Common use of Limitations on Amounts Clause in Contracts

Limitations on Amounts. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit the Parent Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the aggregate Letter of Credit Outstandings shall not exceed the lesser of (x) the aggregate LC Sublimits for all Issuing Lenders and (y) $200,000,000 and, subject to the last sentence of this subsection (c), no more than $100,000,000 of which may be in respect of Standby Letters of Credit (the “Standby Letters of Credit Sublimit”), (ii) the aggregate amount of the Letter of Credit Outstandings attributable to Letters of Credit issued by any Issuing Lender shall not exceed the LC Sublimit of such Issuing Lender, (iii) the Credit Extensions of any Lender shall not exceed the Commitment of such Lender, (iv) the Credit Extensions shall not exceed the Total Commitment and (v) in the event the Maturity Date shall have been extended as provided in Section 2.20, the sum of (x) the Letter of Credit Outstandings attributable to Letters of Credit expiring after any Maturity Date before giving effect to such extension plus (y) the Swingline Exposure attributable to Swingline Loans maturing after such Maturity Date shall not exceed the total Commitments that shall have been extended to a date after the latest expiration date of such Letters of Credit and the latest maturity date of such Swingline Loans. Each Issuing Lender (other than JPMorgan) will receive confirmation from the Agent that the requirements in clauses (i) and (iv) of the foregoing sentence are satisfied before issuing, amending, renewing or extending a Letter of Credit. Notwithstanding the foregoing, the Parent Borrower may adjust the amount of the Standby Letters of Credit Sublimit by providing three (3) Business Days prior written notice to the Agent, so long as the total of such Standby Letters of Credit Sublimit plus any Commercial Letter of Credit Outstandings does not exceed the aggregate sublimit for Letter of Credit Outstandings set forth in Section 2.06(c)(i). The Agent shall promptly confirm to the Parent Borrower, the Issuing Lenders and the Lenders the amount and the effective date of the revised sublimits.

Appears in 2 contracts

Samples: Credit Agreement (Dillard's, Inc.), Credit Agreement (Dillard's, Inc.)

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Limitations on Amounts. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit the Parent Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the aggregate Letter of Credit Outstandings Aggregate LC Exposure shall not exceed the lesser of (x) the aggregate LC Sublimits for all Issuing Lenders and (y) $200,000,000 and, subject to the last sentence of this subsection (c), no more than $100,000,000 of which may be in respect of Standby Letters Aggregate Letter of Credit (the “Standby Letters of Credit Sublimit”)Sublimit Amount, (ii) the Aggregate Revolving Credit Exposure shall not exceed the Aggregate Commitment, (iii) the Revolving Credit Exposure of each Lender shall not exceed such Lender’s Commitment, (iv) the aggregate amount of Revolving Credit Exposures denominated in Foreign Currencies shall not exceed the Letter of Credit Outstandings Aggregate Foreign Currency Sublimit Dollar Amount and (v) the LC Obligations attributable to all Letters of Credit issued by any Issuing Lender shall not exceed such Issuing Lender’s LC Commitment then in effect. (i) No Issuing Lender shall be under any obligation to issue any Letter of Credit if: (A) any order, judgment or decree of any Governmental Authority or arbitrator shall by its terms purport to enjoin or restrain such Issuing Lender from issuing the LC Sublimit Letter of Credit, or any Law applicable to such Issuing Lender or any request or directive (whether or not having the force of law) from any Governmental Authority with jurisdiction over such Issuing Lender shall prohibit, or request that such Issuing Lender refrain from, the issuance of letters of credit generally or the Letter of Credit in particular or shall impose upon such Issuing Lender with respect to the Letter of Credit any restriction, reserve or capital requirement (for which such Issuing Lender is not otherwise compensated hereunder) not in effect on the Third Restatement Effective Date, or shall impose upon such Issuing Lender any unreimbursed loss, cost or expense which was not applicable on the Third Restatement Effective Date and which such Issuing Lender in good xxxxx xxxxx material to it; (B) the issuance of such Letter of Credit would violate one or more policies of such Issuing Lender applicable to letters of credit generally; (C) except as otherwise consented to by the Administrative Agent and such Issuing Lender, (iii) the Credit Extensions of any Lender shall such consent not exceed the Commitment of such Lenderto be unreasonably withheld, (iv) the Credit Extensions shall not exceed the Total Commitment and (v) in the event the Maturity Date shall have been extended as provided in Section 2.20, the sum of (x) the Letter of Credit Outstandings attributable is in an initial stated amount less than $15,000; or (D) any Lender is at that time a Defaulting Lender, unless such Issuing Lender has entered into arrangements, including the delivery of cash collateral, reasonably satisfactory to Letters of Credit expiring such Issuing Lender (in its sole discretion) with the Borrower or such Lender to eliminate such Issuing Lender’s actual or potential Fronting Exposure (after any Maturity Date before giving effect to such extension plus (ySection 2.20(c)(i)) with respect to the Swingline Exposure attributable Defaulting Lender arising from either the Letter of Credit then proposed to Swingline Loans maturing after such Maturity Date shall not exceed the total Commitments be issued or that shall have been extended to a date after the latest expiration date of such Letters Letter of Credit and the latest maturity date of all other LC Obligations as to which such Swingline Loans. Each Issuing Lender has actual or potential Fronting Exposure, as it may elect in its reasonable discretion. (other than JPMorganii) will receive confirmation from No Issuing Lender shall be under any obligation to amend any Letter of Credit if (A) such Issuing Lender would have no obligation at such time to issue the Agent that Letter of Credit in its amended form under the requirements in clauses terms hereof, or (iB) and (iv) the beneficiary of the foregoing sentence are satisfied before issuing, amending, renewing or extending a Letter of Credit does not accept the proposed amendment to the Letter of Credit. Notwithstanding the foregoing, the Parent Borrower may adjust the amount of the Standby Letters of Credit Sublimit by providing three (3) Business Days prior written notice to the Agent, so long as the total of such Standby Letters of Credit Sublimit plus any Commercial Letter of Credit Outstandings does not exceed the aggregate sublimit for Letter of Credit Outstandings set forth in Section 2.06(c)(i). The Agent shall promptly confirm to the Parent Borrower, the Issuing Lenders and the Lenders the amount and the effective date of the revised sublimits.

Appears in 2 contracts

Samples: Credit Agreement (Griffon Corp), Credit Agreement (Griffon Corp)

Limitations on Amounts. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit the Parent applicable Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the aggregate Letter LC Exposure of Credit Outstandings each Issuing Lender (determined for these purposes without giving effect to the participations therein of the Lenders pursuant to paragraph (e) of this Section) shall not exceed the lesser of (x) the aggregate LC Sublimits for all Issuing Lenders and (y) $200,000,000 and, subject to the last sentence of this subsection (c), no more than $100,000,000 of which may be in respect of Standby Letters of Credit (the “Standby Letters of Credit Sublimit”)60,000,000, (ii) the sum of the total LC Exposures plus the aggregate principal amount of the Letter of Credit Outstandings attributable to Letters of Credit issued by any Issuing Lender shall not exceed the LC Sublimit of such Issuing Lender, (iii) the Credit Extensions of any Lender shall not exceed the Commitment of such Lender, (iv) the Credit Extensions shall not exceed the Total Commitment and (v) in the event the Maturity Date shall have been extended as provided in Section 2.20, the sum of (x) the Letter of Credit Outstandings attributable to Letters of Credit expiring after any Maturity Date before giving effect to such extension plus (y) the Swingline Exposure attributable to Swingline Loans maturing after such Maturity Date outstanding Advances shall not exceed the total Commitments and (iii) if at such time there are Extended Commitments, the total LC Exposure of the Issuing Lenders (determined for these purposes without giving effect to the participations therein of the Lenders pursuant to this Section 2.18) with respect to Letters of Credit that shall have been extended to a an expiry date after the latest expiration date Original Termination Date does not exceed the total Extended Commitments. If there are Extended Commitments in effect at any time and, upon the Original Termination Date, there are outstanding Letters of Credit, such Letters of Credit shall automatically be deemed to have been issued (including for purposes of the obligations of the Lenders to purchase participations therein and to make payments in respect thereof pursuant to this Section 2.18) under (and ratably participated in by the latest maturity date of such Swingline Loans. Each Issuing Lender Extending Lenders pursuant to) the Extended Commitments (other than JPMorgan) will receive confirmation from the Agent it being understood that the requirements in clauses (i) and (iv) participations therein of the foregoing sentence are satisfied before issuingNon-Extending Lenders shall be correspondingly released) and, amending, renewing or extending a Letter of Credit. Notwithstanding to the foregoingextent necessary, the Parent Borrower may adjust Borrowers shall prepay outstanding Swing Line Advances and/or Revolving Credit Advances pursuant to Section 2.10 on the Original Termination Date in an amount sufficient to permit the reallocation of the Standby LC Exposure relating to such outstanding Letters of Credit Sublimit by providing three (3) Business Days prior written notice to the Agent, so long as the total of such Standby Letters of Credit Sublimit plus any Commercial Letter of Credit Outstandings does not exceed the aggregate sublimit for Letter of Credit Outstandings set forth in Section 2.06(c)(i). The Agent shall promptly confirm to the Parent Borrower, the Issuing Lenders and the Lenders the amount and the effective date of the revised sublimitscontemplated hereby.

