Obligation to Issue or Amend. (i) The L/C Issuer shall not issue any Letter of Credit if: (A) subject to Section 2.03(b)(iii), the expiry date of such requested Letter of Credit would occur more than twelve (12) months after the date of issuance or last extension, unless the Administrative Agent and the L/C Issuer have approved such expiry date; or (B) the expiry date of such requested Letter of Credit would occur after the L/C Expiration Date, unless all the Dollar Revolving Lenders have approved such expiry date. (ii) The L/C Issuer shall not be under any obligation to issue any Letter of Credit if: (A) any order, judgment or decree of any Governmental Authority or arbitrator shall by its terms purport to enjoin or restrain the L/C Issuer from issuing such Letter of Credit, or any Law applicable to the L/C Issuer or any request or directive (whether or not having the force of law) from any Governmental Authority with jurisdiction over the L/C Issuer shall prohibit, or request that the L/C Issuer refrain from, the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon the L/C Issuer with respect to such Letter of Credit any restriction, reserve or capital requirement (for which the L/C Issuer is not otherwise compensated hereunder) not in effect on the Closing Date, or shall impose upon the L/C Issuer any unreimbursed loss, cost or expense that was not applicable on the Closing Date and that the L/C Issuer in good xxxxx xxxxx material to it; (B) the issuance of such Letter of Credit would violate any Law applicable to the L/C Issuer; (C) except as otherwise agreed by the L/C Issuer and the Administrative Agent, such Letter of Credit is in an initial stated amount less than $20,000; (D) such Letter of Credit is to be denominated in a currency other than Dollars or an Alternative Currency; (E) except as otherwise agreed by the L/C Issuer, such Letter of Credit contains provisions for automatic reinstatement of the stated amount after any drawing thereunder; or (F) a default of any Dollar Revolving Lender’s obligations to fund under Section 2.03(c) exists or any Dollar Revolving Lender is at such time a Defaulting Lender, unless the L/C Issuer has entered into satisfactory arrangements with the Borrower or such Dollar Revolving Lender to eliminate the L/C Issuer’s risk with respect to such Dollar Revolving Lender. (iii) The L/C Issuer shall not be under any obligation to amend any Letter of Credit if: (A) the L/C Issuer would have no obligation at such time to issue such Letter of Credit in its amended form under the terms hereof; or (B) the beneficiary of such Letter of Credit does not accept the proposed amendment to such Letter of Credit. (iv) The L/C Issuer shall act on behalf of the Dollar Revolving Lenders with respect to any Letters of Credit issued by it and the documents associated therewith, and the L/C Issuer shall have all of the benefits and immunities (A) provided to the Administrative Agent in Article X with respect to any acts taken or omissions suffered by the L/C Issuer in connection with Letters of Credit issued by it or proposed to be issued by it and Issuer Documents pertaining to such Letters of Credit as fully as if the term “Administrative Agent” as used in Article X included the L/C Issuer with respect to such acts or omissions, and (B) as additionally provided herein with respect to the L/C Issuer.
Appears in 3 contracts
Samples: Credit Agreement (Ticketmaster), Credit Agreement (Live Nation, Inc.), Credit Agreement (Ticketmaster Entertainment, Inc.)
Obligation to Issue or Amend. (i) The L/C Issuer shall not issue any Letter of Credit if:
(A) subject to Section 2.03(b)(iii), the expiry date issuance of such requested Letter of Credit would occur violate one or more than twelve (12) months after the date policies of issuance or last extension, unless the Administrative Agent and the L/C Issuer have approved such expiry dateIssuer; or
(B) the expiry date of such requested Letter of Credit would occur after the L/C Expiration Dateis in an initial amount less than $50,000, unless all the Dollar Revolving Lenders have approved such expiry dateis to be denominated in a currency other than Dollars or is not a standby letter of credit.
