Common use of Notice of Credit Extensions Clause in Contracts

Notice of Credit Extensions. (a) With respect to any Borrowing, the applicable Borrower shall give Administrative Agent notice not later than 1:00 P.M. (x) the third Business Day prior to a Base Rate Borrowing or (y) the fourth Business Day before a Yen LIBOR Borrowing, specifying (or, in the case of clause (v), certifying): (i) the date of such Borrowing, which shall be a Business Day; (ii) the aggregate amount of such Borrowing and whether the Loans comprising such Borrowing are to be Base Rate Loans or Yen LIBOR Loans; (iii) in the case of a Yen LIBOR Borrowing, the duration of the Interest Period applicable thereto, subject to the provisions of the definition of Interest Period; (iv) payment instructions for delivery of such Borrowing; and (v) that no Guarantor Default or Guarantor Event of Default has occurred and is continuing and, with respect to such Borrower, no Borrower Default or Borrower Event of Default has occurred and is continuing. (b) The applicable Borrower shall give Administrative Agent and the Fronting Lender written notice in the event that it desires to have a Letter of Credit (each, a “Letter of Credit”) issued on behalf of such Borrower or a Subsidiary thereof hereunder no later than 1:00 P.M. at least five Business Days prior to, but excluding, the date of such issuance. Each such notice shall specify (or, in the case of clause (viii), certify) (i) the amount of the requested Letter of Credit, (ii) the date of such issuance (which shall be a Business Day), (iii) the name and address of the beneficiary, (iv) the expiration date of such Letter of Credit (which in no event shall be later than 12 months after the Maturity Date), (v) the purpose and circumstances for which such Letter of Credit is being issued, (vi) the terms upon which such Letter of Credit may be drawn down (which terms shall not leave any discretion to the Fronting Lender), (vii) if such Letter of Credit is to be issued on behalf of a Subsidiary of such Borrower, the identity of such Subsidiary, and (viii) that no Guarantor Default or Guarantor Event of Default has occurred and is continuing and, with respect to such Borrower, that no Borrower Default or Borrower Event of Default has occurred and is continuing. Each such notice may be revoked telephonically by such Borrower to the Fronting Lender and Administrative Agent any time prior to the issuance of the Letter of Credit by the Fronting Lender, provided such revocation is confirmed in writing by such Borrower to the Fronting Lender and Administrative Agent within two Business Days by facsimile. Notwithstanding anything contained herein to the contrary, such Borrower shall complete and deliver to the Fronting Lender any required documentation in connection with any requested Letter of Credit no later than the third Business Day prior to the date of issuance thereof. No later than 1:00 P.M. on the date that is four Business Days prior to, but excluding, the date of issuance of a Letter of Credit, such Borrower shall specify a precise description of the documents and the verbatim text of any certificate to be presented by the beneficiary of such Letter of Credit, which if presented by such beneficiary prior to the expiration date of the Letter of Credit would require the Fronting Lender to make a payment under the Letter of Credit; provided that the Fronting Lender may, in its reasonable judgment, require changes in any such documents and certificates in conformity with changes in customary and commercially reasonable practice or law. No Letter of Credit shall require payment against a conforming draft to be made thereunder prior to the third Business Day following the date that such draft is presented (it being understood that any draft presented after 1:00 P.M. shall be deemed presented on the following Business Day) unless, at the time of the issuance of such Letter of Credit, the beneficiary of such Letter of Credit and the applicable Borrower request that payment be made against a conforming draft at an earlier time (but, in any event, not earlier than the Business Day on which such draft is presented no later than 1:00 P.M.). In determining whether to pay on a Letter of Credit, the Fronting Lender shall be responsible only to determine that the documents and certificates required to be delivered under such Letter of Credit have been delivered and that they comply on their face with the requirements of such Letter of Credit. Any Letter of Credit may be presented for payment in Japan (in which case all references in this Section 2.2(b) to a time of day shall mean Tokyo time) and, if required by the beneficiary thereunder, shall be paid in Japan. Upon Administrative Agent’s receipt of a request for a Letter of Credit in accordance with this Section 2.2(b), Administrative Agent shall promptly forward a copy of such request to all Lenders.