Appears in 1 contract

Samples: Credit Agreement (PPG Industries Inc)

Limitations on Amounts. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit the Parent Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the aggregate Letter of Credit Outstandings Aggregate LC Exposure shall not exceed the lesser of (x) the aggregate LC Sublimits for all Issuing Lenders and (y) $200,000,000 and, subject to the last sentence of this subsection (c), no more than $100,000,000 of which may be in respect of Standby Letters Aggregate Letter of Credit (the “Standby Letters of Credit Sublimit”)Sublimit Amount, (ii) the Aggregate Revolving Credit Exposure shall not exceed the Aggregate Revolving Commitment, (iii) the Revolving Credit Exposure of each Revolving Lender shall not exceed such Revolving Lender’s Commitment, (iv) the aggregate amount of Revolving Credit Exposures denominated in Foreign Currencies shall not exceed the Letter of Credit Outstandings Aggregate Foreign Currency Sublimit Dollar Amount and (v) the LC Obligations attributable to all Letters of Credit issued by any Issuing Lender shall not exceed such Issuing Lender’s LC Commitment then in effect. (i) No Issuing Lender shall be under any obligation to issue any Letter of Credit if: (A) any order, judgment or decree of any Governmental Authority or arbitrator shall by its terms purport to enjoin or restrain such Issuing Lender from issuing the LC Sublimit Letter of Credit, or any Law applicable to such Issuing Lender or any request or directive (whether or not having the force of law) from any Governmental Authority with jurisdiction over such Issuing Lender shall prohibit, or request that such Issuing Lender refrain from, the issuance of letters of credit generally or the Letter of Credit in particular or shall impose upon such Issuing Lender with respect to the Letter of Credit any restriction, reserve or capital requirement (for which such Issuing Lender is not otherwise compensated hereunder) not in effect on the Third Restatement Effective Date, or shall impose upon such Issuing Lender any unreimbursed loss, cost or expense which was not applicable on the Third Restatement Effective Date and which such Issuing Lender in good xxxxx xxxxx material to it; (B) the issuance of such Letter of Credit would violate one or more policies of such Issuing Lender applicable to letters of credit generally; (C) except as otherwise consented to by the Administrative Agent and such Issuing Lender, (iii) the Credit Extensions of any Lender shall such consent not exceed the Commitment of such Lenderto be unreasonably withheld, (iv) the Credit Extensions shall not exceed the Total Commitment and (v) in the event the Maturity Date shall have been extended as provided in Section 2.20, the sum of (x) the Letter of Credit Outstandings attributable is in an initial stated amount less than $15,000; or (D) any Revolving Lender is at that time a Defaulting Lender, unless such Issuing Lender has entered into arrangements, including the delivery of cash collateral, reasonably satisfactory to Letters of Credit expiring such Issuing Lender (in its sole discretion) with the Borrower or such Revolving Lender to eliminate such Issuing Lender’s actual or potential Fronting Exposure (after any Maturity Date before giving effect to such extension plus (ySection 2.20(c)(i)) with respect to the Swingline Exposure attributable Defaulting Lender arising from either the Letter of Credit then proposed to Swingline Loans maturing after such Maturity Date shall not exceed the total Commitments be issued or that shall have been extended to a date after the latest expiration date of such Letters Letter of Credit and the latest maturity date of all other LC Obligations as to which such Swingline Loans. Each Issuing Lender has actual or potential Fronting Exposure, as it may elect in its reasonable discretion. (other than JPMorganii) will receive confirmation from No Issuing Lender shall be under any obligation to amend any Letter of Credit if (A) such Issuing Lender would have no obligation at such time to issue the Agent that Letter of Credit in its amended form under the requirements in clauses terms hereof, or (iB) and (iv) the beneficiary of the foregoing sentence are satisfied before issuing, amending, renewing or extending a Letter of Credit does not accept the proposed amendment to the Letter of Credit. Notwithstanding the foregoing, the Parent Borrower may adjust the amount of the Standby Letters of Credit Sublimit by providing three (3) Business Days prior written notice to the Agent, so long as the total of such Standby Letters of Credit Sublimit plus any Commercial Letter of Credit Outstandings does not exceed the aggregate sublimit for Letter of Credit Outstandings set forth in Section 2.06(c)(i). The Agent shall promptly confirm to the Parent Borrower, the Issuing Lenders and the Lenders the amount and the effective date of the revised sublimits.

Appears in 1 contract

Samples: Credit Agreement (Griffon Corp)