(ii) The L/C Issuer shall not be under any no obligation to issue any Letter of Credit if:
(A) any order, judgment or decree of any Governmental Authority or arbitrator shall by its terms purport to enjoin or restrain the L/C Issuer from issuing such Letter of Credit, or any Law applicable to the L/C Issuer or any request or directive (whether or not having the force of law) from any Governmental Authority with jurisdiction over the L/C Issuer shall prohibit, or request that the L/C Issuer refrain from, the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon the L/C Issuer with respect to such Letter of Credit any restriction, reserve or capital requirement (for which the L/C Issuer is not otherwise compensated hereunder) not in effect on the Closing Date, or shall impose upon the L/C Issuer any unreimbursed loss, cost or expense that was not applicable on the Closing Date and that the L/C Issuer in good xxxxx fxxxx xxxxx material to it;
(B) the expiry date of such requested Letter of Credit would occur more than twelve (12) months after the date of issuance or last renewal, unless the Required Revolving Lenders have approved such expiry date;
(C) the expiry date of such requested Letter of Credit would occur after the Letter of Credit Expiration Date, unless all the Revolving Lenders have approved such expiry date;
(D) one or more applicable conditions contained in Section 4.02 shall not then be satisfied and the L/C Issuer shall have received written notice thereof from any Revolving Lender or any Credit Party at least one Business Day prior to the requested date of issuance of such Letter of Credit would violate any Law applicable to the L/C Issuer;
(C) except as otherwise agreed by the L/C Issuer and the Administrative Agent, such Letter of Credit is in an initial stated amount less than $20,000;
(D) such Letter of Credit is to be denominated in a currency other than Dollars or an Alternative CurrencyCredit;
(E) except as otherwise agreed by the L/C Issuer, such Letter of Credit contains provisions for automatic reinstatement of the stated amount after any drawing thereunder; or
(F) a default of any Dollar Revolving Lender’s obligations to fund under Section 2.03(c) exists or any Dollar Revolving Lender is at such that time a Defaulting Lender, unless the L/C Issuer has entered into arrangements, including the delivery of Cash Collateral, satisfactory arrangements to the L/C Issuer (in its sole discretion) with the Borrower or such Dollar Revolving Lender to eliminate the L/C Issuer’s risk actual or potential Fronting Exposure (after giving effect to Section 2.15(a)(iv)) with respect to such Dollar the Defaulting Lender arising from either the Letter of Credit then proposed to be issued or that Letter of Credit and all other L/C Obligations as to which the L/C Issuer has actual or potential Fronting Exposure, as it may elect in its sole discretion; or
(F) the Revolving LenderCommitments have been terminated pursuant to Article VIII.
(iii) The L/C Issuer shall not be under any no obligation to amend any Letter of Credit if:
(A) the L/C Issuer would have no obligation at such time to issue such Letter of Credit in its amended form under the terms hereof; or
(B) the beneficiary of such Letter of Credit does not accept the proposed amendment to such Letter of Credit.
(iv) The L/C Issuer shall act on behalf of the Dollar Revolving Lenders with respect to not amend any Letters Letter of Credit issued by it and the documents associated therewith, if:
(A) one or more applicable conditions contained in Section 4.02 shall not then be satisfied and the L/C Issuer shall have all of the benefits and immunities (A) provided received written notice thereof from any Revolving Lender or any Credit Party at least one Business Day prior to the Administrative Agent in Article X with respect to any acts taken or omissions suffered by the L/C Issuer in connection with Letters requested date of Credit issued by it or proposed to be issued by it and Issuer Documents pertaining to amendment of such Letters Letter of Credit as fully as if the term “Administrative Agent” as used in Article X included the L/C Issuer with respect to such acts or omissions, and Credit; or
(B) as additionally provided herein with respect the Revolving Commitments have been terminated pursuant to the L/C IssuerArticle VIII.
Appears in 3 contracts
Samples: Credit Agreement (Omega Healthcare Investors Inc), Credit Agreement (Omega Healthcare Investors Inc), Credit Agreement (Omega Healthcare Investors Inc)
Obligation to Issue or Amend. (i) The L/C Issuer shall not issue any Letter of Credit if:
(A) subject to Section 2.03(b)(iii), the expiry date issuance of such requested Letter of Credit would occur violate one or more than twelve (12) months after the date policies of issuance or last extension, unless the Administrative Agent and the L/C Issuer have approved such expiry dateIssuer; or
(B) the expiry date of such requested Letter of Credit would occur after the L/C Expiration Dateis in an initial amount less than $50,000, unless all the Dollar Revolving Lenders have approved such expiry dateis to be denominated in a currency other than Dollars or is not a standby letter of credit.
