Common use of Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions Clause in Contracts

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the respective Issuing Bank(s)) to one or more Issuing Bank(s) selected by it and to the Administrative Agent (at least 2 Business Days (or such shorter period of time as such Issuing Bank may agree in its discretion) in advance of the requested date of issuance, amendment, renewal or extension) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, the date of issuance, amendment, renewal or extension, the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section 2.04), the amount of such Letter of Credit, the identity of the Borrower or Restricted Subsidiary for whose account such Letter of Credit is to be issued, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the respective Issuing Bank(s), the Borrower also shall submit a letter of credit application on the standard form of such Issuing Bank(s) in connection with any request for a Letter of Credit. 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 Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the aggregate LC Exposure of all of the Issuing Banks (determined for these purposes without giving effect to the participations therein of the Revolving Credit Lenders pursuant to paragraph (d) of this Section 2.04) shall not exceed at any time the sum of (A) $500,000,000, plus (B) the amount of any increases in “Maximum LC Exposure” pursuant to a designation or increase as provided in the second and third succeeding sentences below, (ii) the sum of the total Revolving Credit Exposure shall not exceed the total Revolving Credit Commitments and (iii) the aggregate LC Exposure of each Issuing Bank (so determined) shall not exceed the amount that such Issuing Bank has agreed shall be its “Maximum LC Exposure” (except as otherwise agreed by such Issuing Bank in its sole discretion); provided that (x) Xxxxxxx Xxxxx Bank USA shall not be required to issue any commercial Letters of Credit and (y) no Issuing Bank shall be required to issue, amend, renew or extend any Letter of Credit to the extent that such issuance, amendment, renewal or extension would violate any policy of such Issuing Bank in respect thereof, and for the avoidance of doubt, the DB Letter of Credit shall be permitted to be outstanding hereunder notwithstanding this clause (iii). Any Issuing Bank listed in the table below hereby agrees that its “Maximum LC Exposure” shall be the amount set forth opposite the name of such Issuing Bank in such table: JPMorgan Chase Bank, N.A. $ 125,000,000 Citibank, N.A. $ 125,000,000 Mizuho Bank, Ltd. $ 125,000,000 Xxxxxxx Xxxxx Bank USA $ 125,000,000 The “Maximum LC Exposure” of any Issuing Bank that becomes such after the date hereof pursuant to a designation by the Borrower as contemplated in the definition of “Issuing Banks” shall be the amount specified in the written instrument contemplated by said definition. The “Maximum LC Exposure” of any Issuing Bank may be increased at any time pursuant to a written instrument executed and delivered between the Borrower, such Issuing Bank and the Administrative Agent. In no event shall any Revolving Credit Lender be obligated to increase its Maximum LC Exposure upon an increase of Revolving Credit Commitments pursuant to Section 2.08(d). For the avoidance of doubt, concurrently with any reduction of the Revolving Credit Commitments pursuant to Section 2.10, the “Maximum LC Exposure” of each Issuing Bank shall not exceed such Issuing Bank’s Revolving Credit Commitment.

Appears in 3 contracts

Samples: Amendment (SPRINT Corp), Incremental Facility Amendment (SPRINT Corp), Credit Agreement (SPRINT Corp)

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Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), the Borrower an Account Party shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the respective applicable Issuing Bank(s)Bank) to one or more Issuing Bank(s) selected by it and to the Administrative Agent (at least 2 Business Days (or such shorter period of time as such applicable Issuing Bank may agree in its discretion) (reasonably in advance of the requested date of issuance, amendment, renewal or extension) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extensionextension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section 2.04Section), the amount of such Letter of Credit, the identity of the Borrower or Restricted Subsidiary for whose account such Letter of Credit is to be issued, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the respective applicable Issuing Bank(s)Bank, the Borrower such Account Party also shall submit a letter of credit application on the such Issuing Bank’s standard form of such Issuing Bank(s) in connection with any request for a Letter of Credit. 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 Borrower applicable Account Party shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension extension, (i) the aggregate LC Exposure of all of the Issuing Banks (determined for these purposes without giving effect to the participations therein of the Revolving Credit Lenders pursuant to paragraph (d) of this Section 2.04) shall not exceed at any time the sum of (A) $500,000,000, plus (B) the amount of any increases in “Maximum LC Exposure” pursuant to a designation or increase as provided in the second 500,000,000 and third succeeding sentences below, (ii) the sum of the total Revolving Credit Exposure Exposures shall not exceed the total Revolving Commitments. Each Issuing Bank shall provide to the LC Agent and the Administrative Agent not later than 3:00 p.m. (or promptly thereafter, if unable to do so by 3:00 p.m.), New York City time, on the first Business Day of each calendar week a report of such Issuing Bank setting forth (i) the aggregate amount of all Letters of Credit Commitments issued by such Issuing Bank that are outstanding as of 3:00 p.m. on the last Business Day of the preceding calendar week, (ii) the average daily undrawn amount of all Letters of Credit issued by such Issuing Bank for each calendar day during the period since the last calendar day covered by the preceding weekly report (or, in the case of the first weekly report, during the period from and including the Effective Date) and (iii) the aggregate amount of LC Exposure of each Issuing Bank (so determined) shall not exceed the amount that such Issuing Bank has agreed shall be its “Maximum LC Exposure” (except as otherwise agreed Disbursements made by such Issuing Bank and not reimbursed as of the time of such report. In addition to providing such weekly reports, each Issuing Bank shall, from time to time upon request of the LC Agent or the Administrative Agent, provide the LC Agent and the Administrative Agent with information of the type referred to in its sole discretionthe immediately preceding sentence on a more frequent basis. The LC Agent shall provide to each Lender not later than 3:00 p.m. (or promptly thereafter, if unable to do so by 3:00 p.m.); provided that (x) Xxxxxxx Xxxxx Bank USA shall not be required to issue any commercial , New York City time, on the first Business Day of each calendar month a report setting forth the aggregate amount of all Letters of Credit and that are outstanding as of the date of the most recent weekly reports delivered by the Issuing Banks to the Administrative Agent pursuant to clause (yi) no of the immediately preceding paragraph. Neither the LC Agent nor the Administrative Agent nor any Issuing Bank shall be required have any duty or obligation at any time to issuemonitor the LC Exposure relative to the total Commitments and neither the LC Agent nor the Administrative Agent nor any Issuing Bank shall have any liability in respect of the issuance, amendamendment, renew renewal or extend any extension of a Letter of Credit to the extent that such issuance, amendment, renewal or extension would violate any policy of such Issuing Bank in respect thereof, and for the avoidance of doubt, the DB Letter of Credit shall be permitted to be outstanding hereunder notwithstanding this clause (iii). Any Issuing Bank listed results in the table below hereby agrees that its “Maximum LC Exposure” total Revolving Credit Exposures exceeding the total Commitments. It shall be the amount set forth opposite responsibility of the name of such Issuing Bank in such table: JPMorgan Chase Bank, N.A. $ 125,000,000 Citibank, N.A. $ 125,000,000 Mizuho Bank, Ltd. $ 125,000,000 Xxxxxxx Xxxxx Bank USA $ 125,000,000 The “Maximum LC Exposure” of any Issuing Bank that becomes such after the date hereof pursuant to a designation by the Borrower as contemplated in the definition of “Issuing Banks” shall be the amount specified in the written instrument contemplated by said definition. The “Maximum LC Exposure” of any Issuing Bank may be increased at any time pursuant to a written instrument executed and delivered between the Borrower, such Issuing Bank Borrowers and the Administrative Agent. In no event shall any Account Parties to ensure that, after giving effect to the issuance, amendment, renewal or extension of each Letter of Credit, the sum of the total Revolving Credit Lender be obligated to increase its Maximum LC Exposure upon an increase of Revolving Credit Commitments pursuant to Section 2.08(d). For the avoidance of doubt, concurrently with any reduction of the Revolving Credit Commitments pursuant to Section 2.10, the “Maximum LC Exposure” of each Issuing Bank shall Exposures does not exceed such Issuing Bank’s Revolving Credit Commitmentthe total Commitments.

Appears in 3 contracts

Samples: Credit Agreement (J C Penney Co Inc), Credit Agreement (J C Penney Co Inc), Credit Agreement (J C Penney Co Inc)

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by to the respective Issuing Bank(s)) to one or more Issuing Bank(s) selected by it Lender and to the Administrative Agent (at least 2 Business Days (or such shorter period of time as such Issuing Bank may agree in its discretion) reasonably in advance of the requested date of issuance, amendment, renewal or extension) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extensionextension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section 2.04Section), the amount of such Letter of Credit, the identity of the Borrower or Restricted Subsidiary for whose account such Letter of Credit is to be issued, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the respective Issuing Bank(s)Lender, the Borrower also shall submit a letter of credit application on the Issuing Lender's standard form of such Issuing Bank(s) in connection with any request for a Letter of Credit. 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 Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the aggregate LC Exposure of all of the Issuing Banks (determined for these purposes without giving effect Exposure, when added to the participations therein aggregate outstanding amount of the Revolving Credit Lenders Indebtedness incurred pursuant to paragraph (d) of this Section 2.04) 6.2(j), shall not exceed at any time the sum of (A) $500,000,000, plus (B) the amount of any increases in “Maximum LC Exposure” pursuant to a designation or increase as provided in the second 150,000,000 and third succeeding sentences below, (ii) the sum of the total Revolving Credit Exposure Exposures shall not exceed the total Revolving Credit Commitments and (iii) the aggregate LC Exposure of each Issuing Bank (so determined) shall not exceed the amount that such Issuing Bank has agreed shall be its “Maximum LC Exposure” (except as otherwise agreed by such Issuing Bank in its sole discretion); provided that (x) Xxxxxxx Xxxxx Bank USA shall not be required to issue any commercial Letters of Credit and (y) no Issuing Bank shall be required to issue, amend, renew or extend any Letter of Credit to the extent that such issuance, amendment, renewal or extension would violate any policy of such Issuing Bank in respect thereof, and for the avoidance of doubt, the DB Letter of Credit shall be permitted to be outstanding hereunder notwithstanding this clause (iii). Any Issuing Bank listed in the table below hereby agrees that its “Maximum LC Exposure” shall be the amount set forth opposite the name of such Issuing Bank in such table: JPMorgan Chase Bank, N.A. $ 125,000,000 Citibank, N.A. $ 125,000,000 Mizuho Bank, Ltd. $ 125,000,000 Xxxxxxx Xxxxx Bank USA $ 125,000,000 The “Maximum LC Exposure” of any Issuing Bank that becomes such after the date hereof pursuant to a designation by the Borrower as contemplated in the definition of “Issuing Banks” shall be the amount specified in the written instrument contemplated by said definition. The “Maximum LC Exposure” of any Issuing Bank may be increased at any time pursuant to a written instrument executed and delivered between the Borrower, such Issuing Bank and the Administrative Agent. In no event shall any Revolving Credit Lender be obligated to increase its Maximum LC Exposure upon an increase of Revolving Credit Commitments pursuant to Section 2.08(d). For the avoidance of doubt, concurrently with any reduction of the Revolving Credit Commitments pursuant to Section 2.10, the “Maximum LC Exposure” of each Issuing Bank shall not exceed such Issuing Bank’s Revolving Credit CommitmentCommitments.

Appears in 3 contracts

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

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the respective applicable Issuing Bank(s)Bank) to one or more the applicable Issuing Bank(s) selected by it Bank and to the Administrative Agent (at least 2 Business Days (or such shorter period of time as such Issuing Bank may agree in its discretion) reasonably in advance of the requested date of issuance, amendment, renewal or extension) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extensionextension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section 2.04Section), the amount of such Letter of Credit, the identity of the Borrower or Restricted Subsidiary for whose account such Letter of Credit is to be issued, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If there is more than one Issuing Bank, the Borrower may select among the Issuing Banks in connection with the issuance of any Letter of Credit. If requested by the respective Issuing Bank(s)Bank, the Borrower also shall submit a letter of credit application on the Issuing Bank’s standard form of such Issuing Bank(s) in connection with any request for a Letter of Credit. 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 Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the aggregate LC Exposure of all of the Issuing Banks (determined for these purposes without giving effect to the participations therein of the Revolving Credit Lenders pursuant to paragraph (d) of this Section 2.04) shall not exceed at any time the sum of (A) $500,000,000, plus (B) the amount of any increases in “Maximum LC Exposure” pursuant to a designation or increase as provided in the second 300,000,000 and third succeeding sentences below, (ii) the sum of the total Revolving Credit Exposure Exposures shall not exceed the total Revolving Credit Commitments and (iii) the aggregate LC Exposure of each Issuing Bank (so determined) shall not exceed the amount that such Issuing Bank has agreed shall be its “Maximum LC Exposure” (except as otherwise agreed by such Issuing Bank in its sole discretion); provided that (x) Xxxxxxx Xxxxx Bank USA shall not be required to issue any commercial Letters of Credit and (y) no Issuing Bank shall be required to issue, amend, renew or extend any Letter of Credit to the extent that such issuance, amendment, renewal or extension would violate any policy of such Issuing Bank in respect thereof, and for the avoidance of doubt, the DB Letter of Credit shall be permitted to be outstanding hereunder notwithstanding this clause (iii). Any Issuing Bank listed in the table below hereby agrees that its “Maximum LC Exposure” shall be the amount set forth opposite the name of such Issuing Bank in such table: JPMorgan Chase Bank, N.A. $ 125,000,000 Citibank, N.A. $ 125,000,000 Mizuho Bank, Ltd. $ 125,000,000 Xxxxxxx Xxxxx Bank USA $ 125,000,000 The “Maximum LC Exposure” of any Issuing Bank that becomes such after the date hereof pursuant to a designation by the Borrower as contemplated in the definition of “Issuing Banks” shall be the amount specified in the written instrument contemplated by said definition. The “Maximum LC Exposure” of any Issuing Bank may be increased at any time pursuant to a written instrument executed and delivered between the Borrower, such Issuing Bank and the Administrative Agent. In no event shall any Revolving Credit Lender be obligated to increase its Maximum LC Exposure upon an increase of Revolving Credit Commitments pursuant to Section 2.08(d). For the avoidance of doubt, concurrently with any reduction of the Revolving Credit Commitments pursuant to Section 2.10, the “Maximum LC Exposure” of each Issuing Bank shall not exceed such Issuing Bank’s Revolving Credit CommitmentCommitments.

Appears in 3 contracts

Samples: Credit Agreement (Advance Auto Parts Inc), Credit Agreement (Advance Auto Parts Inc), Credit Agreement (Advance Auto Parts Inc)

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), the a Revolving Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the respective Issuing Bank(s)Bank) to one or more the Issuing Bank(s) selected by it Bank and to the Administrative Agent (at least 2 Business Days (or such shorter period of time as such Issuing Bank may agree in its discretion) reasonably in advance of the requested date of issuance, amendment, renewal or extension, but in any event no less than three Business Days or such shorter period as may be agreed by the Administrative Agent and the Issuing Bank) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extensionextension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section 2.04Section), the amount of such Letter of Credit, the identity of the Borrower or Restricted Subsidiary for whose account such Letter of Credit is to be issued, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the respective Issuing Bank(s)Bank, the such Revolving Borrower also shall submit a letter of credit application on the Issuing Bank’s standard form of such Issuing Bank(s) in connection with any request for a Letter of Credit. 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 such Revolving Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the aggregate LC Exposure shall not exceed the Dollar Equivalent of all of the Issuing Banks $50,000,000, (determined for these purposes without giving effect to the participations therein of ii) the Revolving Credit Lenders pursuant to paragraph (d) Exposure of this Section 2.04) any Lender shall not exceed at any time the sum of its Revolving Commitment and (A) $500,000,000, plus (B) the amount of any increases in “Maximum LC Exposure” pursuant to a designation or increase as provided in the second and third succeeding sentences below, (iiiii) the sum of the total Revolving Credit Exposure Exposures shall not exceed the total Revolving Credit Commitments and (iii) the aggregate LC Exposure of each Issuing Bank (so determined) shall not exceed the amount that such Issuing Bank has agreed shall be its “Maximum LC Exposure” (except as otherwise agreed by such Issuing Bank in its sole discretion); provided that (x) Xxxxxxx Xxxxx Bank USA shall not be required to issue any commercial Letters of Credit and (y) no Issuing Bank shall be required to issue, amend, renew or extend any Letter of Credit to the extent that such issuance, amendment, renewal or extension would violate any policy of such Issuing Bank in respect thereof, and for the avoidance of doubt, the DB Letter of Credit shall be permitted to be outstanding hereunder notwithstanding this clause (iii). Any Issuing Bank listed in the table below hereby agrees that its “Maximum LC Exposure” shall be the amount set forth opposite the name of such Issuing Bank in such table: JPMorgan Chase Bank, N.A. $ 125,000,000 Citibank, N.A. $ 125,000,000 Mizuho Bank, Ltd. $ 125,000,000 Xxxxxxx Xxxxx Bank USA $ 125,000,000 The “Maximum LC Exposure” of any Issuing Bank that becomes such after the date hereof pursuant to a designation by the Borrower as contemplated in the definition of “Issuing Banks” shall be the amount specified in the written instrument contemplated by said definition. The “Maximum LC Exposure” of any Issuing Bank may be increased at any time pursuant to a written instrument executed and delivered between the Borrower, such Issuing Bank and the Administrative Agent. In no event shall any Revolving Credit Lender be obligated to increase its Maximum LC Exposure upon an increase of Revolving Credit Commitments pursuant to Section 2.08(d). For the avoidance of doubt, concurrently with any reduction of the Revolving Credit Commitments pursuant to Section 2.10, the “Maximum LC Exposure” of each Issuing Bank shall not exceed such Issuing Bank’s Revolving Credit CommitmentCommitments.

Appears in 3 contracts

Samples: Revolving Credit and Term Loan Agreement (Cooper Companies, Inc.), Revolving Credit and Term Loan Agreement (Cooper Companies, Inc.), Revolving Credit and Term Loan Agreement (Cooper Companies Inc)

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the respective applicable Issuing Bank(s)Bank) to one the Issuing Bank which is being requested to issue (or more Issuing Bank(sissued, in the case of an amendment, renewal or extension) selected by it the Letter of Credit and to the Administrative Agent (at least 2 Business Days (or such shorter period of time as such Issuing Bank may agree in its discretion) reasonably in advance of the requested date of issuance, amendment, renewal or extension, but in any event no less than three (3) Business Days) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extensionextension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section 2.04Section), the amount of such Letter of Credit, the identity of the Borrower or Restricted Subsidiary for whose account such Letter of Credit is to be issued, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the respective such Issuing Bank(s)Bank, the Borrower also shall submit a letter of credit application on the such Issuing Bank’s standard form of such Issuing Bank(s) in connection with any request for a Letter of Credit. 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 Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the aggregate amount of the LC Exposure of all of the such Issuing Banks (determined for these purposes without giving effect to the participations therein of the Revolving Credit Lenders pursuant to paragraph (d) of this Section 2.04) Bank shall not exceed at any time the sum of (A) $500,000,000, plus (B) the amount of any increases in “Maximum LC Exposure” pursuant to a designation or increase as provided in the second Individual Issuing Bank Sublimit and third succeeding sentences below, (ii) the sum of the total Revolving Credit Exposure Exposures shall not exceed the total Revolving Credit Commitments and (iii) the aggregate LC Exposure of each Issuing Bank (so determined) shall not exceed the amount that such Issuing Bank has agreed shall be its “Maximum LC Exposure” (except as otherwise agreed by such Issuing Bank in its sole discretion); provided that (x) Xxxxxxx Xxxxx Bank USA shall not be required to issue any commercial Letters of Credit and (y) no Issuing Bank shall be required to issueCommitments, amend, renew or extend any Letter of Credit to the extent that such issuance, amendment, renewal or extension would violate any policy of such Issuing Bank in respect thereof, and for the avoidance of doubt, the DB Letter of Credit shall be permitted to be outstanding hereunder notwithstanding this clause (iii). Any Issuing Bank listed in the table below hereby agrees that its “Maximum LC Exposure” shall be the amount set forth opposite the name of such Issuing Bank in such table: JPMorgan Chase Bank, N.A. $ 125,000,000 Citibank, N.A. $ 125,000,000 Mizuho Bank, Ltd. $ 125,000,000 Xxxxxxx Xxxxx Bank USA $ 125,000,000 The “Maximum LC Exposure” of any Issuing Bank that becomes such after the date hereof pursuant to a designation by the Borrower as contemplated in the definition of “Issuing Banks” shall be the amount specified in the written instrument contemplated by said definition. The “Maximum LC Exposure” of any Issuing Bank may be increased at any time pursuant to a written instrument executed and delivered between the Borrower, such Issuing Bank and the Administrative Agent. In no event shall any Revolving Credit Lender be obligated to increase its Maximum LC Exposure upon an increase of Revolving Credit Commitments pursuant to Section 2.08(d). For the avoidance of doubt, concurrently with any reduction of excluding the Revolving Credit Commitments pursuant to Exposure and Revolving Commitment of any Lender that is not participating by operation of Section 2.10, the “Maximum LC Exposure” of each Issuing Bank shall not exceed such Issuing Bank’s Revolving Credit Commitment2.

Appears in 3 contracts

Samples: Revolving Credit and Term Loan Agreement (Four Corners Property Trust, Inc.), Revolving Credit and Term Loan Agreement (Four Corners Property Trust, Inc.), Revolving Credit and Term Loan Agreement (Four Corners Property Trust, Inc.)

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), the Administrative Borrower shall hand deliver or telecopy facsimile (or transmit by electronic communication, if arrangements for doing so have been approved by the respective Issuing Bank(s)Bank) to one or more the Issuing Bank(s) selected by it Bank and to the Administrative Agent (prior to 12:00 noon, Chicago time, at least 2 three Business Days (or such shorter period of time as such Issuing Bank may agree in its discretion) in advance of prior to the requested date of issuance, amendment, renewal or extension) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extensionextension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section 2.04Section), the amount of such Letter of Credit, the identity name of the Borrower or Restricted Subsidiary for whose account such Letter of Credit is to be issued, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the respective Issuing Bank(s)Bank, the Administrative Borrower also shall submit a letter of credit application on the Issuing Bank’s standard form of such Issuing Bank(s) in connection with any request for a Letter of Credit. 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 Borrower Borrowers shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the aggregate LC Exposure of all of the Issuing Banks (determined for these purposes without giving effect to the participations therein of the Revolving Credit Lenders pursuant to paragraph (d) of this Section 2.04) shall not exceed at any time the sum of (A) $500,000,000, plus (B) the amount of any increases in “Maximum LC Exposure” pursuant to a designation or increase as provided in the second 160,000,000 and third succeeding sentences below, (ii) the sum total Revolving Exposures shall not exceed the lesser of the total Revolving Credit Exposure shall not exceed the total Revolving Credit Commitments and (iii) the aggregate LC Exposure of each Issuing Bank (so determined) shall not exceed the amount that such Issuing Bank has agreed shall be its “Maximum LC Exposure” (except as otherwise agreed by such Issuing Bank in its sole discretion); provided that (x) Xxxxxxx Xxxxx Bank USA shall not be required to issue any commercial Letters of Credit and (y) no Issuing Bank shall be required to issue, amend, renew or extend any Letter of Credit to the extent that such issuance, amendment, renewal or extension would violate any policy of such Issuing Bank in respect thereof, and for the avoidance of doubt, the DB Letter of Credit shall be permitted to be outstanding hereunder notwithstanding this clause (iii). Any Issuing Bank listed in the table below hereby agrees that its “Maximum LC Exposure” shall be the amount set forth opposite the name of such Issuing Bank in such table: JPMorgan Chase Bank, N.A. $ 125,000,000 Citibank, N.A. $ 125,000,000 Mizuho Bank, Ltd. $ 125,000,000 Xxxxxxx Xxxxx Bank USA $ 125,000,000 The “Maximum LC Exposure” of any Issuing Bank that becomes such after the date hereof pursuant to a designation by the Borrower as contemplated in the definition of “Issuing Banks” shall be the amount specified in the written instrument contemplated by said definition. The “Maximum LC Exposure” of any Issuing Bank may be increased at any time pursuant to a written instrument executed and delivered between the Borrower, such Issuing Bank and the Administrative Agent. In no event shall any Revolving Credit Lender be obligated to increase its Maximum LC Exposure upon an increase of Revolving Credit Commitments pursuant to Section 2.08(d). For the avoidance of doubt, concurrently with any reduction of the Revolving Credit Commitments pursuant to Section 2.10, the “Maximum LC Exposure” of each Issuing Bank shall not exceed such Issuing Bank’s Revolving Credit CommitmentBorrowing Base.

Appears in 2 contracts

Samples: Credit Agreement (Core-Mark Holding Company, Inc.), Credit Agreement (Core-Mark Holding Company, Inc.)

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the respective Issuing Bank(s)Bank) to one or more the Issuing Bank(s) selected by it Bank and to the Administrative Agent (at least 2 two Business Days (or such shorter period of time as such Issuing Bank may agree in its discretion) or, if reasonable, less than two Business Days in advance of the requested date of issuance, amendment, renewal or extension) a notice substantially in the form attached as Exhibit E requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extensionextension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section 2.04Section), the amount of such Letter of Credit, the identity of the Borrower or Restricted Subsidiary for whose account such Letter of Credit is to be issued, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the respective Issuing Bank(s)Bank no later than upon its receipt of a notice from the Borrower requesting the issuance of a Letter of Credit, the Borrower also shall submit a letter of credit application on the Issuing Bank's standard form of such Issuing Bank(s) in connection with any request for a Letter of Credit. 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 by the Borrower shall be deemed to represent and warrant that), Issuing Bank in accordance with the notice with respect thereto received from the Borrower; provided that after giving effect to such issuance, amendment, renewal or extension (i) the aggregate LC L/C Exposure of all of the Issuing Banks (determined for these purposes without giving effect to the participations therein of the Revolving Credit Lenders pursuant to paragraph (d) of this Section 2.04) shall not exceed at any time the sum of (A) $500,000,000, plus (B) the amount of any increases in “Maximum LC Exposure” pursuant to a designation or increase as provided in the second 150,000,000 and third succeeding sentences below, (ii) the sum of the Lenders' total Revolving Credit Exposure Exposures shall not exceed the Lenders' total Revolving Credit Commitments and (iii) the aggregate LC Exposure of each Issuing Bank (so determined) shall not exceed the amount that such Issuing Bank has agreed shall be its “Maximum LC Exposure” (except as otherwise agreed by such Issuing Bank in its sole discretion); provided that (x) Xxxxxxx Xxxxx Bank USA shall not be required to issue any commercial Letters of Credit and (y) no Issuing Bank shall be required to issue, amend, renew or extend any Letter of Credit to the extent that such issuance, amendment, renewal or extension would violate any policy of such Issuing Bank in respect thereof, and for the avoidance of doubt, the DB Letter of Credit shall be permitted to be outstanding hereunder notwithstanding this clause (iii). Any Issuing Bank listed in the table below hereby agrees that its “Maximum LC Exposure” shall be the amount set forth opposite the name of such Issuing Bank in such table: JPMorgan Chase Bank, N.A. $ 125,000,000 Citibank, N.A. $ 125,000,000 Mizuho Bank, Ltd. $ 125,000,000 Xxxxxxx Xxxxx Bank USA $ 125,000,000 The “Maximum LC Exposure” of any Issuing Bank that becomes such after the date hereof pursuant to a designation by the Borrower as contemplated in the definition of “Issuing Banks” shall be the amount specified in the written instrument contemplated by said definition. The “Maximum LC Exposure” of any Issuing Bank may be increased at any time pursuant to a written instrument executed and delivered between the Borrower, such Issuing Bank and the Administrative Agent. In no event shall any Revolving Credit Lender be obligated to increase its Maximum LC Exposure upon an increase of Revolving Credit Commitments pursuant to Section 2.08(d). For the avoidance of doubt, concurrently with any reduction of the Revolving Credit Commitments pursuant to Section 2.10, the “Maximum LC Exposure” of each Issuing Bank shall not exceed such Issuing Bank’s Revolving Credit CommitmentCommitments.

Appears in 2 contracts

Samples: Credit Agreement (Medco Health Solutions Inc), Credit Agreement (Medco Health Solutions Inc)

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), the Borrower shall hand deliver or telecopy fax (or transmit by electronic communication, if arrangements for doing so have been approved by the respective applicable Issuing Bank(s)Bank) to one or more the applicable Issuing Bank(s) selected by it Bank and to the Administrative Agent (at least 2 reasonably in advance of, but in any event no less than three (3) Business Days (or such shorter period of time as such Issuing Bank may agree in its discretion) in advance of prior to the requested date of issuance, amendment, renewal or extension) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extensionextension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph clause (c) of this Section 2.04)2.06) and whether such Letter of Credit shall contain automatic extension or renewal provisions, the amount of such Letter of Credit, the identity of the Borrower or Restricted Subsidiary for whose account such Letter of Credit is to be issued, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the respective applicable Issuing Bank(s)Bank, the Borrower also shall submit a letter of credit application on the such Issuing Bank’s standard form of such Issuing Bank(s) in connection with any request for a Letter of Credit. 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 Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the aggregate LC Exposure of all of the Issuing Banks (determined for these purposes without giving effect to the participations therein of the Revolving Credit Lenders pursuant to paragraph (d) of this Section 2.04) shall not exceed at any time the sum of (A) $500,000,000, plus (B) the amount of any increases in “Maximum LC Exposure” pursuant to a designation or increase as provided in the second 50.0 million and third succeeding sentences below, (ii) the sum of the total Revolving Aggregate Credit Exposure shall not exceed the total Revolving Credit aggregate Commitments and (iii) the aggregate LC Exposure of each Issuing Bank (so determined) shall not exceed the amount that such Issuing Bank has agreed shall be its “Maximum LC Exposure” (except as otherwise agreed by such Issuing Bank in its sole discretion); provided that (x) Xxxxxxx Xxxxx Bank USA shall not be required to issue any commercial Letters of Credit and (y) no Issuing Bank shall be required to issue, amend, renew or extend any Letter of Credit to the extent that such issuance, amendment, renewal or extension would violate any policy of such Issuing Bank in respect thereof, and for the avoidance of doubt, the DB Letter of Credit shall be permitted to be outstanding hereunder notwithstanding this clause (iii). Any Issuing Bank listed in the table below hereby agrees that its “Maximum LC Exposure” shall be the amount set forth opposite the name of such Issuing Bank in such table: JPMorgan Chase Bank, N.A. $ 125,000,000 Citibank, N.A. $ 125,000,000 Mizuho Bank, Ltd. $ 125,000,000 Xxxxxxx Xxxxx Bank USA $ 125,000,000 The “Maximum LC Exposure” of any Issuing Bank that becomes such after the date hereof pursuant to a designation by the Borrower as contemplated in the definition of “Issuing Banks” shall be the amount specified in the written instrument contemplated by said definition. The “Maximum LC Exposure” of any Issuing Bank may be increased at any time pursuant to a written instrument executed and delivered between the Borrower, such Issuing Bank and the Administrative Agent. In no event shall any Revolving Credit Lender be obligated to increase its Maximum LC Exposure upon an increase of Revolving Credit Commitments pursuant to Section 2.08(d). For the avoidance of doubt, concurrently with any reduction of the Revolving Credit Commitments pursuant to Section 2.10, the “Maximum LC Exposure” of each Issuing Bank shall not exceed such Issuing Bank’s Revolving Credit Commitmentall Lenders.

Appears in 2 contracts

Samples: Credit Agreement (Align Technology Inc), Credit Agreement (Align Technology Inc)

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To In order to request the issuance of a Letter of Credit (or the amendmentto amend, renewal renew or extension of extend an outstanding existing Letter of Credit), the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the respective fax to an Issuing Bank(s)) to one or more Issuing Bank(s) selected by it Bank and to the Administrative Agent (at least 2 Business Days (or such shorter period of time as such Issuing Bank may agree in its discretion) reasonably in advance of the requested date of issuance, amendment, renewal or extension) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, the date of issuance, amendment, renewal or extension, the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section 2.04below), the amount of such Letter of Credit, the identity of the Borrower or Restricted Subsidiary for whose account such Letter of Credit is to be issued, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend prepare such Letter of Credit. If requested by the respective Issuing Bank(s), the Borrower also shall submit a letter of credit application on the standard form of such Issuing Bank(s) in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (if, and upon issuance, amendment, renewal or extension of each Letter of Credit the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the aggregate LC L/C Exposure of all of the Issuing Banks (determined for these purposes without giving effect to the participations therein of the Revolving Credit Lenders pursuant to paragraph (d) of this Section 2.04) shall not exceed at any time the sum of (A) $500,000,000, plus (B) the amount of any increases in “Maximum LC Exposure” pursuant to a designation or increase as provided in the second and third succeeding sentences belowL/C Sublimit, (ii) the sum portion of the total L/C Exposure attributable to Letters of Credit issued by any Issuing Bank does not exceed the L/C Commitment of such Issuing Bank (unless otherwise agreed by such Issuing Bank) and (iii) the Aggregate Revolving Credit Exposure shall not exceed the total Total Revolving Credit Commitments and (iii) Commitment. For the aggregate LC Exposure avoidance of each doubt, Credit Suisse AG, acting through any of its Affiliates or branches, in its capacity as an Issuing Bank (so determined) shall not exceed the amount that such Issuing Bank has agreed shall be its “Maximum LC Exposure” (except as otherwise agreed by such Issuing Bank in its sole discretion); provided that (x) Xxxxxxx Xxxxx Bank USA hereunder, shall not be required to issue any trade or commercial Letters letters of Credit and (y) no Issuing Bank shall be required to issue, amend, renew or extend any Letter of Credit to the extent that such issuance, amendment, renewal or extension would violate any policy of such Issuing Bank in respect thereof, and for the avoidance of doubt, the DB Letter of Credit shall be permitted to be outstanding hereunder notwithstanding this clause (iii). Any Issuing Bank listed in the table below hereby agrees that its “Maximum LC Exposure” shall be the amount set forth opposite the name of such Issuing Bank in such table: JPMorgan Chase Bank, N.A. $ 125,000,000 Citibank, N.A. $ 125,000,000 Mizuho Bank, Ltd. $ 125,000,000 Xxxxxxx Xxxxx Bank USA $ 125,000,000 The “Maximum LC Exposure” of any Issuing Bank that becomes such after the date hereof pursuant to a designation by the Borrower as contemplated in the definition of “Issuing Banks” shall be the amount specified in the written instrument contemplated by said definition. The “Maximum LC Exposure” of any Issuing Bank may be increased at any time pursuant to a written instrument executed and delivered between the Borrower, such Issuing Bank and the Administrative Agent. In no event shall any Revolving Credit Lender be obligated to increase its Maximum LC Exposure upon an increase of Revolving Credit Commitments pursuant to Section 2.08(d). For the avoidance of doubt, concurrently with any reduction of the Revolving Credit Commitments pursuant to Section 2.10, the “Maximum LC Exposure” of each Issuing Bank shall not exceed such Issuing Bank’s Revolving Credit Commitmentcredit.

Appears in 2 contracts

Samples: Credit Agreement (AssetMark Financial Holdings, Inc.), Credit Agreement (AssetMark Financial Holdings, Inc.)

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), the Borrower shall hand deliver or telecopy fax (or transmit by electronic communication, if arrangements for doing so have been approved by the respective applicable Issuing Bank(s)Bank) to one or more the applicable Issuing Bank(s) selected by it Bank and to the Administrative Agent (at least 2 reasonably in advance of, but in any event no less than three (3) Business Days (or such shorter period of time as such Issuing Bank may agree in its discretion) in advance of prior to the requested date of issuance, amendment, renewal or extension) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extensionextension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph clause (c) of this Section 2.04)2.06) and whether such Letter of Credit shall contain automatic extension or renewal provisions, the amount of such Letter of Credit, the identity of the Borrower or Restricted Subsidiary for whose account such Letter of Credit is to be issued, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the respective applicable Issuing Bank(s)Bank, the Borrower also shall submit a letter of credit application on the such Issuing Bank’s standard form of such Issuing Bank(s) in connection with any request for a Letter of Credit. 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 Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the aggregate LC Exposure of all of the Issuing Banks (determined for these purposes without giving effect to the participations therein of the Revolving Credit Lenders pursuant to paragraph (d) of this Section 2.04) shall not exceed at any time the sum of (A) $500,000,000, plus (B) the amount of any increases in “Maximum LC Exposure” pursuant to a designation or increase as provided in the second 20.0 million and third succeeding sentences below, (ii) the sum of the total Revolving Aggregate Credit Exposure shall not exceed the total Revolving Credit aggregate Commitments and (iii) the aggregate LC Exposure of each Issuing Bank (so determined) shall not exceed the amount that such Issuing Bank has agreed shall be its “Maximum LC Exposure” (except as otherwise agreed by such Issuing Bank in its sole discretion); provided that (x) Xxxxxxx Xxxxx Bank USA shall not be required to issue any commercial Letters of Credit and (y) no Issuing Bank shall be required to issue, amend, renew or extend any Letter of Credit to the extent that such issuance, amendment, renewal or extension would violate any policy of such Issuing Bank in respect thereof, and for the avoidance of doubt, the DB Letter of Credit shall be permitted to be outstanding hereunder notwithstanding this clause (iii). Any Issuing Bank listed in the table below hereby agrees that its “Maximum LC Exposure” shall be the amount set forth opposite the name of such Issuing Bank in such table: JPMorgan Chase Bank, N.A. $ 125,000,000 Citibank, N.A. $ 125,000,000 Mizuho Bank, Ltd. $ 125,000,000 Xxxxxxx Xxxxx Bank USA $ 125,000,000 The “Maximum LC Exposure” of any Issuing Bank that becomes such after the date hereof pursuant to a designation by the Borrower as contemplated in the definition of “Issuing Banks” shall be the amount specified in the written instrument contemplated by said definition. The “Maximum LC Exposure” of any Issuing Bank may be increased at any time pursuant to a written instrument executed and delivered between the Borrower, such Issuing Bank and the Administrative Agent. In no event shall any Revolving Credit Lender be obligated to increase its Maximum LC Exposure upon an increase of Revolving Credit Commitments pursuant to Section 2.08(d). For the avoidance of doubt, concurrently with any reduction of the Revolving Credit Commitments pursuant to Section 2.10, the “Maximum LC Exposure” of each Issuing Bank shall not exceed such Issuing Bank’s Revolving Credit Commitmentall Lenders.

Appears in 2 contracts

Samples: Credit Agreement (Medifast Inc), Credit Agreement (Medifast Inc)

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), the Borrower Representative shall deliver by hand deliver or telecopy facsimile (or transmit by electronic communicationthrough Electronic System, if arrangements for doing so have been approved by the respective Issuing Bank(s)Bank) to one or more the Issuing Bank(s) selected by it Bank and to the Administrative Agent (at least 2 reasonably in advance of, but in any event no less than three (3) Business Days (or such shorter period of time as such Issuing Bank may agree in its discretion) in advance of the prior to requested date of issuance, amendment, renewal or extension) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extensionextension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section 2.04Section), the amount of such Letter of Credit, the identity of the Borrower or Restricted Subsidiary for whose account such Letter of Credit is to be issued, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the respective Issuing Bank(s)In addition, as a condition to any such Letter of Credit issuance, the applicable Borrower also shall have entered into a continuing agreement (or other letter of credit agreement) for the issuance of letters of credit and/or shall submit a letter of credit application on in each case, as required by the Issuing Bank and using such bank’s standard form of such Issuing Bank(s) in connection with any request for (each, a Letter of CreditCredit Agreement”). 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 Borrower Borrowers shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the aggregate LC Exposure of all of the Issuing Banks (determined for these purposes without giving effect to the participations therein of the Revolving Credit Lenders pursuant to paragraph (d) of this Section 2.04) shall not exceed at any time the sum of (A) $500,000,000, plus (B) the amount of any increases in “Maximum LC Exposure” pursuant to a designation or increase as provided in the second and third succeeding sentences below10,000,000, (ii) no Revolving Lender’s Revolving Exposure shall exceed its Revolving Commitment and (iii) the sum of the total Aggregate Revolving Credit Exposure shall not exceed the total lesser of the Aggregate Revolving Credit Commitments and (iii) the aggregate LC Exposure of each Issuing Bank (so determined) shall not exceed the amount that such Issuing Bank has agreed shall be its “Maximum LC Exposure” (except as otherwise agreed by such Issuing Bank in its sole discretion); provided that (x) Xxxxxxx Xxxxx Bank USA shall not be required to issue any commercial Letters of Credit and (y) no Issuing Bank shall be required to issue, amend, renew or extend any Letter of Credit to the extent that such issuance, amendment, renewal or extension would violate any policy of such Issuing Bank in respect thereof, and for the avoidance of doubt, the DB Letter of Credit shall be permitted to be outstanding hereunder notwithstanding this clause (iii). Any Issuing Bank listed in the table below hereby agrees that its “Maximum LC Exposure” shall be the amount set forth opposite the name of such Issuing Bank in such table: JPMorgan Chase Bank, N.A. $ 125,000,000 Citibank, N.A. $ 125,000,000 Mizuho Bank, Ltd. $ 125,000,000 Xxxxxxx Xxxxx Bank USA $ 125,000,000 The “Maximum LC Exposure” of any Issuing Bank that becomes such after the date hereof pursuant to a designation by the Borrower as contemplated in the definition of “Issuing Banks” shall be the amount specified in the written instrument contemplated by said definition. The “Maximum LC Exposure” of any Issuing Bank may be increased at any time pursuant to a written instrument executed and delivered between the Borrower, such Issuing Bank Commitment and the Administrative Agent. In no event shall any Revolving Credit Lender be obligated to increase its Maximum LC Exposure upon an increase of Revolving Credit Commitments pursuant to Section 2.08(d). For the avoidance of doubt, concurrently with any reduction of the Revolving Credit Commitments pursuant to Section 2.10, the “Maximum LC Exposure” of each Issuing Bank shall not exceed such Issuing Bank’s Revolving Credit CommitmentBorrowing Base.

Appears in 2 contracts

Samples: Credit Agreement (CSS Industries Inc), Credit Agreement (CSS Industries Inc)

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), the Borrower shall hand deliver or telecopy fax (or transmit by electronic communication, if arrangements for doing so have been approved by the respective applicable Issuing Bank(s)Bank) to one or more the applicable Issuing Bank(s) selected by it Bank and to the Administrative Agent (at least 2 reasonably in advance of, but in any event no less than three (3) Business Days (or such shorter period of time as such Issuing Bank may agree in its discretion) in advance of prior to the requested date of issuance, amendment, renewal or extension) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extensionextension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph clause (c) of this Section 2.04)2.06) and whether such Letter of Credit shall contain automatic extension or renewal provisions, the amount of such Letter of Credit, the identity of the Borrower or Restricted Subsidiary for whose account such Letter of Credit is to be issued, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the respective applicable Issuing Bank(s)Bank, the Borrower also shall submit a letter of credit application on the such Issuing Bank’s standard form of such Issuing Bank(s) in connection with any request for a Letter of Credit. 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 Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the aggregate LC Exposure of all of the Issuing Banks (determined for these purposes without giving effect to the participations therein of the Revolving Credit Lenders pursuant to paragraph (d) of this Section 2.04) shall not exceed at any time the sum of (A) $500,000,000, plus (B) the amount of any increases in “Maximum LC Exposure” pursuant to a designation or increase as provided in the second 20 million and third succeeding sentences below, (ii) the sum of the total Revolving Aggregate Credit Exposure shall not exceed the total Revolving Credit aggregate Commitments and (iii) the aggregate LC Exposure of each Issuing Bank (so determined) shall not exceed the amount that such Issuing Bank has agreed shall be its “Maximum LC Exposure” (except as otherwise agreed by such Issuing Bank in its sole discretion); provided that (x) Xxxxxxx Xxxxx Bank USA shall not be required to issue any commercial Letters of Credit and (y) no Issuing Bank shall be required to issue, amend, renew or extend any Letter of Credit to the extent that such issuance, amendment, renewal or extension would violate any policy of such Issuing Bank in respect thereof, and for the avoidance of doubt, the DB Letter of Credit shall be permitted to be outstanding hereunder notwithstanding this clause (iii). Any Issuing Bank listed in the table below hereby agrees that its “Maximum LC Exposure” shall be the amount set forth opposite the name of such Issuing Bank in such table: JPMorgan Chase Bank, N.A. $ 125,000,000 Citibank, N.A. $ 125,000,000 Mizuho Bank, Ltd. $ 125,000,000 Xxxxxxx Xxxxx Bank USA $ 125,000,000 The “Maximum LC Exposure” of any Issuing Bank that becomes such after the date hereof pursuant to a designation by the Borrower as contemplated in the definition of “Issuing Banks” shall be the amount specified in the written instrument contemplated by said definition. The “Maximum LC Exposure” of any Issuing Bank may be increased at any time pursuant to a written instrument executed and delivered between the Borrower, such Issuing Bank and the Administrative Agent. In no event shall any Revolving Credit Lender be obligated to increase its Maximum LC Exposure upon an increase of Revolving Credit Commitments pursuant to Section 2.08(d). For the avoidance of doubt, concurrently with any reduction of the Revolving Credit Commitments pursuant to Section 2.10, the “Maximum LC Exposure” of each Issuing Bank shall not exceed such Issuing Bank’s Revolving Credit Commitmentall Lenders.

