Buyer and its Affiliates so that Coronado and its Affiliates shall have no further obligation or liability thereunder. Buyer shall indemnify and hold Coronado and its Affiliates harmless from any and all Liabilities suffered or incurred by Coronado and its Affiliates after the Closing Date arising from or relating to such letters of credit, guarantees and other credit enhancements.
Letters of Credit and Guarantees. Buyer shall, effective as of the Closing Date or as soon as commercially practicable thereafter, cause the letters of credit, guarantees and other credit enhancements given by Seller and its Affiliates set forth on Schedule 5.11 hereof, to the extent they relate to the Business or the Business Assets, to be replaced by letters of credit, guarantees or other credit enhancements of Buyer and its Affiliates so that Seller and its Affiliates shall have no further obligation or liability thereunder. Buyer shall bear all expenses arising after the Closing Date associated with such letters of credit, guarantees and other credit enhancements given by Seller and its Affiliates until replaced by Buyer.
Letters of Credit and Guarantees