(ii) The L/C Issuer shall not be under any no obligation to issue any Letter of Credit if:
(A) any order, judgment or decree of any Governmental Authority or arbitrator shall by its terms purport to enjoin or restrain the L/C Issuer from issuing such Letter of Credit, or any Law applicable to the L/C Issuer or any request or directive (whether or not having the force of law) from any Governmental Authority with jurisdiction over the L/C Issuer shall prohibit, or request that the L/C Issuer refrain from, the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon the L/C Issuer with respect to such Letter of Credit any restriction, reserve or capital requirement (for which the L/C Issuer is not otherwise compensated hereunder) not in effect on the Closing Date, or shall impose upon the L/C Issuer any unreimbursed loss, cost or expense that was not applicable on the Closing Date and that the L/C Issuer in good xxxxx xxxxx material to it;
(B) the expiry date of such requested Letter of Credit would occur more than twelve (12) months after the date of issuance or last renewal, unless the Required Lenders have approved such expiry date;
(C) the expiry date of such requested Letter of Credit would occur after the Letter of Credit Expiration Date, unless all the Lenders have approved such expiry date;
(D) one or more applicable conditions contained in Section 4.02 shall not then be satisfied and the L/C Issuer shall have received written notice thereof from any Lender or any Credit Party at least one Business Day prior to the requested date of issuance of such Letter of Credit would violate any Law applicable to the L/C Issuer;
(C) except as otherwise agreed by the L/C Issuer and the Administrative Agent, such Letter of Credit is in an initial stated amount less than $20,000;
(D) such Letter of Credit is to be denominated in a currency other than Dollars or an Alternative CurrencyCredit;
(E) except as otherwise agreed by the L/C Issuer, such Letter of Credit contains provisions for automatic reinstatement of the stated amount after any drawing thereunder; or
(F) a default of any Dollar Revolving Lender’s obligations to fund under Section 2.03(c) exists or any Dollar Revolving Lender is at such that time a Defaulting Lender, unless the L/C Issuer has entered into arrangements, including the delivery of Cash Collateral, satisfactory arrangements to the L/C Issuer (in its sole discretion) with the Borrower or such Dollar Revolving Lender to eliminate the L/C Issuer’s risk actual or potential Fronting Exposure (after giving effect to Section 2.15(a)(iv)) with respect to such Dollar the Defaulting Lender arising from either the Letter of Credit then proposed to be issued or that Letter of Credit and all other L/C Obligations as to which the L/C Issuer has actual or potential Fronting Exposure, as it may elect in its sole discretion; or
(F) the Revolving LenderCommitments have been terminated pursuant to Article VIII.
(iii) The L/C Issuer shall not be under any no obligation to amend any Letter of Credit if:
(A) the L/C Issuer would have no obligation at such time to issue such Letter of Credit in its amended form under the terms hereof; or
(B) the beneficiary of such Letter of Credit does not accept the proposed amendment to such Letter of Credit.
(iv) The L/C Issuer shall act on behalf of the Dollar Revolving Lenders with respect to not amend any Letters Letter of Credit issued by it and the documents associated therewith, if:
(A) one or more applicable conditions contained in Section 4.02 shall not then be satisfied and the L/C Issuer shall have all of the benefits and immunities (A) provided received written notice thereof from any Lender or any Credit Party at least one Business Day prior to the Administrative Agent in Article X with respect to any acts taken or omissions suffered by the L/C Issuer in connection with Letters requested date of Credit issued by it or proposed to be issued by it and Issuer Documents pertaining to amendment of such Letters Letter of Credit as fully as if the term “Administrative Agent” as used in Article X included the L/C Issuer with respect to such acts or omissions, and Credit; or
(B) as additionally provided herein with respect the Revolving Commitments have been terminated pursuant to the L/C IssuerArticle VIII.
Appears in 3 contracts
Samples: Credit Agreement (Omega Healthcare Investors Inc), Credit Agreement (Omega Healthcare Investors Inc), Credit Agreement (Omega Healthcare Investors Inc)
Obligation to Issue or Amend. (i) The No L/C Issuer shall not issue any Letter of Credit if:
(A) subject to Section 2.03(b)(iii), the expiry date of such requested Letter of Credit would occur more than twelve (12) months after the date of issuance or last extension, unless the Administrative Agent Required Lenders and the such L/C Issuer have approved such expiry date; or
(B) the expiry date of such requested Letter of Credit would occur after the L/C Expiration Date, unless all the Dollar Revolving Lenders and such L/C Issuer have approved such expiry date.
(ii) The No L/C Issuer shall not be under any obligation to issue any Letter of Credit if:
(A) any order, judgment or decree of any Governmental Authority or arbitrator shall by its terms purport to enjoin or restrain the such L/C Issuer from issuing such Letter of Credit, or any Law applicable to the such L/C Issuer or any request or directive (whether or not having the force of law) from any Governmental Authority with jurisdiction over the such L/C Issuer shall prohibit, or request that the such L/C Issuer refrain from, the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon the such L/C Issuer with respect to such Letter of Credit any restriction, reserve or capital requirement (for which the such L/C Issuer is not otherwise compensated hereunder) not in effect on the Closing Date, or shall impose upon the such L/C Issuer any unreimbursed loss, cost or expense that was not applicable on the Closing Date and that the such L/C Issuer in good xxxxx xxxxx material to it;
(B) the issuance of such Letter of Credit would violate any Law applicable to the or one or more policies of such L/C IssuerIssuer applicable to letters of credit generally;
(C) except as otherwise agreed by the such L/C Issuer and the Administrative Agent, such Letter of Credit is in an initial stated amount less than $20,00050,000;
(D) except as otherwise agreed by the Administrative Agent and such L/C Issuer, such Letter of Credit is to be denominated in a currency other than Dollars or an Alternative Currency;
(E) except as otherwise agreed by the such L/C IssuerIssuer does not as of the issuance date of such requested Letter of Credit issue letters of credit in the requested currency;
(F) subject to Section 2.03(b)(iv), such Letter of Credit contains provisions for automatic reinstatement of the stated amount after any drawing thereunder; or
(FG) a default of any Dollar Revolving Lender’s obligations to fund under the conditions set forth in Section 2.03(c) exists or any Dollar Revolving Lender is at such time a Defaulting Lender, unless the L/C Issuer has entered into satisfactory arrangements with the Borrower or such Dollar Revolving Lender to eliminate the L/C Issuer’s risk with respect to such Dollar Revolving Lender5.02 are not satisfied.