Limitations on Amounts. Issuance and Amendment. A Letter of Credit shall be issued, amended, extended, reinstated or renewed or extended only if (and upon issuance, amendment, extension, reinstatement or renewal or extension of each Letter of Credit the Parent Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, extension, reinstatement or renewal or extension (i) the aggregate Letter of Credit Outstandings L/C Obligations shall not exceed the lesser of (x) the aggregate LC Sublimits for all Issuing Lenders and (y) $200,000,000 and, subject to the last sentence of this subsection (c), no more than $100,000,000 of which may be in respect of Standby Letters of Credit (the “Standby Letters Letter of Credit Sublimit”), (ii) the aggregate amount Outstanding Amount of the Loans of any Lender, plus such Lender’s Applicable Percentage of the Outstanding Amount of all L/C Obligations shall not exceed such Lender’s Commitment, and (iii) the Total Outstandings shall not exceed the Maximum Availability. (i) The L/C Issuer shall not be under any obligation to issue any Letter of Credit if (A) any order, judgment or decree of any Governmental Authority or arbitrator shall by its terms purport to enjoin or restrain the L/C Issuer from issuing the Letter of Credit, or any Law applicable to the L/C Issuer or any request or directive (whether or not having the force of law) from any Governmental Authority with jurisdiction over the L/C Issuer shall prohibit, or request that the L/C Issuer refrain from, the issuance of letters of credit generally or the Letter of Credit Outstandings attributable in particular or shall impose upon the L/C Issuer with respect to Letters the Letter of Credit issued by any Issuing Lender restriction, reserve or capital requirement (for which the L/C Issuer is not otherwise compensated hereunder) not in effect on the Closing Date, or shall impose upon the L/C Issuer any unreimbursed loss, cost or expense which was not exceed applicable on the LC Sublimit Closing Date and which the L/C Issuer in good xxxxx xxxxx material to it; (B) the issuance of such Issuing Letter of Credit would violate one or more policies of the L/C Issuer applicable to letters of credit generally; (C) except as otherwise agreed by Administrative Agent and the L/C Issuer, the Letter of Credit is in an initial stated amount less than $200,000; (D) any Lender is at that time a Defaulting Lender, unless the L/C Issuer has entered into arrangements, including the delivery of Cash Collateral, satisfactory to the L/C Issuer (iiiin its sole discretion) with Borrower or such Lender to eliminate the L/C Issuer’s actual or potential Fronting Exposure (after giving effect to Section 2.15(a)(iv)) with respect to the Defaulting Lender arising from either the Letter of Credit Extensions then proposed to be issued or that Letter of any Lender shall not exceed Credit and all other L/C Obligations as to which the Commitment of such LenderL/C Issuer has actual or potential Fronting Exposure, as it may elect in its sole discretion; or (iv) the Credit Extensions shall not exceed the Total Commitment and (v) in the event the Maturity Date shall have been extended as provided in Section 2.20, the sum of (xE) the Letter of Credit Outstandings attributable to Letters contains any provisions for automatic reinstatement of Credit expiring the stated amount after any Maturity Date before giving effect drawing thereunder. (ii) The L/C Issuer shall be under no obligation to such extension plus (y) the Swingline Exposure attributable to Swingline Loans maturing after such Maturity Date shall not exceed the total Commitments that shall have been extended to a date after the latest expiration date of such Letters of Credit and the latest maturity date of such Swingline Loans. Each Issuing Lender (other than JPMorgan) will receive confirmation from the Agent that the requirements in clauses (i) and (iv) of the foregoing sentence are satisfied before issuing, amending, renewing or extending a Letter of Credit. Notwithstanding the foregoing, the Parent Borrower may adjust the amount of the Standby Letters of Credit Sublimit by providing three (3) Business Days prior written notice to the Agent, so long as the total of such Standby Letters of Credit Sublimit plus amend any Commercial Letter of Credit Outstandings does not exceed if (A) the aggregate sublimit for L/C Issuer would have no obligation at such time to issue the Letter of Credit Outstandings set forth in Section 2.06(c)(i). The Agent shall promptly confirm to the Parent Borrower, the Issuing Lenders and the Lenders the amount and the effective date of the revised sublimits.of

Appears in 1 contract

Samples: Revolving Credit Agreement (Invesco Real Estate Income Trust Inc.)

Limitations on Amounts. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit the Parent Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the aggregate Letter of Credit Outstandings LC Exposure shall not exceed the lesser of (x) the aggregate LC Sublimits for all Issuing Lenders and (y) $200,000,000 and, subject to the last sentence of this subsection (c), no more than $100,000,000 of which may be in respect of Standby Letters of Credit (the “Standby Letters of Credit Sublimit”), (ii) the aggregate amount of the Letter of Credit Outstandings Exposure attributable to Letters of Credit issued by any Issuing Lender shall not exceed the LC Sublimit of such Issuing Lender, (iii) the Revolving Credit Extensions Exposure of any Lender shall not exceed the Commitment of such Lender, (iv) the sum of the total Revolving Credit Extensions Exposures plus the aggregate principal amount of outstanding Competitive Loans shall not exceed the Total Commitment total Commitments and (v) in the event the Maturity Commitment Termination Date shall have been extended as provided in Section 2.20, the sum of (x) the Letter of Credit Outstandings LC Exposure attributable to Letters of Credit expiring after any Maturity Date before giving effect to such extension Existing Commitment Termination Date, plus (y) the aggregate principal amount of outstanding Competitive Loans maturing after such Existing Commitment Termination Date plus (z) the Swingline Exposure attributable to Swingline Loans maturing after such Maturity Existing Commitment Termination Date shall not exceed the total Commitments that shall have been extended to a date after the latest expiration date of such Letters of Credit and the latest maturity date of such Competitive Loans and such Swingline Loans. Each Issuing Lender (other than JPMorgan) will receive confirmation from the Agent that the requirements in clauses (i) and (iv) of the foregoing sentence are satisfied before issuing, amending, renewing or extending a Letter of Credit. Notwithstanding the foregoing, the Parent Borrower may adjust the amount of the Standby Letters of Credit Sublimit by providing three (3) Business Days prior written notice to the Administrative Agent, so long as the total of such Standby Letters of Credit Sublimit plus any LC Exposure in respect of Commercial Letter Letters of Credit Outstandings outstanding does not exceed the aggregate sublimit for Letter Letters of Credit Outstandings set forth in Section 2.06(c)(i). The Administrative Agent shall promptly confirm to the Parent Borrower, the Issuing Lenders and the Lenders the amount and the effective date of the revised sublimits.

Appears in 1 contract

Samples: Credit Agreement (Dillards Inc)

Limitations on Amounts. A Letter of Credit shall be issued, amended, renewed or extended shall be created only if (and upon issuance, amendment, renewal or extension of each Letter of Credit the Parent Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal renewal, extension or extension creation (i) the aggregate Letter of Credit Outstandings total LC Exposures shall not exceed the lesser of (x) the aggregate LC Sublimits for all Issuing Lenders and (y) $200,000,000 and, subject to the last sentence of this subsection (c), no more than $100,000,000 of which may be in respect of Standby Letters Letter of Credit (the “Standby Letters of Credit Sublimit”)Sublimit Amount, (ii) the aggregate total Revolving Credit Exposures shall not exceed the total Revolving Credit Commitments, (iii) the Revolving Credit Exposure of each Revolving Credit Lender shall not exceed such Xxxxxx’s Revolving Credit Commitment and (iv) the face amount of the Letter of Credit Outstandings attributable to all outstanding Letters of Credit issued by any each Issuing Lender shall not exceed the such Xxxxxx’s LC Sublimit of such Commitment. An Issuing Lender, (iii) the Credit Extensions of any Lender shall not exceed the Commitment of such Lenderbe under any obligation to issue, (iv) the Credit Extensions shall not exceed the Total Commitment and (v) in the event the Maturity Date shall have been extended as provided in Section 2.20amend, the sum of (x) the renew or extend any Letter of Credit Outstandings attributable to Letters of Credit expiring after any Maturity Date before giving effect to such extension plus (y) the Swingline Exposure attributable to Swingline Loans maturing after such Maturity Date shall not exceed the total Commitments that shall have been extended to a date after the latest expiration date of such Letters of Credit and the latest maturity date of such Swingline Loans. Each Issuing Lender (other than JPMorgan) will receive confirmation from the Agent that the requirements in clauses if: (i) and (iv) any order, judgment or decree of the foregoing sentence are satisfied before any Governmental Authority or arbitrator shall by its terms purport to enjoin or restrain such Issuing Lender from issuing, amending, renewing or extending a such Letter of Credit. Notwithstanding the foregoing, or request that such Issuing Lender refrain from issuing, amending, renewing or extending such Letter of Credit, or any law applicable to such Issuing Lender shall prohibit, the Parent Borrower may adjust the amount issuance, amendment, renewal or extension of the Standby Letters letters of Credit Sublimit by providing three (3) Business Days prior written notice to the Agent, so long as the total of credit generally or such Standby Letters of Credit Sublimit plus any Commercial Letter of Credit Outstandings does not exceed the aggregate sublimit for in particular, or any such order, judgment or decree, or law shall impose upon such Issuing Lender with respect to such Letter of Credit Outstandings set forth any restriction, reserve or capital or liquidity requirement (for which such Issuing Lender is not otherwise compensated hereunder) not in Section 2.06(c)(i). The Agent effect on the Fifth Amendment Effective Date, or shall promptly confirm impose upon such Issuing Lender any unreimbursed loss, cost or expense that was not applicable on the Fifth Amendment Effective Date and that such Issuing Lender in good xxxxx xxxxx material to it; or (ii) the Parent Borrowerissuance, the amendment, renewal or extension of such Letter of Credit would violate one or more policies of such Issuing Lenders and the Lenders the amount and the effective date Lender applicable to letters of the revised sublimitscredit generally.