Appears in 2 contracts

Samples: Credit Agreement (ExlService Holdings, Inc.), Credit Agreement

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by to the respective relevant Issuing Bank(s)) to one or more Issuing Bank(s) selected by it Bank and to the Administrative Agent (at least 2 Business Days (or such shorter period of time as such Issuing Bank may agree in its discretion) reasonably in advance of the requested date of issuance, amendment, renewal or extension) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extensionextension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section 2.04Section), the amount of such Letter of Credit, the identity of the Borrower or Restricted Subsidiary for whose account such Letter of Credit is to be issued, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the respective an Issuing Bank(s)Bank, the Borrower also shall submit a letter of credit application on the such Issuing Bank’s standard form of such Issuing Bank(s) in connection with any request for a Letter of Credit. 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 Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the aggregate LC Exposure of all of the Issuing Banks (determined for these purposes without giving effect to the participations therein of the Revolving Credit Lenders pursuant to paragraph (d) of this Section 2.04) shall not exceed at any time the sum of (A) $500,000,000, plus (B) the amount of any increases in “Maximum LC Exposure” pursuant to a designation or increase as provided in the second and third succeeding sentences below100,000,000, (ii) the sum of the total Revolving General Partnership Credit Exposure Exposures shall not exceed the total Revolving Credit General Partnership Commitments and (iii) the aggregate LC Exposure sum of each Issuing Bank (so determined) the total Revolving Credit Exposures shall not exceed the amount that such Issuing Bank has agreed shall be its “Maximum LC Exposure” (except as otherwise agreed by such Issuing Bank in its sole discretion); provided that (x) Xxxxxxx Xxxxx Bank USA shall not be required to issue any commercial Letters of Credit and (y) no Issuing Bank shall be required to issue, amend, renew or extend any Letter of Credit to the extent that such issuance, amendment, renewal or extension would violate any policy of such Issuing Bank in respect thereof, and for the avoidance of doubt, the DB Letter of Credit shall be permitted to be outstanding hereunder notwithstanding this clause (iii). Any Issuing Bank listed in the table below hereby agrees that its “Maximum LC Exposure” shall be the amount set forth opposite the name of such Issuing Bank in such table: JPMorgan Chase Bank, N.A. $ 125,000,000 Citibank, N.A. $ 125,000,000 Mizuho Bank, Ltd. $ 125,000,000 Xxxxxxx Xxxxx Bank USA $ 125,000,000 The “Maximum LC Exposure” of any Issuing Bank that becomes such after the date hereof pursuant to a designation by the Borrower as contemplated in the definition of “Issuing Banks” shall be the amount specified in the written instrument contemplated by said definition. The “Maximum LC Exposure” of any Issuing Bank may be increased at any time pursuant to a written instrument executed and delivered between the Borrower, such Issuing Bank and the Administrative Agent. In no event shall any Aggregate Revolving Credit Lender be obligated to increase its Maximum LC Exposure upon an increase of Revolving Credit Commitments pursuant to Section 2.08(d). For the avoidance of doubt, concurrently with any reduction of the Revolving Credit Commitments pursuant to Section 2.10, the “Maximum LC Exposure” of each Issuing Bank shall not exceed such Issuing Bank’s Revolving Credit Commitment.

Appears in 2 contracts

Samples: Credit Agreement (Inergy Midstream, L.P.), Credit Agreement (Inergy Midstream, L.P.)

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), the Borrower Company shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the respective Issuing Bank(s)Bank) to one or more the Issuing Bank(s) selected by it Bank and to the Administrative Agent (at least 2 Business Days (or such shorter period of time as such Issuing Bank may agree in its discretion) reasonably in advance of the requested date of issuance, amendment, renewal or extension) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the Tranche under which such Letter of Credit is to be issued or maintained, the date of issuance, amendment, renewal or extensionextension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section 2.04Section), the amount of such Letter of Credit, the identity of the Borrower or Restricted Subsidiary for whose account currency in which such Letter of Credit is to be issueddenominated (which shall be US Dollars or an Alternative Currency), the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the respective Issuing Bank(s)Bank, the Borrower Company also shall submit a letter of credit application on the Issuing Bank’s standard form of such Issuing Bank(s) in connection with any request for a Letter of Credit. 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 Borrower Company shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the aggregate US Dollar Equivalent of the LC Exposure of all of the Issuing Banks (determined for these purposes without giving effect to the participations therein of the Revolving Credit Lenders pursuant to paragraph (d) of this Section 2.04) shall not exceed at any time the sum of (A) $500,000,000, plus (B) the amount of any increases in “Maximum LC Exposure” pursuant to a designation or increase as provided in the second and third succeeding sentences below, 700,000,000 (ii) the sum of the total US Tranche Revolving Credit Exposure shall not exceed the total US Tranche Revolving Credit Commitments and Commitments, (iii) the aggregate LC Canadian Tranche Exposure of each Issuing Bank (so determined) shall not exceed the amount that such Issuing Bank has agreed shall be its “Maximum LC Exposure” (except as otherwise agreed by such Issuing Bank in its sole discretion); provided that (x) Xxxxxxx Xxxxx Bank USA shall not be required to issue any commercial Letters of Credit total Canadian Tranche Commitments, and (yiv) no Issuing Bank shall be required to issue, amend, renew or extend any Letter of Credit to the extent that such issuance, amendment, renewal or extension would violate any policy of such Issuing Bank in respect thereof, and for the avoidance of doubt, the DB Letter of Credit shall be permitted to be outstanding hereunder notwithstanding this clause (iii). Any Issuing Bank listed in the table below hereby agrees that its “Maximum LC Exposure” shall be the amount set forth opposite the name of such Issuing Bank in such table: JPMorgan Chase Bank, N.A. $ 125,000,000 Citibank, N.A. $ 125,000,000 Mizuho Bank, Ltd. $ 125,000,000 Xxxxxxx Xxxxx Bank USA $ 125,000,000 The “Maximum LC Exposure” of any Issuing Bank that becomes such after the date hereof pursuant to a designation by the Borrower as contemplated in the definition of “Issuing Banks” shall be the amount specified in the written instrument contemplated by said definition. The “Maximum LC Exposure” of any Issuing Bank may be increased at any time pursuant to a written instrument executed and delivered between the Borrower, such Issuing Bank and the Administrative Agent. In no event shall any Revolving Credit Lender be obligated to increase its Maximum LC UK Tranche Exposure upon an increase of Revolving Credit Commitments pursuant to Section 2.08(d). For the avoidance of doubt, concurrently with any reduction of the Revolving Credit Commitments pursuant to Section 2.10, the “Maximum LC Exposure” of each Issuing Bank shall not exceed such Issuing Bank’s Revolving Credit Commitmentthe total UK Tranche Commitments.

Appears in 2 contracts

Samples: Credit Agreement (Yrc Worldwide Inc), Credit Agreement (Yrc Worldwide Inc)

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the respective applicable Issuing Bank(s)Bank) to one or more the applicable Issuing Bank(s) selected by it Bank and to the Administrative Agent (at least 2 Business Days (or such shorter period of time as such Issuing Bank may agree in its discretion) reasonably in advance of the requested date of issuance, amendment, renewal or extension) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extensionextension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section 2.04Section), the amount of such Letter of Credit, the identity of the Borrower or Restricted Subsidiary for whose account such Letter of Credit is to be issued, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If there is more than one Issuing Bank, the Borrower may select among the Issuing Banks in connection with the issuance of any Letter of Credit. If requested by the respective Issuing Bank(s)Bank, the Borrower also shall submit a letter of credit application on the Issuing Bank's standard form of such Issuing Bank(s) in connection with any request for a Letter of Credit. 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 Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the aggregate LC Exposure of all of the Issuing Banks (determined for these purposes without giving effect to the participations therein of the Revolving Credit Lenders pursuant to paragraph (d) of this Section 2.04) shall not exceed at any time the sum of (A) $500,000,000, plus (B) the amount of any increases in “Maximum LC Exposure” pursuant to a designation or increase as provided in the second 35,000,000 and third succeeding sentences below, (ii) the sum of the total Revolving Credit Exposure Exposures shall not exceed the total Revolving Credit Commitments and (iii) the aggregate LC Exposure of each Issuing Bank (so determined) shall not exceed the amount that such Issuing Bank has agreed shall be its “Maximum LC Exposure” (except as otherwise agreed by such Issuing Bank in its sole discretion); provided that (x) Xxxxxxx Xxxxx Bank USA shall not be required to issue any commercial Letters of Credit and (y) no Issuing Bank shall be required to issue, amend, renew or extend any Letter of Credit to the extent that such issuance, amendment, renewal or extension would violate any policy of such Issuing Bank in respect thereof, and for the avoidance of doubt, the DB Letter of Credit shall be permitted to be outstanding hereunder notwithstanding this clause (iii). Any Issuing Bank listed in the table below hereby agrees that its “Maximum LC Exposure” shall be the amount set forth opposite the name of such Issuing Bank in such table: JPMorgan Chase Bank, N.A. $ 125,000,000 Citibank, N.A. $ 125,000,000 Mizuho Bank, Ltd. $ 125,000,000 Xxxxxxx Xxxxx Bank USA $ 125,000,000 The “Maximum LC Exposure” of any Issuing Bank that becomes such after the date hereof pursuant to a designation by the Borrower as contemplated in the definition of “Issuing Banks” shall be the amount specified in the written instrument contemplated by said definition. The “Maximum LC Exposure” of any Issuing Bank may be increased at any time pursuant to a written instrument executed and delivered between the Borrower, such Issuing Bank and the Administrative Agent. In no event shall any Revolving Credit Lender be obligated to increase its Maximum LC Exposure upon an increase of Revolving Credit Commitments pursuant to Section 2.08(d). For the avoidance of doubt, concurrently with any reduction of the Revolving Credit Commitments pursuant to Section 2.10, the “Maximum LC Exposure” of each Issuing Bank shall not exceed such Issuing Bank’s Revolving Credit CommitmentCommitments.

Appears in 2 contracts

Samples: Credit Agreement (Advance Stores Co Inc), Credit Agreement (Advance Auto Parts Inc)

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To In order to request the issuance of a Letter of Credit (or the amendmentto amend, renewal renew or extension of extend an outstanding existing Letter of Credit), the applicable Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by fax to the respective applicable Issuing Bank(s)) to one or more Issuing Bank(s) selected by it Bank and to the Administrative Agent (at least 2 Business Days (or such shorter period of time as such Issuing Bank may agree in its discretion) reasonably in advance of the requested date of issuance, amendment, renewal or extension) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, the date of issuance, amendment, renewal or extension, the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section 2.04below), the amount of such Letter of Credit, Credit and the identity of the Borrower or Restricted Subsidiary for whose account currency in which such Letter of Credit is to be issueddenominated, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend prepare such Letter of Credit. If requested by the respective Issuing Bank(s), the Borrower also shall submit a letter of credit application on the standard form of such Issuing Bank(s) in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (if, and upon issuance, amendment, renewal or extension of each Letter of Credit the applicable Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension extension, (i) the aggregate LC L/C Exposure of all of the Issuing Banks (determined for these purposes without giving effect to the participations therein of the Revolving Credit Lenders pursuant to paragraph (d) of this Section 2.04) shall not exceed at any time the sum of (A) $500,000,000, plus (B) the amount of any increases in “Maximum LC Exposure” pursuant to a designation or increase as provided in the second and third succeeding sentences below175,000,000, (ii) the sum portion of the total L/C Exposure attributable to Letters of Credit issued by any Issuing Bank shall not exceed the L/C Commitment of such Issuing Bank (unless otherwise agreed by such Issuing Bank), (iii) the Revolving Credit Exposure of any Lender shall not exceed such Xxxxxx’s Revolving Credit Commitment and (iv) the Aggregate Revolving Credit Exposure shall not exceed the total Revolving Credit Commitments and (iii) the aggregate LC Exposure of each Issuing Bank (so determined) shall not exceed the amount that such Issuing Bank has agreed shall be its “Maximum LC Exposure” (except as otherwise agreed by such Issuing Bank in its sole discretion); provided that (x) Xxxxxxx Xxxxx Bank USA shall not be required to issue any commercial Letters of Credit and (y) no Issuing Bank shall be required to issue, amend, renew or extend any Letter of Credit to the extent that such issuance, amendment, renewal or extension would violate any policy of such Issuing Bank in respect thereof, and for the avoidance of doubt, the DB Letter of Credit shall be permitted to be outstanding hereunder notwithstanding this clause (iii). Any Issuing Bank listed in the table below hereby agrees that its “Maximum LC Exposure” shall be the amount set forth opposite the name of such Issuing Bank in such table: JPMorgan Chase Bank, N.A. $ 125,000,000 Citibank, N.A. $ 125,000,000 Mizuho Bank, Ltd. $ 125,000,000 Xxxxxxx Xxxxx Bank USA $ 125,000,000 The “Maximum LC Exposure” of any Issuing Bank that becomes such after the date hereof pursuant to a designation by the Borrower as contemplated in the definition of “Issuing Banks” shall be the amount specified in the written instrument contemplated by said definition. The “Maximum LC Exposure” of any Issuing Bank may be increased at any time pursuant to a written instrument executed and delivered between the Borrower, such Issuing Bank and the Administrative Agent. In no event shall any Revolving Credit Lender be obligated to increase its Maximum LC Exposure upon an increase of Revolving Credit Commitments pursuant to Section 2.08(d). For the avoidance of doubt, concurrently with any reduction of the Revolving Credit Commitments pursuant to Section 2.10, the “Maximum LC Exposure” of each Issuing Bank shall not exceed such Issuing Bank’s Total Revolving Credit Commitment.

Appears in 2 contracts

Samples: Specified Refinancing Amendment, Incremental Amendment and Administrative Agency Transfer Agreement (Pactiv Evergreen Inc.), Credit Agreement (Pactiv Evergreen Inc.)

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by to the respective relevant Issuing Bank(s)) to one or more Issuing Bank(s) selected by it Bank and to the Administrative Agent (at least 2 Business Days (or such shorter period of time as such Issuing Bank may agree in its discretion) reasonably in advance of the requested date of issuance, amendment, renewal or extension) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extensionextension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section 2.04Section), the amount of such Letter of Credit, the identity of the Borrower or Restricted Subsidiary for whose account such Letter of Credit is to be issued, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the respective an Issuing Bank(s)Bank, the Borrower also shall submit a letter of credit application on the such Issuing Bank’s standard form of such Issuing Bank(s) in connection with any request for a Letter of Credit. 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 Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the aggregate LC Exposure of all of the Issuing Banks (determined for these purposes without giving effect to the participations therein of the Revolving Credit Lenders pursuant to paragraph (d) of this Section 2.04) shall not exceed at any time the sum of (A) $500,000,000, plus (B) the amount of any increases in “Maximum LC Exposure” pursuant to a designation or increase as provided in the second and third succeeding sentences belowtotal Working Capital Commitments, (ii) the sum of the total Revolving Working Capital Credit Exposure Exposures shall not exceed the total Revolving Credit Working Capital Commitments and (iii) the aggregate LC Exposure sum of each Issuing Bank (so determined) the total Revolving Credit Exposures shall not exceed the amount that such Issuing Bank has agreed shall be its “Maximum LC Exposure” (except as otherwise agreed by such Issuing Bank in its sole discretion); provided that (x) Xxxxxxx Xxxxx Bank USA shall not be required to issue any commercial Letters of Credit and (y) no Issuing Bank shall be required to issue, amend, renew or extend any Letter of Credit to the extent that such issuance, amendment, renewal or extension would violate any policy of such Issuing Bank in respect thereof, and for the avoidance of doubt, the DB Letter of Credit shall be permitted to be outstanding hereunder notwithstanding this clause (iii). Any Issuing Bank listed in the table below hereby agrees that its “Maximum LC Exposure” shall be the amount set forth opposite the name of such Issuing Bank in such table: JPMorgan Chase Bank, N.A. $ 125,000,000 Citibank, N.A. $ 125,000,000 Mizuho Bank, Ltd. $ 125,000,000 Xxxxxxx Xxxxx Bank USA $ 125,000,000 The “Maximum LC Exposure” of any Issuing Bank that becomes such after the date hereof pursuant to a designation by the Borrower as contemplated in the definition of “Issuing Banks” shall be the amount specified in the written instrument contemplated by said definition. The “Maximum LC Exposure” of any Issuing Bank may be increased at any time pursuant to a written instrument executed and delivered between the Borrower, such Issuing Bank and the Administrative Agent. In no event shall any Revolving Credit Lender be obligated to increase its Maximum LC Exposure upon an increase of Revolving Credit Commitments pursuant to Section 2.08(d). For the avoidance of doubt, concurrently with any reduction of the Revolving Credit Commitments pursuant to Section 2.10, the “Maximum LC Exposure” of each Issuing Bank shall not exceed such Issuing Bank’s Revolving Credit Aggregate Commitment.

Appears in 2 contracts

Samples: Credit Agreement (Inergy L P), Credit Agreement (Inergy Holdings, L.P.)

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the respective Issuing Bank(s)Bank) to one or more the Issuing Bank(s) selected by it Bank and to the Administrative Agent (at least 2 Business Days (or such shorter period of time as such Issuing Bank may agree in its discretion) reasonably in advance of the requested date of issuance, amendment, renewal or extension) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extensionextension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section 2.042.05), the amount of such Letter of Credit, the identity of the Borrower or Restricted Subsidiary for whose account such Letter of Credit is to be issued, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the respective Issuing Bank(s)Bank, the Borrower also shall submit a letter of credit application on the Issuing Bank's standard form of such Issuing Bank(s) in connection with any request for a Letter of Credit. 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 Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the aggregate LC Exposure of all of the Issuing Banks (determined for these purposes without giving effect to the participations therein of the Revolving Credit Lenders pursuant to paragraph (d) of this Section 2.04) shall not exceed at any time the sum of (A) $500,000,000, plus (B) the amount of any increases in “Maximum LC Exposure” pursuant to a designation or increase as provided in the second and third succeeding sentences below150,000,000, (ii) the sum of the total Aggregate Revolving Credit Exposure plus the aggregate principal amount of outstanding Competitive Loans shall not exceed the total Aggregate Revolving Credit Commitments Commitment and (iii) the aggregate LC Exposure of each Issuing Bank (so determined) no Default shall not exceed the amount that such Issuing Bank has agreed shall have occurred and be its “Maximum LC Exposure” (except as otherwise agreed by such Issuing Bank in its sole discretion); provided that (x) Xxxxxxx Xxxxx Bank USA shall not be required to issue any commercial Letters of Credit and (y) no Issuing Bank shall be required to issue, amend, renew or extend any Letter of Credit to the extent that such issuance, amendment, renewal or extension would violate any policy of such Issuing Bank in respect thereof, and for the avoidance of doubt, the DB Letter of Credit shall be permitted to be outstanding hereunder notwithstanding this clause (iii). Any Issuing Bank listed in the table below hereby agrees that its “Maximum LC Exposure” shall be the amount set forth opposite the name of such Issuing Bank in such table: JPMorgan Chase Bank, N.A. $ 125,000,000 Citibank, N.A. $ 125,000,000 Mizuho Bank, Ltd. $ 125,000,000 Xxxxxxx Xxxxx Bank USA $ 125,000,000 The “Maximum LC Exposure” of any Issuing Bank that becomes such after the date hereof pursuant to a designation by the Borrower as contemplated in the definition of “Issuing Banks” shall be the amount specified in the written instrument contemplated by said definition. The “Maximum LC Exposure” of any Issuing Bank may be increased at any time pursuant to a written instrument executed and delivered between the Borrower, such Issuing Bank and the Administrative Agent. In no event shall any Revolving Credit Lender be obligated to increase its Maximum LC Exposure upon an increase of Revolving Credit Commitments pursuant to Section 2.08(d). For the avoidance of doubt, concurrently with any reduction of the Revolving Credit Commitments pursuant to Section 2.10, the “Maximum LC Exposure” of each Issuing Bank shall not exceed such Issuing Bank’s Revolving Credit Commitmentcontinuing.

Appears in 2 contracts

Samples: Credit Agreement (Trinity Marine Products, Inc.), Credit Agreement (Trinity Industries Inc)

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the respective applicable Issuing Bank(s)Bank) to one or more the applicable Issuing Bank(s) selected by it Bank and to the Administrative Agent (at least 2 Business Days (or such shorter period of time as such Issuing Bank may agree in its discretion) reasonably in advance of the requested date of issuance, amendment, renewal or extension) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extensionextension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section 2.04Section), the amount of such Letter of Credit, the identity of the Borrower or Restricted Subsidiary for whose account currency in which such Letter of Credit is to be issued, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the respective Issuing Bank(s), the Borrower also shall submit a letter of credit application on the standard form of such Issuing Bank(s) in connection with any request for a Letter of Credit. 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 Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension extension: (i) the aggregate LC Exposure of all of the Issuing Banks (determined for these purposes without giving effect to the participations therein of the Revolving Credit Lenders pursuant to paragraph (d) of this Section 2.04) shall not exceed at any time the sum of (A) $500,000,000, plus (B) the amount of any increases in “Maximum LC Exposure” pursuant to a designation or increase as provided in the second and third succeeding sentences below, (ii) the sum of the total Revolving Credit Exposure Exposures shall not exceed the total Commitments, (ii) no Lender’s Revolving Credit Commitments and Exposures shall exceed such Lender’s Commitment; (iii) the aggregate LC Exposure of each Issuing Bank (so determined) Outstanding Credit shall not exceed the amount that such Issuing Bank has agreed shall be its “Maximum LC Exposure” (except as otherwise agreed by such Issuing Bank in its sole discretion)total Commitments; provided that (x) Xxxxxxx Xxxxx Bank USA shall not be required to issue any commercial Letters of Credit and (yiv) no Issuing Bank shall be required to issue, amend, renew or extend any Letter of Credit to the extent that such issuance, amendment, renewal or extension would violate any policy of such Issuing Bank in respect thereof, and for the avoidance of doubt, the DB Letter of Credit shall be permitted to be outstanding hereunder notwithstanding this clause (iii). Any Issuing Bank listed in the table below hereby agrees that its “Maximum LC Exposure” shall be the amount set forth opposite the name of such Issuing Bank in such table: JPMorgan Chase Bank, N.A. $ 125,000,000 Citibank, N.A. $ 125,000,000 Mizuho Bank, Ltd. $ 125,000,000 Xxxxxxx Xxxxx Bank USA $ 125,000,000 The “Maximum LC Exposure” of any Issuing Bank that becomes such after the date hereof pursuant to a designation by the Borrower as contemplated in the definition of “Issuing Banks” shall be the amount specified in the written instrument contemplated by said definition. The “Maximum LC Exposure” of any Issuing Bank may be increased at any time pursuant to a written instrument executed and delivered between the Borrower, such Issuing Bank and the Administrative Agent. In no event shall any Revolving Credit Lender be obligated to increase its Maximum LC Exposure upon an increase of Revolving Credit Commitments pursuant to Section 2.08(d). For the avoidance of doubt, concurrently with any reduction of the Revolving Credit Commitments pursuant to Section 2.10, the “Maximum LC Exposure” of each Issuing Bank shall not exceed such Issuing Bank’s Revolving Credit Commitment$250,000,000.

Appears in 2 contracts

Samples: Credit Agreement (Leggett & Platt Inc), Credit Agreement (Leggett & Platt Inc)

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), the Borrower Representative shall deliver by hand deliver or telecopy facsimile (or transmit by electronic communication, if arrangements for doing so have been approved by the respective Issuing Bank(s)Bank) to one or more the Issuing Bank(s) selected by it Bank and to the Administrative Agent (prior to 9:00 am Chicago time at least 2 (3) Business Days (or such shorter period of time as such acceptable to the Issuing Bank may agree in its discretionBank) in advance of prior to the requested date of issuance, amendment, renewal or extension) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extensionextension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section 2.04Section), the amount of such Letter of Credit, the identity of the Borrower or Restricted Subsidiary for whose account such Letter of Credit is to be issued, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the respective Issuing Bank(s)Bank, the applicable Borrower also shall submit a letter of credit application on the Issuing Bank’s standard form of such Issuing Bank(s) in connection with any request for a Letter of Credit. 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 Borrower Borrowers shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the aggregate LC Exposure of all of the Issuing Banks (determined for these purposes without giving effect to the participations therein of the Revolving Credit Lenders pursuant to paragraph (d) of this Section 2.04) shall not exceed at any time the sum of (A) $500,000,00010,000,000, plus (B) the amount of any increases in “Maximum LC Exposure” pursuant to a designation or increase as provided in the second and third succeeding sentences below, (ii) the sum of the total Aggregate Revolving Credit Exposure shall not exceed the total Revolving Credit Commitments and (iii) lesser of the aggregate LC Exposure of each Issuing Bank (so determined) shall not exceed the amount that such Issuing Bank has agreed shall be its “Maximum LC Exposure” (except as otherwise agreed by such Issuing Bank in its sole discretion); provided that (x) Xxxxxxx Xxxxx Bank USA shall not be required to issue Revolving Commitments minus any commercial Letters of Credit and (y) no Issuing Bank shall be required to issue, amend, renew or extend any Letter of Credit to the extent that such issuance, amendment, renewal or extension would violate any policy of such Issuing Bank in respect thereof, and for the avoidance of doubt, the DB Letter of Credit shall be permitted to be outstanding hereunder notwithstanding this clause (iii). Any Issuing Bank listed in the table below hereby agrees that its “Maximum LC Exposure” shall be the amount set forth opposite the name of such Issuing Bank in such table: JPMorgan Chase Bank, N.A. $ 125,000,000 Citibank, N.A. $ 125,000,000 Mizuho Bank, Ltd. $ 125,000,000 Xxxxxxx Xxxxx Bank USA $ 125,000,000 The “Maximum LC Exposure” of any Issuing Bank that becomes such after the date hereof pursuant to a designation by the Borrower as contemplated in the definition of “Issuing Banks” shall be the amount specified in the written instrument contemplated by said definition. The “Maximum LC Exposure” of any Issuing Bank may be increased at any time pursuant to a written instrument executed and delivered between the Borrower, such Issuing Bank Reserves and the Administrative Agent. In no event shall any Revolving Credit Lender be obligated to increase its Maximum LC Exposure upon an increase of Revolving Credit Commitments pursuant to Section 2.08(d). For the avoidance of doubt, concurrently with any reduction of the Revolving Credit Commitments pursuant to Section 2.10, the “Maximum LC Exposure” of each Issuing Bank shall not exceed such Issuing Bank’s Revolving Credit CommitmentBorrowing Base.

Appears in 2 contracts

Samples: Credit Agreement (Rti Surgical, Inc.), Credit Agreement (Sagent Pharmaceuticals, Inc.)

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the respective Issuing Bank(s)Bank) to one or more the Issuing Bank(s) selected by it Bank and to the Administrative Agent (at least 2 Business Days (or such shorter period of time as such Issuing Bank may agree in its discretion) reasonably in advance of the requested date of issuance, amendment, renewal or extension, but in any event no later than two Business Days prior to such date unless otherwise agreed by the Issuing Bank and the Administrative Agent) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extensionextension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section 2.04Section), the amount and currency of such Letter of Credit, the identity of the Borrower or Restricted Subsidiary for whose account such Letter of Credit is to be issued, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the respective Issuing Bank(s)Bank, the Borrower also shall submit a letter of credit application on the Issuing Bank’s standard form of such Issuing Bank(s) in connection with any request for a Letter of Credit. 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 Borrower shall be deemed to represent and warrant that)if, after giving effect to such issuance, amendment, renewal or extension (i) the aggregate LC Exposure of all of the Issuing Banks (determined for these purposes without giving effect to the participations therein of the Revolving Credit Lenders pursuant to paragraph (d) of this Section 2.04) shall not exceed at any time the sum of (A) $500,000,000, plus (B) the amount of any increases in “Maximum LC Exposure” pursuant to a designation or increase as provided in the second and third succeeding sentences below40,000,000, (ii) the sum Dollar Amount of the total Outstanding Revolving Credit Exposure Credits shall not exceed the total Total Revolving Credit Commitments and (iii) with respect to such Issuing Bank, the sum of the aggregate LC Exposure face amount of each Letters of Credit issued by such Issuing Bank (so determined) Bank, when aggregated with the outstanding Revolving Loans funded by such Issuing Bank, shall not exceed its Revolving Commitment.If the amount that such Borrower so requests in any applicable letter of credit application, the Issuing Bank has agreed shall be its “Maximum LC Exposure” (except as otherwise agreed by such Issuing Bank may, in its sole discretion, agree to issue a Letter of Credit that has automatic extension provisions (each, an “Auto-Extension Letter of Credit”); provided that any such Auto-Extension Letter of Credit must permit the Issuing Bank to prevent any such extension at least once in each twelve-month period (xcommencing with the date of issuance of such Letter of Credit) Xxxxxxx Xxxxx Bank USA by giving prior notice to the beneficiary thereof not later than a day (the “Non-Extension Notice Date”) in each such twelve-month period to be agreed upon at the time such Letter of Credit is issued. Unless otherwise directed by the Issuing Bank, the Borrower shall not be required to issue make a specific request to the Issuing Bank for any commercial Letters such extension. Once an Auto-Extension Letter of Credit and has been issued, the Lenders shall be deemed to have authorized (ybut may not require) no the Issuing Bank to permit the extension of such Letter of Credit at any time to an expiry date not later than the Letter of Credit expiration date referenced in clause (c) below; provided, however, that the Issuing Bank shall not permit any such extension if (A) the Issuing Bank has determined that it would not be required permitted, or would have no obligation, at such time to issueissue such Letter of Credit in its revised form (as extended) under the terms hereof, amendor (B) it has received notice (which may be by telephone or in writing) on or before the day that is seven Business Days before the Non-Extension Notice Date (1) from the Administrative Agent that the Required Lenders have elected not to permit such extension or (2) from the Administrative Agent, renew any Lender or extend the Borrower that one or more of the applicable conditions specified in Section 4.02 is not then satisfied, and in each such case directing the Issuing Bank not to permit such extension. The Issuing Bank 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 Issuing Bank from issuing the Letter of Credit, or any Law applicable to the extent Issuing Bank or any request or directive (whether or not having the force of law) from any Governmental Authority with jurisdiction over the Issuing Bank shall prohibit, or request that such issuancethe Issuing Bank refrain from, amendmentthe issuance of letters of credit generally or the Letter of Credit in particular or shall impose upon the Issuing Bank with respect to the Letter of Credit any restriction, renewal reserve or extension would violate capital requirement (for which the Issuing Bank is not otherwise compensated hereunder) not in effect on the Closing Date, or shall impose upon the Issuing Bank any policy of such unreimbursed loss, cost or expense which was not applicable on the Closing Date and which the Issuing Bank in respect thereof, and for good xxxxx xxxxx material to it; (B) the avoidance issuance of doubt, the DB Letter of Credit shall be permitted to be outstanding hereunder notwithstanding this clause (iii). Any would violate one or more policies of the Issuing Bank listed in the table below hereby agrees that its “Maximum LC Exposure” shall be the amount set forth opposite the name applicable to letters of such Issuing Bank in such table: JPMorgan Chase Bank, N.A. $ 125,000,000 Citibank, N.A. $ 125,000,000 Mizuho Bank, Ltd. $ 125,000,000 Xxxxxxx Xxxxx Bank USA $ 125,000,000 The “Maximum LC Exposure” of any Issuing Bank that becomes such after the date hereof pursuant to a designation by the Borrower as contemplated in the definition of “Issuing Banks” shall be the amount specified in the written instrument contemplated by said definition. The “Maximum LC Exposure” of any Issuing Bank may be increased at any time pursuant to a written instrument executed and delivered between the Borrower, such Issuing Bank and the Administrative Agent. In no event shall any Revolving Credit Lender be obligated to increase its Maximum LC Exposure upon an increase of Revolving Credit Commitments pursuant to Section 2.08(d). For the avoidance of doubt, concurrently with any reduction of the Revolving Credit Commitments pursuant to Section 2.10, the “Maximum LC Exposure” of each Issuing Bank shall not exceed such Issuing Bank’s Revolving Credit Commitmentcredit generally.

Appears in 2 contracts

Samples: Credit Agreement (Iac/Interactivecorp), Credit Agreement (Match Group, Inc.)

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the respective applicable Issuing Bank(s)Bank) to one or more the applicable Issuing Bank(s) selected by it Bank and to the Administrative Agent (at least 2 Business Days (or such shorter period of time as such Issuing Bank may agree in its discretion) reasonably in advance of the requested date of issuance, amendment, renewal or extension) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extensionextension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section 2.04Section), the amount of such Letter of Credit, the identity of the Borrower or Restricted Subsidiary for whose account such Letter of Credit is to be issued, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If there is more than one Issuing Bank, the Borrower may select among the Issuing Banks in connection with the issuance of any Letter of Credit. If requested by the respective Issuing Bank(s)Bank, the Borrower also shall submit a letter of credit application on the Issuing Bank’s standard form of such Issuing Bank(s) in connection with any request for a Letter of Credit. 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 Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the aggregate LC Exposure of all of the Issuing Banks (determined for these purposes without giving effect to the participations therein of the Revolving Credit Lenders pursuant to paragraph (d) of this Section 2.04) shall not exceed at any time the sum of (A) $500,000,000, plus (B) the amount of any increases in “Maximum LC Exposure” pursuant to a designation or increase as provided in the second 70,000,000 and third succeeding sentences below, (ii) the sum of the total Revolving Credit Exposure Exposures shall not exceed the total Revolving Credit Commitments and (iii) the aggregate LC Exposure of each Issuing Bank (so determined) shall not exceed the amount that such Issuing Bank has agreed shall be its “Maximum LC Exposure” (except as otherwise agreed by such Issuing Bank in its sole discretion); provided that (x) Xxxxxxx Xxxxx Bank USA shall not be required to issue any commercial Letters of Credit and (y) no Issuing Bank shall be required to issue, amend, renew or extend any Letter of Credit to the extent that such issuance, amendment, renewal or extension would violate any policy of such Issuing Bank in respect thereof, and for the avoidance of doubt, the DB Letter of Credit shall be permitted to be outstanding hereunder notwithstanding this clause (iii). Any Issuing Bank listed in the table below hereby agrees that its “Maximum LC Exposure” shall be the amount set forth opposite the name of such Issuing Bank in such table: JPMorgan Chase Bank, N.A. $ 125,000,000 Citibank, N.A. $ 125,000,000 Mizuho Bank, Ltd. $ 125,000,000 Xxxxxxx Xxxxx Bank USA $ 125,000,000 The “Maximum LC Exposure” of any Issuing Bank that becomes such after the date hereof pursuant to a designation by the Borrower as contemplated in the definition of “Issuing Banks” shall be the amount specified in the written instrument contemplated by said definition. The “Maximum LC Exposure” of any Issuing Bank may be increased at any time pursuant to a written instrument executed and delivered between the Borrower, such Issuing Bank and the Administrative Agent. In no event shall any Revolving Credit Lender be obligated to increase its Maximum LC Exposure upon an increase of Revolving Credit Commitments pursuant to Section 2.08(d). For the avoidance of doubt, concurrently with any reduction of the Revolving Credit Commitments pursuant to Section 2.10, the “Maximum LC Exposure” of each Issuing Bank shall not exceed such Issuing Bank’s Revolving Credit CommitmentCommitments.

Appears in 2 contracts

Samples: Credit Agreement (Advance Auto Parts Inc), Credit Agreement (Advance Auto Parts Inc)

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To In order to request the issuance of a Letter of Credit (or the amendmentto amend, renewal renew or extension of extend an outstanding existing Letter of Credit), the requesting Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by to the respective Issuing Bank(s)) to one or more Issuing Bank(s) selected by it Bank and to the Administrative Agent (at least 2 Business Days (or such shorter period of time as such Issuing Bank may agree in its discretion) reasonably in advance of the requested date of issuance, amendment, renewal or extension) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, the date of issuance, amendment, renewal or extension, the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section 2.04below), the amount of such Letter of Credit, the identity of the Borrower or Restricted Subsidiary for whose account such Letter of Credit is to be issued, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend prepare such Letter of Credit. If requested by the respective Issuing Bank(s), the Borrower also shall submit a letter of credit application on the standard form of such Issuing Bank(s) in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended for the account of the Trustee, only if (if, and upon issuance, amendment, renewal or extension of each Letter of Credit for the Borrower account of the Trustee, the Trustee shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (A) the sum of (i) the aggregate LC Exposure of all principal amount of the Issuing Banks (determined for these purposes without giving effect Loans outstanding to the participations therein of Trustee and (ii) the Revolving Credit Lenders pursuant to paragraph (d) of this Section 2.04) Trustee L/C Exposure shall not exceed at any $70,000,000 (as such amount may be increased from time the sum of (Ato time pursuant to Section 2.21) $500,000,000, plus and (B) the amount of any increases in “Maximum LC Exposure” pursuant to a designation or increase as provided in the second and third succeeding sentences below, (ii) the sum of the total Revolving Aggregate Credit Exposure shall not exceed the total Revolving Credit Commitments and (iii) the aggregate LC Exposure of each Issuing Bank (so determined) shall not exceed the amount that such Issuing Bank has agreed shall be its “Maximum LC Exposure” (except as otherwise agreed by such Issuing Bank in its sole discretion); provided that (x) Xxxxxxx Xxxxx Bank USA shall not be required to issue any commercial Letters of Credit and (y) no Issuing Bank shall be required to issue, amend, renew or extend any Total Commitment. A Letter of Credit shall be issued, amended, renewed or extended for the account of El Paso only if, and upon issuance, amendment, renewal or extension of each Letter of Credit for the account of El Paso, El Paso shall be deemed to the extent that represent and warrant that, after giving effect to such issuance, amendment, renewal or extension would violate any policy of such Issuing Bank in respect thereof, and for the avoidance of doubtextension, the DB Letter of Aggregate Credit shall be permitted to be outstanding hereunder notwithstanding this clause (iii). Any Issuing Bank listed in the table below hereby agrees that its “Maximum LC Exposure” shall be the amount set forth opposite the name of such Issuing Bank in such table: JPMorgan Chase Bank, N.A. $ 125,000,000 Citibank, N.A. $ 125,000,000 Mizuho Bank, Ltd. $ 125,000,000 Xxxxxxx Xxxxx Bank USA $ 125,000,000 The “Maximum LC Exposure” of any Issuing Bank that becomes such after the date hereof pursuant to a designation by the Borrower as contemplated in the definition of “Issuing Banks” shall be the amount specified in the written instrument contemplated by said definition. The “Maximum LC Exposure” of any Issuing Bank may be increased at any time pursuant to a written instrument executed and delivered between the Borrower, such Issuing Bank and the Administrative Agent. In no event shall any Revolving Credit Lender be obligated to increase its Maximum LC Exposure upon an increase of Revolving Credit Commitments pursuant to Section 2.08(d). For the avoidance of doubt, concurrently with any reduction of the Revolving Credit Commitments pursuant to Section 2.10, the “Maximum LC Exposure” of each Issuing Bank shall not exceed such Issuing Bank’s Revolving Credit the Total Commitment.

Appears in 2 contracts

Samples: Credit Agreement (El Paso Electric Co /Tx/), Credit Agreement (El Paso Electric Co /Tx/)

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), the Cayman Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the respective Issuing Bank(s)Bank) to one or more the Issuing Bank(s) selected by it Bank and to the Administrative Agent (at least 2 Business Days (or such shorter period of time as such Issuing Bank may agree in its discretion) reasonably in advance of the requested date of issuance, amendment, renewal or extension) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extensionextension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section 2.04Section), the amount of such Letter of Credit, the identity of the Borrower or Restricted Subsidiary for whose account currency in which such Letter of Credit is to be issueddenominated (which shall be dollars or, subject to Section 2.20, an Alternative Currency), the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the respective Issuing Bank(s)Bank, the Cayman Borrower also shall submit a letter of credit application on the Issuing Bank's standard form of such Issuing Bank(s) in connection with any request for a Letter of Credit. 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 Cayman Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the aggregate LC Exposure of all of the Issuing Banks (determined for these purposes without giving effect to the participations therein of the Revolving Credit Lenders pursuant to paragraph (d) of this Section 2.04) shall not exceed at any time the sum of (A) $500,000,000, plus (B) the amount of any increases in “Maximum LC Exposure” pursuant to a designation or increase as provided in the second 100,000,000 and third succeeding sentences below, (ii) the sum of the total Revolving Credit Exposure Exposures shall not exceed the total Revolving Credit Commitments and (iii) the aggregate LC Exposure of each Issuing Bank (so determined) shall not exceed the amount that such Issuing Bank has agreed shall be its “Maximum LC Exposure” (except as otherwise agreed by such Issuing Bank in its sole discretion); provided that (x) Xxxxxxx Xxxxx Bank USA shall not be required to issue any commercial Letters of Credit and (y) no Issuing Bank shall be required to issue, amend, renew or extend any Letter of Credit to the extent that such issuance, amendment, renewal or extension would violate any policy of such Issuing Bank in respect thereof, and for the avoidance of doubt, the DB Letter of Credit shall be permitted to be outstanding hereunder notwithstanding this clause (iii). Any Issuing Bank listed in the table below hereby agrees that its “Maximum LC Exposure” shall be the amount set forth opposite the name of such Issuing Bank in such table: JPMorgan Chase Bank, N.A. $ 125,000,000 Citibank, N.A. $ 125,000,000 Mizuho Bank, Ltd. $ 125,000,000 Xxxxxxx Xxxxx Bank USA $ 125,000,000 The “Maximum LC Exposure” of any Issuing Bank that becomes such after the date hereof pursuant to a designation by the Borrower as contemplated in the definition of “Issuing Banks” shall be the amount specified in the written instrument contemplated by said definition. The “Maximum LC Exposure” of any Issuing Bank may be increased at any time pursuant to a written instrument executed and delivered between the Borrower, such Issuing Bank and the Administrative Agent. In no event shall any Revolving Credit Lender be obligated to increase its Maximum LC Exposure upon an increase of Revolving Credit Commitments pursuant to Section 2.08(d). For the avoidance of doubt, concurrently with any reduction of the Revolving Credit Commitments pursuant to Section 2.10, the “Maximum LC Exposure” of each Issuing Bank shall not exceed such Issuing Bank’s Revolving Credit CommitmentCommitments.