(iii) The No L/C Issuer shall amend any Letter of Credit if such L/C Issuer would not be permitted at such time to issue such Letter of Credit in its amended form under the terms hereof.
(iv) No L/C Issuer shall be under any obligation to amend any Letter of Credit if:
(A) the such L/C Issuer would have no obligation at such time to issue such Letter of Credit in its amended form under the terms hereof; or
(B) the beneficiary of such Letter of Credit does not accept the proposed amendment to such Letter of Credit.
(iv) The L/C Issuer shall act on behalf of the Dollar Revolving Lenders with respect to any Letters of Credit issued by it and the documents associated therewith, and the L/C Issuer shall have all of the benefits and immunities (A) provided to the Administrative Agent in Article X with respect to any acts taken or omissions suffered by the L/C Issuer in connection with Letters of Credit issued by it or proposed to be issued by it and Issuer Documents pertaining to such Letters of Credit as fully as if the term “Administrative Agent” as used in Article X included the L/C Issuer with respect to such acts or omissions, and (B) as additionally provided herein with respect to the L/C Issuer.
Appears in 2 contracts
Samples: Credit Agreement (Directv), Credit Agreement (Directv)
Obligation to Issue or Amend. (i) The No L/C Issuer shall not issue any Letter of Credit if:
(A) subject to Section 2.03(b)(iii), the expiry date of such requested Letter of Credit would occur more than twelve (12) months after the date of issuance or last extension, unless the Administrative Agent and the such L/C Issuer have has approved such expiry date; or;
(B) the expiry date of such any requested Letter of Credit would occur after the L/C Expiration Date, unless either (1) all the Dollar Revolving Lenders have approved such expiry datedate or (2) prior to the issuance of such Letter of Credit, such Letter of Credit shall have been Cash Collateralized in a manner consistent with the provisions of Section 2.03(g) below or backstopped by a letter of credit in a face amount equal to 103% of the then-undrawn amount of such Letter of Credit from an issuer and in form and substance reasonably satisfactory to the applicable L/C Issuer in its sole discretion; or
(C) such Letter of Credit is to be denominated in a currency other than Dollars.
(ii) The No L/C Issuer shall not be under any obligation to issue any Letter of Credit if:
(A) any order, judgment or decree of any Governmental Authority or arbitrator shall by its terms purport to enjoin or restrain the such L/C Issuer from issuing such Letter of Credit, or any Law applicable to the such L/C Issuer or any request or directive (whether or not having the force of law) from any Governmental Authority with jurisdiction over the such L/C Issuer shall prohibit, or request that the L/C Issuer refrain from, the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon the such L/C Issuer with respect to such Letter of Credit any restriction, reserve or capital requirement (for which the such L/C Issuer is not otherwise compensated hereunder) not in effect on the Closing Date, or shall impose upon the such L/C Issuer any unreimbursed loss, cost or expense that was not applicable on the Closing Date and that the such L/C Issuer in good xxxxx xxxxx material to it;
(B) the issuance of such Letter of Credit would violate any Law applicable to the such L/C Issuer;
(C) except as otherwise agreed by the such L/C Issuer and the Administrative Agent, such Letter of Credit is in an initial stated amount less than $20,0005,000;
(D) such Letter of Credit is to be denominated in a currency other than Dollars or an Alternative Currency;
(E) except as otherwise agreed by the such L/C Issuer, such Letter of Credit contains provisions for automatic reinstatement of the stated amount after any drawing thereunder; or;
(FE) a default of any Dollar Revolving Lender’s obligations to fund under Section 2.03(c) exists or any Dollar Revolving Lender is at such that time a Defaulting Lender, unless the such L/C Issuer has entered into arrangements, including the delivery of cash collateral, reasonably satisfactory arrangements to such L/C Issuer with the Borrower or such Dollar Revolving Lender to eliminate the L/C Issuer’s risk actual or potential L/C Obligations (after giving effect to Section 2.14) with respect to such Dollar Revolving LenderDefaulting Lender arising from either the Letter of Credit then proposed to be issued or that Letter of Credit and all other L/C Obligations as to which such L/C Issuer has exposure; and
(F) such Letter of Credit is a commercial Letter of Credit, unless such L/C Issuer otherwise consents, or if the issuance of such Letter of Credit would violate one or more policies of such L/C Issuer with respect to letters of credit.