Appears in 1 contract

Samples: Credit Agreement (Cars.com Inc.)

Limitations on Amounts. Issuance and Amendment. A Letter of Credit shall be issued, amended, extended, reinstated or renewed or extended only if (and upon issuance, amendment, extension, reinstatement or renewal or extension of each Letter of Credit the Parent Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, extension, reinstatement or renewal or extension (i) the aggregate Letter of Credit Outstandings shall not exceed the lesser of (x) the aggregate LC Sublimits for all Issuing Lenders and (y) $200,000,000 and, subject to the last sentence of this subsection (c), no more than $100,000,000 of which may be in respect of Standby Letters of Credit (the “Standby Letters of Credit Sublimit”), (iiw) the aggregate amount of the Letter of Credit Outstandings attributable to outstanding Letters of Credit issued by any Issuing Lender the L/C Issuer shall not exceed its L/C Commitment, (x) the aggregate L/C Obligations shall not exceed the LC Sublimit Letter of such Issuing LenderCredit Sublimit, (iiiy) the Credit Extensions Revolving Exposure of any Lender shall not exceed the Commitment of such Lender, (iv) the Credit Extensions shall not exceed the Total its Revolving Commitment and (v) in the event the Maturity Date shall have been extended as provided in Section 2.20, the sum of (xz) the Letter of Credit Outstandings attributable to Letters of Credit expiring after any Maturity Date before giving effect to such extension plus (y) the Swingline Total Revolving Exposure attributable to Swingline Loans maturing after such Maturity Date shall not exceed the total Commitments that shall have been extended to a date after the latest expiration date of such Letters of Credit and the latest maturity date of such Swingline Loans. Each Issuing Lender (other than JPMorgan) will receive confirmation from the Agent that the requirements in clauses Revolving Commitments. (i) and The L/C Issuer shall not be under any obligation to issue any Letter of Credit if: (ivA) any order, judgment or decree of any Governmental Authority or arbitrator shall by its terms purport to enjoin or restrain the foregoing sentence are satisfied before issuing, amending, renewing or extending a L/C Issuer from issuing the Letter of Credit. Notwithstanding the foregoing, the Parent Borrower may adjust the amount of the Standby Letters of Credit Sublimit by providing three (3) Business Days prior written notice or any Law applicable to the AgentL/C Issuer or any request or directive (whether or not having the force of law) from any Governmental Authority with jurisdiction over the L/C Issuer shall prohibit, so long as the total of such Standby Letters of Credit Sublimit plus or request that the (ii) The L/C Issuer shall be under no obligation to amend any Commercial Letter of Credit Outstandings does not exceed if (A) the aggregate sublimit for L/C Issuer would have no obligation at such time to issue the Letter of Credit Outstandings set forth in Section 2.06(c)(i). The Agent shall promptly confirm its amended form under the terms hereof, or (B) the beneficiary of the Letter of Credit does not accept the proposed amendment to the Parent Borrower, the Issuing Lenders and the Lenders the amount and the effective date Letter of the revised sublimitsCredit.

Appears in 1 contract

Samples: Credit Agreement (Alamo Group Inc)

Limitations on Amounts. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit the Parent Borrower applicable Account Party shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the aggregate Letter LC Exposure of the Issuing Lenders (determined for these purposes without giving effect to the participations therein of the Revolving Credit Outstandings Lenders pursuant to paragraph (e) of this Section) shall not exceed the lesser Letter of Credit Sublimit, (ii) the sum of (x) the aggregate LC Sublimits for all Issuing Lenders and (y) $200,000,000 and, subject to the last sentence of this subsection (c), no more than $100,000,000 of which may be in respect of Standby Letters of Credit (the “Standby Letters of Credit Sublimit”), (ii) the aggregate undrawn amount of the Letter of Credit Outstandings attributable to all outstanding Letters of Credit issued by any Issuing Lender at such time plus (y) the aggregate amount of all LC Disbursements made by such Issuing Lender that have not yet been reimbursed by or on behalf of the Borrower at such time shall not exceed the LC Sublimit of such Issuing Lender’s Letter of Credit Commitment, (iii) the total Dollar Revolving Credit Extensions of any Lender Exposures shall not exceed the Commitment aggregate amount of such Lenderthe Dollar Revolving Credit Sub-Commitments, (iv) the total Multicurrency Revolving Credit Extensions Exposures shall not exceed the Total Commitment and aggregate amount of the Multicurrency Revolving Credit Sub-Commitments, (v) in the event Total Revolving Credit Exposures shall not exceed the Maturity Date shall have been extended as provided in Section 2.20, aggregate amount of the Revolving Credit Commitments and (vi) the sum of (x) the total Revolving Credit Exposures plus the aggregate principal amount of outstanding Competitive Loans shall not exceed the aggregate amount of the Revolving Credit Commitments. The Borrower may, at any time and from time to time, reduce the Letter of Credit Outstandings attributable to Letters Commitment of any Issuing Lender with the consent of such Issuing Lender; provided that the Borrower shall not reduce the Letter of Credit expiring Commitment of any Issuing Lender if, after any Maturity Date before giving effect to such extension plus (y) the Swingline Exposure attributable to Swingline Loans maturing after such Maturity Date shall not exceed the total Commitments that shall have been extended to a date after the latest expiration date of such Letters of Credit and reduction, the latest maturity date of such Swingline Loans. Each Issuing Lender (other than JPMorgan) will receive confirmation from conditions set forth in the Agent that the requirements in immediately preceding clauses (i) and through (ivv) of the foregoing sentence are satisfied before issuing, amending, renewing or extending a Letter of Credit. Notwithstanding the foregoing, the Parent Borrower may adjust the amount of the Standby Letters of Credit Sublimit by providing three (3) Business Days prior written notice to the Agent, so long as the total of such Standby Letters of Credit Sublimit plus any Commercial Letter of Credit Outstandings does shall not exceed the aggregate sublimit for Letter of Credit Outstandings set forth in Section 2.06(c)(i). The Agent shall promptly confirm to the Parent Borrower, the Issuing Lenders and the Lenders the amount and the effective date of the revised sublimitsbe satisfied.

Appears in 1 contract

Samples: Credit Agreement (Teleflex Inc)

Limitations on Amounts. Issuance and Amendment. A Letter of Credit shall be issued, amended, extended, reinstated or renewed or extended only if (and upon issuance, amendment, extension, reinstatement or renewal or extension of each Letter of Credit the Parent Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, extension, reinstatement or renewal or extension (i) the aggregate Letter of Credit Outstandings shall not exceed the lesser of (x) the aggregate LC Sublimits for all Issuing Lenders and (y) $200,000,000 and, subject to the last sentence of this subsection (c), no more than $100,000,000 of which may be in respect of Standby Letters of Credit (the “Standby Letters of Credit Sublimit”), (iiw) the aggregate amount of the Letter of Credit Outstandings attributable to outstanding Letters of Credit issued by any Issuing Lender the L/C Issuer shall not exceed its L/C Commitment, (x) the aggregate L/C Obligations shall not exceed the LC Sublimit Letter of such Issuing LenderCredit Sublimit, (iiiy) the Credit Extensions Revolving Exposure of any Lender shall not exceed the Commitment of such Lender, (iv) the Credit Extensions shall not exceed the Total its Revolving Commitment and (v) in the event the Maturity Date shall have been extended as provided in Section 2.20, the sum of (xz) the Letter of Credit Outstandings attributable to Letters of Credit expiring after any Maturity Date before giving effect to such extension plus (y) the Swingline Total Revolving Exposure attributable to Swingline Loans maturing after such Maturity Date shall not exceed the total Commitments that shall have been extended to a date after the latest expiration date of such Letters of Credit and the latest maturity date of such Swingline Loans. Each Issuing Lender (other than JPMorgan) will receive confirmation from the Agent that the requirements in clauses Revolving Commitments. (i) and The L/C Issuer shall not be under any obligation to issue any Letter of Credit if: (ivA) any order, judgment or decree of any Governmental Authority or arbitrator shall by its terms purport to enjoin or restrain the foregoing sentence are satisfied before issuing, amending, renewing or extending a L/C Issuer from issuing the Letter of Credit. Notwithstanding , or any Law applicable to the foregoingL/C Issuer or any request or directive (whether or not having the force of law) from any Governmental Authority with jurisdiction over the L/C Issuer shall prohibit, or request that the L/C Issuer refrain from, the Parent Borrower may adjust issuance of letters of credit generally or the amount of the Standby Letters of Credit Sublimit by providing three (3) Business Days prior written notice to the Agent, so long as the total of such Standby Letters of Credit Sublimit plus any Commercial Letter of Credit Outstandings does not exceed in particular or shall impose upon the aggregate sublimit for L/C Issuer with respect to the Letter of Credit Outstandings set forth any restriction, reserve or capital requirement (for which the L/C Issuer is not otherwise compensated hereunder) not in Section 2.06(c)(i). The Agent effect on the Closing Date, or shall promptly confirm impose upon the L/C Issuer any unreimbursed loss, cost or expense which was not applicable on the Closing Date and which the L/C Issuer in good xxxxx xxxxx material to it; (B) the Parent Borrower, the Issuing Lenders and the Lenders the amount and the effective date issuance of such Letter of Credit would violate one or more policies of the revised sublimits.L/C Issuer applicable to letters of credit generally; 40