Appears in 2 contracts

Samples: Credit Agreement (Seagate Technology Malaysia Holding Co Cayman Islands), Credit Agreement (Veritas Software Technology Corp)

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the respective Issuing Bank(s)Bank) to one the Issuing Bank (except that the Issuing Bank in respect of Existing Letters of Credit shall not issue additional Letters of Credit and, unless agreed by it, shall not be required to amend, renew or more Issuing Bank(sextend an Existing Letter of Credit) selected by it and to the Administrative Agent (at least 2 Business Days (or such shorter period of time as such Issuing Bank may agree in its discretion) reasonably in advance of the requested date of issuance, amendment, renewal or extension) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extensionextension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section 2.04Section), the amount of such Letter of Credit, the identity of the Borrower or Restricted Subsidiary for whose account such Letter of Credit is to be issued, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the respective Issuing Bank(s)Bank, the Borrower also shall submit a letter of credit application on the Issuing Bank's standard form of such Issuing Bank(s) in connection with any request for a Letter of Credit. 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 Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension extension, (i) the aggregate LC Exposure of all of the Issuing Banks (determined for these purposes without giving effect to the participations therein of the Revolving Credit Lenders pursuant to paragraph (d) of this Section 2.04) shall not exceed at any time the sum of (A) $500,000,000, plus (B) the amount of any increases in “Maximum LC Exposure” pursuant to a designation or increase as provided in the second 250,000,000 and third succeeding sentences below, (ii) the sum aggregate Revolving Exposures plus the aggregate principal amount of the total Revolving Credit Exposure outstanding Competitive Loans shall not exceed the total aggregate Revolving Credit Commitments and (iii) the aggregate LC Exposure of each Issuing Bank (so determined) shall not exceed the amount that such Issuing Bank has agreed shall be its “Maximum LC Exposure” (except as otherwise agreed by such Issuing Bank in its sole discretion); provided that (x) Xxxxxxx Xxxxx Bank USA shall not be required to issue any commercial Letters of Credit and (y) no Issuing Bank shall be required to issue, amend, renew or extend any Letter of Credit to the extent that such issuance, amendment, renewal or extension would violate any policy of such Issuing Bank in respect thereof, and for the avoidance of doubt, the DB Letter of Credit shall be permitted to be outstanding hereunder notwithstanding this clause (iii). Any Issuing Bank listed in the table below hereby agrees that its “Maximum LC Exposure” shall be the amount set forth opposite the name of such Issuing Bank in such table: JPMorgan Chase Bank, N.A. $ 125,000,000 Citibank, N.A. $ 125,000,000 Mizuho Bank, Ltd. $ 125,000,000 Xxxxxxx Xxxxx Bank USA $ 125,000,000 The “Maximum LC Exposure” of any Issuing Bank that becomes such after the date hereof pursuant to a designation by the Borrower as contemplated in the definition of “Issuing Banks” shall be the amount specified in the written instrument contemplated by said definition. The “Maximum LC Exposure” of any Issuing Bank may be increased at any time pursuant to a written instrument executed and delivered between the Borrower, such Issuing Bank and the Administrative Agent. In no event shall any Revolving Credit Lender be obligated to increase its Maximum LC Exposure upon an increase of Revolving Credit Commitments pursuant to Section 2.08(d). For the avoidance of doubt, concurrently with any reduction of the Revolving Credit Commitments pursuant to Section 2.10, the “Maximum LC Exposure” of each Issuing Bank shall not exceed such Issuing Bank’s Revolving Credit CommitmentCommitments.

Appears in 2 contracts

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

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal (other than an automatic extension in accordance with paragraph (c) of this Section) or extension of an outstanding Letter of Credit), the Lux Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the respective applicable Issuing Bank(s)Bank) to one or more the applicable Issuing Bank(s) selected by it Bank and to the Administrative Agent (at least 2 three Business Days (or such shorter period of time as such Issuing Bank may agree in its discretion) in advance of the requested date of issuance, amendment, renewal amendment or extensionextension or such shorter period as the Administrative Agent and the Issuing Bank in their sole discretion may agree) a notice in the form of Exhibit D-3 requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed amended or extended, and specifying the date of issuance, amendment, renewal amendment or extensionextension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section 2.04Section), the amount and currency (which shall be an Agreed Currency) of such Letter of Credit, the identity of the Borrower or Restricted Subsidiary for whose account such Letter of Credit is to be issued, the name and address of the beneficiary thereof thereof, whether such Letter of Credit constitutes a Standby Letter of Credit or a Trade Letter of Credit and such other information as shall be necessary to prepareissue, amend, renew amend or extend such Letter of Credit. If requested by the respective applicable Issuing Bank(s)Bank, the Lux Borrower also shall submit a letter of credit application on the such Issuing Bank’s standard form of such Issuing Bank(s) and related documents in connection with any request for a Letter of CreditCredit and in connection with any request for a Letter of Credit to be amended, renewed, modified or extended. A Letter of Credit shall be issued, amended, renewed amended or extended only if (and upon issuance, amendment, renewal amendment or extension of each Letter of Credit the each Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendmentamendment or extension, renewal or extension (ix) the aggregate LC Exposure of all of the Issuing Banks (determined for these purposes without giving effect to the participations therein Dollar Equivalent of the Revolving Credit Lenders pursuant to paragraph (d) of this Section 2.04) L/C Exposure shall not exceed at any time the sum of $150,000,000, (A) $500,000,000, plus (By) the amount of any increases in “Maximum LC Exposure” pursuant to a designation or increase as provided in the second and third succeeding sentences below, (ii) the sum Dollar Equivalent of the total Revolving Facility Credit Exposure shall not exceed the total applicable Revolving Credit Facility Commitments and (iiiz) in the aggregate LC Exposure case of each Issuing Bank (so determined) shall not exceed the amount that such Issuing Bank has agreed shall be its “Maximum LC Exposure” (except as otherwise agreed by such Issuing Bank in its sole discretion); provided that (x) Xxxxxxx Xxxxx Bank USA shall not be required to issue any commercial Letters of Credit and (y) no Issuing Bank shall be required to issue, amend, renew or extend any Letter of Credit issued or to the extent that such issuancebe issued by Citibank, amendment, renewal or extension would violate any policy of such Issuing Bank in respect thereof, and for the avoidance of doubtN.A., the DB Letter Dollar Equivalent of the Revolving L/C Exposure applicable to all such Letters of Credit shall be permitted to be outstanding hereunder notwithstanding this clause (iii). Any Issuing Bank listed in the table below hereby agrees that its “Maximum LC Exposure” shall be the amount set forth opposite the name of such Issuing Bank in such table: JPMorgan Chase Bank, N.A. $ 125,000,000 Citibank, N.A. $ 125,000,000 Mizuho Bank, Ltd. $ 125,000,000 Xxxxxxx Xxxxx Bank USA $ 125,000,000 The “Maximum LC Exposure” of any Issuing Bank that becomes such after the date hereof pursuant to a designation by the Borrower as contemplated in the definition of “Issuing Banks” shall be the amount specified in the written instrument contemplated by said definition. The “Maximum LC Exposure” of any Issuing Bank may be increased at any time pursuant to a written instrument executed and delivered between the Borrower, such Issuing Bank and the Administrative Agent. In no event shall any Revolving Credit Lender be obligated to increase its Maximum LC Exposure upon an increase of Revolving Credit Commitments pursuant to Section 2.08(d). For the avoidance of doubt, concurrently with any reduction of the Revolving Credit Commitments pursuant to Section 2.10, the “Maximum LC Exposure” of each Issuing Bank shall not exceed such Issuing Bank’s Revolving Credit Commitment$30,000,000.

Appears in 1 contract

Samples: Credit Agreement (Mallinckrodt PLC)

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), the Borrower Company shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the respective Issuing Bank(sBank)) , for itself or on behalf of any L/C Account Party, to one or more the Issuing Bank(s) selected by it Bank and to the Administrative Agent (at least 2 Business Days (or such shorter period of time as such Issuing Bank may agree in its discretion) reasonably in advance of the requested date of issuance, amendment, renewal or extension) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extensionextension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section 2.04Section), the L/C Account Party or L/C Account Parties, the amount of such Letter of Credit, the identity of the Borrower or Restricted Subsidiary for whose account such Letter of Credit is to be issuedAgreed Currency applicable thereto, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the respective Issuing Bank(s)Bank, the Borrower Company also shall submit a letter of credit application on the Issuing Bank’s standard form of such Issuing Bank(s) in connection with any request for a Letter of Credit. 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 Borrower Company shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the aggregate Dollar Amount of the LC Exposure of all of the Issuing Banks (determined for these purposes without giving effect to the participations therein of the Revolving Credit Lenders pursuant to paragraph (d) of this Section 2.04) shall not exceed at any time the sum of (A) $500,000,000, plus (B) the amount of any increases in “Maximum LC Exposure” pursuant to a designation or increase as provided in the second and third succeeding sentences belowSublimit, (ii) the sum of the Dollar Amount of the total Revolving Credit Exposure Exposures shall not exceed the total Revolving Credit Commitments and (iii) the aggregate LC Exposure of each Issuing Bank (so determined) shall not exceed the amount that such Issuing Bank has agreed shall be its “Maximum LC Exposure” (except as otherwise agreed by such Issuing Bank in its sole discretion); provided that (x) Xxxxxxx Xxxxx Bank USA shall not be required to issue any commercial Letters of Credit and (y) no Issuing Bank shall be required to issue, amend, renew or extend any Letter of Credit to the extent that such issuance, amendment, renewal or extension would violate any policy of such Issuing Bank in respect thereof, and for the avoidance of doubt, the DB Letter of Credit shall be permitted to be outstanding hereunder notwithstanding this clause (iii). Any Issuing Bank listed in the table below hereby agrees that its “Maximum LC Exposure” shall be the amount set forth opposite the name of such Issuing Bank in such table: JPMorgan Chase Bank, N.A. $ 125,000,000 Citibank, N.A. $ 125,000,000 Mizuho Bank, Ltd. $ 125,000,000 Xxxxxxx Xxxxx Bank USA $ 125,000,000 The “Maximum LC Exposure” of any Issuing Bank that becomes such after the date hereof pursuant to a designation by the Borrower as contemplated in the definition of “Issuing Banks” shall be the amount specified in the written instrument contemplated by said definition. The “Maximum LC Exposure” of any Issuing Bank may be increased at any time pursuant to a written instrument executed and delivered between the Borrower, such Issuing Bank and the Administrative Agent. In no event shall any Revolving Credit Lender be obligated to increase its Maximum LC Exposure upon an increase of Revolving Credit Commitments pursuant to Section 2.08(d). For the avoidance of doubt, concurrently with any reduction of the Revolving Credit Commitments pursuant to Section 2.10, the “Maximum LC Exposure” of each Issuing Bank shall not exceed such Issuing Bank’s Revolving Credit Aggregate Commitment.

Appears in 1 contract

Samples: Credit Agreement (Masco Corp /De/)

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), the Applicable Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the respective Issuing Bank(s)Bank) to one or more the Issuing Bank(s) selected by it Bank and to the Administrative Agent (at least 2 Business Days (or such shorter period of time as such Issuing Bank may agree in its discretion) reasonably in advance of the requested date of issuance, amendment, renewal or extension, but in any case notice given not later than 11:00 a.m., New York City time, three Business Days prior to such date shall be deemed to be sufficient) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extensionextension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section 2.04Section), the amount of such Letter of Credit, the identity of the Borrower or Restricted Subsidiary for whose account such Letter of Credit is to be issued, the name and address of the beneficiary thereof thereof, and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the respective Issuing Bank(s)Bank, the Applicable Borrower also shall submit a letter of credit application on the Issuing Bank’s standard form of such Issuing Bank(s) in connection with any request for a Letter of Credit. 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 Applicable Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the aggregate LC Exposure of all of the Issuing Banks (determined for these purposes without giving effect to the participations therein of the Revolving Credit Lenders pursuant to paragraph (d) of this Section 2.04) shall not exceed at any time the sum of (A) $500,000,000, plus (B) the amount of any increases in “Maximum LC Exposure” pursuant to a designation or increase as provided in the second 25,000,000 and third succeeding sentences below, (ii) the sum of the total Revolving Credit Exposure Exposures shall not exceed the total Revolving Credit Commitments and (iii) the aggregate LC Exposure of each Issuing Bank (so determined) shall not exceed the amount that such Issuing Bank has agreed shall be its “Maximum LC Exposure” (except as otherwise agreed by such Issuing Bank in its sole discretion); provided that (x) Xxxxxxx Xxxxx Bank USA shall not be required to issue any commercial Letters of Credit and (y) no Issuing Bank shall be required to issue, amend, renew or extend any Letter of Credit to the extent that such issuance, amendment, renewal or extension would violate any policy of such Issuing Bank in respect thereof, and for the avoidance of doubt, the DB Letter of Credit shall be permitted to be outstanding hereunder notwithstanding this clause (iii). Any Issuing Bank listed in the table below hereby agrees that its “Maximum LC Exposure” shall be the amount set forth opposite the name of such Issuing Bank in such table: JPMorgan Chase Bank, N.A. $ 125,000,000 Citibank, N.A. $ 125,000,000 Mizuho Bank, Ltd. $ 125,000,000 Xxxxxxx Xxxxx Bank USA $ 125,000,000 The “Maximum LC Exposure” of any Issuing Bank that becomes such after the date hereof pursuant to a designation by the Borrower as contemplated in the definition of “Issuing Banks” shall be the amount specified in the written instrument contemplated by said definition. The “Maximum LC Exposure” of any Issuing Bank may be increased at any time pursuant to a written instrument executed and delivered between the Borrower, such Issuing Bank and the Administrative Agent. In no event shall any Revolving Credit Lender be obligated to increase its Maximum LC Exposure upon an increase of Revolving Credit Commitments pursuant to Section 2.08(d). For the avoidance of doubt, concurrently with any reduction of the Revolving Credit Commitments pursuant to Section 2.10, the “Maximum LC Exposure” of each Issuing Bank shall not exceed such Issuing Bank’s Revolving Credit CommitmentCommitments.

Appears in 1 contract

Samples: Credit Agreement (Select Comfort Corp)

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), the Borrower Representative US shall hand deliver or telecopy facsimile (or transmit by electronic communication, if arrangements for doing so have been approved by the respective Issuing Bank(s)Bank) to one or more the Issuing Bank(s) selected by it Bank and to the Administrative Agent (prior to 9:00 am, Chicago time, at least 2 three (3) Business Days (or such shorter period of time as such Issuing Bank may agree in its discretion) in advance of prior to the requested date of issuance, amendment, renewal or extension, or such shorter period of time as may be agreed to by the Administrative Agent and the Issuing Bank) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extensionextension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section 2.042.6(c)), the amount of such Letter of Credit, the identity of the Borrower or Restricted Subsidiary for whose account such Letter of Credit is to be issued, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the respective Issuing Bank(s)Bank, the requesting US Borrower also shall submit a letter of credit application on the Issuing Bank’s standard form of such Issuing Bank(s) in connection with any request for a Letter of Credit. 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 each US Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the aggregate LC Exposure of all of the Issuing Banks (determined for these purposes without giving effect to the participations therein of the Revolving Credit Lenders pursuant to paragraph (d) of this Section 2.04) shall not exceed at any time $50,000,000 and (ii) the sum of total US Revolving Exposures shall not exceed (A) $500,000,000the lesser of the total US Revolving Commitments and the US Borrowing Base, plus minus (B) the amount of any increases in “Maximum LC Exposure” pursuant to a designation or increase as provided in the second and third succeeding sentences belowCommitment Reserves, minus (iiC) the sum of the total Revolving Credit Exposure shall not exceed the total Revolving Credit Commitments and (iii) the aggregate LC Exposure of each Issuing Bank (so determined) shall not exceed the amount that such Issuing Bank has agreed shall be its “Maximum LC Exposure” (except as otherwise agreed by such Issuing Bank in its sole discretion); provided that (x) Xxxxxxx Xxxxx Bank USA shall not be required to issue any commercial Letters of Credit and (y) no Issuing Bank shall be required to issue, amend, renew or extend any Letter of Credit to the extent that such issuance, amendment, renewal or extension would violate any policy of such Issuing Bank in respect thereof, and for the avoidance of doubt, the DB Letter of Credit shall be permitted to be outstanding hereunder notwithstanding this clause (iii). Any Issuing Bank listed in the table below hereby agrees that its “Maximum LC Exposure” shall be the amount set forth opposite the name of such Issuing Bank in such table: JPMorgan Chase Bank, N.A. $ 125,000,000 Citibank, N.A. $ 125,000,000 Mizuho Bank, Ltd. $ 125,000,000 Xxxxxxx Xxxxx Bank USA $ 125,000,000 The “Maximum LC Exposure” of any Issuing Bank that becomes such after the date hereof pursuant to a designation by the Borrower as contemplated in the definition of “Issuing Banks” shall be the amount specified in the written instrument contemplated by said definition. The “Maximum LC Exposure” of any Issuing Bank may be increased at any time pursuant to a written instrument executed and delivered between the Borrower, such Issuing Bank and the Administrative Agent. In no event shall any Revolving Credit Lender be obligated to increase its Maximum LC Exposure upon an increase of Revolving Credit Commitments pursuant to Section 2.08(d). For the avoidance of doubt, concurrently with any reduction of the Revolving Credit Commitments pursuant to Section 2.10, the “Maximum LC Exposure” of each Issuing Bank shall not exceed such Issuing Bank’s Revolving Credit CommitmentAvailability Block.

Appears in 1 contract

Samples: Credit Agreement (Stewart & Stevenson LLC)

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the respective Issuing Bank(s)Bank) to one or more the Issuing Bank(s) selected by it Bank and to the Administrative Agent (at least 2 Business Days (or such shorter period of time as such Issuing Bank may agree in its discretion) reasonably in advance of the requested date of issuance, amendment, renewal or extension, but in any event no less than three Business Days, or such shorter time period acceptable to the Issuing Bank in its sole discretion) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extensionextension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section 2.04Section), the amount of such Letter of Credit, the identity of the Borrower or Restricted Subsidiary for whose account such Letter of Credit is to be issued, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the respective Issuing Bank(s)Bank, the Borrower also shall submit a letter of credit application on the Issuing Bank’s standard form of such Issuing Bank(s) in connection with any request for a Letter of Credit. A Without limiting anything in Article IV, 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 Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the aggregate LC Exposure of all of the Issuing Banks (determined for these purposes without giving effect to the participations therein of the Revolving Credit Lenders pursuant to paragraph (d) of this Section 2.04) shall not exceed at any time twenty-five percent (25%) of the sum of (A) $500,000,000, plus (B) the aggregate amount of any increases in “Maximum LC Exposure” pursuant to a designation or increase as provided in the second Lenders’ Commitments and third succeeding sentences below, (ii) the sum of the total Revolving aggregate Credit Exposure of all of the Lender shall not exceed the total Revolving Credit Commitments and (iii) the aggregate LC Exposure of each Issuing Bank (so determined) shall not exceed the amount that such Issuing Bank has agreed shall be its “Maximum LC Exposure” (except as otherwise agreed by such Issuing Bank in its sole discretion); provided that (x) Xxxxxxx Xxxxx Bank USA shall not be required to issue any commercial Letters of Credit and (y) no Issuing Bank shall be required to issue, amend, renew or extend any Letter of Credit to the extent that such issuance, amendment, renewal or extension would violate any policy of such Issuing Bank in respect thereof, and for the avoidance of doubt, the DB Letter of Credit shall be permitted to be outstanding hereunder notwithstanding this clause (iii). Any Issuing Bank listed in the table below hereby agrees that its “Maximum LC Exposure” shall be the amount set forth opposite the name of such Issuing Bank in such table: JPMorgan Chase Bank, N.A. $ 125,000,000 Citibank, N.A. $ 125,000,000 Mizuho Bank, Ltd. $ 125,000,000 Xxxxxxx Xxxxx Bank USA $ 125,000,000 The “Maximum LC Exposure” of any Issuing Bank that becomes such after the date hereof pursuant to a designation by the Borrower as contemplated in the definition of “Issuing Banks” shall be the amount specified in the written instrument contemplated by said definition. The “Maximum LC Exposure” of any Issuing Bank may be increased at any time pursuant to a written instrument executed and delivered between the Borrower, such Issuing Bank and the Administrative Agent. In no event shall any Revolving Credit Lender be obligated to increase its Maximum LC Exposure upon an increase of Revolving Credit Commitments pursuant to Section 2.08(d). For the avoidance of doubt, concurrently with any reduction of the Revolving Credit Commitments pursuant to Section 2.10, the “Maximum LC Exposure” of each Issuing Bank shall not exceed such Issuing Bank’s Revolving Credit CommitmentLoan Amount.

Appears in 1 contract

Samples: Credit Agreement (American Realty Capital Global Trust, Inc.)

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the respective applicable Issuing Bank(s)Bank) to one or more the applicable Issuing Bank(s) selected by it Bank and to the Administrative Agent (at least 2 Business Days (or such shorter period of time as such Issuing Bank may agree in its discretion) reasonably in advance of the requested date of issuance, amendment, renewal or extension) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extensionextension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section 2.04Section), the amount of such Letter of Credit, the identity of the Borrower or Restricted Subsidiary for whose account currency in which such Letter of Credit is to be issueddenominated (which shall be dollars or, subject to Section 2.20, an Alternative Currency) the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the respective applicable Issuing Bank(s)Bank, the Borrower also shall submit a letter of credit application on the Issuing Bank’s standard form of such Issuing Bank(s) in connection with any request for a Letter of Credit. 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 Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the aggregate Notional LC Exposure of all of the Issuing Banks (determined for these purposes without giving effect to the participations therein of the Revolving Credit Lenders pursuant to paragraph (d) of this Section 2.04) shall not exceed at any time the sum of (A) $500,000,000, plus (B) the amount of any increases in “Maximum LC Exposure” pursuant to a designation or increase as provided in the second 25,000,000 and third succeeding sentences below, (ii) the sum of the total Notional Revolving Credit Exposure Exposures shall not exceed the total Revolving Credit Commitments and (iii) the aggregate LC Exposure of each Issuing Bank (so determined) shall not exceed the amount that such Issuing Bank has agreed shall be its “Maximum LC Exposure” (except as otherwise agreed by such Issuing Bank in its sole discretion); provided that (x) Xxxxxxx Xxxxx Bank USA shall not be required to issue any commercial Letters of Credit and (y) no Issuing Bank shall be required to issue, amend, renew or extend any Letter of Credit to the extent that such issuance, amendment, renewal or extension would violate any policy of such Issuing Bank in respect thereof, and for the avoidance of doubt, the DB Letter of Credit shall be permitted to be outstanding hereunder notwithstanding this clause (iii). Any Issuing Bank listed in the table below hereby agrees that its “Maximum LC Exposure” shall be the amount set forth opposite the name of such Issuing Bank in such table: JPMorgan Chase Bank, N.A. $ 125,000,000 Citibank, N.A. $ 125,000,000 Mizuho Bank, Ltd. $ 125,000,000 Xxxxxxx Xxxxx Bank USA $ 125,000,000 The “Maximum LC Exposure” of any Issuing Bank that becomes such after the date hereof pursuant to a designation by the Borrower as contemplated in the definition of “Issuing Banks” shall be the amount specified in the written instrument contemplated by said definition. The “Maximum LC Exposure” of any Issuing Bank may be increased at any time pursuant to a written instrument executed and delivered between the Borrower, such Issuing Bank and the Administrative Agent. In no event shall any Revolving Credit Lender be obligated to increase its Maximum LC Exposure upon an increase of Revolving Credit Commitments pursuant to Section 2.08(d). For the avoidance of doubt, concurrently with any reduction of the Revolving Credit Commitments pursuant to Section 2.10, the “Maximum LC Exposure” of each Issuing Bank shall not exceed such Issuing Bank’s Revolving Credit CommitmentCommitments.

Appears in 1 contract

Samples: Credit Agreement (On Semiconductor Corp)

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), the applicable Borrower shall hand deliver or telecopy (or transmit including by electronic communication, if arrangements for doing so have been approved by the respective relevant Issuing Bank(s)Bank) to one or more the relevant Issuing Bank(s) selected by it Bank and to the Administrative Agent (at least 2 Business Days (or such shorter period of time as such Issuing Bank may agree in its discretion) reasonably in advance of the requested date of issuance, amendment, renewal or extension, but in any event no less than three (3) Business Days unless the Administrative Agent and such Issuing Bank shall otherwise agree) a written notice pursuant to, and in accordance with, Section 9.01 requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extensionextension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section 2.04Section), the amount of such Letter of Credit, the identity of the Borrower or Restricted Subsidiary for whose account such Letter of Credit is to be issuedAgreed Currency applicable thereto, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the respective an Issuing Bank(s)Bank, the applicable Borrower also shall submit a letter of credit application on the such Issuing Bank’s standard form of such Issuing Bank(s) in connection with any request for a Letter of Credit. 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 applicable Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) subject to Sections 2.04 and 2.11(b), the aggregate Dollar Amount of the LC Exposure shall not exceed the sum of the total Applicable LC Sublimits of all of the Issuing Banks (determined for these purposes without giving effect to the participations therein of the Revolving Credit Lenders pursuant to paragraph (d) of this Section 2.04) shall not exceed at any time the sum of (A) $500,000,000, plus (B) the amount of any increases in “Maximum LC Exposure” pursuant to a designation or increase as provided in the second and third succeeding sentences belowBanks, (ii) subject to Sections 2.04 and 2.11(b), the sum Dollar Amount of the total Total Revolving Credit Exposures shall not exceed the aggregate Revolving Commitments, (iii) subject to Sections 2.04 and 2.11(b), the Dollar Amount of each Lender’s Revolving Credit Exposure shall not exceed the total such Lender’s Revolving Credit Commitments Commitment and (iiiiv) subject to Sections 2.04 and 2.11(b), the Dollar Amount of the aggregate LC Exposure face amount of each Issuing Bank (so determined) shall not exceed the amount that such Issuing Bank has agreed shall be its “Maximum LC Exposure” (except as otherwise agreed by such Issuing Bank in its sole discretion); provided that (x) Xxxxxxx Xxxxx Bank USA shall not be required to issue any commercial all Letters of Credit issued and (y) no Issuing Bank shall be required to issue, amend, renew or extend then outstanding by any Letter of Credit to the extent that such issuance, amendment, renewal or extension would violate any policy of such Issuing Bank in respect thereof, and for the avoidance of doubt, the DB Letter of Credit shall be permitted to be outstanding hereunder notwithstanding this clause (iii). Any Issuing Bank listed in the table below hereby agrees that its “Maximum LC Exposure” shall be the amount set forth opposite the name of such Issuing Bank in such table: JPMorgan Chase Bank, N.A. $ 125,000,000 Citibank, N.A. $ 125,000,000 Mizuho Bank, Ltd. $ 125,000,000 Xxxxxxx Xxxxx Bank USA $ 125,000,000 The “Maximum LC Exposure” of any Issuing Bank that becomes such after the date hereof pursuant to a designation by the Borrower as contemplated in the definition of “Issuing Banks” shall be the amount specified in the written instrument contemplated by said definition. The “Maximum LC Exposure” of any Issuing Bank may be increased at any time pursuant to a written instrument executed and delivered between the Borrower, such Issuing Bank and the Administrative Agent. In no event shall any Revolving Credit Lender be obligated to increase its Maximum LC Exposure upon an increase of Revolving Credit Commitments pursuant to Section 2.08(d). For the avoidance of doubt, concurrently with any reduction of the Revolving Credit Commitments pursuant to Section 2.10, the “Maximum LC Exposure” of each Issuing Bank shall not exceed such Issuing Bank’s Revolving Credit CommitmentApplicable LC Sublimit.

Appears in 1 contract

Samples: Credit Agreement (Hillenbrand, Inc.)

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), the Borrower Representative shall deliver by hand deliver or telecopy facsimile (or transmit by electronic communicationcommunicationthrough Electronic System, if arrangements for doing so have been approved by the respective Issuing Bank(s)Bank) to one or more the Issuing Bank(s) selected by it Bank and to the Administrative Agent (prior to 9:00 am, Chicago time, at least 2 three Business Days (or such shorter period of time as such Issuing Bank may agree in its discretion) in advance of prior to the requested date of issuance, amendment, renewal or extension) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extensionextension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section 2.04Section), the amount of such Letter of Credit, the identity of the Borrower or Restricted Subsidiary for whose account such Letter of Credit is to be issued, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the respective Issuing Bank(s)BankIn addition, as a condition to any such Letter of Credit issuance, the applicable Borrower also alsoshall have entered into a continuing agreement (or other letter of credit agreement) for the issuance of letters of credit and/or shall submit a letter of credit application on onin each case, as required by the Issuing Bank’sBank and using such Issuing Bank's standard form of such Issuing Bank(s) in connection with any request for a(each, a Letter of CreditCredit Agreement”). 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 Borrower Borrowers shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the aggregate LC Exposure of all of the Issuing Banks (determined for these purposes without giving effect to the participations therein of the Revolving Credit Lenders pursuant to paragraph (d) of this Section 2.04) shall not exceed at any time the sum of (A) $500,000,000, plus (B) the amount of any increases in “Maximum LC Exposure” pursuant to a designation or increase as provided in the second 20,000,000 and third succeeding sentences below, (ii) the sum of the total Aggregate Revolving Credit Exposure Exposures shall not exceed the total Revolving Credit Commitments and lesser of (iiix) the aggregate LC Exposure of each Issuing Bank (so determined) shall not exceed Revolving Commitments minus the amount that such Issuing Bank has agreed shall be its “Maximum LC Exposure” (except as otherwise agreed by such Issuing Bank in its sole discretion); provided that (x) Xxxxxxx Xxxxx Bank USA shall not be required to issue any commercial Letters of Credit Availability Block, and (y) no Issuing Bank shall be required to issue, amend, renew or extend any Letter of Credit to the extent that such issuance, amendment, renewal or extension would violate any policy of such Issuing Bank in respect thereof, and for the avoidance of doubt, the DB Letter of Credit shall be permitted to be outstanding hereunder notwithstanding this clause (iii). Any Issuing Bank listed in the table below hereby agrees that its “Maximum LC Exposure” shall be the amount set forth opposite the name of such Issuing Bank in such table: JPMorgan Chase Bank, N.A. $ 125,000,000 Citibank, N.A. $ 125,000,000 Mizuho Bank, Ltd. $ 125,000,000 Xxxxxxx Xxxxx Bank USA $ 125,000,000 The “Maximum LC Exposure” of any Issuing Bank that becomes such after the date hereof pursuant to a designation by the Borrower as contemplated in the definition of “Issuing Banks” shall be the amount specified in the written instrument contemplated by said definition. The “Maximum LC Exposure” of any Issuing Bank may be increased at any time pursuant to a written instrument executed and delivered between the Borrower, such Issuing Bank and the Administrative Agent. In no event shall any Revolving Credit Lender be obligated to increase its Maximum LC Exposure upon an increase of Revolving Credit Commitments pursuant to Section 2.08(d). For the avoidance of doubt, concurrently with any reduction of the Revolving Credit Commitments pursuant to Section 2.10, the “Maximum LC Exposure” of each Issuing Bank shall not exceed such Issuing Bank’s Revolving Credit CommitmentBorrowing Base.

Appears in 1 contract

Samples: Credit Agreement (U.S. Auto Parts Network, Inc.)

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the respective Issuing Bank(s)Bank) to one or more the Issuing Bank(s) selected by it Bank and to the Administrative Agent (at least 2 two Business Days (or such shorter period of time as such Issuing Bank may agree in its discretion) or, if reasonable, less than two Business Days in advance of the requested date of issuance, amendment, renewal or extension) a notice substantially in the form attached as Exhibit E requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extensionextension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section 2.04Section), the amount of such Letter of Credit, the identity of the Borrower or Restricted Subsidiary for whose account such Letter of Credit is to be issued, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the respective Issuing Bank(s)Bank no later than upon its receipt of a notice from the Borrower requesting the issuance of a Letter of Credit, the Borrower also shall submit a letter of credit application on the Issuing Bank’s standard form of such Issuing Bank(s) in connection with any request for a Letter of Credit. 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 by the Borrower shall be deemed to represent and warrant that), Issuing Bank in accordance with the notice with respect thereto received from the Borrower; provided that after giving effect to such issuance, amendment, renewal or extension (i) the aggregate LC L/C Exposure of all of the Issuing Banks (determined for these purposes without giving effect to the participations therein of the Revolving Credit Lenders pursuant to paragraph (d) of this Section 2.04) shall not exceed at any time the sum of (A) $500,000,000, plus (B) the amount of any increases in “Maximum LC Exposure” pursuant to a designation or increase as provided in the second 200,000,000 and third succeeding sentences below, (ii) the sum of the Lenders’ total Revolving Credit Exposure Exposures shall not exceed the Lenders’ total Revolving Credit Commitments and (iii) the aggregate LC Exposure of each Issuing Bank (so determined) shall not exceed the amount that such Issuing Bank has agreed shall be its “Maximum LC Exposure” (except as otherwise agreed by such Issuing Bank in its sole discretion); provided that (x) Xxxxxxx Xxxxx Bank USA shall not be required to issue any commercial Letters of Credit and (y) no Issuing Bank shall be required to issue, amend, renew or extend any Letter of Credit to the extent that such issuance, amendment, renewal or extension would violate any policy of such Issuing Bank in respect thereof, and for the avoidance of doubt, the DB Letter of Credit shall be permitted to be outstanding hereunder notwithstanding this clause (iii). Any Issuing Bank listed in the table below hereby agrees that its “Maximum LC Exposure” shall be the amount set forth opposite the name of such Issuing Bank in such table: JPMorgan Chase Bank, N.A. $ 125,000,000 Citibank, N.A. $ 125,000,000 Mizuho Bank, Ltd. $ 125,000,000 Xxxxxxx Xxxxx Bank USA $ 125,000,000 The “Maximum LC Exposure” of any Issuing Bank that becomes such after the date hereof pursuant to a designation by the Borrower as contemplated in the definition of “Issuing Banks” shall be the amount specified in the written instrument contemplated by said definition. The “Maximum LC Exposure” of any Issuing Bank may be increased at any time pursuant to a written instrument executed and delivered between the Borrower, such Issuing Bank and the Administrative Agent. In no event shall any Revolving Credit Lender be obligated to increase its Maximum LC Exposure upon an increase of Revolving Credit Commitments pursuant to Section 2.08(d). For the avoidance of doubt, concurrently with any reduction of the Revolving Credit Commitments pursuant to Section 2.10, the “Maximum LC Exposure” of each Issuing Bank shall not exceed such Issuing Bank’s Revolving Credit CommitmentCommitments.

Appears in 1 contract

Samples: Credit Agreement (Medco Health Solutions Inc)

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), the Borrower NDS Finance shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the respective applicable Issuing Bank(s)Bank) to one or more the applicable Issuing Bank(s) selected by it Bank and to the Administrative Applicable Agent (at least 2 Business Days (or such shorter period of time as such Issuing Bank may agree in its discretion) reasonably in advance of the requested date of issuance, amendment, renewal or extension) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extensionextension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section 2.04Section), the amount of such Letter of Credit, the identity of the Borrower or Restricted Subsidiary for whose account currency in which such Letter of Credit is to be issueddenominated (which shall be dollars, Euros or Sterling), the name and address of the beneficiary thereof and such other information as shall be necessary to enable the applicable Issuing Bank to prepare, amend, renew or extend such Letter of Credit. If requested by the respective such Issuing Bank(s)Bank, the Borrower NDS Finance also shall submit a letter of credit application on the such Issuing Bank’s standard form of such Issuing Bank(s) in connection with any request for a Letter of Credit. 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 Borrower NDS Finance shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension extension, (i) the aggregate LC Exposure of all of the Issuing Banks (determined for these purposes without giving effect to the participations therein of the Revolving Credit Lenders pursuant to paragraph (d) of this Section 2.04) shall not exceed at any time the sum of (A) $500,000,000, plus (B) the amount of any increases in “Maximum LC Exposure” pursuant to a designation or increase as provided in the second 25,000,000 and third succeeding sentences below, (ii) the sum of the total aggregate Revolving Credit Exposure Exposures shall not exceed the total aggregate Revolving Credit Commitments and (iii) the aggregate LC Exposure of each Issuing Bank (so determined) shall not exceed the amount that such Issuing Bank has agreed shall be its “Maximum LC Exposure” (except as otherwise agreed by such Issuing Bank in its sole discretion); provided that (x) Xxxxxxx Xxxxx Bank USA shall not be required to issue any commercial Letters of Credit and (y) no Issuing Bank shall be required to issue, amend, renew or extend any Letter of Credit to the extent that such issuance, amendment, renewal or extension would violate any policy of such Issuing Bank in respect thereof, and for the avoidance of doubt, the DB Letter of Credit shall be permitted to be outstanding hereunder notwithstanding this clause (iii). Any Issuing Bank listed in the table below hereby agrees that its “Maximum LC Exposure” shall be the amount set forth opposite the name of such Issuing Bank in such table: JPMorgan Chase Bank, N.A. $ 125,000,000 Citibank, N.A. $ 125,000,000 Mizuho Bank, Ltd. $ 125,000,000 Xxxxxxx Xxxxx Bank USA $ 125,000,000 The “Maximum LC Exposure” of any Issuing Bank that becomes such after the date hereof pursuant to a designation by the Borrower as contemplated in the definition of “Issuing Banks” shall be the amount specified in the written instrument contemplated by said definition. The “Maximum LC Exposure” of any Issuing Bank may be increased at any time pursuant to a written instrument executed and delivered between the Borrower, such Issuing Bank and the Administrative Agent. In no event shall any Revolving Credit Lender be obligated to increase its Maximum LC Exposure upon an increase of Revolving Credit Commitments pursuant to Section 2.08(d). For the avoidance of doubt, concurrently with any reduction of the Revolving Credit Commitments pursuant to Section 2.10, the “Maximum LC Exposure” of each Issuing Bank shall not exceed such Issuing Bank’s Revolving Credit CommitmentCommitments.

Appears in 1 contract

Samples: Credit Agreement (NDS Group Holdings, LTD)

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the respective Issuing Bank(s)Bank) to one or more the Issuing Bank(s) selected by it Bank and to the Administrative Agent (at least 2 Business Days (or such shorter period of time as such Issuing Bank may agree in its discretion) reasonably in advance of the requested date of issuance, amendment, renewal or extensionextension but in any case, notice given not later than 1:00 p.m. New York City time, three Business Days prior to such date shall be deemed sufficient) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extensionextension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section 2.04Section), the amount of such Letter of Credit, the identity of the Borrower or Restricted Subsidiary for whose account such Letter of Credit is to be issued, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the respective Issuing Bank(s)Bank, the Borrower also shall submit a letter of credit application on the Issuing Bank’s standard form of such Issuing Bank(s) in connection with any request for a Letter of Credit. 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 Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the aggregate LC Exposure of all of the Issuing Banks (determined for these purposes without giving effect to the participations therein of the Revolving Credit Lenders pursuant to paragraph (d) of this Section 2.04) shall not exceed at any time the sum of (A) $500,000,000, plus (B) the amount of any increases in “Maximum LC Exposure” pursuant to a designation or increase as provided in the second 15,000,000 and third succeeding sentences below, (ii) the sum of the total Revolving Credit Exposure Exposures shall not exceed the total Revolving Credit Commitments and (iii) the aggregate LC Exposure of each Issuing Bank (so determined) shall not exceed the amount that such Issuing Bank has agreed shall be its “Maximum LC Exposure” (except as otherwise agreed by such Issuing Bank in its sole discretion); provided that (x) Xxxxxxx Xxxxx Bank USA shall not be required to issue any commercial Letters of Credit and (y) no Issuing Bank shall be required to issue, amend, renew or extend any Letter of Credit to the extent that such issuance, amendment, renewal or extension would violate any policy of such Issuing Bank in respect thereof, and for the avoidance of doubt, the DB Letter of Credit shall be permitted to be outstanding hereunder notwithstanding this clause (iii). Any Issuing Bank listed in the table below hereby agrees that its “Maximum LC Exposure” shall be the amount set forth opposite the name of such Issuing Bank in such table: JPMorgan Chase Bank, N.A. $ 125,000,000 Citibank, N.A. $ 125,000,000 Mizuho Bank, Ltd. $ 125,000,000 Xxxxxxx Xxxxx Bank USA $ 125,000,000 The “Maximum LC Exposure” of any Issuing Bank that becomes such after the date hereof pursuant to a designation by the Borrower as contemplated in the definition of “Issuing Banks” shall be the amount specified in the written instrument contemplated by said definition. The “Maximum LC Exposure” of any Issuing Bank may be increased at any time pursuant to a written instrument executed and delivered between the Borrower, such Issuing Bank and the Administrative Agent. In no event shall any Revolving Credit Lender be obligated to increase its Maximum LC Exposure upon an increase of Revolving Credit Commitments pursuant to Section 2.08(d). For the avoidance of doubt, concurrently with any reduction of the Revolving Credit Commitments pursuant to Section 2.10, the “Maximum LC Exposure” of each Issuing Bank shall not exceed such Issuing Bank’s Revolving Credit CommitmentCommitments.

Appears in 1 contract

Samples: Credit Agreement (Arbitron Inc)

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of CreditCredit (other than an automatic renewal permitted pursuant to paragraph (c) of this Section), the Borrower shall hand deliver or telecopy fax (or transmit by electronic communication, if arrangements for doing so have been approved by the respective Issuing Bank(s)recipient) to one or more the applicable Issuing Bank(s) selected by it Bank and to the Administrative Agent (at least 2 Business Days (or such shorter period of time as such Issuing Bank may agree in its discretion) Agent, reasonably in advance of the requested date of issuance, amendment, renewal or extension) , a notice notice, substantially in the form of Exhibit K, requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the requested date of issuance, amendment, renewal or extensionextension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section 2.04Section), the face amount of such Letter of Credit, the identity of the Borrower or Restricted Subsidiary for whose account such Letter of Credit is to be issued, the name and address of the beneficiary thereof and such other information as shall be reasonably necessary to enable the applicable Issuing Bank to prepare, amend, renew or extend such Letter of Credit. If requested by the respective applicable Issuing Bank(s)Bank, the Borrower also shall submit a letter of credit application on the such Issuing Bank's standard form of such Issuing Bank(s) in connection with any request for a Letter of Creditsuch request. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon each issuance, amendment, renewal or extension of each any Letter of Credit the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension extension, (i) the aggregate LC Exposure of all of the Issuing Banks (determined for these purposes without giving effect to the participations therein of the Revolving Credit Lenders pursuant to paragraph (d) of this Section 2.04) shall will not exceed at any time the sum of (A) $500,000,000, plus (B) the amount of any increases in “Maximum LC Exposure” pursuant to a designation or increase as provided in the second 50,000,000 and third succeeding sentences below, (ii) the sum of the total Revolving Credit Aggregate Exposure shall will not exceed the total Revolving Credit Commitments and (iii) the aggregate LC Exposure of each Aggregate Commitment. Each Issuing Bank (so determined) agrees that it shall not exceed the amount that such Issuing Bank has agreed shall be its “Maximum LC Exposure” (except as otherwise agreed by such Issuing Bank in its sole discretion); provided that (x) Xxxxxxx Xxxxx Bank USA shall not be required to issue permit any commercial Letters of Credit and (y) no Issuing Bank shall be required to issue, amend, renew or extend any Letter of Credit to the extent that such issuance, amendment, renewal or extension would violate any policy of such Issuing Bank in respect thereof, and for the avoidance of doubt, the DB a Letter of Credit to occur unless it shall be permitted have given to be outstanding hereunder notwithstanding this clause (iii). Any Issuing Bank listed in the table below hereby agrees that its “Maximum LC Exposure” shall be the amount set forth opposite the name of such Issuing Bank in such table: JPMorgan Chase Bank, N.A. $ 125,000,000 Citibank, N.A. $ 125,000,000 Mizuho Bank, Ltd. $ 125,000,000 Xxxxxxx Xxxxx Bank USA $ 125,000,000 The “Maximum LC Exposure” of any Issuing Bank that becomes such after the date hereof pursuant to a designation by the Borrower as contemplated in the definition of “Issuing Banks” shall be the amount specified in the written instrument contemplated by said definition. The “Maximum LC Exposure” of any Issuing Bank may be increased at any time pursuant to a written instrument executed and delivered between the Borrower, such Issuing Bank and the Administrative Agent. In no event shall any Revolving Credit Lender be obligated to increase its Maximum LC Exposure upon an increase Agent written notice thereof required under paragraph (l) of Revolving Credit Commitments pursuant to Section 2.08(d). For the avoidance of doubt, concurrently with any reduction of the Revolving Credit Commitments pursuant to Section 2.10, the “Maximum LC Exposure” of each Issuing Bank shall not exceed such Issuing Bank’s Revolving Credit Commitmentthis Section.