Notice of Credit Extensions. (a) With respect to any Borrowing, the applicable Borrower shall give Administrative Agent notice not later than 1:00 P.M. P.M. (x) the third second Business Day prior to a Base Rate Borrowing or (y) the fourth Business Day before a Yen LIBOR Borrowing, specifying (or, in the case of clause (vvi), certifying): (i) the date of such Borrowing, which shall be a Business Day; (ii) the aggregate amount of such Borrowing and whether the Loans comprising such Borrowing are to be Base Rate Loans or Yen LIBOR Loans; (iii) in the case of a Yen LIBOR Borrowing, the duration of the Interest Period applicable thereto, subject to the provisions of the definition of Interest Period; (iv) payment instructions for delivery of such Borrowing; and (v) that no Guarantor Default or Guarantor Event of Default has occurred and is continuing and, with respect to such Borrower, no Borrower Default or Borrower Event of Default has occurred and is continuing. (b) The applicable Borrower shall give Administrative Agent and the Fronting Lender Bank written notice in the event that it desires to have a Letter of Credit (each, a “Letter of Credit”) issued on behalf of such Borrower or a Subsidiary thereof hereunder no later than 1:00 P.M. at least five Business Days prior to, but excluding, the date of such issuance. Each such notice shall specify (or, in the case of clause (viiiix), certify) ) (i) the amount of the requested Letter of Credit, (ii) the date of such issuance (which shall be a Business Day), (iii) the name and address of the beneficiary, (iv) the expiration date of such Letter of Credit (which in no event shall be later than 12 months after the Maturity Date), (v) the purpose and circumstances for which such Letter of Credit is being issued, (vi) the terms upon which such Letter of Credit may be drawn down (which terms shall not leave any discretion to the Fronting LenderBank), (vii) if such Letter of Credit is to be issued on behalf of a Subsidiary of such Borrower, the identity of such Subsidiary, and (viii) that no Guarantor Default or Guarantor Event of Default has occurred and is continuing and, with respect to such Borrower, that no Borrower Default or Borrower Event of Default has occurred and is continuing. Each such notice may be revoked telephonically by such Borrower to the Fronting Lender Bank and Administrative Agent any time prior to the issuance of the Letter of Credit by the Fronting LenderBank, provided such revocation is confirmed in writing by such Borrower to the Fronting Lender Bank and Administrative Agent within two Business Days by facsimile. Notwithstanding anything contained herein to the contrary, such Borrower shall complete and deliver to the Fronting Lender Bank any required documentation in connection with any requested Letter of Credit no later than the third Business Day prior to the date of issuance thereof. No later than 1:00 P.M. on the date that is four Business Days prior to, but excluding, the date of issuance of a Letter of Credit, such Borrower shall specify a precise description of the documents and the verbatim text of any certificate to be presented by the beneficiary of such Letter of Credit, which if presented by such beneficiary prior to the expiration date of the Letter of Credit would require the Fronting Lender Bank to make a payment under the Letter of Credit; provided that the Fronting Lender Bank may, in its reasonable judgment, require changes in any such documents and certificates in conformity with changes in customary and commercially reasonable practice or law. No Letter of Credit shall require payment against a conforming draft to be made thereunder prior to the third Business Day following the date that such draft is presented (it being understood that any draft presented after 1:00 P.M. shall be deemed presented on the following Business Day) unless, at the time of the issuance of such Letter of Credit, the beneficiary of such Letter of Credit and the applicable Borrower request that payment be made against a conforming draft at an earlier time (but, in any event, not earlier than the Business Day on which such draft is presented no later than 1:00 P.M.). In determining whether to pay on a Letter of Credit, the Fronting Lender Bank shall be responsible only to determine that the documents and certificates required to be delivered under such Letter of Credit have been delivered and that they comply on their face with the requirements of such Letter of Credit. Any Letter of Credit may be presented for payment in Japan (in which case all references in this Section 2.2(b) to a time of day shall mean Tokyo time) and, if required by the beneficiary thereunder, shall be paid in Japan. Upon Administrative Agent’s receipt of a request for a Letter of Credit in accordance with this Section 2.2(b), Administrative Agent shall promptly forward a copy of such request to all Lenders.