Appears in 1 contract

Samples: Credit Agreement (Alamo Group Inc)

Limitations on Amounts. Issuance and Amendment. A Letter of Credit shall be issued, amended, extended, reinstated or renewed or extended only if (and upon issuance, amendment, extension, reinstatement or renewal or extension of each Letter of Credit the Parent Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, extension, reinstatement or renewal or extension (i) the aggregate Letter of Credit Outstandings shall not exceed the lesser of (x) the aggregate LC Sublimits for all Issuing Lenders and (y) $200,000,000 and, subject to the last sentence of this subsection (c), no more than $100,000,000 of which may be in respect of Standby Letters of Credit (the “Standby Letters of Credit Sublimit”), (iiw) the aggregate amount of the Letter of Credit Outstandings attributable to outstanding Letters of Credit issued by any Issuing Lender the L/C Issuer shall not exceed its L/C Commitment, (x) the aggregate L/C Obligations shall not exceed the LC Sublimit of such Issuing LenderL/C Sublimit, (iiiy) the Credit Extensions Revolving Exposure of any Lender shall not exceed the Commitment of such Lender, (iv) the Credit Extensions shall not exceed the Total its Revolving Commitment and (v) in the event the Maturity Date shall have been extended as provided in Section 2.20, the sum of (xz) the Letter of Credit Outstandings attributable to Letters of Credit expiring after any Maturity Date before giving effect to such extension plus (y) the Swingline Total Revolving Exposure attributable to Swingline Loans maturing after such Maturity Date shall not exceed the total Commitments that shall have been extended to a date after the latest expiration date of such Letters of Credit and the latest maturity date of such Swingline Loans. Each Issuing Lender (other than JPMorgan) will receive confirmation from the Agent that the requirements in clauses Revolving Commitments. (i) and The L/C Issuer shall not be under any obligation to issue any Letter of Credit if: (ivA) any order, judgment or decree of any Governmental Authority or arbitrator shall by its terms purport to enjoin or restrain the foregoing sentence are satisfied before issuing, amending, renewing or extending a L/C Issuer from issuing the Letter of Credit. Notwithstanding , or any Law applicable to the foregoingL/C Issuer or any request or directive (whether or not having the force of law) from any Governmental Authority with jurisdiction over the L/C Issuer shall prohibit, or request that the L/C Issuer refrain from, the Parent Borrower may adjust issuance of letters of credit generally or the amount of the Standby Letters of Credit Sublimit by providing three (3) Business Days prior written notice to the Agent, so long as the total of such Standby Letters of Credit Sublimit plus any Commercial Letter of Credit Outstandings does not exceed in particular or shall impose upon the aggregate sublimit for L/C Issuer with respect to the Letter of Credit Outstandings set forth any restriction, reserve or capital requirement (for which the L/C Issuer is not otherwise compensated hereunder) not in Section 2.06(c)(i). The effect on the Closing Date, or shall impose upon the L/C Issuer any unreimbursed loss, cost or expense which was not applicable on the Closing Date and which the L/C Issuer in good xxxxx xxxxx material to it; (B) the issuance of such Letter of Credit would violate one or more policies of the L/C Issuer applicable to letters of credit generally; (C) except as otherwise agreed by the Administrative Agent shall promptly confirm to and the Parent BorrowerL/C Issuer, the Issuing Lenders and Letter of Credit is in an initial stated amount less than $100,000, in the Lenders the amount and the effective date case of the revised sublimits.any Letter of Credit (irrespective of whether it is a commercial or standby Letter of Credit); or

Appears in 1 contract

Samples: Credit Agreement (Encore Wire Corp)

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Limitations on Amounts. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit the Parent applicable Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the aggregate Letter LC Exposure of Credit Outstandings each Issuing Lender (determined for these purposes without giving effect to the participations therein of the Lenders pursuant to paragraph (e) of this Section) shall not exceed the lesser $20,000,000; provided that any Issuing Lender may, but shall not be obligated to, increase or decrease its maximum LC Exposure upon request of (x) PPG; provided, further, that the aggregate LC Sublimits for Exposure of all Issuing Lenders and (y) at any time shall not exceed $200,000,000 and, subject to the last sentence of this subsection (c), no more than $100,000,000 of which may be in respect of Standby Letters of Credit (the “Standby Letters of Credit Sublimit”)300,000,000, (ii) the sum of the total LC Exposures plus the aggregate principal amount of the Letter of Credit Outstandings attributable to Letters of Credit issued by any Issuing Lender shall not exceed the LC Sublimit of such Issuing Lender, (iii) the Credit Extensions of any Lender shall not exceed the Commitment of such Lender, (iv) the Credit Extensions shall not exceed the Total Commitment and (v) in the event the Maturity Date shall have been extended as provided in Section 2.20, the sum of (x) the Letter of Credit Outstandings attributable to Letters of Credit expiring after any Maturity Date before giving effect to such extension plus (y) the Swingline Exposure attributable to Swingline Loans maturing after such Maturity Date outstanding Advances shall not exceed the total Commitments and (iii) if at such time there are Commitments that shall have been extended to a date will remain in effect after the latest expiration date occurrence of such a Termination Date, the total LC Exposure of the Issuing Lenders (determined for these purposes without giving effect to the participations therein of the Lenders pursuant to this Section 2.17) with respect to Letters of Credit and the latest maturity that have an expiry date of after such Swingline Loans. Each Issuing Lender (other than JPMorgan) will receive confirmation from the Agent that the requirements in clauses (i) and (iv) of the foregoing sentence are satisfied before issuing, amending, renewing or extending a Letter of Credit. Notwithstanding the foregoing, the Parent Borrower may adjust the amount of the Standby Letters of Credit Sublimit by providing three (3) Business Days prior written notice to the Agent, so long as the total of such Standby Letters of Credit Sublimit plus any Commercial Letter of Credit Outstandings Termination Date does not exceed the aggregate sublimit for Letter amount of such Commitments. If there is more than one Tranche in effect at any time and, upon a Termination Date there are outstanding Letters of Credit, such Letters of Credit Outstandings set forth shall automatically be deemed to have been issued (including for purposes of the obligations of the Lenders to purchase participations therein and to make payments in respect thereof pursuant to this Section 2.06(c)(i). The Agent 2.17) under (and ratably participated in by the Lenders pursuant to) the Commitments of the Tranche or Tranches that will remain in effect after the occurrence of such Termination Date (it being understood that the participations therein of the Lenders whose Commitment termination on such Termination Date shall promptly confirm be correspondingly released) and, to the Parent Borrowerextent necessary, each Borrower shall prepay outstanding Revolving Credit Advances attributable to it pursuant to Section 2.09 on such Termination Date in an amount sufficient to permit the Issuing Lenders and the Lenders the amount and the effective date reallocation of the revised sublimitsLC Exposure relating to such outstanding Letters of Credit contemplated hereby.