Appears in 1 contract

Samples: Credit Agreement (Cincinnati Bell Inc)

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the respective Issuing Bank(s)Bank) to one or more the Issuing Bank(s) selected by it Bank and to the Administrative Agent (at least 2 Business Days (or such shorter period of time as such Issuing Bank may agree in its discretion) reasonably in advance of the requested date of issuance, amendment, renewal or extension, but in any event no less than three Business Days, or such shorter time period acceptable to the Issuing Bank in its sole discretion) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extensionextension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section 2.04Section), the amount of such Letter of Credit, the identity of the Borrower or Restricted Subsidiary for whose account such Letter of Credit is to be issued, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the respective Issuing Bank(s)Bank, the Borrower also shall submit a letter of credit application on the Issuing Bank’s standard form of such Issuing Bank(s) in connection with any request for a Letter of Credit. A Without limiting anything in Article IV, 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 Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the aggregate LC Exposure of all of the Issuing Banks (determined for these purposes without giving effect to the participations therein of the Revolving Credit Lenders pursuant to paragraph (d) of this Section 2.04) shall not exceed at any time the sum of (A) $500,000,000, plus (B) the amount of any increases in “Maximum LC Exposure” pursuant to a designation or increase as provided in the second 20,000,000 and third succeeding sentences below, (ii) the sum of the total Revolving aggregate Credit Exposure of all of the Lender shall not exceed the total Revolving Credit Commitments and (iii) the aggregate LC Exposure of each Issuing Bank (so determined) shall not exceed the amount that such Issuing Bank has agreed shall be its “Maximum LC Exposure” (except as otherwise agreed by such Issuing Bank in its sole discretion); provided that (x) Xxxxxxx Xxxxx Bank USA shall not be required to issue any commercial Letters of Credit and (y) no Issuing Bank shall be required to issue, amend, renew or extend any Letter of Credit to the extent that such issuance, amendment, renewal or extension would violate any policy of such Issuing Bank in respect thereof, and for the avoidance of doubt, the DB Letter of Credit shall be permitted to be outstanding hereunder notwithstanding this clause (iii). Any Issuing Bank listed in the table below hereby agrees that its “Maximum LC Exposure” shall be the amount set forth opposite the name of such Issuing Bank in such table: JPMorgan Chase Bank, N.A. $ 125,000,000 Citibank, N.A. $ 125,000,000 Mizuho Bank, Ltd. $ 125,000,000 Xxxxxxx Xxxxx Bank USA $ 125,000,000 The “Maximum LC Exposure” of any Issuing Bank that becomes such after the date hereof pursuant to a designation by the Borrower as contemplated in the definition of “Issuing Banks” shall be the amount specified in the written instrument contemplated by said definition. The “Maximum LC Exposure” of any Issuing Bank may be increased at any time pursuant to a written instrument executed and delivered between the Borrower, such Issuing Bank and the Administrative Agent. In no event shall any Revolving Credit Lender be obligated to increase its Maximum LC Exposure upon an increase of Revolving Credit Commitments pursuant to Section 2.08(d). For the avoidance of doubt, concurrently with any reduction of the Revolving Credit Commitments pursuant to Section 2.10, the “Maximum LC Exposure” of each Issuing Bank shall not exceed such Issuing Bank’s Revolving Credit CommitmentLoan Amount.

Appears in 1 contract

Samples: Credit Agreement (American Realty Capital Trust V, Inc.)

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), the Borrower Company shall hand deliver or telecopy facsimile (or transmit by electronic communication, if arrangements for doing so have been approved by the respective Issuing Bank(s)Bank) to one or more an Issuing Bank(s) selected by it Bank and to the Administrative Agent (at least 2 Business Days (or such shorter period of time as such Issuing Bank may agree in its discretion) reasonably in advance of the requested date of issuance, amendment, renewal or extension) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, the date of issuance, amendment, renewal or extensionextension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section 2.04Section), the currency and amount of such Letter of Credit, the identity of the Borrower or Restricted Subsidiary for whose account such Letter of Credit is to be issued, the name and address of the beneficiary thereof and such other information as shall be necessary to enable the Issuing Bank to prepare, amend, renew or extend such Letter of Credit. If requested by the respective Issuing Bank(s)Bank, the Borrower Company also shall submit a letter of credit application on the Issuing Bank’s standard form of such Issuing Bank(s) in connection with any request for a Letter of Credit. 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 Borrower Company shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension extension, (i) the aggregate LC Exposure of all of the Issuing Banks (determined for these purposes without giving effect to the participations therein of the Revolving Credit Lenders pursuant to paragraph (d) of this Section 2.04) shall will not exceed at any time the sum of (A) $500,000,000, plus (B) the amount of any increases in “Maximum LC Exposure” pursuant to a designation or increase as provided in the second and third succeeding sentences below50,000,000, (ii) the sum portion of the total Revolving LC Exposure attributable to Letters of Credit Exposure shall issued by any Issuing Bank will not exceed the total Revolving Credit Commitments and LC Commitment of such Issuing Bank, (iii) the aggregate LC Revolving Exposure of each Issuing Bank any Lender will not exceed its Revolving Commitment and (so determinediv) shall the Aggregate Revolving Exposure will not exceed the aggregate amount that such Issuing Bank has agreed shall be its “Maximum LC Exposure” (except as otherwise agreed by such Issuing Bank in its sole discretion); provided that (x) Xxxxxxx Xxxxx Bank USA shall not be required to issue any commercial Letters of Credit and (y) no Issuing Bank shall be required to issue, amend, renew or extend any Letter of Credit to the extent that such issuance, amendment, renewal or extension would violate any policy of such Issuing Bank in respect thereof, and for the avoidance of doubt, the DB Letter of Credit shall be permitted to be outstanding hereunder notwithstanding this clause (iii). Any Issuing Bank listed in the table below hereby agrees that its “Maximum LC Exposure” shall be the amount set forth opposite the name of such Issuing Bank in such table: JPMorgan Chase Bank, N.A. $ 125,000,000 Citibank, N.A. $ 125,000,000 Mizuho Bank, Ltd. $ 125,000,000 Xxxxxxx Xxxxx Bank USA $ 125,000,000 The “Maximum LC Exposure” of any Issuing Bank that becomes such after the date hereof pursuant to a designation by the Borrower as contemplated in the definition of “Issuing Banks” shall be the amount specified in the written instrument contemplated by said definition. The “Maximum LC Exposure” of any Issuing Bank may be increased at any time pursuant to a written instrument executed and delivered between the Borrower, such Issuing Bank and the Administrative Agent. In no event shall any Revolving Credit Lender be obligated to increase its Maximum LC Exposure upon an increase of Revolving Credit Commitments pursuant to Section 2.08(d). For the avoidance of doubt, concurrently with any reduction of the Revolving Credit Commitments pursuant to Section 2.10, the “Maximum LC Exposure” of each Issuing Bank shall not exceed such Issuing Bank’s Revolving Credit CommitmentCommitments.

Appears in 1 contract

Samples: Credit Agreement (Waters Corp /De/)

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the respective applicable Issuing Bank(s)Bank) to one or more the applicable Issuing Bank(s) selected by it Bank and to the Administrative Agent (at least 2 Business Days (or such shorter period of time as such Issuing Bank may agree in its discretion) reasonably in advance of the requested date of issuance, amendment, renewal or extension) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extensionextension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section 2.04Section), the amount of such Letter of Credit, the identity of the Borrower or Restricted Subsidiary for whose account currency in which such Letter of Credit is to be issued, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the respective Issuing Bank(s), the Borrower also shall submit a letter of credit application on the standard form of such Issuing Bank(s) in connection with any request for a Letter of Credit. 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 Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the aggregate LC Exposure of all of the Issuing Banks (determined for these purposes without giving effect to the participations therein of the Revolving Credit Lenders pursuant to paragraph (d) of this Section 2.04) shall not exceed at any time the sum of (A) $500,000,000, plus (B) the amount of any increases in “Maximum LC Exposure” pursuant to a designation or increase as provided in the second and third succeeding sentences below, (ii) the sum of the total Revolving Credit Exposure Exposures shall not exceed the total Commitments, no Lender’s Revolving Exposures shall exceed such Lender’s Commitment and the Outstanding Credit Commitments and (iii) the aggregate LC Exposure of each Issuing Bank (so determined) shall not exceed the amount that such Issuing Bank has agreed shall be its “Maximum LC Exposure” (except as otherwise agreed by such Issuing Bank in its sole discretion); provided that (x) Xxxxxxx Xxxxx Bank USA shall not be required to issue any commercial Letters of Credit and (y) no Issuing Bank shall be required to issue, amend, renew or extend any Letter of Credit to the extent that such issuance, amendment, renewal or extension would violate any policy of such Issuing Bank in respect thereof, and for the avoidance of doubt, the DB Letter of Credit shall be permitted to be outstanding hereunder notwithstanding this clause (iii). Any Issuing Bank listed in the table below hereby agrees that its “Maximum LC Exposure” shall be the amount set forth opposite the name of such Issuing Bank in such table: JPMorgan Chase Bank, N.A. $ 125,000,000 Citibank, N.A. $ 125,000,000 Mizuho Bank, Ltd. $ 125,000,000 Xxxxxxx Xxxxx Bank USA $ 125,000,000 The “Maximum LC Exposure” of any Issuing Bank that becomes such after the date hereof pursuant to a designation by the Borrower as contemplated in the definition of “Issuing Banks” shall be the amount specified in the written instrument contemplated by said definition. The “Maximum LC Exposure” of any Issuing Bank may be increased at any time pursuant to a written instrument executed and delivered between the Borrower, such Issuing Bank and the Administrative Agent. In no event shall any Revolving Credit Lender be obligated to increase its Maximum LC Exposure upon an increase of Revolving Credit Commitments pursuant to Section 2.08(d). For the avoidance of doubt, concurrently with any reduction of the Revolving Credit Commitments pursuant to Section 2.10, the “Maximum LC Exposure” of each Issuing Bank shall not exceed such Issuing Bank’s Revolving Credit Commitmenttotal Commitments.

Appears in 1 contract

Samples: Credit Agreement (Leggett & Platt Inc)

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To (i) In order to request the issuance of a Letter of Credit (or the amendmentto amend, renewal renew or extension of extend an outstanding existing Letter of Credit), the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by fax to the respective Issuing Bank(s)) to one or more Issuing Bank(s) selected by it Bank and to the Administrative Agent (at least 2 Business Days (or such shorter period of time as such Issuing Bank may agree in its discretion) reasonably in advance of the requested date of issuance, amendment, renewal or extension) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, the date of issuance, amendment, renewal or extension, the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section 2.04below), the amount of such Letter of Credit, the identity of the Borrower or Restricted Subsidiary for whose account such Letter of Credit is to be issued, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend prepare such Letter of Credit. If requested by The Issuing Bank shall promptly (i) notify the respective Issuing Bank(s), Administrative Agent in writing of the Borrower also shall submit a letter amount and expiry date of credit application on the standard form of such Issuing Bank(s) in connection with any request for a each Letter of CreditCredit issued by it and (ii) provide a copy of each such Letter of Credit (and any amendments, renewals or extensions thereof) to the Administrative Agent. A Letter of Credit shall be issued, amended, renewed or extended only if (if, and upon issuance, amendment, renewal or extension of each Letter of Credit the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the aggregate LC L/C Exposure of all of the Issuing Banks (determined for these purposes without giving effect to the participations therein of the Revolving Credit Lenders pursuant to paragraph (d) of this Section 2.04) shall not exceed at any time the sum of (A) $500,000,000, plus (B) the amount of any increases in “Maximum LC Exposure” pursuant to a designation or increase as provided in the second 20,000,000 and third succeeding sentences below, (ii) the sum of the total Aggregate Revolving Credit Exposure shall not exceed the total Revolving Credit Commitments and (iii) the aggregate LC Exposure of each Issuing Bank (so determined) shall not exceed the amount that such Issuing Bank has agreed shall be its “Maximum LC Exposure” (except as otherwise agreed by such Issuing Bank in its sole discretion); provided that (x) Xxxxxxx Xxxxx Bank USA shall not be required to issue any commercial Letters of Credit and (y) no Issuing Bank shall be required to issue, amend, renew or extend any Letter of Credit to the extent that such issuance, amendment, renewal or extension would violate any policy of such Issuing Bank in respect thereof, and for the avoidance of doubt, the DB Letter of Credit shall be permitted to be outstanding hereunder notwithstanding this clause (iii). Any Issuing Bank listed in the table below hereby agrees that its “Maximum LC Exposure” shall be the amount set forth opposite the name of such Issuing Bank in such table: JPMorgan Chase Bank, N.A. $ 125,000,000 Citibank, N.A. $ 125,000,000 Mizuho Bank, Ltd. $ 125,000,000 Xxxxxxx Xxxxx Bank USA $ 125,000,000 The “Maximum LC Exposure” of any Issuing Bank that becomes such after the date hereof pursuant to a designation by the Borrower as contemplated in the definition of “Issuing Banks” shall be the amount specified in the written instrument contemplated by said definition. The “Maximum LC Exposure” of any Issuing Bank may be increased at any time pursuant to a written instrument executed and delivered between the Borrower, such Issuing Bank and the Administrative Agent. In no event shall any Revolving Credit Lender be obligated to increase its Maximum LC Exposure upon an increase of Revolving Credit Commitments pursuant to Section 2.08(d). For the avoidance of doubt, concurrently with any reduction of the Revolving Credit Commitments pursuant to Section 2.10, the “Maximum LC Exposure” of each Issuing Bank shall not exceed such Issuing Bank’s Total Revolving Credit Commitment. (ii) The Issuing Bank shall provide Letter of Credit activity reports to the Administrative Agent (A) monthly on the last Business Day of each month and (B) weekly for the two weeks preceding the end of each fiscal quarter, with the report for the last week of the fiscal quarter to be delivered the Business Day prior to the Repayment Date for such fiscal quarter.

Appears in 1 contract

Samples: Credit Agreement (Ameripath Indiana LLC)

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), the Borrower making such request shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the respective Issuing Bank(s)Bank) to one or more an Issuing Bank(s) selected by it Bank, the Canadian Administrative Agent and to the Global Administrative Agent (at least 2 Business Days (or such shorter period of time as such Issuing Bank may agree in its discretion) reasonably in advance of the requested date of issuance, amendment, renewal or extension) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extensionextension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section 2.04Section), the amount of such Letter of Credit, the identity of the Borrower or Restricted Subsidiary for whose account such Letter of Credit is to be issued, the name and address of the beneficiary thereof and such other information (including, if applicable, the Currency of such Letter of Credit which shall be Canadian Dollars or U.S. Dollars) as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the respective Issuing Bank(s)Bank, the such Borrower also shall submit a letter of credit application on the Issuing Bank’s standard form of such Issuing Bank(s) in connection with any request for a Letter of Credit. 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 Borrower Borrowers shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the aggregate LC Exposure of all of the Issuing Banks (determined for these purposes without giving effect to the participations therein of the Revolving Credit Lenders pursuant to paragraph (d) of this Section 2.04) shall not exceed at any time the sum of (A) $500,000,000, plus (B) the amount of any increases in “Maximum LC Exposure” pursuant to a designation or increase as provided in the second U.S.$15,000,000 and third succeeding sentences below, (ii) the sum of the total Revolving Credit Exposure shall not exceed the total Revolving Credit Commitments and lesser of (iiix) the aggregate LC Exposure Commitments of each Issuing Bank (so determined) shall not exceed the amount that such Issuing Bank has agreed shall be its “Maximum LC Exposure” (except as otherwise agreed by such Issuing Bank in its sole discretion); provided that (x) Xxxxxxx Xxxxx Bank USA shall not be required to issue any commercial Letters of Credit and Lenders or (y) no Issuing Bank shall be required to issue, amend, renew or extend any Letter of Credit to the extent that such issuance, amendment, renewal or extension would violate any policy of such Issuing Bank Canadian Revolving Borrowing Base then in respect thereof, and for the avoidance of doubt, the DB Letter of Credit shall be permitted to be outstanding hereunder notwithstanding this clause (iii). Any Issuing Bank listed in the table below hereby agrees that its “Maximum LC Exposure” shall be the amount set forth opposite the name of such Issuing Bank in such table: JPMorgan Chase Bank, N.A. $ 125,000,000 Citibank, N.A. $ 125,000,000 Mizuho Bank, Ltd. $ 125,000,000 Xxxxxxx Xxxxx Bank USA $ 125,000,000 The “Maximum LC Exposure” of any Issuing Bank that becomes such after the date hereof pursuant to a designation by the Borrower as contemplated in the definition of “Issuing Banks” shall be the amount specified in the written instrument contemplated by said definition. The “Maximum LC Exposure” of any Issuing Bank may be increased at any time pursuant to a written instrument executed and delivered between the Borrower, such Issuing Bank and the Administrative Agent. In no event shall any Revolving Credit Lender be obligated to increase its Maximum LC Exposure upon an increase of Revolving Credit Commitments pursuant to Section 2.08(d). For the avoidance of doubt, concurrently with any reduction of the Revolving Credit Commitments pursuant to Section 2.10, the “Maximum LC Exposure” of each Issuing Bank shall not exceed such Issuing Bank’s Revolving Credit Commitmenteffect.

Appears in 1 contract

Samples: Canadian Revolving Credit Agreement (Brown Tom Inc /De)

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), the Borrower Company shall deliver by hand deliver or telecopy facsimile (or transmit by electronic communication, if arrangements for doing so have been approved by the respective applicable Issuing Bank(s)Bank) to one or more the applicable Issuing Bank(s) selected by it Bank and to the Administrative Agent (prior to 11:00 a.m., New York City time, at least 2 one Business Days (or such shorter period of time as such Issuing Bank may agree in its discretion) in advance of Day prior to the requested date of issuance, amendment, renewal or extensionextension (or such later time as is acceptable to the Administrative Agent and applicable Issuing Bank (if any)) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extensionextension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section 2.04Section), the amount of such Letter of Credit, the identity of the Borrower or Restricted Subsidiary for whose account such Letter of Credit is to be issued, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the respective applicable Issuing Bank(s)Bank, the Borrower Company also shall submit a letter of credit application on the such Issuing Bank’s standard form of such Issuing Bank(s) in connection with any request for a Letter of Credit. 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 Borrower Company shall be deemed to represent and warrant that), immediately after giving effect to such issuance, amendment, renewal or extension (i) the aggregate LC Exposure of all of the Issuing Banks (determined for these purposes without giving effect to the participations therein of the Revolving Credit Lenders pursuant to paragraph (d) of this Section 2.04) shall not exceed at any time the sum of (A) $500,000,000, plus (B) the amount of any increases in “Maximum LC Exposure” pursuant to a designation or increase as provided in the second 100,000,000 and third succeeding sentences below, (ii) the sum of the total Aggregate Revolving Credit Exposure shall not exceed the total Revolving Credit Commitments and (iii) the aggregate LC Exposure of each Issuing Bank (so determined) Exposures shall not exceed the amount that such Issuing Bank has agreed shall be its “Maximum LC Exposure” (except as otherwise agreed by such Issuing Bank in its sole discretion); provided that (x) Xxxxxxx Xxxxx Bank USA shall not be required to issue any commercial Letters of Credit and (y) no Issuing Bank shall be required to issue, amend, renew or extend any Letter of Credit to the extent that such issuance, amendment, renewal or extension would violate any policy of such Issuing Bank in respect thereof, and for the avoidance of doubt, the DB Letter of Credit shall be permitted to be outstanding hereunder notwithstanding this clause (iii). Any Issuing Bank listed in the table below hereby agrees that its “Maximum LC Exposure” shall be the amount set forth opposite the name of such Issuing Bank in such table: JPMorgan Chase Bank, N.A. $ 125,000,000 Citibank, N.A. $ 125,000,000 Mizuho Bank, Ltd. $ 125,000,000 Xxxxxxx Xxxxx Bank USA $ 125,000,000 The “Maximum LC Exposure” of any Issuing Bank that becomes such after the date hereof pursuant to a designation by the Borrower as contemplated in the definition of “Issuing Banks” shall be the amount specified in the written instrument contemplated by said definition. The “Maximum LC Exposure” of any Issuing Bank may be increased at any time pursuant to a written instrument executed and delivered between the Borrower, such Issuing Bank and the Administrative Agent. In no event shall any Revolving Credit Lender be obligated to increase its Maximum LC Exposure upon an increase of Revolving Credit Commitments pursuant to Section 2.08(d). For the avoidance of doubt, concurrently with any reduction of the Revolving Credit then applicable Commitments pursuant to Section 2.10, of all of the “Maximum LC Exposure” of each Issuing Bank shall not exceed such Issuing Bank’s Revolving Credit CommitmentBanks.

Appears in 1 contract

Samples: Revolving Credit Agreement (Conagra Foods Inc /De/)

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), the Borrower Representative shall hand deliver or telecopy facsimile (or transmit by electronic communication, if arrangements for doing so have been approved by the respective Issuing Bank(s)Bank) to one or more the Issuing Bank(s) selected by it Bank and to the Administrative Agent (prior to 9:00 am, Chicago time, at least 2 three Business Days (or such shorter period of time as such Issuing Bank may agree in its discretion) in advance of prior to the requested date of issuance, amendment, renewal or extension) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extensionextension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section 2.04Section), the amount of such Letter of Credit, the identity of the Borrower or Restricted Subsidiary for whose account such Letter of Credit is to be issued, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the respective Issuing Bank(s)Bank, the applicable Borrower also shall submit a letter of credit application on the Issuing Bank’s standard form of such Issuing Bank(s) in connection with any request for a Letter of Credit. 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 Borrower Borrowers shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the aggregate LC Exposure of all of plus the Issuing Banks (determined for these purposes without giving effect to the participations therein of the Revolving Credit Lenders pursuant to paragraph (d) of this Section 2.04) Ex-Im LC Exposure shall not exceed at any time the sum of (A) $500,000,000, plus (B) the amount of any increases in “Maximum LC Exposure” pursuant to a designation or increase as provided in the second 10,000,000 and third succeeding sentences below, (ii) the sum total Revolving Exposures shall not exceed the lesser of the total Revolving Credit Exposure shall not exceed the total Revolving Credit Commitments and (iii) the aggregate LC Exposure of each Issuing Bank (so determined) shall not exceed the amount that such Issuing Bank has agreed shall be its “Maximum LC Exposure” (except as otherwise agreed by such Issuing Bank in its sole discretion); provided that (x) Xxxxxxx Xxxxx Bank USA shall not be required to issue any commercial Letters of Credit and (y) no Issuing Bank shall be required to issue, amend, renew or extend any Letter of Credit to the extent that such issuance, amendment, renewal or extension would violate any policy of such Issuing Bank in respect thereof, and for the avoidance of doubt, the DB Letter of Credit shall be permitted to be outstanding hereunder notwithstanding this clause (iii). Any Issuing Bank listed in the table below hereby agrees that its “Maximum LC Exposure” shall be the amount set forth opposite the name of such Issuing Bank in such table: JPMorgan Chase Bank, N.A. $ 125,000,000 Citibank, N.A. $ 125,000,000 Mizuho Bank, Ltd. $ 125,000,000 Xxxxxxx Xxxxx Bank USA $ 125,000,000 The “Maximum LC Exposure” of any Issuing Bank that becomes such after the date hereof pursuant to a designation by the Borrower as contemplated in the definition of “Issuing Banks” shall be the amount specified in the written instrument contemplated by said definition. The “Maximum LC Exposure” of any Issuing Bank may be increased at any time pursuant to a written instrument executed and delivered between the Borrower, such Issuing Bank and the Administrative Agent. In no event shall any Revolving Credit Lender be obligated to increase its Maximum LC Exposure upon an increase of Revolving Credit Commitments pursuant to Section 2.08(d). For the avoidance of doubt, concurrently with any reduction of the Revolving Credit Commitments pursuant to Section 2.10, the “Maximum LC Exposure” of each Issuing Bank shall not exceed such Issuing Bank’s Revolving Credit CommitmentBorrowing Base.

Appears in 1 contract

Samples: Credit Agreement (Energy Conversion Devices Inc)

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the respective applicable Issuing Bank(s)Bank) to one or more an Issuing Bank(s) selected by it Bank and to the Administrative Agent (at least 2 Business Days (or such shorter period of time as such Issuing Bank may agree in its discretion) reasonably in advance of the requested date of issuance, amendment, renewal or extension, but in any event no less than three Business Days) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extensionextension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section 2.04Section), the amount of such Letter of Credit, the identity of the Borrower or Restricted Subsidiary for whose account such Letter of Credit is to be issued, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the respective such Issuing Bank(s)Bank, the Borrower also shall submit a letter of credit application on the such Issuing Bank’s standard form of such Issuing Bank(s) in connection with any request for a Letter of Credit. 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 Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the aggregate LC Exposure of all of the Issuing Banks (determined for these purposes without giving effect to the participations therein of the Revolving Credit Lenders pursuant to paragraph (d) of this Section 2.04) shall not exceed at any time the sum of (A) $500,000,000, plus (B) the amount of any increases in “Maximum LC Exposure” pursuant to a designation or increase as provided in the second and third succeeding sentences below25,000,000, (ii) no Revolving Lender’s Revolving Credit Exposure shall exceed its Commitment and the sum of the total Revolving Credit Exposure shall not exceed the total Revolving Credit Commitments and (iii) the aggregate LC Exposure of each Issuing Bank (so determined) shall not exceed the amount that such Issuing Bank has agreed shall be its “Maximum LC Exposure” (except as otherwise agreed by such Issuing Bank in its sole discretion); provided that (x) Xxxxxxx Xxxxx Bank USA shall not be required to issue any commercial Letters of Credit and (y) no Issuing Bank shall be required to issue, amend, renew or extend any Letter of Credit to the extent that such issuance, amendment, renewal or extension would violate any policy of such Issuing Bank in respect thereof, and for the avoidance of doubt, the DB Letter of Credit shall be permitted to be outstanding hereunder notwithstanding this clause (iii). Any Issuing Bank listed in the table below hereby agrees that its “Maximum LC Exposure” shall be the amount set forth opposite the name of such Issuing Bank in such table: JPMorgan Chase Bank, N.A. $ 125,000,000 Citibank, N.A. $ 125,000,000 Mizuho Bank, Ltd. $ 125,000,000 Xxxxxxx Xxxxx Bank USA $ 125,000,000 The “Maximum LC Exposure” of any Issuing Bank that becomes such after the date hereof pursuant to a designation by the Borrower as contemplated in the definition of “Issuing Banks” shall be the amount specified in the written instrument contemplated by said definition. The “Maximum LC Exposure” of any Issuing Bank may be increased at any time pursuant to a written instrument executed and delivered between the Borrower, such Issuing Bank and the Administrative Agent. In no event shall any Revolving Credit Lender be obligated to increase its Maximum LC Exposure upon an increase of Revolving Credit Commitments pursuant to Section 2.08(d). For the avoidance of doubt, concurrently with any reduction of the Revolving Credit Commitments pursuant to Section 2.10, the “Maximum LC Exposure” of each Issuing Bank shall not exceed such Issuing Bank’s Revolving Credit CommitmentCommitments.

Appears in 1 contract

Samples: Credit Agreement (Kirby Corp)

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal (other than an automatic extension in accordance with paragraph (c) of this Section) or extension of an outstanding Letter of Credit), the Lux Borrower or any Additional Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the respective applicable Issuing Bank(s)Bank) to one or more the applicable Issuing Bank(s) selected by it Bank and to the Administrative Agent (at least 2 three Business Days (or such shorter period of time as such Issuing Bank may agree in its discretion) in advance of the requested date of issuance, amendment, renewal amendment or extensionextension or such shorter period as the Administrative Agent and the Issuing Bank in their sole discretion may agree) a notice in the form of Exhibit D-3 requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed amended or extended, and specifying the date of issuance, amendment, renewal amendment or extensionextension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section 2.04Section), the amount and currency (which shall be an Agreed Currency) of such Letter of Credit, the identity of the Borrower or Restricted Subsidiary for whose account such Letter of Credit is to be issued, the name and address of the beneficiary thereof thereof, whether such Letter of Credit constitutes a Standby Letter of Credit or a Trade Letter of Credit and such other information as shall be necessary to prepareissue, amend, renew amend or extend such Letter of Credit. If requested by the respective applicable Issuing Bank(s)Bank, the Lux Borrower also shall submit a letter of credit application on the such Issuing Bank’s standard form of such Issuing Bank(s) and related documents in connection with any request for a Letter of CreditCredit and in connection with any request for a Letter of Credit to be amended, renewed, modified or extended. A Letter of Credit shall be issued, amended, renewed amended or extended only if (and upon issuance, amendment, renewal amendment or extension of each Letter of Credit the each Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendmentamendment or extension, renewal or extension (ix) the aggregate LC Exposure of all of the Issuing Banks (determined for these purposes without giving effect to the participations therein Dollar Equivalent of the Revolving Credit Lenders pursuant to paragraph (d) of this Section 2.04) L/C Exposure shall not exceed at any time the sum of $150,000,00050,000,000 , (A) $500,000,000, plus (By) the amount of any increases in “Maximum LC Exposure” pursuant to a designation or increase as provided in the second and third succeeding sentences below, (ii) the sum Dollar Equivalent of the total Revolving Facility Credit Exposure shall not exceed the total applicable Revolving Credit Facility Commitments and (iiiz) the aggregate LC Dollar Equivalent of the Revolving L/C Exposure of each Issuing Bank (so determined) shall not exceed the amount that such Issuing Bank has agreed shall be its “Maximum LC Exposure” (except as otherwise agreed by such Issuing Bank in its sole discretion); provided that (x) Xxxxxxx Xxxxx Bank USA shall not be required applicable to issue any commercial all Letters of Credit and (y) no Issuing Bank shall be required to issue, amend, renew or extend issued by any Letter of Credit to the extent that such issuance, amendment, renewal or extension would violate any policy of such Issuing Bank in respect thereof, and for the avoidance of doubt, the DB Letter of Credit shall be permitted to be outstanding hereunder notwithstanding this clause (iii). Any Issuing Bank listed in the table below hereby agrees that its “Maximum LC Exposure” shall be the amount set forth opposite the name of such Issuing Bank in such table: JPMorgan Chase Bank, N.A. $ 125,000,000 Citibank, N.A. $ 125,000,000 Mizuho Bank, Ltd. $ 125,000,000 Xxxxxxx Xxxxx Bank USA $ 125,000,000 The “Maximum LC Exposure” of any Issuing Bank that becomes such after the date hereof pursuant to a designation by the Borrower as contemplated in the definition of “Issuing Banks” shall be the amount specified in the written instrument contemplated by said definition. The “Maximum LC Exposure” of any Issuing Bank may be increased at any time pursuant to a written instrument executed and delivered between the Borrower, such Issuing Bank and the Administrative Agent. In no event shall any Revolving Credit Lender be obligated to increase its Maximum LC Exposure upon an increase of Revolving Credit Commitments pursuant to Section 2.08(d). For the avoidance of doubt, concurrently with any reduction of the Revolving Credit Commitments pursuant to Section 2.10, the “Maximum LC Exposure” of each given Issuing Bank shall not exceed such Issuing Bank’s Revolving Credit CommitmentApplicable L/C Sublimit.

Appears in 1 contract

Samples: Credit Agreement (Mallinckrodt PLC)

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the respective Issuing Bank(s)Bank) to one or more the Issuing Bank(s) selected by it Bank and to the Administrative Agent (at least 2 Business Days (or such shorter period of time as such Issuing Bank may agree in its discretion) reasonably in advance of the requested date of issuance, amendment, renewal or extensionextension but in any case, notice given not later than 1:00 p.m. New York City time, three Business Days prior to such date shall be deemed sufficient) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extensionextension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section 2.04Section), the amount of such Letter of Credit, the identity of the Borrower or Restricted Subsidiary for whose account such Letter of Credit is to be issued, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the respective Issuing Bank(s)Bank, the Borrower also shall submit a letter of credit application on the Issuing Bank’s standard form of such Issuing Bank(s) in connection with any request for a Letter of Credit. 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 Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the aggregate LC Exposure of all of the Issuing Banks (determined for these purposes without giving effect to the participations therein of the Revolving Credit Lenders pursuant to paragraph (d) of this Section 2.04) shall not exceed at any time the sum of (A) $500,000,000, plus (B) the amount of any increases in “Maximum LC Exposure” pursuant to a designation or increase as provided in the second 20,000,000 and third succeeding sentences below, (ii) the sum of the total Revolving Credit Exposure Exposures shall not exceed the total Revolving Credit Commitments and (iii) the aggregate LC Exposure of each Issuing Bank (so determined) shall not exceed the amount that such Issuing Bank has agreed shall be its “Maximum LC Exposure” (except as otherwise agreed by such Issuing Bank in its sole discretion); provided that (x) Xxxxxxx Xxxxx Bank USA shall not be required to issue any commercial Letters of Credit and (y) no Issuing Bank shall be required to issue, amend, renew or extend any Letter of Credit to the extent that such issuance, amendment, renewal or extension would violate any policy of such Issuing Bank in respect thereof, and for the avoidance of doubt, the DB Letter of Credit shall be permitted to be outstanding hereunder notwithstanding this clause (iii). Any Issuing Bank listed in the table below hereby agrees that its “Maximum LC Exposure” shall be the amount set forth opposite the name of such Issuing Bank in such table: JPMorgan Chase Bank, N.A. $ 125,000,000 Citibank, N.A. $ 125,000,000 Mizuho Bank, Ltd. $ 125,000,000 Xxxxxxx Xxxxx Bank USA $ 125,000,000 The “Maximum LC Exposure” of any Issuing Bank that becomes such after the date hereof pursuant to a designation by the Borrower as contemplated in the definition of “Issuing Banks” shall be the amount specified in the written instrument contemplated by said definition. The “Maximum LC Exposure” of any Issuing Bank may be increased at any time pursuant to a written instrument executed and delivered between the Borrower, such Issuing Bank and the Administrative Agent. In no event shall any Revolving Credit Lender be obligated to increase its Maximum LC Exposure upon an increase of Revolving Credit Commitments pursuant to Section 2.08(d). For the avoidance of doubt, concurrently with any reduction of the Revolving Credit Commitments pursuant to Section 2.10, the “Maximum LC Exposure” of each Issuing Bank shall not exceed such Issuing Bank’s Revolving Credit CommitmentCommitments.

Appears in 1 contract

Samples: Credit Agreement (Arbitron Inc)

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), the Borrower Company shall deliver by hand deliver or telecopy facsimile (or transmit by electronic communication, if arrangements for doing so have been approved by the respective Issuing Bank(s)Bank) to one or more the Issuing Bank(s) selected by it Bank and to the Administrative Agent (prior to 2:00 pm, New York time, at least 2 three Business Days (or such shorter period of time as such Issuing Bank may agree in its discretion) in advance of prior to the requested date of issuance, amendment, renewal or extension) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, reasonably satisfactory to be Issuing Bank (each, a “Letter of Credit Notice”) and specifying the date of issuance, amendment, renewal or extensionextension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section 2.04Section), the amount and currency of such Letter of Credit, the identity of the Borrower or Restricted Subsidiary for whose account such Letter of Credit is to be issued, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the respective Issuing Bank(s)Bank, the Borrower Company also shall submit a letter of credit application on the Issuing Bank’s standard form of such Issuing Bank(s) in connection with any request for a Letter of Credit. 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 Borrower Company shall be deemed to represent and warrant that, solely with respect to clauses (i) and (ii) below), after giving effect to such issuance, amendment, renewal or extension (i) the aggregate LC Exposure of all of the Issuing Banks (determined for these purposes without giving effect to the participations therein of the Revolving Credit Lenders pursuant to paragraph (d) of this Section 2.04) shall not exceed at any time the sum Letter of (A) $500,000,000, plus (B) the amount of any increases in “Maximum LC Exposure” pursuant to a designation or increase as provided in the second and third succeeding sentences belowCredit Sublimit, (ii) the sum of the total Aggregate Revolving Credit Exposure Exposures shall not exceed the total Revolving Credit Commitments and Aggregate Commitments, (iii) the aggregate Dollar Equivalent amount of LC Exposure with respect to Letters of each Issuing Bank (so determined) Credit issued in Alternate Currencies shall not exceed the amount Alternate Currency LC Sublimit, and (iv) no default of any Lender’s obligations to fund under Section 2.13(d) exists and no Lender is at that such time a Defaulting Lender, unless the Issuing Bank has agreed shall be its “Maximum LC Exposure” (except as otherwise agreed by such entered into arrangements, including the delivery of Cash Collateral, satisfactory to the Issuing Bank (in its sole discretion) with the Company or such Lender to eliminate the Issuing Bank’s actual or potential Fronting Exposure (after giving effect to Section 2.15(a)(iv); provided ) with respect to the Defaulting Lender arising from either the Letter of Credit then proposed to be issued or that (x) Xxxxxxx Xxxxx Bank USA shall not be required to issue any commercial Letters Letter of Credit and (y) no all other LC Exposure as to which the Issuing Bank shall be required to issuehas actual or potential Fronting Exposure, amend, renew or extend any Letter of Credit to the extent that such issuance, amendment, renewal or extension would violate any policy of such Issuing Bank as it may elect in respect thereof, and for the avoidance of doubt, the DB Letter of Credit shall be permitted to be outstanding hereunder notwithstanding this clause (iii). Any Issuing Bank listed in the table below hereby agrees that its “Maximum LC Exposure” shall be the amount set forth opposite the name of such Issuing Bank in such table: JPMorgan Chase Bank, N.A. $ 125,000,000 Citibank, N.A. $ 125,000,000 Mizuho Bank, Ltd. $ 125,000,000 Xxxxxxx Xxxxx Bank USA $ 125,000,000 The “Maximum LC Exposure” of any Issuing Bank that becomes such after the date hereof pursuant to a designation by the Borrower as contemplated in the definition of “Issuing Banks” shall be the amount specified in the written instrument contemplated by said definition. The “Maximum LC Exposure” of any Issuing Bank may be increased at any time pursuant to a written instrument executed and delivered between the Borrower, such Issuing Bank and the Administrative Agent. In no event shall any Revolving Credit Lender be obligated to increase its Maximum LC Exposure upon an increase of Revolving Credit Commitments pursuant to Section 2.08(d). For the avoidance of doubt, concurrently with any reduction of the Revolving Credit Commitments pursuant to Section 2.10, the “Maximum LC Exposure” of each Issuing Bank shall not exceed such Issuing Bank’s Revolving Credit Commitmentsole discretion.

Appears in 1 contract

Samples: Credit Agreement (Cra International, Inc.)

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), the Borrower shall hand deliver or telecopy (or transmit by electronic communicationcommunication (including email), if arrangements for doing so have been approved by the respective such Issuing Bank(s)Bank) to one or more an Issuing Bank(s) selected by it Bank and to the Administrative Agent (at least 2 no less than three Business Days (or such shorter lesser period of time as such Issuing Bank and the Administrative Agent may agree in its discretionagree) in advance of the requested date of issuance, amendment, renewal or extension) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extensionextension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section 2.04Section), the amount of such Letter of Credit, the identity of the Borrower or Restricted Subsidiary for whose account such Letter of Credit is to be issued, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the respective such Issuing Bank(s)Bank, the Borrower also shall submit a letter of credit application on the such Issuing Bank’s standard form of such Issuing Bank(s) in connection with any request for a Letter of Credit. 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 Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the aggregate LC Exposure of all of the Issuing Banks (determined for these purposes without giving effect to the participations therein of the Revolving Credit Lenders pursuant to paragraph (d) of this Section 2.04) shall not exceed at any time the sum of (A) $500,000,000, plus (B) the amount of any increases in “Maximum LC Exposure” pursuant to a designation or increase as provided in the second 50,000,000 and third succeeding sentences below, (ii) the sum of the total aggregate Revolving Credit Exposure Exposures shall not exceed the total aggregate Revolving Credit Commitments and (iii) the aggregate LC Exposure of each Issuing Bank (so determined) shall not exceed the amount that such Issuing Bank has agreed shall be its “Maximum LC Exposure” (except as otherwise agreed by such Issuing Bank in its sole discretion); provided that (x) Xxxxxxx Xxxxx Bank USA shall not be required to issue any commercial Letters of Credit and (y) no Issuing Bank shall be required to issue, amend, renew or extend any Letter of Credit to the extent that such issuance, amendment, renewal or extension would violate any policy of such Issuing Bank in respect thereof, and for the avoidance of doubt, the DB Letter of Credit shall be permitted to be outstanding hereunder notwithstanding this clause (iii). Any Issuing Bank listed in the table below hereby agrees that its “Maximum LC Exposure” shall be the amount set forth opposite the name of such Issuing Bank in such table: JPMorgan Chase Bank, N.A. $ 125,000,000 Citibank, N.A. $ 125,000,000 Mizuho Bank, Ltd. $ 125,000,000 Xxxxxxx Xxxxx Bank USA $ 125,000,000 The “Maximum LC Exposure” of any Issuing Bank that becomes such after the date hereof pursuant to a designation by the Borrower as contemplated in the definition of “Issuing Banks” shall be the amount specified in the written instrument contemplated by said definition. The “Maximum LC Exposure” of any Issuing Bank may be increased at any time pursuant to a written instrument executed and delivered between the Borrower, such Issuing Bank and the Administrative Agent. In no event shall any Revolving Credit Lender be obligated to increase its Maximum LC Exposure upon an increase of Revolving Credit Commitments pursuant to Section 2.08(d). For the avoidance of doubt, concurrently with any reduction of the Revolving Credit Commitments pursuant to Section 2.10, the “Maximum LC Exposure” of each Issuing Bank shall not exceed such Issuing Bank’s Revolving Credit CommitmentCommitments.

Appears in 1 contract

Samples: Credit Agreement (Idearc Inc.)