(iii) The No L/C Issuer shall not be under any obligation to amend any Letter of Credit if:
if (A) the such L/C Issuer would have no obligation at such time to issue such Letter of Credit in its amended form under the terms hereof; or
or (B) the beneficiary of such Letter of Credit does not accept the proposed amendment to such Letter of Credit.
(iv) The applicable L/C Issuer shall act on behalf of the Dollar Revolving Lenders with respect to any Letters of Credit issued by it and the documents associated therewith, and the such L/C Issuer shall have all of the benefits and immunities (A) provided to the Administrative Agent in Article X with respect to any acts taken or omissions suffered by the such L/C Issuer in connection with such Letters of Credit issued by it or proposed to be issued by it and Issuer Documents pertaining to such Letters of Credit as fully as if the term “Administrative Agent” as used in Article X included the such L/C Issuer with respect to such acts or omissions, and (B) as additionally provided herein with respect to the such L/C Issuer.
Appears in 2 contracts
Samples: Revolving Credit Agreement (Akumin Inc.), Revolving Credit Agreement (Akumin Inc.)
Obligation to Issue or Amend. (i) The L/C Issuer Issuers shall not issue any Letter of Credit if:
(A) subject to Section 2.03(b)(iii), the expiry date of such requested Letter of Credit would occur more than twelve (12) months after the date of issuance or last extension, unless the Administrative Agent and the L/C Issuer Applicable Required Lenders have approved such expiry date; or
(B) the expiry date of such the requested Letter of Credit would occur after the L/C Expiration Date, unless all the Dollar Revolving respective Lenders have approved such expiry date.;
(ii) The L/C Issuer Issuers 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 applicable L/C Issuer from issuing such the Letter of Credit, or any Law applicable to the applicable L/C Issuer or any request or directive (whether or not having the force of law) from any Governmental Authority with jurisdiction over the applicable L/C Issuer shall prohibit, or request that the applicable L/C Issuer refrain from, the issuance of letters of credit generally or such the Letter of Credit in particular or shall impose upon the applicable L/C Issuer with respect to such the Letter of Credit any restriction, reserve or capital requirement (for which the applicable L/C Issuer is not otherwise compensated hereunder) not in effect on the Closing Date, or shall impose upon the applicable L/C Issuer any unreimbursed loss, cost or expense that was not applicable on the Closing Date and that the applicable L/C Issuer in good xxxxx xxxxx material to it;
(B) the issuance of such the Letter of Credit would violate any Law or one or more policies of the applicable to the L/C IssuerIssuer applicable to letters of credit generally;
(C) except as otherwise agreed by the Administrative Agent and the L/C Issuer and Issuer, the Administrative Agent, such Letter of Credit is in an initial stated amount less than $20,000500,000;
(D) such Letter of Credit is to be denominated in a currency other than Dollars or an Alternative Currency[Reserved];
(E) except as otherwise agreed by the applicable L/C Issuer, such Issuer does not as of the issuance date of the requested Letter of Credit contains provisions for automatic reinstatement issue Letters of Credit in the stated amount after any drawing thereunderrequested currency; or
(F) a default of any Dollar Revolving Lender’s obligations to fund under Section 2.03(c) exists or any Dollar Revolving Lender is at such time a Defaulting Lender, unless the L/C Issuer has entered into arrangements, including delivery of Cash Collateral, satisfactory arrangements to the L/C Issuer in (its sole discretion) with the Borrower Borrowers or such Dollar Revolving Defaulting Lender to eliminate the L/C Issuer’s risk actual or potential Fronting Exposure (after giving effect to Section 2.17(b)) with respect to such Dollar Revolving Lenderthe Defaulting Lender arising from either the Letter of Credit then proposed to be issued or that Letter of Credit and all other L/C Obligations as to which the applicable L/C Issuer has actual or potential Fronting Exposure, as it may elect in its sole discretion.
(iii) The L/C Issuer Issuers shall not be under any obligation to amend any Letter of Credit if:
(A) the applicable L/C Issuer would have no obligation at such time to issue such the Letter of Credit in its amended form under the terms hereof; or
(B) the beneficiary of such the Letter of Credit does not accept the proposed amendment to such the Letter of Credit.