Appears in 1 contract

Samples: Five Year Credit Agreement (PPG Industries Inc)

Limitations on Amounts. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit the Parent applicable Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the aggregate Letter LC Exposure of Credit Outstandings each Issuing Lender (determined for these purposes without giving effect to the participations therein of the Lenders pursuant to paragraph (e) of this Section) shall not exceed the lesser $20,000,000; provided that any Issuing Lender may, but shall not be obligated to, increase or decrease its maximum LC Exposure upon request of (x) PPG; provided, further, that the aggregate LC Sublimits for Exposure of all Issuing Lenders and (y) at any time shall not exceed $200,000,000 and, subject to the last sentence of this subsection (c), no more than $100,000,000 of which may be in respect of Standby Letters of Credit (the “Standby Letters of Credit Sublimit”)300,000,000, (ii) the sum of the total LC Exposures plus the aggregate principal amount of the Letter of Credit Outstandings attributable to Letters of Credit issued by any Issuing Lender shall not exceed the LC Sublimit of such Issuing Lender, (iii) the Credit Extensions of any Lender shall not exceed the Commitment of such Lender, (iv) the Credit Extensions shall not exceed the Total Commitment and (v) in the event the Maturity Date shall have been extended as provided in Section 2.20, the sum of (x) the Letter of Credit Outstandings attributable to Letters of Credit expiring after any Maturity Date before giving effect to such extension plus (y) the Swingline Exposure attributable to Swingline Loans maturing after such Maturity Date outstanding Advances shall not exceed the total Commitments and (iii) if at such time there are Commitments that shall have been extended to a date will remain in effect after the latest expiration date 41 occurrence of such a Termination Date, the total LC Exposure of the Issuing Lenders (determined for these purposes without giving effect to the participations therein of the Lenders pursuant to this Section 2.17) with respect to Letters of Credit and the latest maturity that have an expiry date of after such Swingline Loans. Each Issuing Lender (other than JPMorgan) will receive confirmation from the Agent that the requirements in clauses (i) and (iv) of the foregoing sentence are satisfied before issuing, amending, renewing or extending a Letter of Credit. Notwithstanding the foregoing, the Parent Borrower may adjust the amount of the Standby Letters of Credit Sublimit by providing three (3) Business Days prior written notice to the Agent, so long as the total of such Standby Letters of Credit Sublimit plus any Commercial Letter of Credit Outstandings Termination Date does not exceed the aggregate sublimit for Letter amount of such Commitments. If there is more than one Tranche in effect at any time and, upon a Termination Date there are outstanding Letters of Credit, such Letters of Credit Outstandings set forth shall automatically be deemed to have been issued (including for purposes of the obligations of the Lenders to purchase participations therein and to make payments in respect thereof pursuant to this Section 2.06(c)(i). The Agent 2.17) under (and ratably participated in by the Lenders pursuant to) the Commitments of the Tranche or Tranches that will remain in effect after the occurrence of such Termination Date (it being understood that the participations therein of the Lenders whose Commitment termination on such Termination Date shall promptly confirm be correspondingly released) and, to the Parent Borrowerextent necessary, each Borrower shall prepay outstanding Revolving Credit Advances attributable to it pursuant to Section 2.09 on such Termination Date in an amount sufficient to permit the Issuing Lenders and the Lenders the amount and the effective date reallocation of the revised sublimitsLC Exposure relating to such outstanding Letters of Credit contemplated hereby.

Appears in 1 contract

Samples: Amendment to Credit Agreement (PPG Industries Inc)

Limitations on Amounts. Issuance and Amendment. A Letter of Credit shall be issued, amended, extended, reinstated or renewed or extended only if (and upon issuance, amendment, extension, reinstatement or renewal or extension of each Letter of Credit the Parent Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, extension, reinstatement or renewal or extension (i) the aggregate Letter of Credit Outstandings shall not exceed the lesser of (x) the aggregate LC Sublimits for all Issuing Lenders and (y) $200,000,000 and, subject to the last sentence of this subsection (c), no more than $100,000,000 of which may be in respect of Standby Letters of Credit (the “Standby Letters of Credit Sublimit”), (iiw) the aggregate amount of the Letter of Credit Outstandings attributable to outstanding Letters of Credit issued by any Issuing Lender the L/C Issuer shall not exceed its L/C Commitment, (x) the aggregate L/C Obligations shall not exceed the LC Sublimit Letter of such Issuing LenderCredit Sublimit, (iiiy) the Credit Extensions Revolving Exposure of any Lender shall not exceed the Commitment of such Lender, (iv) the Credit Extensions shall not exceed the Total its Revolving Commitment and (v) in the event the Maturity Date shall have been extended as provided in Section 2.20, the sum of (xz) the Letter of Credit Outstandings attributable to Letters of Credit expiring after any Maturity Date before giving effect to such extension plus (y) the Swingline Total Revolving Exposure attributable to Swingline Loans maturing after such Maturity Date shall not exceed the total Commitments Revolving Commitments. (i) The L/C Issuer shall not be under any obligation to issue any Letter of Credit if: (A) any order, judgment or decree of any Governmental Authority or arbitrator shall by its terms purport to enjoin or restrain the L/C Issuer from issuing the Letter of Credit, or any Law applicable to the L/C Issuer or any request or directive (whether or not having the force of law) from any Governmental Authority with jurisdiction over the L/C Issuer shall prohibit, or request that the L/C Issuer refrain from, the issuance of letters of credit generally or the Letter of Credit in particular or shall have been extended impose upon the L/C Issuer with respect to the Letter of Credit any restriction, reserve or capital requirement (for which the L/C Issuer is not otherwise compensated hereunder) not in effect on the Closing Date, or shall impose upon the L/C Issuer any unreimbursed loss, cost or expense which was not applicable on the Closing Date and which the L/C Issuer in good xxxxx xxxxx material to it; (B) the issuance of such Letter of Credit would violate one or more policies of the L/C Issuer applicable to letters of credit generally; (C) except as otherwise agreed by the Administrative Agent and the L/C Issuer, the Letter of Credit is in an initial stated amount less than $50,000, in the case of a date commercial Letter of Credit, or $50,000, in the case of a standby Letter of Credit; (D) any Revolving Lender is at that time a Defaulting Lender, unless the L/C Issuer has entered into arrangements, including the delivery of Cash Collateral, satisfactory to the L/C Issuer (in its sole discretion) with the Borrower or such Lender to eliminate the L/C Issuer’s actual or potential Fronting Exposure (after giving effect to Section 2.16(a)(iv)) with respect to the latest expiration Defaulting Lender arising from either the Letter of Credit then proposed to be issued or that Letter of Credit and all other L/C Obligations as to which the L/C Issuer has actual or potential Fronting Exposure, as it may elect in its sole discretion; (E) such Letter of Credit is to be denominated in a currency other than Dollars or an Alternative Currency; or (F) the L/C Issuer does not as of the issuance date of such requested Letter of Credit issue Letters of Credit and in the latest maturity date of such Swingline Loans. Each Issuing Lender requested currency. (other than JPMorganii) will receive confirmation from the Agent that the requirements in clauses (i) and (iv) of the foregoing sentence are satisfied before issuing, amending, renewing or extending a Letter of Credit. Notwithstanding the foregoing, the Parent Borrower may adjust the amount of the Standby Letters of Credit Sublimit by providing three (3) Business Days prior written notice The L/C Issuer shall be under no obligation to the Agent, so long as the total of such Standby Letters of Credit Sublimit plus amend any Commercial Letter of Credit Outstandings does not exceed if (A) the aggregate sublimit for L/C Issuer would have no obligation at such time to issue the Letter of Credit Outstandings set forth in Section 2.06(c)(i). The Agent shall promptly confirm to the Parent Borrower, the Issuing Lenders and the Lenders the amount and the effective date of the revised sublimits.in