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal (unless automatically renewed by its terms) or extension of an outstanding Letter of Credit), the Borrower shall hand deliver or telecopy fax (or transmit by electronic communication, if arrangements for doing so have been approved by the respective Issuing Bank(s)Bank) to one or more the Issuing Bank(s) selected by it Bank and to the Administrative Agent (at least 2 three Business Days (or such shorter period of time as such may be acceptable to the Issuing Bank may agree in its discretionBank) in advance of the requested date of issuance, amendment, renewal (unless automatically renewed by its terms) or extension) , a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extensionextension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section 2.04Section), the amount of such Letter of Credit, the identity of the Borrower or Restricted Subsidiary for whose account such Letter of Credit is to be issued, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the respective Issuing Bank(s)Bank, the Borrower also shall submit a letter of credit application on the Issuing Bank’s standard form of such Issuing Bank(s) in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended if and only if (and upon issuance, amendment, renewal or extension of each Letter of Credit the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the aggregate LC Exposure of all of the Issuing Banks (determined for these purposes without giving effect to the participations therein of the Revolving Credit Lenders pursuant to paragraph (d) of this Section 2.04) shall not exceed at any time the sum of (A) $500,000,000100,000,000, plus (B) the amount of any increases in “Maximum LC Exposure” pursuant to a designation or increase as provided in the second and third succeeding sentences below, (ii) the sum of the total Revolving Credit Exposure Exposures plus the aggregate principal amount of outstanding Competitive Loans shall not exceed the total Revolving Credit Commitments and (iii) the aggregate LC Exposure of each Issuing Bank (so determined) shall not exceed the amount that such Issuing Bank has agreed shall be its “Maximum LC Exposure” (except as otherwise agreed by such Issuing Bank in its sole discretion); provided that (x) Xxxxxxx Xxxxx Bank USA shall not be required to issue any commercial Letters of Credit and (y) no Issuing Bank shall be required to issue, amend, renew or extend any Letter of Credit to the extent that such issuance, amendment, renewal or extension would violate any policy of such Issuing Bank in respect thereof, and for the avoidance of doubt, the DB Letter of Credit shall be permitted to be outstanding hereunder notwithstanding this clause (iii). Any Issuing Bank listed in the table below hereby agrees that its “Maximum LC Exposure” shall be the amount set forth opposite the name of such Issuing Bank in such table: JPMorgan Chase Bank, N.A. $ 125,000,000 Citibank, N.A. $ 125,000,000 Mizuho Bank, Ltd. $ 125,000,000 Xxxxxxx Xxxxx Bank USA $ 125,000,000 The “Maximum LC Exposure” of any Issuing Bank that becomes such after the date hereof pursuant to a designation by the Borrower as contemplated in the definition of “Issuing Banks” shall be the amount specified in the written instrument contemplated by said definition. The “Maximum LC Exposure” of any Issuing Bank may be increased at any time pursuant to a written instrument executed and delivered between the Borrower, such Issuing Bank and the Administrative Agent. In no event shall any Revolving Credit Lender be obligated to increase its Maximum LC Exposure upon an increase of Revolving Credit Commitments pursuant to Section 2.08(d). For the avoidance of doubt, concurrently with any reduction of the Revolving Credit Commitments pursuant to Section 2.10, the “Maximum LC Exposure” of each Issuing Bank shall not exceed such Issuing Bank’s Revolving Credit CommitmentCommitments.

Appears in 1 contract

Samples: Credit Agreement (Williams Partners L.P.)

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the respective Issuing Bank(s)Bank) to one or more the Issuing Bank(s) selected by it Bank and to the Administrative Agent (at least 2 two Business Days (or such shorter period of time as such Issuing Bank may agree in its discretion) or, if reasonable, less than two Business Days in advance of the requested date of issuance, amendment, renewal or extension) a notice substantially in the form attached as Exhibit E requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extensionextension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section 2.04Section), the amount of such Letter of Credit, the identity of the Borrower or Restricted Subsidiary for whose account such Letter of Credit is to be issued, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the respective Issuing Bank(s)Bank no later than upon its receipt of a notice from the Borrower requesting the issuance of a Letter of Credit, the Borrower also shall submit a letter of credit application on the Issuing Bank's standard form of such Issuing Bank(s) in connection with any request for a Letter of Credit. 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 by the Borrower shall be deemed to represent and warrant that), Issuing Bank in accordance with the notice with respect thereto received from the Borrower; provided that after giving effect to such issuance, amendment, renewal or extension (i) the aggregate LC Exposure of all of the Issuing Banks (determined for these purposes without giving effect to the participations therein of the Revolving Credit Lenders pursuant to paragraph (d) of this Section 2.04) shall not exceed at any time the sum of $100,000,000 (Aone hundred million dollars) $500,000,000, plus (B) the amount of any increases in “Maximum LC Exposure” pursuant to a designation or increase as provided in the second and third succeeding sentences below, (ii) the sum of the Lenders' total Revolving Credit Exposure Exposures shall not exceed the Lenders' total Revolving Credit Commitments and (iii) the aggregate LC Exposure of each Issuing Bank (so determined) shall not exceed the amount that such Issuing Bank has agreed shall be its “Maximum LC Exposure” (except as otherwise agreed by such Issuing Bank in its sole discretion); provided that (x) Xxxxxxx Xxxxx Bank USA shall not be required to issue any commercial Letters of Credit and (y) no Issuing Bank shall be required to issue, amend, renew or extend any Letter of Credit to the extent that such issuance, amendment, renewal or extension would violate any policy of such Issuing Bank in respect thereof, and for the avoidance of doubt, the DB Letter of Credit shall be permitted to be outstanding hereunder notwithstanding this clause (iii). Any Issuing Bank listed in the table below hereby agrees that its “Maximum LC Exposure” shall be the amount set forth opposite the name of such Issuing Bank in such table: JPMorgan Chase Bank, N.A. $ 125,000,000 Citibank, N.A. $ 125,000,000 Mizuho Bank, Ltd. $ 125,000,000 Xxxxxxx Xxxxx Bank USA $ 125,000,000 The “Maximum LC Exposure” of any Issuing Bank that becomes such after the date hereof pursuant to a designation by the Borrower as contemplated in the definition of “Issuing Banks” shall be the amount specified in the written instrument contemplated by said definition. The “Maximum LC Exposure” of any Issuing Bank may be increased at any time pursuant to a written instrument executed and delivered between the Borrower, such Issuing Bank and the Administrative Agent. In no event shall any Revolving Credit Lender be obligated to increase its Maximum LC Exposure upon an increase of Revolving Credit Commitments pursuant to Section 2.08(d). For the avoidance of doubt, concurrently with any reduction of the Revolving Credit Commitments pursuant to Section 2.10, the “Maximum LC Exposure” of each Issuing Bank shall not exceed such Issuing Bank’s Revolving Credit CommitmentCommitments.

Appears in 1 contract

Samples: Credit Agreement (Medco Health Solutions Inc)

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of CreditCredit (other than an automatic renewal permitted pursuant to paragraph (k) of this Section)), the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the respective Issuing Bank(s)mail) to one or more the Issuing Bank(s) Bank selected by it (subject to clause (i) below) and to the Administrative Agent (at least 2 Business Days (or such shorter period of time as such Issuing Bank may agree in its discretion) reasonably in advance of the requested date of issuance, amendment, renewal or extension, but in any event no less than three Business Days or such lesser period to which such Issuing Bank may consent) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extensionextension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section 2.04Section), the amount of such Letter of Credit, the identity of the Borrower or Restricted Subsidiary for whose account such Letter of Credit is to be issued, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the respective applicable Issuing Bank(s)Bank, the Borrower also shall submit a letter of credit application on the such Issuing Bank’s standard form of such Issuing Bank(s) in connection with any request for a Letter of Credit. 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 Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the LC Exposure of each Issuing Bank shall not exceed $7,500,000 unless agreed to by such Issuing Bank in its sole discretion, provided that the aggregate LC Exposure of all of the Issuing Banks (determined for these purposes without giving effect to the participations therein of the Revolving Credit Lenders pursuant to paragraph (d) of this Section 2.04) shall not exceed at any time the sum of (A) $500,000,000, plus (B) the amount of any increases in “Maximum LC Exposure” pursuant to a designation or increase as provided in the second 15,000,000 and third succeeding sentences below, (ii) the sum of the total Revolving Credit Exposure Exposures shall not exceed the total Revolving Credit Commitments and (iii) the aggregate LC Exposure of each Issuing Bank (so determined) shall not exceed the amount that such Issuing Bank has agreed shall be its “Maximum LC Exposure” (except as otherwise agreed by such Issuing Bank in its sole discretion); provided that (x) Xxxxxxx Xxxxx Bank USA shall not be required to issue any commercial Letters of Credit and (y) no Issuing Bank shall be required to issue, amend, renew or extend any Letter of Credit to the extent that such issuance, amendment, renewal or extension would violate any policy of such Issuing Bank in respect thereof, and for the avoidance of doubt, the DB Letter of Credit shall be permitted to be outstanding hereunder notwithstanding this clause (iii). Any Issuing Bank listed in the table below hereby agrees that its “Maximum LC Exposure” shall be the amount set forth opposite the name of such Issuing Bank in such table: JPMorgan Chase Bank, N.A. $ 125,000,000 Citibank, N.A. $ 125,000,000 Mizuho Bank, Ltd. $ 125,000,000 Xxxxxxx Xxxxx Bank USA $ 125,000,000 The “Maximum LC Exposure” of any Issuing Bank that becomes such after the date hereof pursuant to a designation by the Borrower as contemplated in the definition of “Issuing Banks” shall be the amount specified in the written instrument contemplated by said definition. The “Maximum LC Exposure” of any Issuing Bank may be increased at any time pursuant to a written instrument executed and delivered between the Borrower, such Issuing Bank and the Administrative Agent. In no event shall any Revolving Credit Lender be obligated to increase its Maximum LC Exposure upon an increase of Revolving Credit Commitments pursuant to Section 2.08(d). For the avoidance of doubt, concurrently with any reduction of the Revolving Credit Commitments pursuant to Section 2.10, the “Maximum LC Exposure” of each Issuing Bank shall not exceed such Issuing Bank’s Revolving Credit CommitmentCommitments.

Appears in 1 contract

Samples: Credit Agreement (KEMPER Corp)

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the respective Issuing Bank(s)applicable LC Issuer) to one or more Issuing Bank(s) selected by it an LC Issuer and to the Administrative Agent (at least 2 five Business Days (or such shorter period of time as such Issuing Bank may agree in its discretion) in advance of the requested date of issuance, amendment, renewal or extension) a notice requesting the issuance of a Letter of CreditCredit by such LC Issuer, or identifying the Letter of Credit issued by such LC Issuer to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension, the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section 2.042.19(3)), the amount of such Letter of Credit, the identity of the Borrower Credit (which shall be denominated in Canadian Dollars or Restricted Subsidiary for whose account such Letter of Credit is to be issuedU.S. Dollars only), the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the respective Issuing Bank(s)an LC Issuer, the Borrower also shall submit a letter of credit application on the such LC Issuer’s standard form of such Issuing Bank(s) in connection with any request for a Letter of CreditCredit to be issued by such LC Issuer. 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 Credit, the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension extension, (ia) the aggregate LC Exposure of all of the Issuing Banks (determined for these purposes without giving effect to the participations therein of the Revolving Credit Lenders pursuant to paragraph (d) of this Section 2.04) shall not exceed at any time the sum of U.S. $● and (A) $500,000,000, plus (Bb) the amount of any increases in “Maximum LC Exposure” pursuant to a designation or increase as provided in the second and third succeeding sentences below, (ii) the sum of the total aggregate Revolving Credit Exposure Exposures shall not exceed the total Revolving Credit Commitments and (iii) the aggregate LC Exposure of each Issuing Bank (so determined) shall not exceed the amount that such Issuing Bank has agreed shall be its “Maximum LC Exposure” (except as otherwise agreed by such Issuing Bank in its sole discretion); provided that (x) Xxxxxxx Xxxxx Bank USA shall not be required to issue any commercial Letters of Credit and (y) no Issuing Bank shall be required to issue, amend, renew or extend any Letter of Credit to the extent that such issuance, amendment, renewal or extension would violate any policy of such Issuing Bank in respect thereof, and for the avoidance of doubt, the DB Letter of Credit shall be permitted to be outstanding hereunder notwithstanding this clause (iii). Any Issuing Bank listed in the table below hereby agrees that its “Maximum LC Exposure” shall be the amount set forth opposite the name of such Issuing Bank in such table: JPMorgan Chase Bank, N.A. $ 125,000,000 Citibank, N.A. $ 125,000,000 Mizuho Bank, Ltd. $ 125,000,000 Xxxxxxx Xxxxx Bank USA $ 125,000,000 The “Maximum LC Exposure” of any Issuing Bank that becomes such after the date hereof pursuant to a designation by the Borrower as contemplated in the definition of “Issuing Banks” shall be the amount specified in the written instrument contemplated by said definition. The “Maximum LC Exposure” of any Issuing Bank may be increased at any time pursuant to a written instrument executed and delivered between the Borrower, such Issuing Bank and the Administrative Agent. In no event shall any Revolving Credit Lender be obligated to increase its Maximum LC Exposure upon an increase of Revolving Credit Commitments pursuant to Section 2.08(d). For the avoidance of doubt, concurrently with any reduction of the Revolving Credit Commitments pursuant to Section 2.10, the “Maximum LC Exposure” of each Issuing Bank shall not exceed such Issuing Bank’s Revolving Credit CommitmentCommitments.

Appears in 1 contract

Samples: Credit Agreement (Pretium Resources Inc.)

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), the Borrower Borrowers’ Agent shall hand deliver or telecopy facsimile (or transmit by electronic communication, if arrangements for doing so have been approved by the respective Issuing Bank(s)Bank) to one or more the Issuing Bank(s) selected by it Bank and to the Administrative Agent (prior to 1:00 p.m., Central time, at least 2 three (3) Business Days (or such shorter period of time as such may be agreed by the Borrowers’ Agent and the Issuing Bank may agree in its discretionBank) in advance of prior to the requested date of issuance, amendment, renewal or extension) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extensionextension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section 2.04Section), the amount of such Letter of Credit, the identity of the Borrower or Restricted Subsidiary for whose account such Letter of Credit is to be issued, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the respective Issuing Bank(s)Bank, the Borrower Borrowers’ Agent also shall submit a letter of credit application on the Issuing Bank’s standard form of such Issuing Bank(s) in connection with any request for a Letter of Credit. 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 Borrower Borrowers shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the aggregate LC Letter of Credit Exposure of all of the Issuing Banks (determined for these purposes without giving effect to the participations therein of the Revolving Credit Lenders pursuant to paragraph (d) of this Section 2.04) shall not exceed at any time the sum of (A) $500,000,000, plus (B) the amount of any increases in “Maximum LC Exposure” pursuant to a designation or increase as provided in the second and third succeeding sentences below60,000,000, (ii) the sum of the total Revolving Credit Exposure Exposures shall not exceed the total Revolving Credit lesser of (x) the Total Commitments and (y) the Borrowing Base and (iii) the aggregate LC Exposure of each Issuing Bank (so determined) shall not exceed the amount that such Issuing Bank has agreed shall be its “Maximum LC Exposure” (except as otherwise agreed by such Issuing Bank in its sole discretion); provided that (x) Xxxxxxx Xxxxx Bank USA shall not be required to issue any commercial Letters of Credit and (y) no Issuing Bank shall be required to issue, amend, renew or extend any requested Letter of Credit is satisfactory to the extent that such issuance, amendment, renewal or extension would violate any policy of such Issuing Bank in respect thereof, and for the avoidance of doubt, the DB Letter of Credit shall be permitted to be outstanding hereunder notwithstanding this clause (iii). Any Issuing Bank listed in the table below hereby agrees that its “Maximum LC Exposure” shall be the amount set forth opposite the name of such Issuing Bank in such table: JPMorgan Chase Bank, N.A. $ 125,000,000 Citibank, N.A. $ 125,000,000 Mizuho Bank, Ltd. $ 125,000,000 Xxxxxxx Xxxxx Bank USA $ 125,000,000 The “Maximum LC Exposure” of any Issuing Bank that becomes such after the date hereof pursuant to a designation by the Borrower as contemplated in the definition of “Issuing Banks” shall be the amount specified in the written instrument contemplated by said definition. The “Maximum LC Exposure” of any Issuing Bank may be increased at any time pursuant to a written instrument executed and delivered between the Borrower, such Issuing Bank and the Administrative Agent. In no event shall any Revolving Credit Lender be obligated to increase its Maximum LC Exposure upon an increase of Revolving Credit Commitments pursuant to Section 2.08(d). For the avoidance of doubt, concurrently with any reduction of the Revolving Credit Commitments pursuant to Section 2.10, the “Maximum LC Exposure” of each Issuing Bank shall not exceed such Issuing Bank’s Revolving Credit Commitment.

Appears in 1 contract

Samples: Senior Secured Revolving Credit Agreement (Kaiser Aluminum Corp)

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), the Borrower an Account Party shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the respective applicable Issuing Bank(s)Bank) to one or more Issuing Bank(s) selected by it and to the Administrative Agent (at least 2 Business Days (or such shorter period of time as such applicable Issuing Bank may agree in its discretion) (reasonably in advance of the requested date of issuance, amendment, renewal or extension) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extensionextension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section 2.04Section), the amount of such Letter of Credit, the identity of the Borrower or Restricted Subsidiary for whose account such Letter of Credit is to be issued, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the respective applicable Issuing Bank(s)Bank, the Borrower such Account Party also shall submit a letter of credit application on the such Issuing Bank’s standard form of such Issuing Bank(s) in connection with any request for a Letter of Credit. 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 Borrower applicable Account Party shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension extension, (i) the aggregate LC Exposure of all of the Issuing Banks (determined for these purposes without giving effect to the participations therein of the Revolving Credit Lenders pursuant to paragraph (d) of this Section 2.04) shall not exceed at any time the sum of (A) $500,000,000, plus (B) the amount of any increases in “Maximum LC Exposure” pursuant to a designation or increase as provided in the second 750,000,000 and third succeeding sentences below, (ii) the sum of the total Revolving Credit Exposure Exposures shall not exceed the total Revolving Line Cap. Each Issuing Bank shall provide to the LC Agent and the Administrative Agent not later than 3:00 p.m. (or promptly thereafter, if unable to do so by 3:00 p.m.), New York City time, on the first Business Day of each calendar week a report of such Issuing Bank setting forth (i) the aggregate amount of all Letters of Credit Commitments issued by such Issuing Bank that are outstanding as of 3:00 p.m. on the last Business Day of the preceding calendar week, (ii) the average daily undrawn amount of all Letters of Credit issued by such Issuing Bank for each calendar day during the period since the last calendar day covered by the preceding weekly report (or, in the case of the first weekly report, during the period from and including the Effective Date) and (iii) the aggregate amount of LC Exposure of each Issuing Bank (so determined) shall not exceed the amount that such Issuing Bank has agreed shall be its “Maximum LC Exposure” (except as otherwise agreed Disbursements made by such Issuing Bank and not reimbursed as of the time of such report. In addition to providing such weekly reports, each Issuing Bank shall, from time to time upon request of the LC Agent or the Administrative Agent, provide the LC Agent and the Administrative Agent with information of the type referred to in its sole discretionthe immediately preceding sentence on a more frequent basis. The LC Agent shall provide to each Lender not later than 3:00 p.m. (or promptly thereafter, if unable to do so by 3:00 p.m.); provided that (x) Xxxxxxx Xxxxx Bank USA shall not be required to issue any commercial , New York City time, on the first Business Day of each calendar month a report setting forth the aggregate amount of all Letters of Credit and that are outstanding as of the date of the most recent weekly reports delivered by the Issuing Banks to the Administrative Agent pursuant to clause (yi) no of the immediately preceding paragraph. Neither the LC Agent nor the Administrative Agent nor any Issuing Bank shall be required have any duty or obligation at any time to issuemonitor the LC Exposure relative to the total Commitments or the Borrowing Base and neither the LC Agent nor the Administrative Agent nor any Issuing Bank shall have any liability in respect of the issuance, amendamendment, renew renewal or extend any extension of a Letter of Credit to the extent that such issuance, amendment, renewal or extension would violate any policy of such Issuing Bank in respect thereof, and for the avoidance of doubt, the DB Letter of Credit shall be permitted to be outstanding hereunder notwithstanding this clause (iii). Any Issuing Bank listed results in the table below hereby agrees that its “Maximum LC Exposure” total Revolving Credit Exposures exceeding the Line Cap. It shall be the amount set forth opposite responsibility of the name of such Issuing Bank in such table: JPMorgan Chase Bank, N.A. $ 125,000,000 Citibank, N.A. $ 125,000,000 Mizuho Bank, Ltd. $ 125,000,000 Xxxxxxx Xxxxx Bank USA $ 125,000,000 The “Maximum LC Exposure” of any Issuing Bank that becomes such after the date hereof pursuant to a designation by the Borrower as contemplated in the definition of “Issuing Banks” shall be the amount specified in the written instrument contemplated by said definition. The “Maximum LC Exposure” of any Issuing Bank may be increased at any time pursuant to a written instrument executed and delivered between the Borrower, such Issuing Bank Borrowers and the Administrative Agent. In no event shall any Account Parties to ensure that, after giving effect to the issuance, amendment, renewal or extension of each Letter of Credit, the sum of the total Revolving Credit Lender be obligated to increase its Maximum LC Exposure upon an increase of Revolving Credit Commitments pursuant to Section 2.08(d). For the avoidance of doubt, concurrently with any reduction of the Revolving Credit Commitments pursuant to Section 2.10, the “Maximum LC Exposure” of each Issuing Bank shall Exposures does not exceed such Issuing Bank’s Revolving Credit Commitmentthe Line Cap.

Appears in 1 contract

Samples: Credit Agreement (J C Penney Co Inc)

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), the US Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by to the respective Issuing Bank(s)) to one or more Issuing Bank(s) selected by it Bank and to the Administrative Agent (at least 2 Business Days (or such shorter period of time as such Issuing Bank may agree in its discretion) reasonably in advance of the requested date of issuance, amendment, renewal or extension) a written notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, the date of issuance, amendment, renewal or extension, the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section 2.04Section), the amount of such Letter of Credit, the identity of the Borrower or Restricted Subsidiary for whose account such Letter of Credit is to be issued, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the respective Issuing Bank(s)Bank, the US Borrower also shall submit a letter of credit application on the Issuing Bank’s standard form of such Issuing Bank(s) in connection with any request for a Letter of Credit. 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 US Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the aggregate LC Exposure of all of the Issuing Banks (determined for these purposes without giving effect to the participations therein of the Revolving Credit Lenders pursuant to paragraph (d) of this Section 2.04) shall not exceed at any time the sum of (A) $500,000,000, plus (B) the amount of any increases in “Maximum LC Exposure” pursuant to a designation or increase as provided in the second and third succeeding sentences below25,000,000, (ii) the sum Available US Revolving Commitment of the total Revolving Credit Exposure shall not exceed the total Revolving Credit Commitments each US Lender is greater than or equal to zero and (iii) the aggregate LC Exposure Revolving Credit Exposures of each Issuing Bank (so determined) all the Lenders shall not exceed the amount that such Issuing Bank has agreed shall be its “Maximum LC Exposure” (except as otherwise agreed by such Issuing Bank in its sole discretion); provided that (x) Xxxxxxx Xxxxx Bank USA shall not be required to issue any commercial Letters of Credit and (y) no Issuing Bank shall be required to issue, amend, renew or extend any Letter of Credit to the extent that such issuance, amendment, renewal or extension would violate any policy of such Issuing Bank in respect thereof, and for the avoidance of doubt, the DB Letter of Credit shall be permitted to be outstanding hereunder notwithstanding this clause (iii). Any Issuing Bank listed in the table below hereby agrees that its “Maximum LC Exposure” shall be the amount set forth opposite the name of such Issuing Bank in such table: JPMorgan Chase Bank, N.A. $ 125,000,000 Citibank, N.A. $ 125,000,000 Mizuho Bank, Ltd. $ 125,000,000 Xxxxxxx Xxxxx Bank USA $ 125,000,000 The “Maximum LC Exposure” of any Issuing Bank that becomes such after the date hereof pursuant to a designation by the Borrower as contemplated in the definition of “Issuing Banks” shall be the amount specified in the written instrument contemplated by said definition. The “Maximum LC Exposure” of any Issuing Bank may be increased at any time pursuant to a written instrument executed and delivered between the Borrower, such Issuing Bank and the Administrative Agent. In no event shall any aggregate US Revolving Credit Lender be obligated to increase its Maximum LC Exposure upon an increase of Revolving Credit Commitments pursuant to Section 2.08(d). For the avoidance of doubt, concurrently with any reduction of the Revolving Credit Commitments pursuant to Section 2.10, the “Maximum LC Exposure” of each Issuing Bank shall not exceed such Issuing Bank’s Revolving Credit CommitmentCommitments.

Appears in 1 contract

Samples: Credit Agreement (Navistar International Corp)

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the respective Issuing Bank(s)Bank) to one or more the Issuing Bank(s) selected by it Bank and to the Administrative Agent (at least 2 not later than 11:00 a.m. two Business Days (or such shorter period of later time or date as such the Issuing Bank may agree in a particular instance, in its sole discretion) in advance of prior to the requested date of issuance, amendment, renewal or extension) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extensionextension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section 2.04Section), the amount of such Letter of Credit, the identity of the Borrower or Restricted Subsidiary for whose account such Letter of Credit is to be issued, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the respective Issuing Bank(s)Bank, the Borrower also shall submit a letter of credit application on the Issuing Bank’s standard form of such Issuing Bank(s) in connection with any request for a Letter of Credit. 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 Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the aggregate LC Exposure of all of the Issuing Banks (determined for these purposes without giving effect to the participations therein of the Revolving Credit Lenders pursuant to paragraph (d) of this Section 2.04) shall not exceed at any time the sum of (A) $500,000,000, plus (B) the amount of any increases in “Maximum LC Exposure” pursuant to a designation or increase as provided in the second 15,000,000 and third succeeding sentences below, (ii) the sum of the total Revolving Credit Exposure Exposures shall not exceed the total Revolving Credit Commitments and (iii) the aggregate LC Exposure of each Issuing Bank (so determined) shall not exceed the amount that such Issuing Bank has agreed shall be its “Maximum LC Exposure” (except as otherwise agreed by such Issuing Bank in its sole discretion); provided that (x) Xxxxxxx Xxxxx Bank USA shall not be required to issue any commercial Letters of Credit and (y) no Issuing Bank shall be required to issue, amend, renew or extend any Letter of Credit to the extent that such issuance, amendment, renewal or extension would violate any policy of such Issuing Bank in respect thereof, and for the avoidance of doubt, the DB Letter of Credit shall be permitted to be outstanding hereunder notwithstanding this clause (iii). Any Issuing Bank listed in the table below hereby agrees that its “Maximum LC Exposure” shall be the amount set forth opposite the name of such Issuing Bank in such table: JPMorgan Chase Bank, N.A. $ 125,000,000 Citibank, N.A. $ 125,000,000 Mizuho Bank, Ltd. $ 125,000,000 Xxxxxxx Xxxxx Bank USA $ 125,000,000 The “Maximum LC Exposure” of any Issuing Bank that becomes such after the date hereof pursuant to a designation by the Borrower as contemplated in the definition of “Issuing Banks” shall be the amount specified in the written instrument contemplated by said definition. The “Maximum LC Exposure” of any Issuing Bank may be increased at any time pursuant to a written instrument executed and delivered between the Borrower, such Issuing Bank and the Administrative Agent. In no event shall any Revolving Credit Lender be obligated to increase its Maximum LC Exposure upon an increase of Revolving Credit Commitments pursuant to Section 2.08(d). For the avoidance of doubt, concurrently with any reduction of the Revolving Credit Commitments pursuant to Section 2.10, the “Maximum LC Exposure” of each Issuing Bank shall not exceed such Issuing Bank’s Revolving Credit CommitmentCommitments.

Appears in 1 contract

Samples: Credit Agreement (Brink's Home Security Holdings, Inc.)

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), the Borrower shall hand deliver or telecopy facsimile (or transmit by electronic communication, if arrangements for doing so have been approved by the respective relevant Issuing Bank(s)Bank) to one or more an Issuing Bank(s) selected by it Bank and to the Administrative Agent (not later than 11:00 a.m., New York City time, at least 2 two (2) Business Days (or such shorter period of later date and time as the Administrative Agent and such Issuing Bank may agree in its discretionagree) in advance of the requested date of issuance, amendment, renewal or extension) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extensionextension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section 2.04Section), the amount of such Letter of Credit, the identity of the Borrower or Restricted Subsidiary for whose account such Letter of Credit is to be issued, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the respective an Issuing Bank(s)Bank, the Borrower also shall submit a letter of credit application on the relevant Issuing Bank’s standard form of such Issuing Bank(s) in connection with any request for a Letter of Credit. 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 Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the aggregate amount of the LC Exposure of all of the Issuing Banks (determined for these purposes without giving effect to the participations therein of the Revolving Credit Lenders pursuant to paragraph (d) of this Section 2.04) shall not exceed at any time the sum of (A) $500,000,000, plus (B) the amount of any increases in “Maximum LC Exposure” pursuant to a designation or increase as provided in the second and third succeeding sentences below75,000,000, (ii) the sum of Total Revolving Credit Exposures shall not exceed the total Aggregate Commitment, (iii) each Lender’s Revolving Credit Exposure shall not exceed such Lender’s Commitment, (iv) the total Revolving sum of (x) the aggregate undrawn amount of all outstanding Letters of Credit Commitments issued by any Issuing Bank at such time plus (y) the aggregate amount of all LC Disbursements made by such Issuing Bank that have not yet been reimbursed by or on behalf of the Borrower at such time (such sum for any Issuing Bank at any time of determination, its “Outstanding LC Amount”) shall not exceed such Issuing Bank’s Letter of Credit Commitment (provided that, notwithstanding this clause (iv) but at all times subject to the immediately preceding clauses (i), (ii) and (iii) and the aggregate LC Exposure of each immediately succeeding clause (v), an Issuing Bank (so determined) shall not exceed the amount that such Issuing Bank has agreed shall be its “Maximum LC Exposure” (except as otherwise agreed by such Issuing Bank may, in its sole discretion); provided that (x) Xxxxxxx Xxxxx Bank USA shall not be required to issue any commercial Letters of Credit and (y) no Issuing Bank shall be required , agree to issue, amend, renew or extend any extent a Letter of Credit to the extent that if such issuance, amendment, renewal or extension would violate any policy of cause such Issuing Bank in respect thereof, and for the avoidance of doubt, the DB Bank’s Outstanding LC Amount to exceed its Letter of Credit shall be permitted to be outstanding hereunder notwithstanding this clause Commitment) and (iii). Any Issuing Bank listed in v) the table below hereby agrees that its “Maximum LC Exposure” shall be the aggregate amount set forth opposite the name of such Issuing Bank in such table: JPMorgan Chase Bank, N.A. $ 125,000,000 Citibank, N.A. $ 125,000,000 Mizuho Bank, Ltd. $ 125,000,000 Xxxxxxx Xxxxx Bank USA $ 125,000,000 The “Maximum LC Exposure” all Letters of Credit issued by any Issuing Bank that becomes such after the date hereof pursuant to a designation by the Borrower as contemplated in the definition of “Issuing Banks” shall be the amount specified in the written instrument contemplated by said definition. The “Maximum LC Exposure” of any Issuing Bank may be increased at any time pursuant to a written instrument executed and delivered between the Borrower, such Issuing Bank and the Administrative Agent. In no event shall any Revolving Credit Lender be obligated to increase its Maximum LC Exposure upon an increase of Revolving Credit Commitments pursuant to Section 2.08(d). For the avoidance of doubt, concurrently with any reduction of the Revolving Credit Commitments pursuant to Section 2.10, the “Maximum LC Exposure” of each Issuing Bank shall not exceed such Issuing Bank’s Revolving Letter of Credit Commitment. The Borrower may, at any time and from time to time, reduce the Letter of Credit Commitment of any Issuing Bank with the consent of such Issuing Bank; provided that the Borrower shall not reduce the Letter of Credit Commitment of any Issuing Bank if, after giving effect to such reduction, the conditions set forth in the immediately preceding clauses (i) through (v) shall not be satisfied.

Appears in 1 contract

Samples: Credit Agreement (Sprouts Farmers Market, Inc.)

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the respective applicable Issuing Bank(s)Bank) to one or more the applicable Issuing Bank(s) selected by it Bank and to the Administrative Agent (at least 2 Business Days (or such shorter period of time as such Issuing Bank may agree in its discretion) reasonably in advance of (but, unless otherwise agreed to by the applicable Issuing Bank, no less than 10 days prior to) the requested date of issuance, amendment, renewal or extension) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extensionextension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section 2.042.05(c)), the amount of such Letter of Credit, the identity of the Borrower or Restricted Subsidiary for whose account such Letter of Credit is to be issued, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the respective applicable Issuing Bank(s)Bank, the Borrower also shall submit a letter of credit application on the such Issuing Bank’s standard form of such Issuing Bank(s) in connection with any request for a Letter of Credit. 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 Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension extension, (i) the aggregate LC Exposure of all of the Issuing Banks (determined for these purposes without giving effect to the participations therein of the Revolving Credit Lenders pursuant to paragraph (d) of this Section 2.04) shall not exceed at any time the sum of (A) $500,000,000, plus (B) the amount of any increases in “Maximum LC Exposure” pursuant to a designation or increase as provided in the second 10,000,000 and third succeeding sentences below, (ii) the sum of the total aggregate Revolving Credit Exposure Exposures shall not exceed the total aggregate Revolving Credit Commitments and (iii) the aggregate LC Exposure of each Issuing Bank (so determined) shall not exceed the amount that such Issuing Bank has agreed shall be its “Maximum LC Exposure” (except as otherwise agreed by such Issuing Bank in its sole discretion); provided that (x) Xxxxxxx Xxxxx Bank USA shall not be required to issue any commercial Letters of Credit and (y) no Issuing Bank shall be required to issue, amend, renew or extend any Letter of Credit to the extent that such issuance, amendment, renewal or extension would violate any policy of such Issuing Bank in respect thereof, and for the avoidance of doubt, the DB Letter of Credit shall be permitted to be outstanding hereunder notwithstanding this clause (iii). Any Issuing Bank listed in the table below hereby agrees that its “Maximum LC Exposure” shall be the amount set forth opposite the name of such Issuing Bank in such table: JPMorgan Chase Bank, N.A. $ 125,000,000 Citibank, N.A. $ 125,000,000 Mizuho Bank, Ltd. $ 125,000,000 Xxxxxxx Xxxxx Bank USA $ 125,000,000 The “Maximum LC Exposure” of any Issuing Bank that becomes such after the date hereof pursuant to a designation by the Borrower as contemplated in the definition of “Issuing Banks” shall be the amount specified in the written instrument contemplated by said definition. The “Maximum LC Exposure” of any Issuing Bank may be increased at any time pursuant to a written instrument executed and delivered between the Borrower, such Issuing Bank and the Administrative Agent. In no event shall any Revolving Credit Lender be obligated to increase its Maximum LC Exposure upon an increase of Revolving Credit Commitments pursuant to Section 2.08(d). For the avoidance of doubt, concurrently with any reduction of the Revolving Credit Commitments pursuant to Section 2.10, the “Maximum LC Exposure” of each Issuing Bank shall not exceed such Issuing Bank’s Revolving Credit CommitmentCommitments.

Appears in 1 contract

Samples: Credit Agreement (Symbion Inc/Tn)

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), the Borrower making such request shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the respective Issuing Bank(s)Bank) to one or more an Issuing Bank(s) selected by it Bank, the Canadian Administrative Agent and to the Global Administrative Agent (at least 2 Business Days (or such shorter period of time as such Issuing Bank may agree in its discretion) reasonably in advance of the requested date of issuance, amendment, renewal or extension) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extensionextension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section 2.04Section), the amount of such Letter of Credit, the identity of the Borrower or Restricted Subsidiary for whose account such Letter of Credit is to be issued, the name and address of the beneficiary thereof and such other information (including, if applicable, the Currency of such Letter of Credit which shall be Canadian Dollars or U.S. Dollars) as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the respective Issuing Bank(s)Bank, the such Borrower also shall submit a letter of credit application on the Issuing Bank's standard form of such Issuing Bank(s) in connection with any request for a Letter of Credit. 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 Borrower Borrowers shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the aggregate LC Exposure of all of the Issuing Banks (determined for these purposes without giving effect to the participations therein of the Revolving Credit Lenders pursuant to paragraph (d) of this Section 2.04) shall not exceed at any time the sum of (A) $500,000,000, plus (B) the amount of any increases in “Maximum LC Exposure” pursuant to a designation or increase as provided in the second U.S.$15,000,000 and third succeeding sentences below, (ii) the sum of the total Revolving Credit Exposure shall not exceed the total Revolving Credit Commitments and lesser of (iiix) the aggregate LC Exposure Commitments of each Issuing Bank (so determined) shall not exceed the amount that such Issuing Bank has agreed shall be its “Maximum LC Exposure” (except as otherwise agreed by such Issuing Bank in its sole discretion); provided that (x) Xxxxxxx Xxxxx Bank USA shall not be required to issue any commercial Letters of Credit and Lenders or (y) no Issuing Bank shall be required to issue, amend, renew or extend any Letter of Credit to the extent that such issuance, amendment, renewal or extension would violate any policy of such Issuing Bank Allocated Canadian Borrowing Base then in respect thereof, and for the avoidance of doubt, the DB Letter of Credit shall be permitted to be outstanding hereunder notwithstanding this clause (iii). Any Issuing Bank listed in the table below hereby agrees that its “Maximum LC Exposure” shall be the amount set forth opposite the name of such Issuing Bank in such table: JPMorgan Chase Bank, N.A. $ 125,000,000 Citibank, N.A. $ 125,000,000 Mizuho Bank, Ltd. $ 125,000,000 Xxxxxxx Xxxxx Bank USA $ 125,000,000 The “Maximum LC Exposure” of any Issuing Bank that becomes such after the date hereof pursuant to a designation by the Borrower as contemplated in the definition of “Issuing Banks” shall be the amount specified in the written instrument contemplated by said definition. The “Maximum LC Exposure” of any Issuing Bank may be increased at any time pursuant to a written instrument executed and delivered between the Borrower, such Issuing Bank and the Administrative Agent. In no event shall any Revolving Credit Lender be obligated to increase its Maximum LC Exposure upon an increase of Revolving Credit Commitments pursuant to Section 2.08(d). For the avoidance of doubt, concurrently with any reduction of the Revolving Credit Commitments pursuant to Section 2.10, the “Maximum LC Exposure” of each Issuing Bank shall not exceed such Issuing Bank’s Revolving Credit Commitmenteffect.

Appears in 1 contract

Samples: Revolving Credit Agreement (Brown Tom Inc /De)

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Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), the Borrower shall hand deliver or telecopy fax (or transmit by electronic communication, if arrangements for doing so have been approved by the respective applicable Issuing Bank(s)Bank) to one or more the applicable Issuing Bank(s) selected by it Bank and to the Administrative Agent (at least 2 reasonably in advance of, but in any event no less than three (3) Business Days (or such shorter period of time as such Issuing Bank may agree in its discretion) in advance of prior to the requested date of issuance, amendment, renewal or extension) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extensionextension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph clause (c) of this Section 2.04)2.06) and whether such Letter of Credit shall contain automatic extension or renewal provisions, the amount of such Letter of Credit, the identity of the Borrower or Restricted Subsidiary for whose account such Letter of Credit is to be issued, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the respective applicable Issuing Bank(s)Bank, the Borrower also shall submit a letter of credit application on the such Issuing Bank’s standard form of such Issuing Bank(s) in connection with any request for a Letter of Credit. 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 Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the aggregate LC Exposure of all of the Issuing Banks (determined for these purposes without giving effect to the participations therein of the Revolving Credit Lenders pursuant to paragraph (d) of this Section 2.04) shall not exceed at any time the sum of (A) $500,000,000, plus (B) the amount of any increases in “Maximum LC Exposure” pursuant to a designation or increase as provided in the second 5.0 million and third succeeding sentences below, (ii) the sum of the total Revolving Aggregate Credit Exposure shall not exceed the total Revolving Credit aggregate Commitments and (iii) the aggregate LC Exposure of each Issuing Bank (so determined) shall not exceed the amount that such Issuing Bank has agreed shall be its “Maximum LC Exposure” (except as otherwise agreed by such Issuing Bank in its sole discretion); provided that (x) Xxxxxxx Xxxxx Bank USA shall not be required to issue any commercial Letters of Credit and (y) no Issuing Bank shall be required to issue, amend, renew or extend any Letter of Credit to the extent that such issuance, amendment, renewal or extension would violate any policy of such Issuing Bank in respect thereof, and for the avoidance of doubt, the DB Letter of Credit shall be permitted to be outstanding hereunder notwithstanding this clause (iii). Any Issuing Bank listed in the table below hereby agrees that its “Maximum LC Exposure” shall be the amount set forth opposite the name of such Issuing Bank in such table: JPMorgan Chase Bank, N.A. $ 125,000,000 Citibank, N.A. $ 125,000,000 Mizuho Bank, Ltd. $ 125,000,000 Xxxxxxx Xxxxx Bank USA $ 125,000,000 The “Maximum LC Exposure” of any Issuing Bank that becomes such after the date hereof pursuant to a designation by the Borrower as contemplated in the definition of “Issuing Banks” shall be the amount specified in the written instrument contemplated by said definition. The “Maximum LC Exposure” of any Issuing Bank may be increased at any time pursuant to a written instrument executed and delivered between the Borrower, such Issuing Bank and the Administrative Agent. In no event shall any Revolving Credit Lender be obligated to increase its Maximum LC Exposure upon an increase of Revolving Credit Commitments pursuant to Section 2.08(d). For the avoidance of doubt, concurrently with any reduction of the Revolving Credit Commitments pursuant to Section 2.10, the “Maximum LC Exposure” of each Issuing Bank shall not exceed such Issuing Bank’s Revolving Credit Commitmentall Lenders.

Appears in 1 contract

Samples: Credit Agreement (Flywire Corp)

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To In order to request the issuance of a Letter of Credit (or the amendmentto amend, renewal renew or extension of extend an outstanding existing Letter of Credit), the applicable Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the respective Issuing Bank(s)) to one or more Issuing Bank(s) selected by it and fax to the Issuing Bank and the Applicable Administrative Agent (at least 2 Business Days (or such shorter period of time as such Issuing Bank may agree in its discretion) reasonably in advance of the requested date of issuance, amendment, renewal or extension) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, the date of issuance, amendment, renewal or extension, the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section 2.04below), the amount and (in the case of a European Letter of Credit) Currency of such Letter of Credit, the identity of the Borrower or Restricted Subsidiary for whose account such Letter of Credit is to be issued, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend prepare such Letter of Credit. If requested by The Issuing Bank shall promptly (i) notify each Administrative Agent in writing of the respective Issuing Bank(s), the Borrower also shall submit a letter amount and expiry date of credit application on the standard form of such Issuing Bank(s) in connection with any request for a each Letter of CreditCredit issued by it and (ii) provide a copy of each such Letter of Credit (and any amendments, renewals or extensions thereof) to each Administrative Agent. A Letter of Credit shall be issued, amended, renewed or extended only if (if, and upon issuance, amendment, renewal or extension of each Letter of Credit the applicable Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) in the aggregate LC case of any U.S. Letter of Credit, (x) the U.S. L/C Exposure of all of the Issuing Banks (determined for these purposes without giving effect to the participations therein of the Revolving Credit Lenders pursuant to paragraph (d) of this Section 2.04) shall not exceed at any time the sum of $20,000,000 and (A) $500,000,000, plus (By) the amount of any increases in “Maximum LC Exposure” pursuant to a designation or increase as provided in the second and third succeeding sentences below, (ii) the sum of the total aggregate U.S. Revolving Credit Exposure shall not exceed the total aggregate U.S. Revolving Credit Commitments and (iiiii) in the case of any European Letter of Credit, (x) the European L/C Exposure shall not exceed $10,000,000 and (y) the aggregate LC European Revolving Exposure of each Issuing Bank (so determined) shall not exceed the amount that such Issuing Bank has agreed shall be its “Maximum LC Exposure” (except as otherwise agreed by such Issuing Bank in its sole discretion); provided that (x) Xxxxxxx Xxxxx Bank USA shall not be required to issue any commercial Letters of Credit and (y) no Issuing Bank shall be required to issue, amend, renew or extend any Letter of Credit to the extent that such issuance, amendment, renewal or extension would violate any policy of such Issuing Bank in respect thereof, and for the avoidance of doubt, the DB Letter of Credit shall be permitted to be outstanding hereunder notwithstanding this clause (iii). Any Issuing Bank listed in the table below hereby agrees that its “Maximum LC Exposure” shall be the amount set forth opposite the name of such Issuing Bank in such table: JPMorgan Chase Bank, N.A. $ 125,000,000 Citibank, N.A. $ 125,000,000 Mizuho Bank, Ltd. $ 125,000,000 Xxxxxxx Xxxxx Bank USA $ 125,000,000 The “Maximum LC Exposure” of any Issuing Bank that becomes such after the date hereof pursuant to a designation by the Borrower as contemplated in the definition of “Issuing Banks” shall be the amount specified in the written instrument contemplated by said definition. The “Maximum LC Exposure” of any Issuing Bank may be increased at any time pursuant to a written instrument executed and delivered between the Borrower, such Issuing Bank and the Administrative Agent. In no event shall any aggregate European Revolving Credit Lender be obligated to increase its Maximum LC Exposure upon an increase of Revolving Credit Commitments pursuant to Section 2.08(d). For the avoidance of doubt, concurrently with any reduction of the Revolving Credit Commitments pursuant to Section 2.10, the “Maximum LC Exposure” of each Issuing Bank shall not exceed such Issuing Bank’s Revolving Credit CommitmentCommitments.