Notice of Credit Extensions. (a) With respect to any Borrowing, the applicable Borrower shall give Administrative Agent notice not later than 1:00 P.M. (x) the third Business Day prior to a Base Rate Borrowing or (y) the fourth Business Day before a Yen LIBOR TXXXX Borrowing, specifying (or, in the case of clause (v), certifying): (i) the date of such Borrowing, which shall be a Business Day; (ii) the aggregate amount of such Borrowing and whether the Loans comprising such Borrowing are to be Base Rate Loans or Yen LIBOR LoansTXXXX Xxxxx; (iii) in the case of a Yen LIBOR TXXXX Borrowing, the duration of the Interest Period applicable thereto, subject to the provisions of the definition of Interest Period; (iv) payment instructions for delivery of such Borrowing; and (v) that no Guarantor Default or Guarantor Event of Default has occurred and is continuing and, with respect to such Borrower, no Borrower Default or Borrower Event of Default has occurred and is continuing. (b) The applicable Borrower shall give Administrative Agent and the Fronting Lender written notice in the event that it desires to have a Letter of Credit (each, a “Letter of Credit”) issued on behalf of such Borrower or a Subsidiary thereof hereunder no later than 1:00 P.M. at least five Business Days prior to, but excluding, the date of such issuance. Each such notice shall specify (or, in the case of clause (viii), certify) (i) the amount of the requested Letter of Credit, (ii) the date of such issuance (which shall be a Business Day), (iii) the name and address of the beneficiary, (iv) the expiration date of such Letter of Credit (which in no event shall be later than 12 months after the Maturity Date), (v) the purpose and circumstances for which such Letter of Credit is being issued, (vi) the terms upon which such Letter of Credit may be drawn down (which terms shall not leave any discretion to the Fronting Lender), (vii) if such Letter of Credit is to be issued on behalf of a Subsidiary of such Borrower, the identity of such Subsidiary, and (viii) that no Guarantor Default or Guarantor Event of Default has occurred and is continuing and, with respect to such Borrower, that no Borrower Default or Borrower Event of Default has occurred and is continuing. Each such notice may be revoked telephonically by such Borrower to the Fronting Lender and Administrative Agent any time prior to the issuance of the Letter of Credit by the Fronting Lender, provided such revocation is confirmed in writing by such Borrower to the Fronting Lender and Administrative Agent within two Business Days by facsimile. Notwithstanding anything contained herein to the contrary, such Borrower shall complete and deliver to the Fronting Lender any required documentation in connection with any requested Letter of Credit no later than the third Business Day prior to the date of issuance thereof. No later than 1:00 P.M. on the date that is four Business Days prior to, but excluding, the date of issuance of a Letter of Credit, such Borrower shall specify a precise description of the documents and the verbatim text of any certificate to be presented by the beneficiary of such Letter of Credit, which if presented by such beneficiary prior to the expiration date of the Letter of Credit would require the Fronting Lender to make a payment under the Letter of Credit; provided that the Fronting Lender may, in its reasonable judgment, require changes in any such documents and certificates in conformity with changes in customary and commercially reasonable practice or law. No Letter of Credit shall require payment against a conforming draft to be made thereunder prior to the third Business Day following the date that such draft is presented (it being understood that any draft presented after 1:00 P.M. shall be deemed presented on the following Business Day) unless, at the time of the issuance of such Letter of Credit, the beneficiary of such Letter of Credit and the applicable Borrower request that payment be made against a conforming draft at an earlier time (but, in any event, not earlier than the Business Day on which such draft is presented no later than 1:00 P.M.). In determining whether to pay on a Letter of Credit, the Fronting Lender shall be responsible only to determine that the documents and certificates required to be delivered under such Letter of Credit have been delivered and that they comply on their face with the requirements of such Letter of Credit. Any Letter of Credit may be presented for payment in Japan (in which case all references in this Section 2.2(b) to a time of day shall mean Tokyo time) and, if required by the beneficiary thereunder, shall be paid in Japan. Upon Administrative Agent’s receipt of a request for a Letter of Credit in accordance with this Section 2.2(b), Administrative Agent shall promptly forward a copy of such request to all Lenders.