Appears in 1 contract

Samples: Credit Agreement (Helen of Troy LTD)

Limitations on Amounts. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit the Parent Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the aggregate Letter of Credit Outstandings Aggregate LC Exposure shall not exceed the lesser of (x) the aggregate LC Sublimits for all Issuing Lenders and (y) $200,000,000 and, subject to the last sentence of this subsection (c), no more than $100,000,000 of which may be in respect of Standby Letters Aggregate Letter of Credit (the “Standby Letters of Credit Sublimit”)Sublimit Amount, (ii) the Aggregate Revolving Credit Exposure shall not exceed the Aggregate Revolving Commitment, (iii) the Revolving Credit Exposure of each Revolving Lender shall not exceed such Revolving Lender’s Commitment, (iv) the aggregate amount of Revolving Credit Exposures denominated in Foreign Currencies shall not exceed the Letter of Credit Outstandings Aggregate Foreign Currency Sublimit Dollar Amount and (v) the LC Obligations attributable to all Letters of Credit issued by any Issuing Lender shall not exceed such Issuing Lender’s LC Commitment then in effect. (i) No Issuing Lender shall be under any obligation to issue any Letter of Credit if: (A) any order, judgment or decree of any Governmental Authority or arbitrator shall by its terms purport to enjoin or restrain such Issuing Lender from issuing the LC Sublimit Letter of Credit, or any Law applicable to such Issuing Lender or any request or directive (whether or not having the force of law) from any Governmental Authority with jurisdiction over such Issuing Lender shall prohibit, or request that such Issuing Lender refrain from, the issuance of letters of credit generally or the Letter of Credit in particular or shall impose upon such Issuing Lender with respect to the Letter of Credit any restriction, reserve or capital requirement (for which such Issuing Lender is not otherwise compensated hereunder) not in effect on the Third RestatementFirst Amendment Effective Date, or shall impose upon such Issuing Lender any unreimbursed loss, cost or expense which was not applicable on the Third RestatementFirst Amendment Effective Date and which such Issuing Lender in good faith deems material to it; (B) the issuance of such Letter of Credit would violate one or more policies of such Issuing Lender applicable to letters of credit generally; (C) except as otherwise consented to by the Administrative Agent and such Issuing Lender, (iii) the Credit Extensions of any Lender shall such consent not exceed the Commitment of such Lenderto be unreasonably withheld, (iv) the Credit Extensions shall not exceed the Total Commitment and (v) in the event the Maturity Date shall have been extended as provided in Section 2.20, the sum of (x) the Letter of Credit Outstandings attributable is in an initial stated amount less than $15,000; or (D) any Revolving Lender is at that time a Defaulting Lender, unless such Issuing Lender has entered into arrangements, including the delivery of cash collateral, reasonably satisfactory to Letters of Credit expiring such Issuing Lender (in its sole discretion) with the Borrower or such Revolving Lender to eliminate such Issuing Lender’s actual or potential Fronting Exposure (after any Maturity Date before giving effect to such extension plus (ySection 2.20(c)(i)) with respect to the Swingline Exposure attributable Defaulting Lender arising from either the Letter of Credit then proposed to Swingline Loans maturing after such Maturity Date shall not exceed the total Commitments be issued or that shall have been extended to a date after the latest expiration date of such Letters Letter of Credit and the latest maturity date of all other LC Obligations as to which such Swingline Loans. Each Issuing Lender has actual or potential Fronting Exposure, as it may elect in its reasonable discretion. (other than JPMorganii) will receive confirmation from No Issuing Lender shall be under any obligation to amend any Letter of Credit if (A) such Issuing Lender would have no obligation at such time to issue the Agent that Letter of Credit in its amended form under the requirements in clauses terms hereof, or (iB) and (iv) the beneficiary of the foregoing sentence are satisfied before issuing, amending, renewing or extending a Letter of Credit does not accept the proposed amendment to the Letter of Credit. Notwithstanding the foregoing, the Parent Borrower may adjust the amount of the Standby Letters of Credit Sublimit by providing three (3) Business Days prior written notice to the Agent, so long as the total of such Standby Letters of Credit Sublimit plus any Commercial Letter of Credit Outstandings does not exceed the aggregate sublimit for Letter of Credit Outstandings set forth in Section 2.06(c)(i). The Agent shall promptly confirm to the Parent Borrower, the Issuing Lenders and the Lenders the amount and the effective date of the revised sublimits.

Appears in 1 contract

Samples: Credit Agreement (Griffon Corp)

Limitations on Amounts. Issuance and Amendment. A Letter of Credit shall be issued, amended, extended, reinstated or renewed or extended only if (and upon issuance, amendment, extension, reinstatement or renewal or extension of each Letter of Credit the Parent Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, extension, reinstatement or renewal or extension (i) the aggregate Letter of Credit Outstandings shall not exceed the lesser of (x) the aggregate LC Sublimits for all Issuing Lenders and (y) $200,000,000 and, subject to the last sentence of this subsection (c), no more than $100,000,000 of which may be in respect of Standby Letters of Credit (the “Standby Letters of Credit Sublimit”), (ii) the aggregate amount of the Letter of Credit Outstandings attributable to outstanding Letters of Credit issued by any Issuing Lender Bank shall not exceed its L/C Commitment, (ii) the aggregate L/C Obligations shall not exceed the LC Sublimit of such Issuing LenderL/C Sublimit, (iii) the Revolving Credit Extensions Exposure of any Revolving Credit Lender shall not exceed the its Revolving Credit Commitment of such Lender, and (iv) the total Revolving Credit Extensions shall not exceed the Total Commitment and (v) in the event the Maturity Date shall have been extended as provided in Section 2.20, the sum of (x) the Letter of Credit Outstandings attributable to Letters of Credit expiring after any Maturity Date before giving effect to such extension plus (y) the Swingline Exposure attributable to Swingline Loans maturing after such Maturity Date Exposures shall not exceed the total Commitments Revolving Credit Commitments. An Issuing Bank shall not be under any obligation to issue any Letter of Credit if: (i) any order, judgment or decree of any Governmental Authority or arbitrator shall by its terms purport to enjoin or restrain such Issuing Bank from issuing such Letter of Credit, or any Law applicable to such Issuing Bank shall prohibit, or request that such Issuing Bank refrain from, the issuance of letters of credit generally or such Letter of Credit in particular or shall have been extended impose upon such Issuing Bank with respect to a date after such Letter of Credit any restriction, reserve or capital requirement (for which such Issuing Bank is not otherwise compensated hereunder) not in effect on the latest expiration date Amendment Date, or shall impose upon such Issuing Bank any unreimbursed loss, cost or expense that was not applicable on the Amendment Date and that such Issuing Bank in good xxxxx xxxxx material to it; (ii) the issuance of such Letters Letter of Credit would violate one or more policies of such Issuing Bank applicable to letters of credit generally; (iii) except as otherwise agreed by the Administrative Agent and such Issuing Bank, such Letter of Credit is in an initial amount less than $250,000, in the case of a commercial Letter of Credit, or $500,000, in the case of a standby Letter of Credit; or (iv) any Revolving Credit Lender is at that time a Defaulting Lender, unless such Issuing Bank has entered into arrangements, including the delivery of Cash Collateral, satisfactory to such Issuing Bank (in its reasonable discretion) with the Borrower or such Revolving Credit Lender to eliminate such Issuing Bank’s actual or potential Fronting Exposure (after giving effect to Section 2.14(a)(iv)) with respect to the Defaulting Lender arising from either such Letter of Credit then proposed to be issued or such Letter of Credit and all other L/C Obligations as to which such Issuing Bank has actual or potential Fronting Exposure, as it may elect in its sole discretion. An Issuing Bank shall be under no obligation to amend any Letter of Credit if (A) such Issuing Bank would have no obligation at such time to issue the latest maturity date Letter of such Swingline Loans. Each Issuing Lender Credit in its amended form under the terms hereof, or (other than JPMorganB) will receive confirmation from the Agent that the requirements in clauses (i) and (iv) beneficiary of the foregoing sentence are satisfied before issuing, amending, renewing or extending a Letter of Credit does not accept the proposed amendment to the Letter of Credit. Notwithstanding the foregoing, the Parent Borrower may adjust the amount of the Standby Letters of Credit Sublimit by providing three (3) Business Days prior written notice to the Agent, so long as the total of such Standby Letters of Credit Sublimit plus any Commercial Letter of Credit Outstandings does not exceed the aggregate sublimit for Letter of Credit Outstandings set forth in Section 2.06(c)(i). The Agent shall promptly confirm to the Parent Borrower, the Issuing Lenders and the Lenders the amount and the effective date of the revised sublimits.45 #96922345v9