Appears in 1 contract

Samples: Credit Agreement (Sensus Metering Systems Inc)

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by notify the respective Issuing Bank(s)) to one or more Issuing Bank(s) selected by it Bank and to the Administrative Agent (at least 2 Business Days (or such shorter period of time as such Issuing Bank may agree in its discretion) reasonably in advance of the requested date of issuance, amendment, renewal or extension) a notice requesting , describing the issuance of a Letter of CreditCredit to be issued, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extensionextension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (cd) of this Section 2.04Section), the amount of such Letter of Credit, the identity of the Borrower or Restricted Subsidiary for whose account such Letter of Credit is to be issued, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the respective Issuing Bank(s)Bank, the Borrower also shall submit a letter of credit application on the Issuing Bank’s standard form of (with such Issuing Bank(schanges thereto as the parties may agree upon) in connection with any request for a Letter of Credit. 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 Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the aggregate LC Exposure of all of the Issuing Banks (determined for these purposes without giving effect to the participations therein of the Revolving Credit Lenders pursuant to paragraph (d) of this Section 2.04) shall not exceed at any time the sum of (A) $500,000,000200,000,000, plus (B) the amount of any increases in “Maximum LC Exposure” pursuant to a designation or increase as provided in the second and third succeeding sentences below, (ii) the sum of the total Revolving Credit Exposure of each Lender shall not exceed the total Revolving Credit Commitments and (iii) the aggregate LC Exposure of each Issuing Bank (so determined) shall not exceed the amount that such Issuing Bank has agreed shall be its “Maximum LC Exposure” (except as otherwise agreed by such Issuing Bank in its sole discretion); provided that (x) Xxxxxxx Xxxxx Bank USA shall not be required to issue any commercial Letters of Credit and (y) no Issuing Bank shall be required to issue, amend, renew or extend any Letter of Credit to the extent that such issuance, amendment, renewal or extension would violate any policy of such Issuing Bank in respect thereof, and for the avoidance of doubt, the DB Letter of Credit shall be permitted to be outstanding hereunder notwithstanding this clause (iii). Any Issuing Bank listed in the table below hereby agrees that its “Maximum LC Exposure” shall be the amount set forth opposite the name of such Issuing Bank in such table: JPMorgan Chase Bank, N.A. $ 125,000,000 Citibank, N.A. $ 125,000,000 Mizuho Bank, Ltd. $ 125,000,000 Xxxxxxx Xxxxx Bank USA $ 125,000,000 The “Maximum LC Exposure” of any Issuing Bank that becomes such after the date hereof pursuant to a designation by the Borrower as contemplated in the definition of “Issuing Banks” shall be the amount specified in the written instrument contemplated by said definition. The “Maximum LC Exposure” of any Issuing Bank may be increased at any time pursuant to a written instrument executed and delivered between the Borrower, such Issuing Bank and the Administrative Agent. In no event shall any Revolving Credit Lender be obligated to increase its Maximum LC Exposure upon an increase of Revolving Credit Commitments pursuant to Section 2.08(d). For the avoidance of doubt, concurrently with any reduction of the Revolving Credit Commitments pursuant to Section 2.10, the “Maximum LC Exposure” of each Issuing Bank shall not exceed such Issuing Bank’s Revolving Credit Commitment.

Appears in 1 contract

Samples: Revolving Credit Agreement (Zoetis Inc.)

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal (other than an automatic renewal in accordance with paragraph (c) of this Section) or extension of an outstanding Letter of Credit), the Borrower Applicant Party shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the respective applicable Issuing Bank(s)Bank) to one or more the applicable Issuing Bank(s) selected by it Bank and to the Administrative Agent (at least 2 two Business Days (or such shorter period of time as such Issuing Bank may agree in its discretion) in advance of the requested date of issuance, amendment, renewal or extension) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extensionextension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section 2.04Section), the amount of such Letter of Credit, the identity of the Borrower or Restricted Subsidiary for whose account such Letter of Credit is to be issued, the name and address of the beneficiary thereof and such other information as shall be necessary to prepareissue, amend, renew or extend such Letter of Credit. If requested by the respective applicable Issuing Bank(s)Bank, the Borrower Applicant Party also shall submit a letter of credit application on the such Issuing Bank’s standard form of such Issuing Bank(s) in connection with any request for a Letter of Credit. 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 Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, issuance amendment, renewal or extension (i) the aggregate LC Exposure of all of the Issuing Banks (determined for these purposes without giving effect prior to the participations therein of Class A Revolving Facility Maturity Date, the Revolving Credit Lenders pursuant to paragraph (d) of this Section 2.04) L/C Exposure shall not exceed at any time the sum of (A) $500,000,000, plus (B) the amount of any increases in “Maximum LC Exposure” pursuant to a designation or increase as provided in the second and third succeeding sentences below650.0 million, (ii) after the sum of Class A Revolving Facility Maturity Date but prior to the total Class B Revolving Facility Maturity Date, the Revolving L/C Exposure shall not exceed $650.0 million and (iii) the Revolving Facility Credit Exposure shall not exceed the total Revolving Credit Commitments and (iii) the aggregate LC Exposure of each Issuing Bank (so determined) shall not exceed the amount that such Issuing Bank has agreed shall be its “Maximum LC Exposure” (except as otherwise agreed by such Issuing Bank in its sole discretion); provided that (x) Xxxxxxx Xxxxx Bank USA shall not be required to issue any commercial Letters of Credit and (y) no Issuing Bank shall be required to issue, amend, renew or extend any Letter of Credit to the extent that such issuance, amendment, renewal or extension would violate any policy of such Issuing Bank in respect thereof, and for the avoidance of doubt, the DB Letter of Credit shall be permitted to be outstanding hereunder notwithstanding this clause (iii). Any Issuing Bank listed in the table below hereby agrees that its “Maximum LC Exposure” shall be the amount set forth opposite the name of such Issuing Bank in such table: JPMorgan Chase Bank, N.A. $ 125,000,000 Citibank, N.A. $ 125,000,000 Mizuho Bank, Ltd. $ 125,000,000 Xxxxxxx Xxxxx Bank USA $ 125,000,000 The “Maximum LC Exposure” of any Issuing Bank that becomes such after the date hereof pursuant to a designation by the Borrower as contemplated in the definition of “Issuing Banks” shall be the amount specified in the written instrument contemplated by said definition. The “Maximum LC Exposure” of any Issuing Bank may be increased at any time pursuant to a written instrument executed and delivered between the Borrower, such Issuing Bank and the Administrative Agent. In no event shall any Revolving Credit Lender be obligated to increase its Maximum LC Exposure upon an increase of Revolving Credit Commitments pursuant to Section 2.08(d). For the avoidance of doubt, concurrently with any reduction of the Revolving Credit Commitments pursuant to Section 2.10, the “Maximum LC Exposure” of each Issuing Bank shall not exceed such Issuing Bank’s Revolving Credit CommitmentFacility Commitments.

Appears in 1 contract

Samples: Credit Agreement (Alpha Natural Resources, Inc.)

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the respective applicable Issuing Bank(s)Bank) to one or more the applicable Issuing Bank(s) Bank (which may be any Issuing Bank selected by it the Borrower if there is more than one Issuing Bank) and to the Administrative Agent (at least 2 Business Days (or such shorter period of time as such Issuing Bank may agree in its discretion) reasonably in advance of the requested date of issuance, amendment, renewal or extension) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extensionextension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section 2.04Section), the amount of such Letter of Credit, the identity of the Borrower or Restricted Subsidiary for whose account such Letter of Credit is to be issued, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the respective applicable Issuing Bank(s)Bank, the Borrower also shall submit a letter of credit application on the such Issuing Bank’s standard form of such Issuing Bank(s) in connection with any request for a Letter of Credit. 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 Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the aggregate LC Exposure of all of the Issuing Banks (determined for these purposes without giving effect to the participations therein of the Revolving Credit Lenders pursuant to paragraph (d) of this Section 2.04) shall not exceed at any time the sum of (A) $500,000,000, plus (B) the amount of any increases in “Maximum LC Exposure” pursuant to a designation or increase as provided in the second 20,000,000 and third succeeding sentences below, (ii) the sum aggregate amount of the total Lenders’ Revolving Credit Exposure Exposures shall not exceed the total Revolving Credit Commitments and (iii) the aggregate LC Exposure of each Issuing Bank (so determined) shall not exceed the amount that such Issuing Bank has agreed shall be its “Maximum LC Exposure” (except as otherwise agreed by such Issuing Bank in its sole discretion); provided that (x) Xxxxxxx Xxxxx Bank USA shall not be required to issue any commercial Letters of Credit and (y) no Issuing Bank shall be required to issue, amend, renew or extend any Letter of Credit to the extent that such issuance, amendment, renewal or extension would violate any policy of such Issuing Bank in respect thereof, and for the avoidance of doubt, the DB Letter of Credit shall be permitted to be outstanding hereunder notwithstanding this clause (iii). Any Issuing Bank listed in the table below hereby agrees that its “Maximum LC Exposure” shall be the amount set forth opposite the name of such Issuing Bank in such table: JPMorgan Chase Bank, N.A. $ 125,000,000 Citibank, N.A. $ 125,000,000 Mizuho Bank, Ltd. $ 125,000,000 Xxxxxxx Xxxxx Bank USA $ 125,000,000 The “Maximum LC Exposure” of any Issuing Bank that becomes such after the date hereof pursuant to a designation by the Borrower as contemplated in the definition of “Issuing Banks” shall be the amount specified in the written instrument contemplated by said definition. The “Maximum LC Exposure” of any Issuing Bank may be increased at any time pursuant to a written instrument executed and delivered between the Borrower, such Issuing Bank and the Administrative Agent. In no event shall any Revolving Credit Lender be obligated to increase its Maximum LC Exposure upon an increase of Revolving Credit Commitments pursuant to Section 2.08(d). For the avoidance of doubt, concurrently with any reduction of the Lenders’ Revolving Credit Commitments pursuant to Section 2.10, the “Maximum LC Exposure” of each Issuing Bank shall not exceed such Issuing Bank’s Revolving Credit CommitmentCommitments.

Appears in 1 contract

Samples: Amendment and Restatement Agreement (Interline Brands, Inc./De)

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), the Borrower Company shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the respective Issuing Bank(s)Bank) to one or more the Issuing Bank(s) selected by it Bank and to the Administrative Agent (at least 2 no less than three (3) Business Days (or such shorter period of time as such Issuing Bank may agree in its discretion) in advance of the requested date of issuance, amendment, renewal or extension, or such later date and time as the Administrative Agent and the Issuing Bank may agree in a particular instance in their sole discretion) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extensionextension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section 2.04Section), the amount of such Letter of Credit, the identity of the Borrower or Restricted Subsidiary for whose account such Letter of Credit is to be issuedAgreed Currency applicable thereto, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the respective Issuing Bank(s)Bank, the Borrower Company also shall submit a letter of credit application on the Issuing Bank’s standard form of such Issuing Bank(s) in connection with any request for a Letter of Credit. 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 Borrower Borrowers shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension extension, subject to Sections 2.04 and 2.11(c), (i) the aggregate Dollar Amount of the LC Exposure of all of the Issuing Banks (determined for these purposes without giving effect to the participations therein of the Revolving Credit Lenders pursuant to paragraph (d) of this Section 2.04) shall not exceed at any time the sum of (A) $500,000,000, plus (B) the amount of any increases in “Maximum LC Exposure” pursuant to a designation or increase as provided in the second and third succeeding sentences below100,000,000, (ii) the sum Dollar Amount of the Revolving Credit Exposure of each Lender shall not exceed such Lender’s Commitment, and (ii) the Dollar Amount of the total Revolving Credit Exposure Exposures shall not exceed the total Revolving Credit Commitments and (iii) the aggregate LC Exposure of each Issuing Bank (so determined) shall not exceed the amount that such Issuing Bank has agreed shall be its “Maximum LC Exposure” (except as otherwise agreed by such Issuing Bank in its sole discretion); provided that (x) Xxxxxxx Xxxxx Bank USA shall not be required to issue any commercial Letters of Credit and (y) no Issuing Bank shall be required to issue, amend, renew or extend any Letter of Credit to the extent that such issuance, amendment, renewal or extension would violate any policy of such Issuing Bank in respect thereof, and for the avoidance of doubt, the DB Letter of Credit shall be permitted to be outstanding hereunder notwithstanding this clause (iii). Any Issuing Bank listed in the table below hereby agrees that its “Maximum LC Exposure” shall be the amount set forth opposite the name of such Issuing Bank in such table: JPMorgan Chase Bank, N.A. $ 125,000,000 Citibank, N.A. $ 125,000,000 Mizuho Bank, Ltd. $ 125,000,000 Xxxxxxx Xxxxx Bank USA $ 125,000,000 The “Maximum LC Exposure” of any Issuing Bank that becomes such after the date hereof pursuant to a designation by the Borrower as contemplated in the definition of “Issuing Banks” shall be the amount specified in the written instrument contemplated by said definition. The “Maximum LC Exposure” of any Issuing Bank may be increased at any time pursuant to a written instrument executed and delivered between the Borrower, such Issuing Bank and the Administrative Agent. In no event shall any Revolving Credit Lender be obligated to increase its Maximum LC Exposure upon an increase of Revolving Credit Commitments pursuant to Section 2.08(d). For the avoidance of doubt, concurrently with any reduction of the Revolving Credit Commitments pursuant to Section 2.10, the “Maximum LC Exposure” of each Issuing Bank shall not exceed such Issuing Bank’s Revolving Credit CommitmentCommitments.

Appears in 1 contract

Samples: Credit Agreement (Cabot Corp)

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the respective Issuing Bank(s)Bank) to one or more any Issuing Bank(s) selected by it Bank and to the Administrative Agent (at least 2 not less than three (3) Business Days (or such shorter period of time as such Issuing Bank may agree in its discretion) in advance of the requested date of issuance, amendment, renewal or extension) a notice notice: (i) requesting the issuance of a Letter of Credit, Credit or identifying the outstanding Letter of Credit issued by such Issuing Bank to be amended, renewed or extended, ; (ii) specifying the date of issuance, amendment, renewal or extension, extension (which shall be a Business Day); (iii) specifying the date on which such Letter of Credit is to expire (which shall comply with paragraph Section 2.03); (civ) of this Section 2.04), specifying the amount of such Letter of Credit, the identity of the Borrower or Restricted Subsidiary for whose account such Letter of Credit is to be issued, ; and (v) specifying the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the respective any Issuing Bank(s)Bank, the Borrower also shall submit a letter of credit application on the such Issuing Bank’s standard form of such Issuing Bank(s) in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon with respect to each notice provided by the Borrower above and any issuance, amendment, renewal or extension of each Letter of Credit Credit, the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the aggregate LC Exposure of all of the Issuing Banks (determined for these purposes without giving effect to the participations therein of the Revolving Credit Lenders pursuant to paragraph (d) of this Section 2.04) shall not exceed at any time the sum of (A) $500,000,000, plus (B) the amount of any increases in “Maximum LC Exposure” pursuant to a designation or increase as provided in the second and third succeeding sentences below, (ii) the sum of the total Revolving Credit Exposure shall not exceed the total Revolving Credit Commitments and (iii) the aggregate LC Exposure of each Issuing Bank (so determined) shall not exceed the amount that such Issuing Bank has agreed shall be its “Maximum LC Exposure” (except as otherwise agreed by such Issuing Bank in its sole discretion); provided that (x) Xxxxxxx Xxxxx Bank USA shall not be required to issue any commercial Letters of Credit and (y) no Issuing Bank shall be required to issue, amend, renew or extend any Letter of Credit to the extent that such issuance, amendment, renewal or extension would violate any policy of such Issuing Bank in respect thereof, and for the avoidance of doubt, the DB Letter of Credit shall be permitted to be outstanding hereunder notwithstanding this clause (iii). Any Issuing Bank listed in the table below hereby agrees that its “Maximum LC Exposure” shall be the amount set forth opposite the name of such Issuing Bank in such table: JPMorgan Chase Bank, N.A. $ 125,000,000 Citibank, N.A. $ 125,000,000 Mizuho Bank, Ltd. $ 125,000,000 Xxxxxxx Xxxxx Bank USA $ 125,000,000 The “Maximum LC Exposure” of any Issuing Bank that becomes such after the date hereof pursuant to a designation by the Borrower as contemplated in the definition of “Issuing Banks” shall be the amount specified in the written instrument contemplated by said definition. The “Maximum LC Exposure” of any Issuing Bank may be increased at any time pursuant to a written instrument executed and delivered between the Borrower, such Issuing Bank and the Administrative Agent. In no event shall any Revolving Credit Lender be obligated to increase its Maximum LC Exposure upon an increase of Revolving Credit Commitments pursuant to Section 2.08(d). For the avoidance of doubt, concurrently with any reduction of the Revolving Credit Commitments pursuant to Section 2.10, the “Maximum LC Exposure” of each Issuing Bank shall not exceed such Issuing Bank’s Revolving Credit Commitment.

Appears in 1 contract

Samples: Letter of Credit Facility Agreement (Black Elk Energy Finance Corp.)

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the respective applicable Issuing Bank(s)Bank) to one or more the applicable Issuing Bank(s) selected by it Bank and to the Administrative Agent (at least 2 Business Days (or such shorter period of time as such Issuing Bank may agree in its discretion) reasonably in advance of the requested date of issuance, amendment, renewal or extension, but in any event no less than three Business Days) a notice written Letter of Credit Request in substantially the form of Exhibit B-2 attached hereto and signed by the Borrower requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extensionextension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section 2.04Section), the amount of such Letter of Credit, the identity of the Borrower or Restricted Subsidiary for whose account such Letter of Credit is to be issued, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the respective applicable Issuing Bank(s)Bank, the Borrower also shall submit a letter of credit application on the such Issuing Bank’s standard form of such Issuing Bank(s) in connection with any request for a Letter of Credit. 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 Credit, the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the aggregate LC Exposure of all of the Issuing Banks (determined for these purposes without giving effect to the participations therein of the Revolving Credit Lenders pursuant to paragraph (d) of this Section 2.04) shall not exceed at any time the sum of (A) $500,000,000, plus (B) the amount of any increases in “Maximum LC Exposure” pursuant to a designation or increase as provided in the second and third succeeding sentences belowSublimit, (ii) the sum of the total Revolving Credit Exposure Exposures shall not exceed the total Revolving Credit Commitments and Commitments, (iii) the aggregate LC Exposure of each Issuing Bank (so determined) shall not exceed the amount that such Issuing Bank has agreed shall be its “Maximum LC Exposure” (except as otherwise agreed by such Issuing Bank in its sole discretion); provided that (x) Xxxxxxx Xxxxx Bank USA shall not be required to issue any commercial Letters of Credit and (y) no Issuing Bank shall be required to issue, amend, renew or extend any Letter of Credit to the extent that such issuance, amendment, renewal or extension would violate any policy of such Issuing Bank in respect thereof, and for the avoidance of doubt, the DB Letter of Credit shall be permitted to be outstanding hereunder notwithstanding this clause (iii). Any Issuing Bank listed in the table below hereby agrees that its “Maximum LC Exposure” shall be the amount set forth opposite the name of such Issuing Bank in such table: JPMorgan Chase Bank, N.A. $ 125,000,000 Citibank, N.A. $ 125,000,000 Mizuho Bank, Ltd. $ 125,000,000 Xxxxxxx Xxxxx Bank USA $ 125,000,000 The “Maximum LC Exposure” of any Issuing Bank that becomes such after the date hereof pursuant to a designation by the Borrower as contemplated in the definition of “Issuing Banks” shall be the amount specified in the written instrument contemplated by said definition. The “Maximum LC Exposure” of any Issuing Bank may be increased at any time pursuant to a written instrument executed and delivered between the Borrower, such Issuing Bank and the Administrative Agent. In no event shall any Revolving Credit Lender be obligated to increase its Maximum LC Exposure upon an increase of Revolving Credit Commitments pursuant to Section 2.08(d). For the avoidance of doubt, concurrently with any reduction of the Revolving Credit Commitments pursuant to Section 2.10, the “Maximum LC Exposure” of each applicable Issuing Bank shall not exceed the LC Sublimit applicable to such Issuing Bank and (iv) the Revolving Credit Exposure of the applicable Issuing Bank shall not exceed the Commitment of such Issuing Bank’s Revolving Credit Commitment.

Appears in 1 contract

Samples: Revolving Credit Agreement (Square, Inc.)

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), the Borrower shall hand deliver or telecopy (or transmit deliver by electronic communication, if arrangements for doing so have been approved by the respective Issuing Bank(s)comparable means) to one or more the Issuing Bank(s) selected by it Bank and to the Administrative Agent (at least 2 Business Days (or such shorter period of time as such Issuing Bank may agree in its discretion) reasonably in advance of the requested date of issuance, amendment, renewal or extension) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extensionextension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section 2.04Section), the amount of such Letter of Credit, the identity of the Borrower or Restricted Subsidiary for whose account such Letter of Credit is to be issued, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the respective Issuing Bank(s)Bank, the Borrower also shall submit a letter of credit application on the Issuing Bank's standard form of such Issuing Bank(s) in connection with any request for a Letter of Credit. 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 Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the aggregate LC Exposure of all of the Issuing Banks (determined for these purposes without giving effect to the participations therein of the Revolving Credit Lenders pursuant to paragraph (d) of this Section 2.04) shall not exceed at any time the sum LC Sublimit and in no event shall the Dollar Equivalent of (A) Subsidiary Borrowing Letters of Credit exceed $500,000,00020,000,000, plus (B) the amount of any increases in “Maximum LC Exposure” pursuant to a designation or increase as provided in the second and third succeeding sentences below, (ii) the sum of the total Revolving Credit Exposure shall Exposures plus the aggregate principal amount of outstanding Competitive Loans will not exceed the total Revolving Credit Commitments and (iii) the aggregate LC Exposure of each Issuing Bank (so determined) shall not exceed the amount that such Issuing Bank has agreed shall be its “Maximum LC Exposure” (except as otherwise agreed by such Issuing Bank in its sole discretion); provided that (x) Xxxxxxx Xxxxx Bank USA shall not be required to issue any commercial Letters of Credit and (y) no Issuing Bank shall be required to issue, amend, renew or extend any Letter of Credit to the extent that such issuance, amendment, renewal or extension would violate any policy of such Issuing Bank in respect thereof, and for the avoidance of doubt, the DB Letter of Credit shall be permitted to be outstanding hereunder notwithstanding this clause (iii). Any Issuing Bank listed in the table below hereby agrees that its “Maximum LC Exposure” shall be the amount set forth opposite the name of such Issuing Bank in such table: JPMorgan Chase Bank, N.A. $ 125,000,000 Citibank, N.A. $ 125,000,000 Mizuho Bank, Ltd. $ 125,000,000 Xxxxxxx Xxxxx Bank USA $ 125,000,000 The “Maximum LC Exposure” of any Issuing Bank that becomes such after the date hereof pursuant to a designation by the Borrower as contemplated in the definition of “Issuing Banks” shall be the amount specified in the written instrument contemplated by said definition. The “Maximum LC Exposure” of any Issuing Bank may be increased at any time pursuant to a written instrument executed and delivered between the Borrower, such Issuing Bank and the Administrative Agent. In no event shall any Revolving Credit Lender be obligated to increase its Maximum LC Exposure upon an increase of Revolving Credit Commitments pursuant to Section 2.08(d). For the avoidance of doubt, concurrently with any reduction of the Revolving Credit Commitments pursuant to Section 2.10, the “Maximum LC Exposure” of each Issuing Bank shall not exceed such Issuing Bank’s Revolving Credit Total Commitment.

Appears in 1 contract

Samples: Credit Agreement (Dentsply International Inc /De/)

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), the Borrower an Account Party shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the respective applicable Issuing Bank(s)Bank) to one or more Issuing Bank(s) selected by it and to the Administrative Agent (at least 2 Business Days (or such shorter period of time as such applicable Issuing Bank may agree in its discretion) (reasonably in advance of the requested date of issuance, amendment, renewal or extension) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extensionextension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section 2.04Section), the amount of such Letter of Credit, the identity of the Borrower or Restricted Subsidiary for whose account such Letter of Credit is to be issued, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the respective applicable Issuing Bank(s)Bank, the Borrower such Account Party also shall submit a letter of credit application on the such Issuing Bank’s standard form of such Issuing Bank(s) in connection with any request for a Letter of Credit. 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 Borrower applicable Account Party shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension extension, (i) the aggregate LC Exposure of all of the Issuing Banks (determined for these purposes without giving effect to the participations therein of the Revolving Credit Lenders pursuant to paragraph (d) of this Section 2.04) shall not exceed at any time the sum of (A) $500,000,000, plus (B) the amount of any increases in “Maximum LC Exposure” pursuant to a designation or increase as provided in the second 500,000,000 and third succeeding sentences below, (ii) the sum of the total Revolving Credit Exposure Exposures shall not exceed the total Revolving Line Cap. Each Issuing Bank shall provide to the LC Agent and the Administrative Agent not later than 3:00 p.m. (or promptly thereafter, if unable to do so by 3:00 p.m.), New York City time, on the first Business Day of each calendar week a report of such Issuing Bank setting forth (i) the aggregate amount of all Letters of Credit Commitments issued by such Issuing Bank that are outstanding as of 3:00 p.m. on the last Business Day of the preceding calendar week, (ii) the average daily undrawn amount of all Letters of Credit issued by such Issuing Bank for each calendar day during the period since the last calendar day covered by the preceding weekly report (or, in the case of the first weekly report, during the period from and including the Effective Date) and (iii) the aggregate amount of LC Exposure of each Issuing Bank (so determined) shall not exceed the amount that such Issuing Bank has agreed shall be its “Maximum LC Exposure” (except as otherwise agreed Disbursements made by such Issuing Bank and not reimbursed as of the time of such report. In addition to providing such weekly reports, each Issuing Bank shall, from time to time upon request of the LC Agent or the Administrative Agent, provide the LC Agent and the Administrative Agent with information of the type referred to in its sole discretionthe immediately preceding sentence on a more frequent basis. The LC Agent shall provide to each Lender not later than 3:00 p.m. (or promptly thereafter, if unable to do so by 3:00 p.m.); provided that (x) Xxxxxxx Xxxxx Bank USA shall not be required to issue any commercial , New York City time, on the first Business Day of each calendar month a report setting forth the aggregate amount of all Letters of Credit and that are outstanding as of the date of the most recent weekly reports delivered by the Issuing Banks to the Administrative Agent pursuant to clause (yi) no of the immediately preceding paragraph. Neither the LC Agent nor the Administrative Agent nor any Issuing Bank shall be required have any duty or obligation at any time to issuemonitor the LC Exposure relative to the total Commitments or the Borrowing Base and neither the LC Agent nor the Administrative Agent nor any Issuing Bank shall have any liability in respect of the issuance, amendamendment, renew renewal or extend any extension of a Letter of Credit to the extent that such issuance, amendment, renewal or extension would violate any policy of such Issuing Bank in respect thereof, and for the avoidance of doubt, the DB Letter of Credit shall be permitted to be outstanding hereunder notwithstanding this clause (iii). Any Issuing Bank listed results in the table below hereby agrees that its “Maximum LC Exposure” total Revolving Credit Exposures exceeding the Line Cap. It shall be the amount set forth opposite responsibility of the name of such Issuing Bank in such table: JPMorgan Chase Bank, N.A. $ 125,000,000 Citibank, N.A. $ 125,000,000 Mizuho Bank, Ltd. $ 125,000,000 Xxxxxxx Xxxxx Bank USA $ 125,000,000 The “Maximum LC Exposure” of any Issuing Bank that becomes such after the date hereof pursuant to a designation by the Borrower as contemplated in the definition of “Issuing Banks” shall be the amount specified in the written instrument contemplated by said definition. The “Maximum LC Exposure” of any Issuing Bank may be increased at any time pursuant to a written instrument executed and delivered between the Borrower, such Issuing Bank Borrowers and the Administrative Agent. In no event shall any Account Parties to ensure that, after giving effect to the issuance, amendment, renewal or extension of each Letter of Credit, the sum of the total Revolving Credit Lender be obligated to increase its Maximum LC Exposure upon an increase of Revolving Credit Commitments pursuant to Section 2.08(d). For the avoidance of doubt, concurrently with any reduction of the Revolving Credit Commitments pursuant to Section 2.10, the “Maximum LC Exposure” of each Issuing Bank shall Exposures does not exceed such Issuing Bank’s Revolving Credit Commitmentthe Line Cap.

Appears in 1 contract

Samples: Credit Agreement (J C Penney Co Inc)

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of that any Issuing Bank issue a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of CreditCredit issued by such Issuing Bank), the Borrower shall hand deliver or telecopy facsimile (or transmit by electronic communication, if arrangements for doing so have been approved by the respective such Issuing Bank(s)Bank) to one or more such Issuing Bank(s) selected by it Bank and to the Administrative Agent (prior to 11:00 a.m., New York City time, at least 2 three Business Days (or such shorter period of time as such Issuing Bank may agree in its discretion) in advance of prior to the requested date of issuance, amendment, renewal or extension) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extensionextension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section 2.04Section), the amount of such Letter of Credit, the identity of the Borrower or Restricted Subsidiary for whose account such Letter of Credit is to be issued, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the respective Issuing Bank(s)Bank issuing a Letter of Credit, the Borrower also shall submit a letter of credit application on the such Issuing Bank’s standard form of such Issuing Bank(s) in connection with any request for a Letter of Credit. 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 Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension extension, (i) the aggregate Total LC Exposure of all of the Issuing Banks (determined for these purposes without giving effect to the participations therein of the Revolving Credit Lenders pursuant to paragraph (d) of this Section 2.04) shall not exceed at any time the sum of (A) $500,000,000, plus (B) the amount of any increases in “Maximum LC Exposure” pursuant to a designation or increase as provided in the second 10,000,000 and third succeeding sentences below, (ii) the sum of the total Total Revolving Credit Exposure shall not exceed the total Revolving Credit Commitments and (iii) the aggregate LC Exposure of each Issuing Bank (so determined) shall not exceed the amount that such Issuing Bank has agreed shall be its “Maximum LC Exposure” (except as otherwise agreed by such Issuing Bank in its sole discretion); provided that (x) Xxxxxxx Xxxxx Bank USA shall not be required to issue any commercial Letters of Credit and (y) no Issuing Bank shall be required to issue, amend, renew or extend any Letter of Credit to the extent that such issuance, amendment, renewal or extension would violate any policy of such Issuing Bank in respect thereof, and for the avoidance of doubt, the DB Letter of Credit shall be permitted to be outstanding hereunder notwithstanding this clause (iii). Any Issuing Bank listed in the table below hereby agrees that its “Maximum LC Exposure” shall be the amount set forth opposite the name of such Issuing Bank in such table: JPMorgan Chase Bank, N.A. $ 125,000,000 Citibank, N.A. $ 125,000,000 Mizuho Bank, Ltd. $ 125,000,000 Xxxxxxx Xxxxx Bank USA $ 125,000,000 The “Maximum LC Exposure” of any Issuing Bank that becomes such after the date hereof pursuant to a designation by the Borrower as contemplated in the definition of “Issuing Banks” shall be the amount specified in the written instrument contemplated by said definition. The “Maximum LC Exposure” of any Issuing Bank may be increased at any time pursuant to a written instrument executed and delivered between the Borrower, such Issuing Bank and the Administrative Agent. In no event shall any Revolving Credit Lender be obligated to increase its Maximum LC Exposure upon an increase of Revolving Credit Commitments pursuant to Section 2.08(d). For the avoidance of doubt, concurrently with any reduction of the Revolving Credit Commitments pursuant to Section 2.10, the “Maximum LC Exposure” of each Issuing Bank shall not exceed such Issuing Bank’s Total Revolving Credit Commitment.

Appears in 1 contract

Samples: Credit Agreement (Radiant Systems Inc)

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), the Borrower Representative US shall hand deliver or telecopy facsimile (or transmit by electronic communication, if arrangements for doing so have been approved by the respective Issuing Bank(s)Bank) to one or more the Issuing Bank(s) selected by it Bank and to the Administrative Agent (prior to 9:00 am, Chicago time, at least 2 three Business Days (or such shorter period of time as such Issuing Bank may agree in its discretion) in advance of prior to the requested date of issuance, amendment, renewal or extension, or such shorter period of time as may be agreed to by the Administrative Agent and the Issuing Bank) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extensionextension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section 2.042.6(c)), the amount of such Letter of Credit, the identity of the Borrower or Restricted Subsidiary for whose account such Letter of Credit is to be issued, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the respective Issuing Bank(s)Bank, the requesting US Borrower also shall submit a letter of credit application on the Issuing Bank's standard form of such Issuing Bank(s) in connection with any request for a Letter of Credit. 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 each US Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the aggregate LC Exposure of all of the Issuing Banks (determined for these purposes without giving effect to the participations therein of the Revolving Credit Lenders pursuant to paragraph (d) of this Section 2.04) shall not exceed at any time $30,000,000 and (ii) the sum of total US Revolving Exposures shall not exceed (A) $500,000,000the lesser of the total US Revolving Commitments and the US Borrowing Base, plus minus (B) the amount of any increases in “Maximum LC Exposure” pursuant to a designation or increase as provided in the second and third succeeding sentences below, (ii) the sum of the total Revolving Credit Exposure shall not exceed the total Revolving Credit Commitments and (iii) the aggregate LC Exposure of each Issuing Bank (so determined) shall not exceed the amount that such Issuing Bank has agreed shall be its “Maximum LC Exposure” (except as otherwise agreed by such Issuing Bank in its sole discretion); provided that (x) Xxxxxxx Xxxxx Bank USA shall not be required to issue any commercial Letters of Credit and (y) no Issuing Bank shall be required to issue, amend, renew or extend any Letter of Credit to the extent that such issuance, amendment, renewal or extension would violate any policy of such Issuing Bank in respect thereof, and for the avoidance of doubt, the DB Letter of Credit shall be permitted to be outstanding hereunder notwithstanding this clause (iii). Any Issuing Bank listed in the table below hereby agrees that its “Maximum LC Exposure” shall be the amount set forth opposite the name of such Issuing Bank in such table: JPMorgan Chase Bank, N.A. $ 125,000,000 Citibank, N.A. $ 125,000,000 Mizuho Bank, Ltd. $ 125,000,000 Xxxxxxx Xxxxx Bank USA $ 125,000,000 The “Maximum LC Exposure” of any Issuing Bank that becomes such after the date hereof pursuant to a designation by the Borrower as contemplated in the definition of “Issuing Banks” shall be the amount specified in the written instrument contemplated by said definition. The “Maximum LC Exposure” of any Issuing Bank may be increased at any time pursuant to a written instrument executed and delivered between the Borrower, such Issuing Bank and the Administrative Agent. In no event shall any Revolving Credit Lender be obligated to increase its Maximum LC Exposure upon an increase of Revolving Credit Commitments pursuant to Section 2.08(d). For the avoidance of doubt, concurrently with any reduction of the Revolving Credit Commitments pursuant to Section 2.10, the “Maximum LC Exposure” of each Issuing Bank shall not exceed such Issuing Bank’s Revolving Credit CommitmentCommitment Reserves.

Appears in 1 contract

Samples: Credit Agreement (Stewart & Stevenson Funding Corp.)

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of CreditCredit (other than an automatic renewal permitted pursuant to paragraph (c) of this Section)), the Borrower shall hand deliver or telecopy (or transmit send by electronic communication, if arrangements for doing so have been approved by Electronic Transmission to the respective applicable Issuing Bank(s)) to one or more Issuing Bank(s) selected by it Bank and to the Administrative Agent (at least 2 three Business Days (or such shorter period of time as such may be acceptable to the applicable Issuing Bank may agree in its discretionBank) in advance of the requested date of issuance, amendment, renewal or extension) a notice in the form of Exhibit E or such other form as the Borrower and the applicable Issuing Bank may agree requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extensionextension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section 2.04Section), the currency and amount of such Letter of Credit, the identity of the Borrower or Restricted Subsidiary for whose account such Letter of Credit is to be issued, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the respective Issuing Bank(s), the Borrower also shall submit a letter of credit application on the standard form of such Issuing Bank(s) in connection with any request for a Letter of Credit. 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 Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the aggregate LC Exposure of all of the Issuing Banks (determined for these purposes without giving effect to the participations therein of the Revolving Credit Lenders pursuant to paragraph (d) of this Section 2.04) shall not exceed at any time the sum of (A) $500,000,000, plus (B) the amount of any increases in “Maximum LC Exposure” pursuant to a designation or increase as provided in the second and third succeeding sentences belowtotal Commitments, (ii) the sum of the total Revolving Credit Exposure Exposures plus the aggregate principal amount of outstanding Competitive Loans shall not exceed the total Revolving Credit Commitments and (iii) the aggregate portion of the LC Exposure of each Issuing Bank (so determined) shall not exceed the amount that such Issuing Bank has agreed shall be its “Maximum LC Exposure” (except as otherwise agreed by such Issuing Bank in its sole discretion); provided that (x) Xxxxxxx Xxxxx Bank USA shall not be required attributable to issue any commercial Letters of Credit and (y) no Issuing Bank shall be required to issue, amend, renew or extend any Letter of Credit to the extent that such issuance, amendment, renewal or extension would violate any policy of such Issuing Bank in respect thereof, and for the avoidance of doubt, the DB Letter of Credit shall be permitted to be outstanding hereunder notwithstanding this clause (iii). Any Issuing Bank listed in the table below hereby agrees that its “Maximum LC Exposure” shall be the amount set forth opposite the name of such Issuing Bank in such table: JPMorgan Chase Bank, N.A. $ 125,000,000 Citibank, N.A. $ 125,000,000 Mizuho Bank, Ltd. $ 125,000,000 Xxxxxxx Xxxxx Bank USA $ 125,000,000 The “Maximum LC Exposure” of any Issuing Bank that becomes such after the date hereof pursuant to a designation issued by the Borrower as contemplated in the definition of “Issuing Banks” shall be the amount specified in the written instrument contemplated by said definition. The “Maximum LC Exposure” of any Issuing Bank may be increased at any time pursuant to a written instrument executed and delivered between the Borrower, such Issuing Bank and the Administrative Agent. In no event shall any Revolving Credit Lender be obligated to increase its Maximum LC Exposure upon an increase of Revolving Credit Commitments pursuant to Section 2.08(d). For the avoidance of doubt, concurrently with any reduction of the Revolving Credit Commitments pursuant to Section 2.10, the “Maximum LC Exposure” of each applicable Issuing Bank shall not exceed the LC Commitment of such Issuing Bank’s Revolving Credit Commitment.

Appears in 1 contract

Samples: Credit Agreement (Northrop Grumman Corp /De/)

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), the Borrower shall hand deliver or telecopy fax (or transmit by electronic communicationthrough Electronic System, if arrangements for doing so have been approved by the respective Issuing Bank(s)Bank) to one or more the Issuing Bank(s) selected by it Bank and to the Administrative Agent (at least 2 Business Days (or such shorter period of time as such Issuing Bank may agree in its discretion) reasonably in advance of the requested date of issuance, amendment, renewal or extension, but in any event no less than three Business Days (or such lesser number of days as the Issuing Bank and the Agent shall agree in their reasonable discretion)) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extensionextension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section 2.04Section), the amount of such Letter of Credit, the identity of the Borrower or Restricted Subsidiary for whose account such Letter of Credit is to be issued, the name and address of the beneficiary thereof thereof, and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by In addition, as a condition to any such Letter of Credit issuance, Borrower shall have entered into a continuing agreement (or other letter of credit agreement) for the respective Issuing Bank(s), the Borrower also issuance of letters of credit and/or shall submit a letter of credit application on application, in each case, as required by the Issuing Bank and using such Issuing Bank’s standard form of or such other form as agreed between Borrower and the Issuing Bank(s) in connection with any request for Bank (each, a Letter of CreditCredit Agreement”). 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 Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the aggregate LC Exposure of all of the Issuing Banks (determined for these purposes without giving effect to the participations therein of the Revolving Credit Lenders pursuant to paragraph (d) of this Section 2.04) shall not exceed at any time the sum of (A) $500,000,000, plus (B) the amount of any increases in “Maximum LC Exposure” pursuant to a designation or increase as provided in the second and third succeeding sentences below1,500,000, (ii) no Lender’s Revolving Credit Exposure shall exceed its Commitment and (iii) the sum of the total Aggregate Revolving Credit Exposure shall not exceed the total Revolving Credit Commitments and (iii) Aggregate Commitments. Notwithstanding the aggregate LC Exposure of each Issuing Bank (so determined) shall not exceed foregoing or anything to the amount that such Issuing Bank has agreed shall be its “Maximum LC Exposure” (except as otherwise agreed by such Issuing Bank in its sole discretion); provided that (x) Xxxxxxx Xxxxx Bank USA shall not be required to issue any commercial Letters of Credit and (y) contrary contained herein, no Issuing Bank shall be required obligated to issue, amend, renew issue or extend modify any Letter of Credit to if, immediately after giving effect thereto, the extent that such issuance, amendment, renewal or extension would violate any policy of such Issuing Bank outstanding LC Exposure in respect thereof, and for the avoidance of doubt, the DB Letter all Letters of Credit shall be permitted to be outstanding hereunder notwithstanding this clause (iii). Any Issuing Bank listed in the table below hereby agrees that issued by such Person and its “Maximum LC Exposure” shall be the amount set forth opposite the name of such Issuing Bank in such table: JPMorgan Chase Bank, N.A. $ 125,000,000 Citibank, N.A. $ 125,000,000 Mizuho Bank, Ltd. $ 125,000,000 Xxxxxxx Xxxxx Bank USA $ 125,000,000 The “Maximum LC Exposure” of any Issuing Bank that becomes such after the date hereof pursuant to a designation by the Borrower as contemplated in the definition of “Issuing Banks” shall be the amount specified in the written instrument contemplated by said definition. The “Maximum LC Exposure” of any Issuing Bank may be increased at any time pursuant to a written instrument executed and delivered between the Borrower, such Issuing Bank and the Administrative Agent. In no event shall any Revolving Credit Lender be obligated to increase its Maximum LC Exposure upon an increase of Revolving Credit Commitments pursuant to Section 2.08(d). For the avoidance of doubt, concurrently with any reduction of the Revolving Credit Commitments pursuant to Section 2.10, the “Maximum LC Exposure” of each Issuing Bank shall not Affiliates would exceed such Issuing Bank’s Revolving Issuing Bank Sublimit. Without limiting the foregoing and without affecting the limitations contained herein, it is understood and agreed that Borrower may from time to time request that an Issuing Bank issue Letters of Credit Commitmentin excess of its individual Issuing Bank Sublimit in effect at the time of such request, and each Issuing Bank agrees to consider any such request in good faith. Any Letter of Credit so issued by an Issuing Bank in excess of its individual Issuing Bank Sublimit then in effect shall nonetheless constitute a Letter of Credit for all purposes of the Credit Agreement, and shall not affect the Issuing Bank Sublimit of any other Issuing Bank, subject to the limitations on the aggregate LC Exposure set forth in clause (i) of this Section 2.06(b).