(iv) The L/C Issuer Issuers shall act on behalf of the Dollar Revolving Lenders with respect to any Letters of Credit issued by it them and the documents associated therewith, and the L/C Issuer Issuers shall have all of the benefits and immunities (A) provided to the Administrative Agent in Article X with respect to any acts taken or omissions suffered by the L/C Issuer Issuers in connection with Letters of Credit issued by it them or proposed to be issued by it them and Issuer Documents pertaining to such Letters of Credit as fully as if the term “Administrative Agent” as used in Article X included the L/C Issuer Issuers with respect to such acts or omissions, and (B) as additionally provided herein with respect to the L/C IssuerIssuers.
Appears in 2 contracts
Samples: Credit Agreement (Fresenius Medical Care AG & Co. KGaA), Amendment No. 2 (Fresenius Medical Care AG & Co. KGaA)
Obligation to Issue or Amend. (i) The No L/C Issuer shall not issue any Letter of Credit if:
(A) subject to Section 2.03(b)(iii), the expiry date of such requested Letter of Credit would occur more than twelve (12) months after the date of issuance or last extension, unless the Administrative Agent and the applicable L/C Issuer (if other than the Administrative Agent) have approved such expiry date; or
(B) the expiry date of such requested Letter of Credit would occur after the L/C Expiration Date, unless all the Dollar Revolving Lenders have approved such expiry date.
(ii) The No L/C Issuer shall not be under any obligation to issue any Letter of Credit if:
(A) any order, judgment or decree of any Governmental Authority or arbitrator shall by its terms purport to enjoin or restrain the such L/C Issuer from issuing such Letter of Credit, or any Law applicable to the such L/C Issuer or any request or directive (whether or not having the force of law) from any Governmental Authority with jurisdiction over the such L/C Issuer shall prohibit, or request that the such L/C Issuer refrain from, the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon the such L/C Issuer with respect to such Letter of Credit any restriction, reserve or capital requirement (for which the such L/C Issuer is not otherwise compensated hereunder) not in effect on the Closing Date, or shall impose upon the such L/C Issuer any unreimbursed loss, cost or expense that was not applicable on the Closing Date and that the such L/C Issuer in good xxxxx xxxxx material to it;
(B) the issuance of such Letter of Credit would violate (1) any Law applicable to the such L/C IssuerIssuer or (2) one or more policies of such L/C Issuer applicable to letters of credit generally;
(C) except as otherwise agreed by the L/C Issuer and the Administrative Agent, such Letter of Credit is in an initial stated amount less than $20,000[Reserved];
(D) such Letter of Credit is to be denominated in a currency other than Dollars or an Alternative Currency;
(E) except as otherwise agreed by the such L/C Issuer, such Letter of Credit contains provisions for automatic reinstatement of the stated amount after any drawing thereunder; or;
(F) a default of any Dollar Revolving Lender’s obligations to fund under Section 2.03(c) exists or any Dollar Revolving Lender is at such that time a Defaulting Lender, unless the such L/C Issuer has entered into arrangements, including the delivery of Cash Collateral, satisfactory arrangements to such L/C Issuer (in its sole discretion) with the Borrower or such Dollar Revolving Lender to eliminate the such L/C Issuer’s risk 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 then proposed to be issued or that Letter of Credit and all other L/C Obligations as to which such Dollar Revolving LenderL/C Issuer has actual or potential Fronting Exposure, as it may elect in its good faith discretion;
(G) such L/C Issuer does not as of the issuance date of the requested Letter of Credit issue Letters of Credit in the requested currency; or
(H) with respect to any commercial Letter of Credit, such Letter of Credit is not payable at sight.
(iii) The No L/C Issuer shall amend any Letter of Credit if such L/C Issuer would not be permitted at such time to issue the Letter of Credit in its amended form under the terms hereof.
(iv) No L/C Issuer shall be under any obligation to amend any Letter of Credit if:
(A) the such L/C Issuer would have no obligation at such time to issue such Letter of Credit in its amended form under the terms hereof; or
(B) the beneficiary of such Letter of Credit does not accept the proposed amendment to such Letter of Credit.
(ivv) The Each L/C Issuer shall act on behalf of the Dollar applicable Revolving Lenders with respect to any Letters of Credit issued by it and the documents associated therewith, and the each L/C Issuer shall have all of the benefits and immunities (A) provided to the Administrative Agent in Article X with respect to any acts taken or omissions suffered by the such L/C Issuer in connection with Letters of Credit issued by it or proposed to be issued by it and Issuer Documents pertaining to such Letters of Credit as fully as if the term “Administrative Agent” as used in Article X included the such L/C Issuer with respect to such acts or omissions, and (B) as additionally provided herein with respect to the such L/C Issuer.