Appears in 1 contract

Samples: Amendment Agreement (Perella Weinberg Partners)

Limitations on Amounts. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit the Parent Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the aggregate Letter of Credit Outstandings LC Exposure shall not exceed the lesser of (x) the aggregate LC Sublimits for all Issuing Lenders and (y) $200,000,000 and, subject to the last sentence of this subsection (c), no more than $100,000,000 of which may be in respect of Standby Letters of Credit (the “Standby Letters of Credit Sublimit”), (ii) the aggregate amount of the Letter of Credit Outstandings CreditLC Exposure attributable to Letters of Credit issued by any Issuing Lender shall not exceed the LC Sublimit of such Issuing Lender, (iii) the Revolving Credit Extensions Exposure of any Lender shall not exceed the Commitment of such Lender, (iv) the sum of the total Revolving Credit Extensions Exposures plus the aggregate principal amount of outstanding Competitive Loans shall not exceed the Total Commitment total Commitments and (v) in the event the Maturity Commitment Termination Date shall have been extended as provided in Section 2.20, the sum of (x) the Letter of Credit Outstandings LC Exposure attributable to Letters of Credit expiring after any Maturity Date before giving effect to such extension Existing Commitment Termination Date, plus (y) the aggregate principal amount of outstanding Competitive Loans maturing after such Existing Commitment Termination Date plus (z) the Swingline Exposure attributable to Swingline Loans maturing after such Maturity Existing Commitment Termination Date shall not exceed the total Commitments that shall have been extended to a date after the latest expiration date of such Letters of Credit and the latest maturity date of such Competitive Loans and such Swingline Loans. Each Issuing Lender (other than JPMorgan) will receive confirmation from the Agent that the requirements in clauses (i) and (iv) of the foregoing sentence are satisfied before issuing, amending, renewing or extending a Letter of Credit. Notwithstanding the foregoing, the Parent Borrower may adjust the amount of the Standby Letters of Credit Sublimit by providing three (3) Business Days prior written notice to the Administrative Agent, so long as the total of such Standby Letters of Credit Sublimit plus any LC Exposure in respect of Commercial Letter Letters of Credit Outstandings outstanding does not exceed the aggregate sublimit for Letter Letters of Credit Outstandings set forth in Section 2.06(c)(i). The Agent shall promptly confirm to the Parent Borrower, the Issuing Lenders and the Lenders the amount and the effective date of the revised sublimits.-28-

Appears in 1 contract

Samples: Credit Agreement (Dillard's, Inc.)

Limitations on Amounts. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit the Parent Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the aggregate Letter of Credit Outstandings Aggregate LC Exposure shall not exceed the lesser of (x) the aggregate LC Sublimits for all Issuing Lenders and (y) $200,000,000 and, subject to the last sentence of this subsection (c), no more than $100,000,000 of which may be in respect of Standby Letters Aggregate Letter of Credit (the “Standby Letters of Credit Sublimit”)Sublimit Amount, (ii) the Aggregate Revolving Credit Exposure shall not exceed the Aggregate Revolving Commitment, (iii) the Revolving Credit Exposure of each Revolving Lender shall not exceed such Revolving Lender’s Commitment, (iv) the aggregate amount of Revolving Credit Exposures denominated in Foreign Currencies shall not exceed the Letter of Credit Outstandings Aggregate Foreign Currency Sublimit Dollar Amount and (v) the LC Obligations attributable to all Letters of Credit issued by any Issuing Lender shall not exceed such Issuing Lender’s LC Commitment then in effect. (i) No Issuing Lender shall be under any obligation to issue any Letter of Credit if: (A) any order, judgment or decree of any Governmental Authority or arbitrator shall by its terms purport to enjoin or restrain such Issuing Lender from issuing the LC Sublimit Letter of Credit, or any Law applicable to such Issuing Lender or any request or directive (whether or not having the force of law) from any Governmental Authority with jurisdiction over such Issuing Lender shall prohibit, or request that such Issuing Lender refrain from, the issuance of letters of credit generally or the Letter of Credit in particular or shall impose upon such Issuing Lender with respect to the Letter of Credit any restriction, reserve or capital requirement (for which such Issuing Lender is not otherwise compensated hereunder) not in effect on the First Amendment Effective Date, or shall impose upon such Issuing Lender any unreimbursed loss, cost or expense which was not applicable on the First Amendment Effective Date and which such Issuing Lender in good xxxxx xxxxx material to it; (B) the issuance of such Letter of Credit would violate one or more policies of such Issuing Lender applicable to letters of credit generally; (C) except as otherwise consented to by the Administrative Agent and such Issuing Lender, (iii) the Credit Extensions of any Lender shall such consent not exceed the Commitment of such Lenderto be unreasonably withheld, (iv) the Credit Extensions shall not exceed the Total Commitment and (v) in the event the Maturity Date shall have been extended as provided in Section 2.20, the sum of (x) the Letter of Credit Outstandings attributable is in an initial stated amount less than $15,000; or (D) any Revolving Lender is at that time a Defaulting Lender, unless such Issuing Lender has entered into arrangements, including the delivery of cash collateral, reasonably satisfactory to Letters of Credit expiring such Issuing Lender (in its sole discretion) with the Borrower or such Revolving Lender to eliminate such Issuing Lender’s actual or potential Fronting Exposure (after any Maturity Date before giving effect to such extension plus (ySection 2.20(c)(i)) with respect to the Swingline Exposure attributable Defaulting Lender arising from either the Letter of Credit then proposed to Swingline Loans maturing after such Maturity Date shall not exceed the total Commitments be issued or that shall have been extended to a date after the latest expiration date of such Letters Letter of Credit and the latest maturity date of all other LC Obligations as to which such Swingline Loans. Each Issuing Lender has actual or potential Fronting Exposure, as it may elect in its reasonable discretion. (other than JPMorganii) will receive confirmation from No Issuing Lender shall be under any obligation to amend any Letter of Credit if (A) such Issuing Lender would have no obligation at such time to issue the Agent that Letter of Credit in its amended form under the requirements in clauses terms hereof, or (iB) and (iv) the beneficiary of the foregoing sentence are satisfied before issuing, amending, renewing or extending a Letter of Credit does not accept the proposed amendment to the Letter of Credit. Notwithstanding the foregoing, the Parent Borrower may adjust the amount of the Standby Letters of Credit Sublimit by providing three (3) Business Days prior written notice to the Agent, so long as the total of such Standby Letters of Credit Sublimit plus any Commercial Letter of Credit Outstandings does not exceed the aggregate sublimit for Letter of Credit Outstandings set forth in Section 2.06(c)(i). The Agent shall promptly confirm to the Parent Borrower, the Issuing Lenders and the Lenders the amount and the effective date of the revised sublimits.

Appears in 1 contract

Samples: Credit Agreement (Griffon Corp)

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