Appears in 1 contract

Samples: Amendment and Restatement Agreement (BRP Group, Inc.)

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To In order to request the issuance of a Letter of Credit denominated in U.S. Dollars or Australian Dollars (or the amendmentto amend, renewal renew or extension of extend an outstanding Letter of Creditexisting Credit issued in U.S. Dollars or Australian Dollars), the Borrower shall hand deliver deliver, fax or telecopy send by electronic communication (e-mail) (or transmit by telephone notice promptly confirmed by a written, fax or electronic communication, if arrangements for doing so have been approved by the respective Issuing Bank(scommunication (e-mail)) to one or more the Issuing Bank(s) selected by it Bank and to the Administrative Australian Agent (at least 2 3 Business Days (or such shorter period of time as such Issuing Bank may agree in its discretion) in advance of the requested date of issuance, amendment, renewal or extension) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, the date of issuance, amendment, renewal or extension, the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section 2.04below), the amount and currency of such Letter of Credit, the identity of the Borrower or Restricted Subsidiary for whose account such Letter of Credit is to be issued, the name and address of the beneficiary thereof of any requested letter of credit or the guaranteed party for any bank guarantee and such other information as shall be necessary to prepare, amend, renew or extend prepare such Letter of Credit. If requested by the respective Issuing Bank(s), the Borrower also shall submit a letter of credit application on the standard form of such Issuing Bank(s) in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (if, and upon issuance, amendment, renewal or extension of each Letter of Credit the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the aggregate LC Aggregate Credit Exposure of all of the Issuing Banks (determined for these purposes without giving effect to the participations therein of the Revolving Credit Lenders pursuant to paragraph (d) of this Section 2.04) shall not exceed at any time the sum of (A) $500,000,000, plus (B) the amount of any increases in “Maximum LC Exposure” pursuant to a designation or increase as provided in the second and third succeeding sentences belowAUD$25,000,000, (ii) the sum of the total aggregate Revolving Credit Exposure Exposures shall not exceed the total Total Revolving Credit Commitments Commitment, and (iii) the aggregate LC Aggregate Credit Exposure of each Issuing Bank (so determined) shall not exceed the amount that such Issuing Bank has agreed shall be its “Maximum LC Exposure” (except as otherwise agreed by such Issuing Bank in its sole discretion); provided that (x) Xxxxxxx Xxxxx Bank USA shall not be required related to issue any commercial Letters of Credit and (y) no Issuing Bank shall be required to issue, amend, renew or extend any Letter of Credit to the extent that such issuance, amendment, renewal or extension would violate any policy of such Issuing Bank in respect thereof, and for the avoidance of doubt, the DB Letter of Credit shall be permitted to be outstanding hereunder notwithstanding this clause (iii). Any Issuing Bank listed in the table below hereby agrees that its “Maximum LC Exposure” shall be the amount set forth opposite the name of such Issuing Bank in such table: JPMorgan Chase Bank, N.A. $ 125,000,000 Citibank, N.A. $ 125,000,000 Mizuho Bank, Ltd. $ 125,000,000 Xxxxxxx Xxxxx Bank USA $ 125,000,000 The “Maximum LC Exposure” of any Issuing Bank that becomes such after the date hereof pursuant to a designation Credits issued by the Borrower as contemplated in the definition of “Issuing Banks” shall be the amount specified in the written instrument contemplated by said definition. The “Maximum LC Exposure” of any Issuing Bank may be increased at any time pursuant to a written instrument executed and delivered between the Borrower, such Issuing Bank and the Administrative Agent. In no event shall any Revolving Credit Lender be obligated to increase its Maximum LC Exposure upon an increase of Revolving Credit Commitments pursuant to Section 2.08(d). For the avoidance of doubt, concurrently with any reduction of the Revolving Credit Commitments pursuant to Section 2.10, the “Maximum LC Exposure” of each Issuing Bank shall not exceed such an amount agreed to in writing between the Borrower and the Issuing Bank’s Revolving Credit CommitmentBank and notified to the Australian Agent.

Appears in 1 contract

Samples: Syndicated Facility Agreement (Oil States International, Inc)

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), the Borrower Company shall hand deliver or telecopy fax (or transmit by electronic communicationthrough Electronic Systems, if arrangements for doing so have been approved by the respective Issuing Bank(s)Bank) to one or more the Issuing Bank(s) selected by it Bank and to the Administrative Agent (at least 2 Business Days (or such shorter period of time as such Issuing Bank may agree in its discretion) reasonably in advance of the requested date of issuance, amendment, renewal or extension, but in any event no less than three Business Days) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extensionextension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section 2.04Section), the amount of such Letter of Credit, the identity of the Borrower or Restricted Subsidiary for whose account currency in which such Letter of Credit is to be issuedissued (which must be either Dollars or a Foreign Currency), the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the respective Issuing Bank(s)Bank, the Borrower Company also shall submit a letter of credit application on the Issuing Bank’s standard form of such Issuing Bank(s) in connection with any request for a Letter of Credit. 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 Borrower Company shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the aggregate LC Exposure of all of the Issuing Banks (determined for these purposes without giving effect to the participations therein of the Revolving Credit Lenders pursuant to paragraph (d) of this Section 2.04) shall not exceed at any time the sum Dollar Amount of (A) $500,000,000, plus (B) the amount of any increases in “Maximum LC Exposure” pursuant to a designation or increase as provided in the second and third succeeding sentences below75,000,000, (ii) the sum of the total Revolving Credit Foreign Currency Exposure shall not exceed the total Revolving Credit Commitments Foreign Currency Commitment, and (iii) the aggregate LC Aggregate Revolving Exposure of each Issuing Bank (so determined) shall not exceed the amount that such Issuing Bank has agreed shall be its “Maximum LC Exposure” (except as otherwise agreed by such Issuing Bank in its sole discretion); provided that (x) Xxxxxxx Xxxxx Bank USA shall not be required to issue any commercial Letters of Credit and (y) no Issuing Bank shall be required to issue, amend, renew or extend any Letter of Credit to the extent that such issuance, amendment, renewal or extension would violate any policy of such Issuing Bank in respect thereof, and for the avoidance of doubt, the DB Letter of Credit shall be permitted to be outstanding hereunder notwithstanding this clause (iii). Any Issuing Bank listed in the table below hereby agrees that its “Maximum LC Exposure” shall be the amount set forth opposite the name of such Issuing Bank in such table: JPMorgan Chase Bank, N.A. $ 125,000,000 Citibank, N.A. $ 125,000,000 Mizuho Bank, Ltd. $ 125,000,000 Xxxxxxx Xxxxx Bank USA $ 125,000,000 The “Maximum LC Exposure” of any Issuing Bank that becomes such after the date hereof pursuant to a designation by the Borrower as contemplated in the definition of “Issuing Banks” shall be the amount specified in the written instrument contemplated by said definition. The “Maximum LC Exposure” of any Issuing Bank may be increased at any time pursuant to a written instrument executed and delivered between the Borrower, such Issuing Bank and the Administrative Agent. In no event shall any Aggregate Revolving Credit Lender be obligated to increase its Maximum LC Exposure upon an increase of Revolving Credit Commitments pursuant to Section 2.08(d). For the avoidance of doubt, concurrently with any reduction of the Revolving Credit Commitments pursuant to Section 2.10, the “Maximum LC Exposure” of each Issuing Bank shall not exceed such Issuing Bank’s Revolving Credit CommitmentCommitments.

Appears in 1 contract

Samples: Credit Agreement (Valmont Industries Inc)

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To In order to request the issuance of a Letter of Credit (or the amendmentto amend, renewal renew or extension of extend an outstanding existing Letter of Credit), the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by fax to the respective Issuing Bank(s)) to one or more Issuing Bank(s) selected by it Bank and to the Administrative Agent (at least 2 Business Days (or such shorter period of time as such Issuing Bank may agree in its discretion) reasonably in advance of the requested date of issuance, amendment, renewal or extension) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, the date of issuance, amendment, renewal or extension, the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section 2.04below), the amount of such Letter of Credit, the identity of the Borrower or Restricted Subsidiary for whose account such Letter of Credit is to be issued, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend prepare such Letter of Credit. If requested by The Issuing Bank shall promptly (i) notify the respective Issuing Bank(s), Administrative Agent in writing of the Borrower also shall submit a letter amount and expiry date of credit application on the standard form of such Issuing Bank(s) in connection with any request for a each Letter of CreditCredit issued by it and (ii) provide a copy of each such Letter of Credit (and any amendments, renewals or extensions thereof) to the Administrative Agent. A Letter of Credit shall be issued, amended, renewed or extended only if (if, and upon issuance, amendment, renewal or extension of each Letter of Credit the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the aggregate LC L/C Exposure of all of the Issuing Banks (determined for these purposes without giving effect to the participations therein of the Revolving Credit Lenders pursuant to paragraph (d) of this Section 2.04) shall not exceed at any time the sum of (A) $500,000,000, plus (B) the amount of any increases in “Maximum LC Exposure” pursuant to a designation or increase as provided in the second 15,000,000 and third succeeding sentences below, (ii) the sum of the total Aggregate Revolving Credit Exposure shall not exceed the total Revolving Credit Commitments and (iii) the aggregate LC Exposure of each Issuing Bank (so determined) shall not exceed the amount that such Issuing Bank has agreed shall be its “Maximum LC Exposure” (except as otherwise agreed by such Issuing Bank in its sole discretion); provided that (x) Xxxxxxx Xxxxx Bank USA shall not be required to issue any commercial Letters of Credit and (y) no Issuing Bank shall be required to issue, amend, renew or extend any Letter of Credit to the extent that such issuance, amendment, renewal or extension would violate any policy of such Issuing Bank in respect thereof, and for the avoidance of doubt, the DB Letter of Credit shall be permitted to be outstanding hereunder notwithstanding this clause (iii). Any Issuing Bank listed in the table below hereby agrees that its “Maximum LC Exposure” shall be the amount set forth opposite the name of such Issuing Bank in such table: JPMorgan Chase Bank, N.A. $ 125,000,000 Citibank, N.A. $ 125,000,000 Mizuho Bank, Ltd. $ 125,000,000 Xxxxxxx Xxxxx Bank USA $ 125,000,000 The “Maximum LC Exposure” of any Issuing Bank that becomes such after the date hereof pursuant to a designation by the Borrower as contemplated in the definition of “Issuing Banks” shall be the amount specified in the written instrument contemplated by said definition. The “Maximum LC Exposure” of any Issuing Bank may be increased at any time pursuant to a written instrument executed and delivered between the Borrower, such Issuing Bank and the Administrative Agent. In no event shall any Revolving Credit Lender be obligated to increase its Maximum LC Exposure upon an increase of Revolving Credit Commitments pursuant to Section 2.08(d). For the avoidance of doubt, concurrently with any reduction of the Revolving Credit Commitments pursuant to Section 2.10, the “Maximum LC Exposure” of each Issuing Bank shall not exceed such Issuing Bank’s Total Revolving Credit Commitment.

Appears in 1 contract

Samples: Credit Agreement (Transdigm Inc)

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To In order to request the issuance of a Letter of Credit (or the amendmentto amend, renewal renew or extension of extend an outstanding existing Letter of Credit), the Borrower Polypore shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by fax to the respective Issuing Bank(s)) to one or more Issuing Bank(s) selected by it Bank and to the Administrative Agent (at least 2 Business Days (or such shorter period of time as such Issuing Bank may agree in its discretion) reasonably in advance of the requested date of issuance, amendment, renewal or extension) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, the date of issuance, amendment, renewal or extension, the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) below), whether such Letter of this Section 2.04)Credit shall be issued in Dollars, the amount of such Letter of Credit, the identity of the Borrower or Restricted Subsidiary for whose account such Letter of Credit is to be issued, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend prepare such Letter of Credit. If requested by The Issuing Bank shall promptly (i) notify the respective Issuing Bank(s), Administrative Agent in writing of the Borrower also shall submit a letter amount and expiry date of credit application on the standard form of such Issuing Bank(s) in connection with any request for a each Letter of CreditCredit issued by it and (ii) provide a copy of each such Letter of Credit (and any amendments, renewals or extensions thereof) to the Administrative Agent. A Letter of Credit shall be issued, amended, renewed or extended only if (if, and upon issuance, amendment, renewal or extension of each Letter of Credit the Borrower Polypore shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the aggregate LC L/C Exposure of all of the Issuing Banks (determined for these purposes without giving effect to the participations therein of the Revolving Credit Lenders pursuant to paragraph (d) of this Section 2.04) shall not exceed at any time the sum of (A) $500,000,000, plus (B) the amount of any increases in “Maximum LC Exposure” pursuant to a designation or increase as provided in the second 50,000,000 and third succeeding sentences below, (ii) the sum of the total Aggregate Revolving Credit Exposure shall not exceed the total Revolving Credit Commitments and (iii) the aggregate LC Exposure of each Issuing Bank (so determined) shall not exceed the amount that such Issuing Bank has agreed shall be its “Maximum LC Exposure” (except as otherwise agreed by such Issuing Bank in its sole discretion); provided that (x) Xxxxxxx Xxxxx Bank USA shall not be required to issue any commercial Letters of Credit and (y) no Issuing Bank shall be required to issue, amend, renew or extend any Letter of Credit to the extent that such issuance, amendment, renewal or extension would violate any policy of such Issuing Bank in respect thereof, and for the avoidance of doubt, the DB Letter of Credit shall be permitted to be outstanding hereunder notwithstanding this clause (iii). Any Issuing Bank listed in the table below hereby agrees that its “Maximum LC Exposure” shall be the amount set forth opposite the name of such Issuing Bank in such table: JPMorgan Chase Bank, N.A. $ 125,000,000 Citibank, N.A. $ 125,000,000 Mizuho Bank, Ltd. $ 125,000,000 Xxxxxxx Xxxxx Bank USA $ 125,000,000 The “Maximum LC Exposure” of any Issuing Bank that becomes such after the date hereof pursuant to a designation by the Borrower as contemplated in the definition of “Issuing Banks” shall be the amount specified in the written instrument contemplated by said definition. The “Maximum LC Exposure” of any Issuing Bank may be increased at any time pursuant to a written instrument executed and delivered between the Borrower, such Issuing Bank and the Administrative Agent. In no event shall any Revolving Credit Lender be obligated to increase its Maximum LC Exposure upon an increase of Revolving Credit Commitments pursuant to Section 2.08(d). For the avoidance of doubt, concurrently with any reduction of the Revolving Credit Commitments pursuant to Section 2.10, the “Maximum LC Exposure” of each Issuing Bank shall not exceed such Issuing Bank’s Total Revolving Credit Commitment.

Appears in 1 contract

Samples: Credit Agreement (Polypore International, Inc.)

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), the Borrower shall hand deliver or telecopy as permitted by Section 12.01(a) (or transmit by electronic communication, if arrangements for doing so have been approved by the respective Issuing Bank(s)Issuer) to one or more Issuing Bank(s) selected by it the Issuer and to the Administrative Agent (at least 2 not less than five (5) Business Days (or such shorter period of time as such Issuing Bank may agree in its discretion) in advance of the requested date of issuance, amendment, renewal or extensionextension (or such shorter period as may be agreed by the Issuer in its sole discretion)) a notice in the form of Exhibit I: (i) requesting the issuance of a Letter of Credit, Credit or identifying the Letter of Credit issued by such Issuer to be amended, renewed or extended, ; (ii) specifying the date of issuance, amendment, renewal or extension, extension (which shall be a Business Day); (iii) specifying the date on which such Letter of Credit is to expire (which shall comply with paragraph Section 2.08(c)); (civ) of this Section 2.04), specifying the amount of such Letter of Credit, the identity of the Borrower or Restricted Subsidiary for whose account such Letter of Credit is to be issued, ; (v) specifying the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit; and (vi) specifying the amount of the current Revolving Credit Exposures (without regard to the requested Letter of Credit or the requested amendment, renewal or extension of an outstanding Letter of Credit) and the pro forma Revolving Credit Exposures (giving effect to the requested Letter of Credit or the requested amendment, renewal or extension of an outstanding Letter of Credit). Each notice shall constitute a representation that after giving effect to the requested issuance, amendment, renewal or extension, as applicable, (i) the Letter of Credit Exposure shall not exceed the Letter of Credit Commitment and (ii) the Revolving Credit Exposure shall not exceed the Maximum Revolving Credit Amount. If requested by the respective Issuing Bank(s)Issuer, the Borrower also shall submit a letter of credit application on the such Issuer’s standard form of such Issuing Bank(s) in connection with any request for a Letter of Credit. 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 Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the aggregate LC Exposure of all of the Issuing Banks (determined for these purposes without giving effect to the participations therein of the Revolving Credit Lenders pursuant to paragraph (d) of this Section 2.04) shall not exceed at any time the sum of (A) $500,000,000, plus (B) the amount of any increases in “Maximum LC Exposure” pursuant to a designation or increase as provided in the second and third succeeding sentences below, (ii) the sum of the total Revolving Credit Exposure shall not exceed the total Revolving Credit Commitments and (iii) the aggregate LC Exposure of each Issuing Bank (so determined) shall not exceed the amount that such Issuing Bank has agreed shall be its “Maximum LC Exposure” (except as otherwise agreed by such Issuing Bank in its sole discretion); provided that (x) Xxxxxxx Xxxxx Bank USA shall not be required to issue any commercial Letters of Credit and (y) no Issuing Bank shall be required to issue, amend, renew or extend any Letter of Credit to the extent that such issuance, amendment, renewal or extension would violate any policy of such Issuing Bank in respect thereof, and for the avoidance of doubt, the DB Letter of Credit shall be permitted to be outstanding hereunder notwithstanding this clause (iii). Any Issuing Bank listed in the table below hereby agrees that its “Maximum LC Exposure” shall be the amount set forth opposite the name of such Issuing Bank in such table: JPMorgan Chase Bank, N.A. $ 125,000,000 Citibank, N.A. $ 125,000,000 Mizuho Bank, Ltd. $ 125,000,000 Xxxxxxx Xxxxx Bank USA $ 125,000,000 The “Maximum LC Exposure” of any Issuing Bank that becomes such after the date hereof pursuant to a designation by the Borrower as contemplated in the definition of “Issuing Banks” shall be the amount specified in the written instrument contemplated by said definition. The “Maximum LC Exposure” of any Issuing Bank may be increased at any time pursuant to a written instrument executed and delivered between the Borrower, such Issuing Bank and the Administrative Agent. In no event shall any Revolving Credit Lender be obligated to increase its Maximum LC Exposure upon an increase of Revolving Credit Commitments pursuant to Section 2.08(d). For the avoidance of doubt, concurrently with any reduction of the Revolving Credit Commitments pursuant to Section 2.10, the “Maximum LC Exposure” of each Issuing Bank shall not exceed such Issuing Bank’s Revolving Credit Commitment.

Appears in 1 contract

Samples: Credit Agreement (Evolve Transition Infrastructure LP)

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), the a Borrower shall deliver by hand deliver or telecopy facsimile (or transmit by other electronic communication, if arrangements for doing so have been approved by the respective Issuing Bank(s)Bank) to one or more Issuing Bank(s) selected by it and to the Administrative Agent (at least 2 Business Days (or such shorter period of time as such Issuing Bank may agree in its discretion) (reasonably in advance of the requested date of such issuance, amendment, renewal or extensionextension and no later than 12:00 noon Local Time one Business Day prior to such date) a notice (with a copy to the Administrative Agent if not the Issuing Bank) requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extensionextension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section 2.04Section), the amount and Currency of such Letter of Credit, the identity of the Borrower or Restricted Subsidiary for whose account such Letter of Credit is to be issued, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit, as the case may be. If requested by the respective Issuing Bank(s)Bank, the applicable Borrower also shall submit a letter of credit application on the Issuing Bank's standard form of such Issuing Bank(s) in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended on the requested date only if (and upon issuance, amendment, renewal or extension of each Letter of Credit the applicable Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the aggregate LC Exposure of all of the Issuing Banks (determined for these purposes without giving effect to the participations therein of the Revolving Credit Lenders pursuant to paragraph (d) of this Section 2.04) shall not exceed at any time the sum of (A) $500,000,000, plus (B) the amount of any increases in “Maximum LC Exposure” pursuant to a designation or increase as provided in the second and third succeeding sentences belowL/C Sublimit, (ii) the sum of the total Revolving Credit Exposure Exposures shall not exceed the sum total Revolving Credit Commitments of the Commitments, and (iii) the aggregate LC Exposure requirements of each Issuing Bank paragraph (so determinedc) shall not exceed the amount that such Issuing Bank has agreed of this Section shall be its “Maximum LC Exposure” (except as otherwise agreed by such Issuing Bank in its sole discretion); provided that (x) Xxxxxxx Xxxxx Bank USA shall not be required to issue any commercial Letters of Credit and (y) no Issuing Bank shall be required to issue, amend, renew or extend any Letter of Credit to the extent that such issuance, amendment, renewal or extension would violate any policy of such Issuing Bank in respect thereof, and for the avoidance of doubt, the DB Letter of Credit shall be permitted to be outstanding hereunder notwithstanding this clause (iii). Any Issuing Bank listed in the table below hereby agrees that its “Maximum LC Exposure” shall be the amount set forth opposite the name of such Issuing Bank in such table: JPMorgan Chase Bank, N.A. $ 125,000,000 Citibank, N.A. $ 125,000,000 Mizuho Bank, Ltd. $ 125,000,000 Xxxxxxx Xxxxx Bank USA $ 125,000,000 The “Maximum LC Exposure” of any Issuing Bank that becomes such after the date hereof pursuant to a designation by the Borrower as contemplated in the definition of “Issuing Banks” shall be the amount specified in the written instrument contemplated by said definition. The “Maximum LC Exposure” of any Issuing Bank may be increased at any time pursuant to a written instrument executed and delivered between the Borrower, such Issuing Bank and the Administrative Agent. In no event shall any Revolving Credit Lender be obligated to increase its Maximum LC Exposure upon an increase of Revolving Credit Commitments pursuant to Section 2.08(d). For the avoidance of doubt, concurrently with any reduction of the Revolving Credit Commitments pursuant to Section 2.10, the “Maximum LC Exposure” of each Issuing Bank shall not exceed such Issuing Bank’s Revolving Credit Commitmentsatisfied.

Appears in 1 contract

Samples: Credit Agreement (Time Warner Inc)

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), the Borrower Company shall deliver by hand deliver or telecopy facsimile (or transmit by electronic communication, if arrangements for doing so have been approved by the respective an Issuing Bank(s)Bank) to one or more an Issuing Bank(s) selected by it Bank and to the Administrative Agent (prior to 2:00 pm, New York time, at least 2 three Business Days (or such shorter period of time as such Issuing Bank may agree in its discretion) in advance of prior to the requested date of issuance, amendment, renewal or extension) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, reasonably satisfactory to the Issuing Bank (each, a “Letter of Credit Notice”) and specifying the date of issuance, amendment, renewal or extensionextension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section 2.04Section), the amount and currency of such Letter of Credit, the identity of the Borrower or Restricted Subsidiary for whose account such Letter of Credit is to be issued, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the respective an Issuing Bank(s)Bank, the Borrower Company also shall submit a letter of credit application on the such Issuing Bank’s standard form of such Issuing Bank(s) in connection with any request for a Letter of Credit. 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 Borrower Company shall be deemed to represent and warrant that, solely with respect to clauses (i) and (ii) below), after giving effect to such issuance, amendment, renewal or extension (i) the aggregate LC Exposure of all of the Issuing Banks (determined for these purposes without giving effect to the participations therein of the Revolving Credit Lenders pursuant to paragraph (d) of this Section 2.04) shall not exceed at any time the sum Letter of (A) $500,000,000, plus (B) the amount of any increases in “Maximum LC Exposure” pursuant to a designation or increase as provided in the second and third succeeding sentences belowCredit Sublimit, (ii) the sum of the total Aggregate Revolving Credit Exposure Exposures shall not exceed the total Revolving Credit Commitments and Aggregate Commitments, (iii) the aggregate Dollar Equivalent amount of LC Exposure with respect to Letters of each Issuing Bank (so determined) Credit issued in Alternate Currencies shall not exceed the amount Alternate Currency LC Sublimit, and (iv) no default of any Lender’s obligations to fund under Section 2.13(d) exists and no Lender is at that time a Defaulting Lender, unless such Issuing Bank has agreed shall be its “Maximum LC Exposure” (except as otherwise agreed by entered into arrangements, including the delivery of Cash Collateral, satisfactory to such Issuing Bank (in its sole discretion); provided that (x) Xxxxxxx Xxxxx Bank USA shall not be required with the Company or such Lender to issue any commercial Letters of Credit and (y) no Issuing Bank shall be required to issue, amend, renew or extend any Letter of Credit to the extent that such issuance, amendment, renewal or extension would violate any policy of such Issuing Bank in respect thereof, and for the avoidance of doubt, the DB Letter of Credit shall be permitted to be outstanding hereunder notwithstanding this clause (iii). Any Issuing Bank listed in the table below hereby agrees that its “Maximum LC Exposure” shall be the amount set forth opposite the name of such Issuing Bank in such table: JPMorgan Chase Bank, N.A. $ 125,000,000 Citibank, N.A. $ 125,000,000 Mizuho Bank, Ltd. $ 125,000,000 Xxxxxxx Xxxxx Bank USA $ 125,000,000 The “Maximum LC Exposure” of any Issuing Bank that becomes such after the date hereof pursuant to a designation by the Borrower as contemplated in the definition of “Issuing Banks” shall be the amount specified in the written instrument contemplated by said definition. The “Maximum LC Exposure” of any Issuing Bank may be increased at any time pursuant to a written instrument executed and delivered between the Borrower, such Issuing Bank and the Administrative Agent. In no event shall any Revolving Credit Lender be obligated to increase its Maximum LC Exposure upon an increase of Revolving Credit Commitments pursuant to Section 2.08(d). For the avoidance of doubt, concurrently with any reduction of the Revolving Credit Commitments pursuant to Section 2.10, the “Maximum LC Exposure” of each Issuing Bank shall not exceed eliminate such Issuing Bank’s Revolving 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 Commitmentthen proposed to be issued or that Letter of Credit and all other LC Exposure as to which such Issuing Bank has actual or potential Fronting Exposure, as it may elect in its sole discretion.

Appears in 1 contract

Samples: Credit Agreement (Cra International, Inc.)

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), the Borrower shall hand deliver or telecopy fax (or transmit by electronic communication, if arrangements for doing so have been approved by the respective Issuing Bank(s)recipient) to one or more the applicable Issuing Bank(s) selected by it Bank and to the Administrative Agent (not later than 11:00 a.m., New York City time, at least 2 two Business Days (or such shorter period of later date and time as the Administrative Agent and such Issuing Bank may agree in its a particular instance in their sole discretion) in advance of the requested date of issuance, amendment, renewal or extension) , a notice Letter of Credit Request requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the requested date of issuance, amendment, renewal or extensionextension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section 2.04Section), the amount of such Letter of Credit, the identity of the Borrower or Restricted Subsidiary for whose account such Letter of Credit is to be issued, the name and address of the beneficiary thereof and such other information as shall be reasonably necessary to enable the applicable Issuing Bank to prepare, amend, renew or extend such Letter of Credit. If requested by the respective applicable Issuing Bank(s)Bank, the Borrower also shall submit a letter of credit application on the such Issuing Bank’s standard form of such Issuing Bank(s) in connection with any request for a Letter of Creditsuch request. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon each issuance, amendment, renewal or extension of each any Letter of Credit the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension extension, (i) the aggregate LC Exposure of all of the Issuing Banks (determined for these purposes without giving effect to the participations therein of the Revolving Credit Lenders pursuant to paragraph (d) of this Section 2.04) shall not exceed at any time the sum of (A) $500,000,000, plus (B) the amount of any increases in “Maximum LC Exposure” pursuant to a designation or increase as provided in the second and third succeeding sentences below, (ii) the sum of the total Revolving Credit Exposure shall not exceed the total Revolving Credit Commitments and (iii) the aggregate LC Exposure of each Issuing Bank (so determined) shall not exceed the amount that such Issuing Bank has agreed shall be its “Maximum LC Exposure” (except as otherwise agreed by such Issuing Bank in its sole discretion); provided that (x) Xxxxxxx Xxxxx Bank USA shall the LC Exposure will not be required to issue any commercial Letters of Credit exceed $20,000,000 and (y) no Issuing Bank shall be required to issue, amend, renew or extend any Letter the LC 59 Exposure of all Letters of Credit to the extent that such issuance, amendment, renewal or extension would violate any policy of such Issuing Bank denominated in respect thereof, and for the avoidance of doubt, the DB Letter of Credit shall be permitted to be outstanding hereunder notwithstanding this clause (iii). Any Issuing Bank listed in the table below hereby agrees that its “Maximum LC Exposure” shall be the amount set forth opposite the name of such Issuing Bank in such table: JPMorgan Chase Bank, N.A. $ 125,000,000 Citibank, N.A. $ 125,000,000 Mizuho Bank, Ltd. $ 125,000,000 Xxxxxxx Xxxxx Bank USA $ 125,000,000 The “Maximum LC Exposure” of any Issuing Bank that becomes such after the date hereof pursuant to a designation by the Borrower as contemplated in the definition of “Issuing Banks” shall be the amount specified in the written instrument contemplated by said definition. The “Maximum LC Exposure” of any Issuing Bank may be increased at any time pursuant to a written instrument executed and delivered between the Borrower, such Issuing Bank and the Administrative Agent. In no event shall any Revolving Credit Lender be obligated to increase its Maximum LC Exposure upon an increase of Revolving Credit Commitments pursuant to Section 2.08(d). For the avoidance of doubt, concurrently with any reduction of the Revolving Credit Commitments pursuant to Section 2.10, the “Maximum LC Exposure” of each Issuing Bank shall Alternative Currencies will not exceed such Issuing Bank’s Revolving Credit Commitment.$10,000,000,

Appears in 1 contract

Samples: First Amendment (Costar Group, Inc.)

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), a U.S. Borrower or the Borrower Company (on behalf of any Borrowing Subsidiary) shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the respective Issuing Bank(s)Lender) to one or more the Issuing Bank(s) selected by it Lender and to the General Administrative Agent (at least 2 Business Days (or such shorter period of time as such Issuing Bank may agree in its discretion) reasonably in advance of the requested date of issuance, amendment, renewal or extension) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, the date of issuance, amendment, renewal or extension, the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section 2.044.01), the amount of such Letter of Credit, the identity of the Borrower or Restricted Subsidiary for whose account such Letter of Credit is to be issued, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the respective Issuing Bank(s)Lender, such U.S. Borrower or the Borrower Company (on behalf of any Borrowing Subsidiary) also shall submit a letter of credit application on the Issuing Lender’s standard form of such Issuing Bank(s) in connection with any request for a Letter of Credit. 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 Credit, the Borrower Borrowers shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the aggregate LC Exposure of all of the Issuing Banks (determined for these purposes without giving effect to the participations therein of the Revolving Credit Lenders pursuant to paragraph (d) of this Section 2.04) shall not exceed at any time the sum of (A) $500,000,000, plus (B) the amount of any increases in “Maximum LC Exposure” pursuant to a designation or increase as provided in the second and third succeeding sentences below50,000,000, (ii) the sum of the total U.S. Revolving Credit Exposure Exposures shall not exceed the total U.S. Revolving Credit Commitments and (iii) the aggregate LC Exposure of each Issuing Bank (so determined) shall not exceed the amount that such Issuing Bank has agreed shall be its “Maximum LC Exposure” (except as otherwise agreed by such Issuing Bank in its sole discretion); provided that (x) Xxxxxxx Xxxxx Bank USA shall not be required to issue any commercial Letters of Credit and (y) no Issuing Bank shall be required to issue, amend, renew or extend any Letter of Credit to the extent that such issuance, amendment, renewal or extension would violate any policy of such Issuing Bank in respect thereof, and for the avoidance of doubt, the DB Letter of Credit shall be permitted to be outstanding hereunder notwithstanding this clause (iii). Any Issuing Bank listed in the table below hereby agrees that its “Maximum LC Exposure” shall be the amount set forth opposite the name of such Issuing Bank in such table: JPMorgan Chase Bank, N.A. $ 125,000,000 Citibank, N.A. $ 125,000,000 Mizuho Bank, Ltd. $ 125,000,000 Xxxxxxx Xxxxx Bank USA $ 125,000,000 The “Maximum LC Exposure” of any Issuing Bank that becomes such after the date hereof pursuant to a designation by the Borrower as contemplated in the definition of “Issuing Banks” shall be the amount specified in the written instrument contemplated by said definition. The “Maximum LC Exposure” of any Issuing Bank may be increased at any time pursuant to a written instrument executed and delivered between the Borrower, such Issuing Bank and the Administrative Agent. In no event shall any Revolving Credit Lender be obligated to increase its Maximum LC Exposure upon an increase of Revolving Credit Commitments pursuant to Section 2.08(d). For the avoidance of doubt, concurrently with any reduction of the Revolving Credit Commitments pursuant to Section 2.10, the “Maximum LC Exposure” of each Issuing Bank shall not exceed such Issuing Bank’s Revolving Credit Commitment.and

Appears in 1 contract

Samples: Revolving Credit and Term Loan Agreement (Zimmer Holdings Inc)

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), the Borrower shall hand deliver or telecopy fax (or transmit by electronic communication, if arrangements for doing so have been approved by the respective applicable Issuing Bank(s)Bank) to one or more the applicable Issuing Bank(s) selected by it Bank and to the Administrative Agent (at least 2 reasonably in advance of, but in any event no less than three Business Days (or such shorter period of time as such Issuing Bank may agree in its discretion) in advance of prior to the requested date of issuance, amendment, renewal or extension) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extensionextension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph clause (c) of this Section 2.04)2.06) and whether such Letter of Credit shall contain automatic extension or renewal provisions, the amount of such Letter of Credit, the identity of the Borrower or Restricted Subsidiary for whose account such Letter of Credit is to be issued, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the respective applicable Issuing Bank(s)Bank, the Borrower also shall submit a letter of credit application on the such Issuing Bank’s standard form of such Issuing Bank(s) in connection with any request for a Letter of Credit. 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 Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the aggregate LC Exposure of all of the Issuing Banks (determined for these purposes without giving effect to the participations therein of the Revolving Credit Lenders pursuant to paragraph (d) of this Section 2.04) shall not exceed at any time the sum of (A) $500,000,000, plus (B) the amount of any increases in “Maximum LC Exposure” pursuant to a designation or increase as provided in the second 25 million and third succeeding sentences below, (ii) the sum of the total Revolving Aggregate Credit Exposure shall not exceed the total Revolving Credit aggregate Commitments and (iii) the aggregate LC Exposure of each Issuing Bank (so determined) shall not exceed the amount that such Issuing Bank has agreed shall be its “Maximum LC Exposure” (except as otherwise agreed by such Issuing Bank in its sole discretion); provided that (x) Xxxxxxx Xxxxx Bank USA shall not be required to issue any commercial Letters of Credit and (y) no Issuing Bank shall be required to issue, amend, renew or extend any Letter of Credit to the extent that such issuance, amendment, renewal or extension would violate any policy of such Issuing Bank in respect thereof, and for the avoidance of doubt, the DB Letter of Credit shall be permitted to be outstanding hereunder notwithstanding this clause (iii). Any Issuing Bank listed in the table below hereby agrees that its “Maximum LC Exposure” shall be the amount set forth opposite the name of such Issuing Bank in such table: JPMorgan Chase Bank, N.A. $ 125,000,000 Citibank, N.A. $ 125,000,000 Mizuho Bank, Ltd. $ 125,000,000 Xxxxxxx Xxxxx Bank USA $ 125,000,000 The “Maximum LC Exposure” of any Issuing Bank that becomes such after the date hereof pursuant to a designation by the Borrower as contemplated in the definition of “Issuing Banks” shall be the amount specified in the written instrument contemplated by said definition. The “Maximum LC Exposure” of any Issuing Bank may be increased at any time pursuant to a written instrument executed and delivered between the Borrower, such Issuing Bank and the Administrative Agent. In no event shall any Revolving Credit Lender be obligated to increase its Maximum LC Exposure upon an increase of Revolving Credit Commitments pursuant to Section 2.08(d). For the avoidance of doubt, concurrently with any reduction of the Revolving Credit Commitments pursuant to Section 2.10, the “Maximum LC Exposure” of each Issuing Bank shall not exceed such Issuing Bank’s Revolving Credit Commitmentall Lenders.

Appears in 1 contract

Samples: Credit Agreement (Electronics for Imaging Inc)

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To In order to request the issuance of a Letter of Credit (or the amendmentto amend, renewal renew or extension of extend an outstanding existing Letter of Credit), the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by fax to the respective Issuing Bank(s)) to one or more Issuing Bank(s) selected by it Bank and to the Administrative Agent (at least 2 Business Days (or such shorter period of time as such Issuing Bank may agree in its discretion) reasonably in advance of the requested date of issuance, amendment, renewal or extension) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, the date of issuance, amendment, renewal or extension, the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section 2.04below), the amount of such Letter of Credit, the identity of the Borrower or Restricted Subsidiary for whose account such Letter of Credit is to be issued, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend prepare such Letter of Credit. If requested by The Issuing Bank shall promptly (i) notify the respective Issuing Bank(s), Administrative Agent in writing of the Borrower also shall submit a letter amount and expiry date of credit application on the standard form of such Issuing Bank(s) in connection with any request for a each Letter of CreditCredit issued by it and (ii) provide a copy of each such Letter of Credit (and any amendments, renewals or extensions thereof) to the Administrative Agent. A Letter of Credit shall be issued, amended, renewed or extended only if (if, and upon issuance, amendment, renewal or extension of each Letter of Credit the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the aggregate LC L/C Exposure of all of the Issuing Banks (determined for these purposes without giving effect to the participations therein of the Revolving Credit Lenders pursuant to paragraph (d) of this Section 2.04) shall not exceed at any time the sum of (A) $500,000,000, plus (B) the amount of any increases in “Maximum LC Exposure” pursuant to a designation or increase as provided in the second 10,000,000 and third succeeding sentences below, (ii) the sum of the total Aggregate Revolving Credit Exposure shall not exceed the total Total Revolving Credit Commitments and (iii) the aggregate LC Exposure of each Issuing Bank (so determined) shall not exceed the amount that such Issuing Bank has agreed Commitment. The Borrower shall be its “Maximum LC Exposure” (except as otherwise agreed by such Issuing Bank deemed to have complied with the notification and other information delivery requirements set forth in its sole discretion); provided that (xthis Section 2.22(b) Xxxxxxx Xxxxx Bank USA shall not be required to issue any commercial Letters in respect of Credit and (y) no Issuing Bank shall be required to issue, amend, renew or extend any the Letter of Credit to in the extent that such issuanceform attached hereto as Schedule 2.22(b), amendment, renewal or extension would violate any policy of such Issuing Bank in respect thereof, and for the avoidance of doubt, the DB which Letter of Credit shall be permitted deemed to be outstanding issued as a Letter of Credit hereunder notwithstanding this clause (iii). Any Issuing Bank listed in on the table below hereby agrees that its “Maximum LC Exposure” shall be the amount set forth opposite the name of such Issuing Bank in such table: JPMorgan Chase Bank, N.A. $ 125,000,000 Citibank, N.A. $ 125,000,000 Mizuho Bank, Ltd. $ 125,000,000 Xxxxxxx Xxxxx Bank USA $ 125,000,000 The “Maximum LC Exposure” of any Issuing Bank that becomes such after the date hereof pursuant to a designation by the Borrower as contemplated in the definition of “Issuing Banks” shall be the amount specified in the written instrument contemplated by said definition. The “Maximum LC Exposure” of any Issuing Bank may be increased at any time pursuant to a written instrument executed and delivered between the Borrower, such Issuing Bank and the Administrative Agent. In no event shall any Revolving Credit Lender be obligated to increase its Maximum LC Exposure upon an increase of Revolving Credit Commitments pursuant to Section 2.08(d). For the avoidance of doubt, concurrently with any reduction of the Revolving Credit Commitments pursuant to Section 2.10, the “Maximum LC Exposure” of each Issuing Bank shall not exceed such Issuing Bank’s Revolving Credit CommitmentClosing Date.

Appears in 1 contract

Samples: Credit Agreement (Spheris Leasing LLC)

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the respective Issuing Bank(s)Bank) to one or more the Issuing Bank(s) selected by it Bank and to the Administrative Agent (at least 2 Business Days (or such shorter period of time as such Issuing Bank may agree in its discretion) reasonably in advance of the requested date of issuance, amendment, renewal or extension, but in any case notice given not later than 11:00 a.m., New York City time, three Business Days prior to such date shall be deemed to be sufficient) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extensionextension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section 2.04Section), the amount of such Letter of Credit, the identity of the Borrower or Restricted Subsidiary for whose account such Letter of Credit is to be issued, the name and address of the beneficiary thereof thereof, and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the respective Issuing Bank(s)Bank, the Borrower also shall submit a letter of credit application on the Issuing Bank’s standard form of such Issuing Bank(s) in connection with any request for a Letter of Credit. 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 Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the aggregate LC Exposure of all of the Issuing Banks (determined for these purposes without giving effect to the participations therein of the Revolving Credit Lenders pursuant to paragraph (d) of this Section 2.04) shall not exceed at any time the sum of (A) $500,000,000, plus (B) the amount of any increases in “Maximum LC Exposure” pursuant to a designation or increase as provided in the second 10,000,000 and third succeeding sentences below, (ii) the sum of the total Revolving Credit Exposure Exposures shall not exceed the total Revolving Credit Commitments and (iii) the aggregate LC Exposure of each Issuing Bank (so determined) shall not exceed the amount that such Issuing Bank has agreed shall be its “Maximum LC Exposure” (except as otherwise agreed by such Issuing Bank in its sole discretion); provided that (x) Xxxxxxx Xxxxx Bank USA shall not be required to issue any commercial Letters of Credit and (y) no Issuing Bank shall be required to issue, amend, renew or extend any Letter of Credit to the extent that such issuance, amendment, renewal or extension would violate any policy of such Issuing Bank in respect thereof, and for the avoidance of doubt, the DB Letter of Credit shall be permitted to be outstanding hereunder notwithstanding this clause (iii). Any Issuing Bank listed in the table below hereby agrees that its “Maximum LC Exposure” shall be the amount set forth opposite the name of such Issuing Bank in such table: JPMorgan Chase Bank, N.A. $ 125,000,000 Citibank, N.A. $ 125,000,000 Mizuho Bank, Ltd. $ 125,000,000 Xxxxxxx Xxxxx Bank USA $ 125,000,000 The “Maximum LC Exposure” of any Issuing Bank that becomes such after the date hereof pursuant to a designation by the Borrower as contemplated in the definition of “Issuing Banks” shall be the amount specified in the written instrument contemplated by said definition. The “Maximum LC Exposure” of any Issuing Bank may be increased at any time pursuant to a written instrument executed and delivered between the Borrower, such Issuing Bank and the Administrative Agent. In no event shall any Revolving Credit Lender be obligated to increase its Maximum LC Exposure upon an increase of Revolving Credit Commitments pursuant to Section 2.08(d). For the avoidance of doubt, concurrently with any reduction of the Revolving Credit Commitments pursuant to Section 2.10, the “Maximum LC Exposure” of each Issuing Bank shall not exceed such Issuing Bank’s Revolving Credit CommitmentCommitments.