Appears in 2 contracts
Samples: Credit Agreement (HSN, Inc.), Credit Agreement (HSN, Inc.)
Obligation to Issue or Amend. (i) The No L/C Issuer shall not issue any Letter of Credit if:
(A) subject to Section 2.03(b)(iii), the expiry date of such requested Letter of Credit would occur more than twelve (12) months after the date of issuance or last extension, unless the Administrative Agent and the such L/C Issuer have approved such expiry date; or;
(B) the expiry date of such any requested Letter of Credit would occur after the L/C Expiration Date, unless all the Dollar L/C Revolving Lenders have approved such expiry date;
(C) with respect to a Letter of Credit to be issued by a Dollar L/C Issuer, such Letter of Credit is to be denominated in a currency other than Dollars; or
(D) with respect to a Letter of Credit to be issued by a Multicurrency L/C Issuer, such Letter of Credit is to be denominated in a currency other than Dollars, Euros or Sterling (provided that the foregoing shall in no way limit the right of a Multicurrency L/C Issuer, in its sole discretion, to issue a Letter of Credit in any other Approved Currency).
(ii) The No L/C Issuer shall not be under any obligation to issue any Letter of Credit if:
(A) any order, judgment or decree of any Governmental Authority or arbitrator shall by its terms purport to enjoin or restrain the such L/C Issuer from issuing such Letter of Credit, or any Law applicable to the such L/C Issuer or any request or directive (whether or not having the force of law) from any Governmental Authority with jurisdiction over the such L/C Issuer shall prohibit, or request that the such L/C Issuer refrain from, the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon the such L/C Issuer with respect to such Letter of Credit any restriction, reserve or capital requirement (for which the such L/C Issuer is not otherwise compensated hereunder) not in effect on the Closing Amendment No. 3 Effective Date, or shall impose upon the such L/C Issuer any unreimbursed loss, cost or expense that was not applicable on the Closing Amendment No. 3 Effective Date and that the such L/C Issuer in good xxxxx xxxxx material to it;
(B) the issuance of such Letter of Credit would violate any Law applicable to the such L/C Issuer;
(C) except as otherwise agreed by the such L/C Issuer and the Administrative Agent, such Letter of Credit is in an initial stated amount less than the Dollar Equivalent of $20,000;
(D) such Letter of Credit is to be denominated in a currency other than Dollars or an Alternative Currency;
(E) except as otherwise agreed by the such L/C Issuer, such Letter of Credit contains provisions for automatic reinstatement of the stated amount after any drawing thereunder; or;
(F) a default of any Dollar Revolving Lender’s obligations to fund under Section 2.03(c) exists or any Dollar Revolving Lender or Limited Currency Revolving Lender is at such that time a Defaulting Lender, unless the such L/C Issuer has entered into arrangements, including the delivery of cash collateral, reasonably satisfactory arrangements to such L/C Issuer with the Parent Borrower or such Dollar Revolving Lender to eliminate the L/C Issuer’s risk actual or potential L/C Obligations (after giving effect to Section 2.16) with respect to such Dollar Revolving LenderDefaulting Lender arising from either the Letter of Credit then proposed to be issued or that Letter of Credit and all other L/C Obligations as to which such L/C Issuer has exposure; and
(G) such Letter of Credit is a commercial Letter of Credit, unless such L/C Issuer otherwise consents, or if the issuance of such Letter of Credit would violate one or more policies of such L/C Issuer with respect to letters of credit.
(iii) The No L/C Issuer shall not be under any obligation to amend any Letter of Credit if:
if (A) the such L/C Issuer would have no obligation at such time to issue such Letter of Credit in its amended form under the terms hereof; or
or (B) the beneficiary of such Letter of Credit does not accept the proposed amendment to such Letter of Credit.
(iv) The applicable L/C Issuer shall act on behalf of the Dollar L/C Revolving Lenders with respect to any Letters of Credit issued by it and the documents associated therewith, and the such L/C Issuer shall have all of the benefits and immunities (A) provided to the Administrative Agent in Article X with respect to any acts taken or omissions suffered by the such L/C Issuer in connection with such Letters of Credit issued by it or proposed to be issued by it and Issuer Documents pertaining to such Letters of Credit as fully as if the term “Administrative Agent” as used in Article X included the such L/C Issuer with respect to such acts or omissions, and (B) as additionally provided herein with respect to the such L/C Issuer.
Appears in 2 contracts
Samples: Credit Agreement (Live Nation Entertainment, Inc.), Credit Agreement (Live Nation Entertainment, Inc.)