Appears in 1 contract

Samples: Credit Agreement (Select Comfort Corp)

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the respective Issuing Bank(s)Bank) to one or more the Issuing Bank(s) selected by it Bank and to the Administrative Agent (at least 2 Business Days (or such shorter period of time as such Issuing Bank may agree in its discretion) reasonably in advance of the requested date of issuance, amendment, renewal or extension, but in any event no less than three Business Days) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extensionextension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section 2.04Section), the amount of such Letter of Credit, the identity of the Borrower or Restricted Subsidiary for whose account such Letter of Credit is to be issued, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the respective Issuing Bank(s)Bank, the Borrower also shall submit a letter of credit application on the Issuing Bank’s standard form of such Issuing Bank(s) in connection with any request for a Letter of Credit. 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 Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the aggregate LC Exposure of all of the Issuing Banks (determined for these purposes without giving effect to the participations therein of the Revolving Credit Lenders pursuant to paragraph (d) of this Section 2.04) shall not exceed at any time 10% of the sum of (A) $500,000,000, plus (B) the amount of any increases in “Maximum LC Exposure” pursuant to a designation or increase as provided in the second total Revolving Commitments and third succeeding sentences below, (ii) the sum of the total Revolving Credit Exposure Exposures shall not exceed the total Revolving Credit Commitments and (iii) the aggregate LC Exposure of each Issuing Bank (so determined) shall not exceed the amount that such Issuing Bank has agreed shall be its “Maximum LC Exposure” (except as otherwise agreed by such Issuing Bank in its sole discretion); provided that (x) Xxxxxxx Xxxxx Bank USA shall not be required to issue any commercial Letters of Credit and (y) no Issuing Bank shall be required to issue, amend, renew or extend any Letter of Credit to the extent that such issuance, amendment, renewal or extension would violate any policy of such Issuing Bank in respect thereof, and for the avoidance of doubt, the DB Letter of Credit shall be permitted to be outstanding hereunder notwithstanding this clause (iii). Any Issuing Bank listed in the table below hereby agrees that its “Maximum LC Exposure” shall be the amount set forth opposite the name of such Issuing Bank in such table: JPMorgan Chase Bank, N.A. $ 125,000,000 Citibank, N.A. $ 125,000,000 Mizuho Bank, Ltd. $ 125,000,000 Xxxxxxx Xxxxx Bank USA $ 125,000,000 The “Maximum LC Exposure” of any Issuing Bank that becomes such after the date hereof pursuant to a designation by the Borrower as contemplated in the definition of “Issuing Banks” shall be the amount specified in the written instrument contemplated by said definition. The “Maximum LC Exposure” of any Issuing Bank may be increased at any time pursuant to a written instrument executed and delivered between the Borrower, such Issuing Bank and the Administrative Agent. In no event shall any Revolving Credit Lender be obligated to increase its Maximum LC Exposure upon an increase of Revolving Credit Commitments pursuant to Section 2.08(d). For the avoidance of doubt, concurrently with any reduction of the Revolving Credit Commitments pursuant to Section 2.10, the “Maximum LC Exposure” of each Issuing Bank shall not exceed such Issuing Bank’s Revolving Credit CommitmentCommitments.

Appears in 1 contract

Samples: Revolving Credit and Term Loan Agreement (Gramercy Property Trust Inc.)

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To In order to request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by to the respective Issuing Bank(s)) to one or more Issuing Bank(s) selected by it Bank and to the Administrative Agent (at least 2 Business Days (or such shorter period of time as such Issuing Bank may agree in its discretion) reasonably in advance of the requested date of issuance, amendment, renewal or extension) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, the date of issuance, amendment, renewal or extension, the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section 2.04below), the amount of such Letter of Credit, the identity of the Borrower or Restricted Subsidiary for whose account such Letter of Credit is to be issued, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the respective Issuing Bank(s)Bank, the Borrower also shall submit a letter of credit application on the Issuing Bank's standard form of such Issuing Bank(s) in connection with any request for a Letter of Credit. 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 Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (iA) the aggregate LC L/C Exposure of all of the Issuing Banks (determined for these purposes without giving effect to the participations therein of the Revolving Credit Lenders pursuant to paragraph (d) of this Section 2.04) shall not exceed $35,000,000 minus the aggregate amount at any time the sum outstanding of letters of credit issued pursuant to subparagraph (Ah) $500,000,000, plus of Section 9.07 and (B) the amount of any increases in “Maximum LC Exposure” pursuant to a designation or increase as provided in the second and third succeeding sentences below, (ii) the sum of the total Revolving aggregate Credit Exposure shall not exceed the total Revolving Credit Commitments and (iii) Total Commitment. Upon request of any Lender, the aggregate LC Exposure of each Issuing Bank (so determined) Administrative Agent shall not exceed provide to such Lender the amount that such Issuing Bank has agreed shall be its “Maximum LC Exposure” (except as otherwise agreed by such Issuing Bank in its sole discretion); provided that (x) Xxxxxxx Xxxxx Bank USA shall not be required to issue and expiration date of any commercial Letters outstanding Letter of Credit and (y) no Issuing Bank shall be required to issue, amend, renew or extend any Letter of Credit to the extent that such issuance, amendment, renewal or extension would violate any policy of such Issuing Bank in respect thereof, and for the avoidance of doubt, the DB Letter of Credit shall be permitted to be outstanding hereunder notwithstanding this clause (iii). Any Issuing Bank listed in the table below hereby agrees that its “Maximum LC Exposure” shall be the amount set forth opposite the name of such Issuing Bank in such table: JPMorgan Chase Bank, N.A. $ 125,000,000 Citibank, N.A. $ 125,000,000 Mizuho Bank, Ltd. $ 125,000,000 Xxxxxxx Xxxxx Bank USA $ 125,000,000 The “Maximum LC Exposure” of any Issuing Bank that becomes such after the date hereof pursuant to a designation by the Borrower as contemplated in the definition of “Issuing Banks” shall be the amount specified in the written instrument contemplated by said definition. The “Maximum LC Exposure” of any Issuing Bank may be increased at any time pursuant to a written instrument executed and delivered between the Borrower, such Issuing Bank and the Administrative Agent. In no event shall any Revolving Credit Lender be obligated to increase its Maximum LC Exposure upon an increase of Revolving Credit Commitments pursuant to Section 2.08(d). For the avoidance of doubt, concurrently with any reduction of the Revolving Credit Commitments pursuant to Section 2.10, the “Maximum LC L/C Exposure” of each Issuing Bank shall not exceed such Issuing Bank’s Revolving Credit Commitment.

Appears in 1 contract

Samples: Credit Agreement (Home Shopping Network Inc)

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), the each Borrower shall hand deliver or telecopy facsimile (or transmit by electronic communication, if arrangements for doing so have been approved by the respective Issuing Bank(s)Bank) to one or more the Issuing Bank(s) selected by it Bank and to the Administrative Agent (prior to 9:00 am, Chicago time, at least 2 three Business Days (or such shorter period of time as such Issuing Bank may agree in its discretion) in advance of prior to the requested date of issuance, amendment, renewal or extension, or such shorter period of time as may be agreed to by the Administrative Agent and the Issuing Bank) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extensionextension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section 2.042.6(c)), the amount of such Letter of Credit, the identity of the Borrower or Restricted Subsidiary for whose account such Letter of Credit is to be issued, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the respective Issuing Bank(s)Bank, the requesting Borrower also shall submit a letter of credit application on the Issuing Bank’s standard form of such Issuing Bank(s) in connection with any request for a Letter of Credit. 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 each Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the aggregate LC Exposure of all of the Issuing Banks (determined for these purposes without giving effect to the participations therein of the Revolving Credit Lenders pursuant to paragraph (d) of this Section 2.04) shall not exceed at any time $20,000,000 and (ii) the sum of total Revolving Exposures shall not exceed (A) $500,000,000the lesser of the total Revolving Commitments and the Borrowing Base, plus minus (B) the amount of any increases in “Maximum LC Exposure” pursuant to a designation or increase as provided in the second and third succeeding sentences below, (ii) the sum of the total Revolving Credit Exposure shall not exceed the total Revolving Credit Commitments and (iii) the aggregate LC Exposure of each Issuing Bank (so determined) shall not exceed the amount that such Issuing Bank has agreed shall be its “Maximum LC Exposure” (except as otherwise agreed by such Issuing Bank in its sole discretion); provided that (x) Xxxxxxx Xxxxx Bank USA shall not be required to issue any commercial Letters of Credit and (y) no Issuing Bank shall be required to issue, amend, renew or extend any Letter of Credit to the extent that such issuance, amendment, renewal or extension would violate any policy of such Issuing Bank in respect thereof, and for the avoidance of doubt, the DB Letter of Credit shall be permitted to be outstanding hereunder notwithstanding this clause (iii). Any Issuing Bank listed in the table below hereby agrees that its “Maximum LC Exposure” shall be the amount set forth opposite the name of such Issuing Bank in such table: JPMorgan Chase Bank, N.A. $ 125,000,000 Citibank, N.A. $ 125,000,000 Mizuho Bank, Ltd. $ 125,000,000 Xxxxxxx Xxxxx Bank USA $ 125,000,000 The “Maximum LC Exposure” of any Issuing Bank that becomes such after the date hereof pursuant to a designation by the Borrower as contemplated in the definition of “Issuing Banks” shall be the amount specified in the written instrument contemplated by said definition. The “Maximum LC Exposure” of any Issuing Bank may be increased at any time pursuant to a written instrument executed and delivered between the Borrower, such Issuing Bank and the Administrative Agent. In no event shall any Revolving Credit Lender be obligated to increase its Maximum LC Exposure upon an increase of Revolving Credit Commitments pursuant to Section 2.08(d). For the avoidance of doubt, concurrently with any reduction of the Revolving Credit Commitments pursuant to Section 2.10, the “Maximum LC Exposure” of each Issuing Bank shall not exceed such Issuing Bank’s Revolving Credit CommitmentCommitment Reserves.

Appears in 1 contract

Samples: Credit Agreement (Stewart & Stevenson LLC)

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To In order to request the issuance of a Letter of Credit (or the amendmentto amend, renewal renew or extension of extend an outstanding existing Letter of Credit), the applicable Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by fax to the respective Issuing Bank(s)) to one or more Issuing Bank(s) selected by it Bank and to the Administrative Agent (at least 2 Business Days (or such shorter period of time as such Issuing Bank may agree in its discretion) reasonably in advance of the requested date of issuance, amendment, renewal or extension) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, the date of issuance, amendment, renewal or extension, the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section 2.04below), the amount of such Letter of Credit, the identity of the Borrower or Restricted Subsidiary for whose account such Letter of Credit is to be issued, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend prepare such Letter of Credit. If requested by the respective Issuing Bank(s), the Borrower also shall submit a letter of credit application on the standard form of such Issuing Bank(s) in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (if, and upon issuance, amendment, renewal or extension of each Letter of Credit the applicable Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the aggregate LC Exposure of all of the Issuing Banks (determined for these purposes without giving effect to the participations therein of the Revolving Credit Lenders pursuant to paragraph (d) of this Section 2.04) shall not exceed at any time the sum of (A) $500,000,000, plus (B) the principal amount of any increases in “Maximum LC Exposure” pursuant to a designation or increase as provided in the second and third succeeding sentences below, (ii) the sum of the total Revolving Credit Exposure shall not exceed the total Revolving Credit Commitments and (iii) the aggregate LC Exposure of each Issuing Bank (so determined) shall not exceed the amount that such Issuing Bank has agreed shall be its “Maximum LC Exposure” (except as otherwise agreed by such Issuing Bank in its sole discretion); provided that (x) Xxxxxxx Xxxxx Bank USA shall not be required to issue any commercial outstanding Letters of Credit and (y) no Issuing Bank shall be required to issue, amend, renew or extend issued by any Letter of Credit to the extent that such issuance, amendment, renewal or extension would violate any policy of such Issuing Bank in respect thereof, and for the avoidance of doubt, the DB Letter of Credit shall be permitted to be outstanding hereunder notwithstanding this clause (iii). Any Issuing Bank listed in the table below hereby agrees that its “Maximum LC Exposure” shall be the amount set forth opposite the name of such Issuing Bank in such table: JPMorgan Chase Bank, N.A. $ 125,000,000 Citibank, N.A. $ 125,000,000 Mizuho Bank, Ltd. $ 125,000,000 Xxxxxxx Xxxxx Bank USA $ 125,000,000 The “Maximum LC Exposure” of any Issuing Bank that becomes such after the date hereof pursuant to a designation by the Borrower as contemplated in the definition of “Issuing Banks” shall be the amount specified in the written instrument contemplated by said definition. The “Maximum LC Exposure” of any Issuing Bank may be increased at any time pursuant to a written instrument executed and delivered between the Borrower, such Issuing Bank and the Administrative Agent. In no event shall any Revolving Credit Lender be obligated to increase its Maximum LC Exposure upon an increase of Revolving Credit Commitments pursuant to Section 2.08(d). For the avoidance of doubt, concurrently with any reduction of the Revolving Credit Commitments pursuant to Section 2.10, the “Maximum LC Exposure” of each Issuing Bank shall not exceed such Issuing Bank’s L/C Commitment, (ii) the L/C Exposure shall not exceed the Aggregate L/C Commitment and (iii) the Aggregate Revolving Credit Exposure shall not exceed the Total Revolving Credit Commitment.

Appears in 1 contract

Samples: Credit Agreement (Wca Waste Corp)

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), the Borrower Borrowers’ Agent shall hand deliver or telecopy facsimile (or transmit by electronic communication, if arrangements for doing so have been approved by the respective Issuing Bank(s)Bank) to one or more the Issuing Bank(s) selected by it Bank and to the Administrative Agent (prior to 1:00 p.m., Central time, at least 2 three (3) Business Days (or such shorter period of time as such may be agreed by the Borrowers’ Agent and the Issuing Bank may agree in its discretionBank) in advance of prior to the requested date of issuance, amendment, renewal or extension) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extensionextension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section 2.04Section), the amount of such Letter of Credit, the identity of the Borrower or Restricted Subsidiary for whose account such Letter of Credit is to be issued, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the respective Issuing Bank(s)Bank, the Borrower also shall submit a letter of credit application on the Issuing Bank’s standard form of such Issuing Bank(s) in connection with any request for a Letter of Credit. 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 Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the aggregate LC Letter of Credit Exposure of all of the Issuing Banks (determined for these purposes without giving effect to the participations therein of the Revolving Credit Lenders pursuant to paragraph (d) of this Section 2.04) shall not exceed at any time the sum of (A) $500,000,000, plus (B) the amount of any increases in “Maximum LC Exposure” pursuant to a designation or increase as provided in the second and third succeeding sentences below60,000,000, (ii) the sum of the total Revolving Credit Exposure Exposures shall not exceed the total Revolving Credit lesser of (x) the Total Commitments minus the Liquidity Reserve from and after the occurrence and during the continuance of a Liquidity Trigger Event and (y) the Borrowing Base and (iii) the aggregate LC Exposure of each Issuing Bank (so determined) shall not exceed the amount that such Issuing Bank has agreed shall be its “Maximum LC Exposure” (except as otherwise agreed by such Issuing Bank in its sole discretion); provided that (x) Xxxxxxx Xxxxx Bank USA shall not be required to issue any commercial Letters of Credit and (y) no Issuing Bank shall be required to issue, amend, renew or extend any requested Letter of Credit is satisfactory to the extent that such issuance, amendment, renewal or extension would violate any policy of such Issuing Bank in respect thereof, and for the avoidance of doubt, the DB Letter of Credit shall be permitted to be outstanding hereunder notwithstanding this clause (iii). Any Issuing Bank listed in the table below hereby agrees that its “Maximum LC Exposure” shall be the amount set forth opposite the name of such Issuing Bank in such table: JPMorgan Chase Bank, N.A. $ 125,000,000 Citibank, N.A. $ 125,000,000 Mizuho Bank, Ltd. $ 125,000,000 Xxxxxxx Xxxxx Bank USA $ 125,000,000 The “Maximum LC Exposure” of any Issuing Bank that becomes such after the date hereof pursuant to a designation by the Borrower as contemplated in the definition of “Issuing Banks” shall be the amount specified in the written instrument contemplated by said definition. The “Maximum LC Exposure” of any Issuing Bank may be increased at any time pursuant to a written instrument executed and delivered between the Borrower, such Issuing Bank and the Administrative Agent. In no event shall any Revolving Credit Lender be obligated to increase its Maximum LC Exposure upon an increase of Revolving Credit Commitments pursuant to Section 2.08(d). For the avoidance of doubt, concurrently with any reduction of the Revolving Credit Commitments pursuant to Section 2.10, the “Maximum LC Exposure” of each Issuing Bank shall not exceed such Issuing Bank’s Revolving Credit Commitment.

Appears in 1 contract

Samples: Secured Super Priority Debtor in Possession Revolving Credit and Guaranty Agreement (Kaiser Aluminum & Chemical Corp)

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of CreditCredit (other than an automatic renewal permitted pursuant to paragraph (c) of this Section)), the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the respective Issuing Bank(s)Bank) to one or more the Issuing Bank(s) selected by it Bank and to the Administrative Agent (at least 2 Business Days (or such shorter period of time as such Issuing Bank may agree in its discretion) reasonably in advance of the requested date of issuance, amendment, renewal or extension, but in any event no less than three Business Days) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extensionextension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section 2.04Section), the amount of such Letter of Credit, the identity of the Borrower or Restricted Subsidiary for whose account such Letter of Credit is to be issued, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the respective Issuing Bank(s)Bank, the Borrower also shall submit a letter of credit application on the Issuing Bank’s standard form of such Issuing Bank(s) in connection with any request for a Letter of Credit. 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 Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the aggregate LC Exposure of all of the Issuing Banks (determined for these purposes without giving effect to the participations therein of the Revolving Credit Lenders pursuant to paragraph (d) of this Section 2.04) shall not exceed at any time the sum of (A) $500,000,000, plus (B) the amount of any increases in “Maximum LC Exposure” pursuant to a designation or increase as provided in the second 50,000,000 and third succeeding sentences below, (ii) the sum of the total Total Revolving Extensions of Credit Exposure shall not exceed the total Total Revolving Credit Commitments and (iii) the aggregate LC Exposure of each Issuing Bank (so determined) shall not exceed the amount that such Issuing Bank has agreed shall be its “Maximum LC Exposure” (except as otherwise agreed by such Issuing Bank in its sole discretion); provided that (x) Xxxxxxx Xxxxx Bank USA shall not be required to issue any commercial Letters of Credit and (y) no Issuing Bank shall be required to issue, amend, renew or extend any Letter of Credit to the extent that such issuance, amendment, renewal or extension would violate any policy of such Issuing Bank in respect thereof, and for the avoidance of doubt, the DB Letter of Credit shall be permitted to be outstanding hereunder notwithstanding this clause (iii). Any Issuing Bank listed in the table below hereby agrees that its “Maximum LC Exposure” shall be the amount set forth opposite the name of such Issuing Bank in such table: JPMorgan Chase Bank, N.A. $ 125,000,000 Citibank, N.A. $ 125,000,000 Mizuho Bank, Ltd. $ 125,000,000 Xxxxxxx Xxxxx Bank USA $ 125,000,000 The “Maximum LC Exposure” of any Issuing Bank that becomes such after the date hereof pursuant to a designation by the Borrower as contemplated in the definition of “Issuing Banks” shall be the amount specified in the written instrument contemplated by said definition. The “Maximum LC Exposure” of any Issuing Bank may be increased at any time pursuant to a written instrument executed and delivered between the Borrower, such Issuing Bank and the Administrative Agent. In no event shall any Revolving Credit Lender be obligated to increase its Maximum LC Exposure upon an increase of Revolving Credit Commitments pursuant to Section 2.08(d). For the avoidance of doubt, concurrently with any reduction of the Revolving Credit Commitments pursuant to Section 2.10, the “Maximum LC Exposure” of each Issuing Bank shall not exceed such Issuing Bank’s Revolving Credit CommitmentCommitments.

Appears in 1 contract

Samples: Credit Agreement (Riverbed Technology, Inc.)

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the respective Issuing Bank(s)Bank) to one or more the Issuing Bank(s) selected by it Bank and to the Administrative Agent (at least 2 Business Days (or such shorter period of time as such Issuing Bank may agree in its discretion) reasonably in advance of the requested date of issuance, amendment, renewal or extension, but in any event no later than two Business Days prior to such date unless otherwise agreed by the Issuing Bank and the Administrative Agent) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extensionextension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section 2.04Section), the amount and currency of such Letter of Credit, the identity of the Borrower or Restricted Subsidiary for whose account such Letter of Credit is to be issued, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the respective Issuing Bank(s)Bank, the Borrower also shall submit a letter of credit application on the Issuing Bank’s standard form of such Issuing Bank(s) in connection with any request for a Letter of Credit. 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 Borrower shall be deemed to represent and warrant that)if, after giving effect to such issuance, amendment, renewal or extension (i) the aggregate LC Exposure of all of the Issuing Banks (determined for these purposes without giving effect to the participations therein of the Revolving Credit Lenders pursuant to paragraph (d) of this Section 2.04) shall not exceed at any time the sum of (A) $500,000,000, plus (B) the amount of any increases in “Maximum LC Exposure” pursuant to a designation or increase as provided in the second and third succeeding sentences below25,000,000, (ii) the sum Dollar Amount of the total Outstanding Revolving Credit Exposure Credits shall not exceed the total Total Revolving Credit Commitments and (iii) with respect to such Issuing Bank, the sum of the aggregate LC Exposure face amount of each Letters of Credit issued by such Issuing Bank (so determined) Bank, when aggregated with the outstanding Revolving Loans funded by such Issuing Bank, shall not exceed the amount that such Issuing Bank has agreed shall be its “Maximum LC Exposure” (except as otherwise agreed by such Issuing Bank in its sole discretion); provided that (x) Xxxxxxx Xxxxx Bank USA shall not be required to issue any commercial Letters of Credit and (y) no Issuing Bank shall be required to issue, amend, renew or extend any Letter of Credit to the extent that such issuance, amendment, renewal or extension would violate any policy of such Issuing Bank in respect thereof, and for the avoidance of doubt, the DB Letter of Credit shall be permitted to be outstanding hereunder notwithstanding this clause (iii). Any Issuing Bank listed in the table below hereby agrees that its “Maximum LC Exposure” shall be the amount set forth opposite the name of such Issuing Bank in such table: JPMorgan Chase Bank, N.A. $ 125,000,000 Citibank, N.A. $ 125,000,000 Mizuho Bank, Ltd. $ 125,000,000 Xxxxxxx Xxxxx Bank USA $ 125,000,000 The “Maximum LC Exposure” of any Issuing Bank that becomes such after the date hereof pursuant to a designation by the Borrower as contemplated in the definition of “Issuing Banks” shall be the amount specified in the written instrument contemplated by said definition. The “Maximum LC Exposure” of any Issuing Bank may be increased at any time pursuant to a written instrument executed and delivered between the Borrower, such Issuing Bank and the Administrative Agent. In no event shall any Revolving Credit Lender be obligated to increase its Maximum LC Exposure upon an increase of Revolving Credit Commitments pursuant to Section 2.08(d). For the avoidance of doubt, concurrently with any reduction of the Revolving Credit Commitments pursuant to Section 2.10, the “Maximum LC Exposure” of each Issuing Bank shall not exceed such Issuing Bank’s Revolving Credit Commitment.

Appears in 1 contract

Samples: Credit Agreement (Iac/Interactivecorp)

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by to the respective relevant Issuing Bank(s)) to one or more Issuing Bank(s) selected by it Bank and to the Administrative Agent (at least 2 Business Days (or such shorter period of time as such Issuing Bank may agree in its discretion) reasonably in advance of the requested date of issuance, amendment, renewal or extension) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extensionextension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section 2.04Section), the amount of such Letter of Credit, the identity of the Borrower or Restricted Subsidiary for whose account such Letter of Credit is to be issued, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the respective an Issuing Bank(s)Bank, the Borrower also shall submit a letter of credit application on the such Issuing Bank’s standard form of such Issuing Bank(s) in connection with any request for a Letter of Credit. 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 Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the aggregate LC Exposure of all of the Issuing Banks (determined for these purposes without giving effect to the participations therein of the Revolving Credit Lenders pursuant to paragraph (d) of this Section 2.04) shall not exceed at any time the sum of (A) $500,000,000, plus (B) the amount of any increases in “Maximum LC Exposure” pursuant to a designation or increase as provided in the second and third succeeding sentences belowtotal Working Capital Commitments, (ii) the sum of the total Revolving Working Capital Credit Exposure Exposures shall not exceed the total Revolving Credit Working Capital Commitments and (iii) the aggregate LC Exposure sum of each Issuing Bank (so determined) the total Revolving Credit Exposures shall not exceed the amount that such Issuing Bank has agreed shall be its “Maximum LC Exposure” (except as otherwise agreed by such Issuing Bank in its sole discretion); provided that (x) Xxxxxxx Xxxxx Bank USA shall not be required to issue any commercial Letters of Credit and (y) no Issuing Bank shall be required to issue, amend, renew or extend any Letter of Credit to the extent that such issuance, amendment, renewal or extension would violate any policy of such Issuing Bank in respect thereof, and for the avoidance of doubt, the DB Letter of Credit shall be permitted to be outstanding hereunder notwithstanding this clause (iii). Any Issuing Bank listed in the table below hereby agrees that its “Maximum LC Exposure” shall be the amount set forth opposite the name of such Issuing Bank in such table: JPMorgan Chase Bank, N.A. $ 125,000,000 Citibank, N.A. $ 125,000,000 Mizuho Bank, Ltd. $ 125,000,000 Xxxxxxx Xxxxx Bank USA $ 125,000,000 The “Maximum LC Exposure” of any Issuing Bank that becomes such after the date hereof pursuant to a designation by the Borrower as contemplated in the definition of “Issuing Banks” shall be the amount specified in the written instrument contemplated by said definition. The “Maximum LC Exposure” of any Issuing Bank may be increased at any time pursuant to a written instrument executed and delivered between the Borrower, such Issuing Bank and the Administrative Agent. In no event shall any Aggregate Revolving Credit Lender be obligated to increase its Maximum LC Exposure upon an increase of Revolving Credit Commitments pursuant to Section 2.08(d). For the avoidance of doubt, concurrently with any reduction of the Revolving Credit Commitments pursuant to Section 2.10, the “Maximum LC Exposure” of each Issuing Bank shall not exceed such Issuing Bank’s Revolving Credit Commitment.

Appears in 1 contract

Samples: Credit Agreement (Inergy L P)

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the respective Issuing Bank(s)applicable LC Issuer) to one or more Issuing Bank(s) selected by it an LC Issuer and to the Administrative Agent (at least 2 five Business Days (or such shorter period of time as such Issuing Bank may agree in its discretion) in advance of the requested date of issuance, amendment, renewal or extension) a notice requesting the issuance of a Letter of CreditCredit by such LC Issuer, or identifying the Letter of Credit issued by such LC Issuer to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension, the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section 2.042.19(3)), the amount of such Letter of Credit, the identity of the Borrower Credit (which shall be denominated in Canadian Dollars or Restricted Subsidiary for whose account such Letter of Credit is to be issuedU.S. Dollars only), the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the respective Issuing Bank(s)an LC Issuer, the Borrower also shall submit a letter of credit application on the such LC Issuer’s standard form of such Issuing Bank(s) in connection with any request for a Letter of CreditCredit to be issued by such LC Issuer. 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 Credit, the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension extension, (ia) the aggregate LC Exposure of all of the Issuing Banks (determined for these purposes without giving effect to the participations therein of the Revolving Credit Lenders pursuant to paragraph (d) of this Section 2.04) shall not exceed at any time the sum of U.S. $100,000,000 and (A) $500,000,000, plus (Bb) the amount of any increases in “Maximum LC Exposure” pursuant to a designation or increase as provided in the second and third succeeding sentences below, (ii) the sum of the total aggregate Revolving Credit Exposure Exposures shall not exceed the total Revolving Credit Commitments and (iii) the aggregate LC Exposure of each Issuing Bank (so determined) shall not exceed the amount that such Issuing Bank has agreed shall be its “Maximum LC Exposure” (except as otherwise agreed by such Issuing Bank in its sole discretion); provided that (x) Xxxxxxx Xxxxx Bank USA shall not be required to issue any commercial Letters of Credit and (y) no Issuing Bank shall be required to issue, amend, renew or extend any Letter of Credit to the extent that such issuance, amendment, renewal or extension would violate any policy of such Issuing Bank in respect thereof, and for the avoidance of doubt, the DB Letter of Credit shall be permitted to be outstanding hereunder notwithstanding this clause (iii). Any Issuing Bank listed in the table below hereby agrees that its “Maximum LC Exposure” shall be the amount set forth opposite the name of such Issuing Bank in such table: JPMorgan Chase Bank, N.A. $ 125,000,000 Citibank, N.A. $ 125,000,000 Mizuho Bank, Ltd. $ 125,000,000 Xxxxxxx Xxxxx Bank USA $ 125,000,000 The “Maximum LC Exposure” of any Issuing Bank that becomes such after the date hereof pursuant to a designation by the Borrower as contemplated in the definition of “Issuing Banks” shall be the amount specified in the written instrument contemplated by said definition. The “Maximum LC Exposure” of any Issuing Bank may be increased at any time pursuant to a written instrument executed and delivered between the Borrower, such Issuing Bank and the Administrative Agent. In no event shall any Revolving Credit Lender be obligated to increase its Maximum LC Exposure upon an increase of Revolving Credit Commitments pursuant to Section 2.08(d). For the avoidance of doubt, concurrently with any reduction of the Revolving Credit Commitments pursuant to Section 2.10, the “Maximum LC Exposure” of each Issuing Bank shall not exceed such Issuing Bank’s Revolving Credit CommitmentCommitments.

Appears in 1 contract

Samples: Credit Agreement (Pretium Resources Inc.)

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the respective applicable Issuing Bank(s)Bank) to one the Issuing Bank which is being requested to issue (or more Issuing Bank(sissued, in the case of an amendment, renewal or extension) selected by it the Letter of Credit and to the Administrative Agent (at least 2 Business Days (or such shorter period of time as such Issuing Bank may agree in its discretion) reasonably in advance of the requested date of issuance, amendment, renewal or extension, but in any event no less than three (3) Business Days) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extensionextension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section 2.04Section), the amount of such Letter of Credit, the identity of the Borrower or Restricted Subsidiary for whose account such Letter of Credit is to be issued, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the respective such Issuing Bank(s)Bank, the Borrower also shall submit a letter of credit application on the such Issuing Bank’s standard form of such Issuing Bank(s) in connection with any request for a Letter of Credit. 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 Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the aggregate amount of the LC Exposure of all of the such Issuing Banks (determined for these purposes without giving effect to the participations therein of the Revolving Credit Lenders pursuant to paragraph (d) of this Section 2.04) Bank shall not exceed at any time the sum of (A) $500,000,000, plus (B) the amount of any increases in “Maximum LC Exposure” pursuant to a designation or increase as provided in the second Individual Issuing Bank Sublimit and third succeeding sentences below, (ii) the sum of the total Revolving Credit Exposure Exposures shall not exceed the total Revolving Credit Commitments and (iii) the aggregate LC Exposure of each Issuing Bank (so determined) shall not exceed the amount that such Issuing Bank has agreed shall be its “Maximum LC Exposure” (except as otherwise agreed by such Issuing Bank in its sole discretion); provided that (x) Xxxxxxx Xxxxx Bank USA shall not be required to issue any commercial Letters of Credit and (y) no Issuing Bank shall be required to issueCommitments, amend, renew or extend any Letter of Credit to the extent that such issuance, amendment, renewal or extension would violate any policy of such Issuing Bank in respect thereof, and for the avoidance of doubt, the DB Letter of Credit shall be permitted to be outstanding hereunder notwithstanding this clause (iii). Any Issuing Bank listed in the table below hereby agrees that its “Maximum LC Exposure” shall be the amount set forth opposite the name of such Issuing Bank in such table: JPMorgan Chase Bank, N.A. $ 125,000,000 Citibank, N.A. $ 125,000,000 Mizuho Bank, Ltd. $ 125,000,000 Xxxxxxx Xxxxx Bank USA $ 125,000,000 The “Maximum LC Exposure” of any Issuing Bank that becomes such after the date hereof pursuant to a designation by the Borrower as contemplated in the definition of “Issuing Banks” shall be the amount specified in the written instrument contemplated by said definition. The “Maximum LC Exposure” of any Issuing Bank may be increased at any time pursuant to a written instrument executed and delivered between the Borrower, such Issuing Bank and the Administrative Agent. In no event shall any Revolving Credit Lender be obligated to increase its Maximum LC Exposure upon an increase of Revolving Credit Commitments pursuant to Section 2.08(d). For the avoidance of doubt, concurrently with any reduction of excluding the Revolving Credit Commitments pursuant to Section 2.10, the “Maximum LC Exposure” Exposure and Revolving Commitment of each Issuing Bank shall any Lender that is not exceed such Issuing Bank’s Revolving Credit Commitment.participating by operation of Section

Appears in 1 contract

Samples: Revolving Credit and Term Loan Agreement (Four Corners Property Trust, Inc.)

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of CreditCredit (other than an automatic renewal permitted pursuant to paragraph (c) of this Section)), the Borrower shall hand deliver or telecopy (or transmit send by electronic communication, if arrangements for doing so have been approved by Electronic Transmission to the respective applicable Issuing Bank(s)) to one or more Issuing Bank(s) selected by it Bank and to the Administrative Agent (at least 2 three Business Days (or such shorter period of time as such may be acceptable to the applicable Issuing Bank may agree in its discretionBank) in advance of the requested date of issuance, amendment, renewal or extension) a notice in the form of Exhibit C or such other substantially similar form as the Borrower and the applicable Issuing Bank may agree requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extensionextension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section 2.04Section), the currency and amount of such Letter of Credit, the identity of the Borrower or Restricted Subsidiary for whose account such Letter of Credit is to be issued, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the respective Issuing Bank(s), the Borrower also shall submit a letter of credit application on the standard form of such Issuing Bank(s) in connection with any request for a Letter of Credit. 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 Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the aggregate LC Exposure of all of the Issuing Banks (determined for these purposes without giving effect to the participations therein of the Revolving Credit Lenders pursuant to paragraph (d) of this Section 2.04) shall not exceed at any time the sum of (A) $500,000,000, plus (B) the amount of any increases in “Maximum LC Exposure” pursuant to a designation or increase as provided in the second and third succeeding sentences belowtotal Commitments, (ii) the sum of the total Revolving Credit Exposure Exposures plus the aggregate principal amount of outstanding Competitive Loans shall not exceed the total Revolving Credit Commitments and (iii) the aggregate portion of the LC Exposure attributable to Letters of each Credit issued by the applicable Issuing Bank (so determined) shall will not exceed the amount that such Issuing Bank has agreed shall be its “Maximum LC Exposure” (except as otherwise agreed by such Issuing Bank in its sole discretion); provided that (x) Xxxxxxx Xxxxx Bank USA shall not be required to issue any commercial Letters of Credit and (y) no Issuing Bank shall be required to issue, amend, renew or extend any Letter of Credit to the extent that such issuance, amendment, renewal or extension would violate any policy Commitment of such Issuing Bank in respect thereof, and for the avoidance of doubt, the DB Letter of Credit shall be permitted to be outstanding hereunder notwithstanding this clause (iii). Any Issuing Bank listed in the table below hereby agrees that its “Maximum LC Exposure” shall be the amount set forth opposite the name of such Issuing Bank in such table: JPMorgan Chase Bank, N.A. $ 125,000,000 Citibank, N.A. $ 125,000,000 Mizuho Bank, Ltd. $ 125,000,000 Xxxxxxx Xxxxx Bank USA $ 125,000,000 The “Maximum LC Exposure” of any Issuing Bank that becomes such after the date hereof pursuant to a designation by the Borrower as contemplated in the definition of “Issuing Banks” shall be the amount specified in the written instrument contemplated by said definition. The “Maximum LC Exposure” of any Issuing Bank may be increased at any time pursuant to a written instrument executed and delivered between the Borrower, such Issuing Bank and the Administrative Agent. In no event shall any Revolving Credit Lender be obligated to increase its Maximum LC Exposure upon an increase of Revolving Credit Commitments pursuant to Section 2.08(d). For the avoidance of doubt, concurrently with any reduction of the Revolving Credit Commitments pursuant to Section 2.10, the “Maximum LC Exposure” of each Issuing Bank shall not exceed such Issuing Bank’s Revolving Credit Commitment.

Appears in 1 contract

Samples: Credit Agreement (Northrop Grumman Corp /De/)

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), the a Borrower shall hand deliver or telecopy facsimile transmission (or transmit by electronic communication, if arrangements for doing so have been approved by the respective Issuing Bank(s)Bank) to one or more the Issuing Bank(s) selected by it Bank and to the Administrative Agent (at least 2 Business Days (or such shorter period of time as such Issuing Bank may agree in its discretion) reasonably in advance of the requested date of issuance, amendment, renewal or extension) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extensionextension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section 2.04Section), the amount of such Letter of Credit, the identity of the Borrower or Restricted Subsidiary for whose account such Letter of Credit is to be issued, the name and address of the beneficiary thereof and such other information as shall be reasonably necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the respective Issuing Bank(s)Bank, the applicable Borrower also shall submit a letter of credit application on the Issuing Bank’s standard form of such Issuing Bank(s) in connection with any request for a Letter of Credit. 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 such Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the aggregate LC Exposure of all of the Issuing Banks (determined for these purposes without giving effect to the participations therein of the Revolving Credit Lenders pursuant to paragraph (d) of this Section 2.04) shall not exceed at any time the sum of (A) $500,000,000, plus (B) the amount of any increases in “Maximum LC Exposure” pursuant to a designation or increase as provided in the second 50,000,000 and third succeeding sentences below, (ii) the sum of the total Revolving Credit Exposure Exposures plus the aggregate principal amount of outstanding Competitive Loans shall not exceed the total Revolving Credit Commitments and (iii) the aggregate LC Exposure of each Issuing Bank (so determined) shall not exceed the amount that such Issuing Bank has agreed shall be its “Maximum LC Exposure” (except as otherwise agreed by such Issuing Bank in its sole discretion); provided that (x) Xxxxxxx Xxxxx Bank USA shall not be required to issue any commercial Letters of Credit and (y) no Commitments. The Issuing Bank shall be required to issueadvise the Administrative Agent of the issuance, amend, renew amendment or extend expiration of any Letter of Credit to and of any payment thereunder and shall calculate the extent that such issuance, amendment, renewal or extension would violate any policy Dollar Equivalent of such Issuing Bank in respect thereof, and for the avoidance of doubt, the DB each outstanding Letter of Credit shall be permitted to be outstanding hereunder notwithstanding this clause (iii). Any Issuing Bank listed denominated in the table below hereby agrees that its “Maximum LC Exposure” shall be the amount set forth opposite the name of such Issuing Bank in such table: JPMorgan Chase Bank, N.A. $ 125,000,000 Citibank, N.A. $ 125,000,000 Mizuho Bank, Ltd. $ 125,000,000 Xxxxxxx Xxxxx Bank USA $ 125,000,000 The “Maximum LC Exposure” of any Issuing Bank that becomes such after the date hereof pursuant to a designation by the Borrower an currency other than dollars as contemplated in the definition of “Issuing Banks” shall be the amount specified in the written instrument contemplated by said definition. The “Maximum LC Exposure” of any Issuing Bank may be increased at any time pursuant to a written instrument executed and delivered between the Borrower, such Issuing Bank and the Administrative Agent. In no event shall any Revolving Credit Lender be obligated to increase its Maximum LC Exposure upon an increase of Revolving Credit Commitments pursuant to Section 2.08(d). For the avoidance of doubt, concurrently with any reduction of the Revolving Credit Commitments pursuant to Section 2.10, the “Maximum LC Exposure” end of each Issuing Bank shall not exceed such Issuing Bank’s Revolving Credit Commitmentcalendar month.

Appears in 1 contract

Samples: Credit Agreement (Crane Co /De/)

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), the Borrower or a Designated Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the respective applicable Issuing Bank(s)Bank) to one or more such Issuing Bank(s) selected by it Bank and to the Administrative Agent (at least 2 Business Days (or such shorter period of time as such Issuing Bank may agree in its discretion) reasonably in advance of the requested date of issuance, amendment, renewal or extension, but in any event no less than three Business Days) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extensionextension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section 2.04Section), the amount of such Letter of Credit, the identity of the Borrower or Restricted Subsidiary for whose account such Letter of Credit is to be issuedAgreed Currency applicable thereto, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the respective applicable Issuing Bank(s)Bank, the Borrower or the applicable Designated Borrower shall also shall submit a letter of credit application on the such Issuing Bank’s standard form of such Issuing Bank(s) in connection with any request for a Letter of Credit. 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 Borrower or the applicable Designated Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension extension, subject to Sections 2.03(b) and 2.17, (i) the aggregate Dollar Amount of the LC Exposure of all of the Issuing Banks (determined for these purposes without giving effect to the participations therein of the Revolving Credit Lenders pursuant to paragraph (d) of this Section 2.04) shall not exceed at any time the sum of (A) $500,000,000, plus (B) the amount of any increases in “Maximum LC Exposure” pursuant to a designation or increase as provided in the second and third succeeding sentences below150,000,000, (ii) the sum Dollar Amount of the total Revolving Credit LC Exposure of any Issuing Bank shall not exceed the total Revolving Credit Commitments aggregate amount of its LC Commitment, and (iii) the aggregate LC Exposure Dollar Amount of each Issuing Bank (so determined) the Total Outstandings shall not exceed the amount that such Issuing Bank has agreed shall be its “Maximum LC Exposure” (except as otherwise agreed by such Issuing Bank in its sole discretion); provided that (x) Xxxxxxx Xxxxx Bank USA shall not be required to issue any commercial Letters of Credit and (y) no Issuing Bank shall be required to issue, amend, renew or extend any Letter of Credit to the extent that such issuance, amendment, renewal or extension would violate any policy of such Issuing Bank in respect thereof, and for the avoidance of doubt, the DB Letter of Credit shall be permitted to be outstanding hereunder notwithstanding this clause (iii). Any Issuing Bank listed in the table below hereby agrees that its “Maximum LC Exposure” shall be the amount set forth opposite the name of such Issuing Bank in such table: JPMorgan Chase Bank, N.A. $ 125,000,000 Citibank, N.A. $ 125,000,000 Mizuho Bank, Ltd. $ 125,000,000 Xxxxxxx Xxxxx Bank USA $ 125,000,000 The “Maximum LC Exposure” of any Issuing Bank that becomes such after the date hereof pursuant to a designation by the Borrower as contemplated in the definition of “Issuing Banks” shall be the amount specified in the written instrument contemplated by said definition. The “Maximum LC Exposure” of any Issuing Bank may be increased at any time pursuant to a written instrument executed and delivered between the Borrower, such Issuing Bank and the Administrative Agent. In no event shall any Revolving Credit Lender be obligated to increase its Maximum LC Exposure upon an increase of Revolving Credit Commitments pursuant to Section 2.08(d). For the avoidance of doubt, concurrently with any reduction of the Revolving Credit Commitments pursuant to Section 2.10, the “Maximum LC Exposure” of each Issuing Bank shall not exceed such Issuing Bank’s Revolving Credit CommitmentAggregate Commitments.

Appears in 1 contract

Samples: Credit and Guarantee Agreement (PayPal Holdings, Inc.)

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