Obligation to Issue or Amend. (i) The L/C Issuer shall not issue any Letter of Credit if:
(A) subject to Section 2.03(b)(iii), the expiry date of such requested Letter of Credit would occur more than twelve (12) months after the date of issuance or last extension, unless the Administrative Agent and the L/C Issuer have approved such expiry date; or
(B) the expiry date of such requested Letter of Credit would occur after the L/C Expiration Date, unless (x) all the Dollar Revolving Lenders have approved such expiry datedate or (y) the Borrower shall have Cash Collateralized such Letter of Credit in amount equal to 105% of the face amount of such Letter of Credit.
(ii) The L/C Issuer shall not be under any obligation to issue any Letter of Credit if:
(A) any order, judgment or decree of any Governmental Authority or arbitrator shall by its terms purport to enjoin or restrain the L/C Issuer from issuing such Letter of Credit, or any Law applicable to the L/C Issuer or any request or directive (whether or not having the force of law) from any Governmental Authority with jurisdiction over the L/C Issuer shall prohibit, or request that the L/C Issuer refrain from, the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon the L/C Issuer with respect to such Letter of Credit any restriction, reserve or capital requirement (for which the L/C Issuer is not otherwise compensated hereunder) not in effect on the Closing Date, or shall impose upon the L/C Issuer any unreimbursed loss, cost or expense that was not applicable on the Closing Date and that the L/C Issuer in good xxxxx xxxxx material to it;
(B) the issuance of such Letter of Credit would violate any Law applicable to the L/C Issuer;
(C) except as otherwise agreed by the L/C Issuer and the Administrative Agent, such Letter of Credit is in an initial stated amount less than $20,00050,000;
(D) such Letter of Credit is to be denominated in a currency other than Dollars or an Alternative Currency;
(E) except as otherwise agreed by the L/C Issuer, such Letter of Credit contains provisions for automatic reinstatement of the stated amount after any drawing thereunder; or
(F) a default of any Dollar Revolving Lender’s obligations to fund under Section 2.03(c) exists or any Dollar Revolving Lender is at such time a Defaulting Lender, unless the L/C Issuer has entered into arrangements, including the delivery of Cash Collateral (pursuant to Section 2.14 and/or Section 2.15(a)(v)), satisfactory arrangements to the L/C Issuer (in its sole discretion) with the Borrower or such Dollar Revolving Lender to eliminate the L/C Issuer’s risk with respect to such Dollar Revolving Lenderactual or potential Fronting Exposure.
(iii) The L/C Issuer shall not be under any obligation to amend any Letter of Credit if:
(A) the L/C Issuer would have no obligation at such time to issue such Letter of Credit in its amended form under the terms hereof; or
(B) the beneficiary of such Letter of Credit does not accept the proposed amendment to such Letter of Credit.
(iv) The L/C Issuer shall act on behalf of the Dollar Revolving Lenders with respect to any Letters of Credit issued by it and the documents associated therewith, and the L/C Issuer shall have all of the benefits and immunities (A) provided to the Administrative Agent in Article X with respect to any acts taken or omissions suffered by the L/C Issuer in connection with Letters of Credit issued by it or proposed to be issued by it and Issuer Documents pertaining to such Letters of Credit as fully as if the term “Administrative Agent” as used in Article X included the L/C Issuer with respect to such acts or omissions, and (B) as additionally provided herein with respect to the L/C Issuer.
Appears in 2 contracts
Samples: Credit Agreement (Interval Leisure Group, Inc.), Credit Agreement (Interval Leisure Group, Inc.)
Obligation to Issue or Amend. (i) The L/C Issuer Issuing Lender shall not issue any Letter of Credit if:
(A) subject to Section 2.03(b)(iii2.4(c)(iii), the expiry date of such the requested Letter of Credit would occur more than twelve (12) months after the date of issuance or last extension, unless the Administrative Agent and the L/C Issuer Required Lenders have approved such expiry date; or
(B) such Letter of Credit shall have a stated expiration date later than the expiry earlier of (1) the date twelve (12) months after the date of the issuance of such Letter of Credit (or, in the case of any extension of the expiration date thereof, whether automatic or by amendment, twelve (12) months after the then-current expiration date of such requested Letter of Credit would occur after Credit) and (2) the L/C Expiration date that is five (5) Business Days prior to the Termination Date, unless all the Dollar Revolving Lenders have approved such expiry date.
(ii) The L/C Issuer Issuing Lender shall not be under any obligation to issue any Letter of Credit if:
(A) any order, judgment or decree of any Governmental Authority or arbitrator shall by its terms purport to enjoin or restrain the L/C Issuer Issuing Lender from issuing such or amending the Letter of Credit, or any Law applicable to the L/C Issuer Issuing Lender or any request or directive (whether or not having the force of law) from any Governmental Authority with jurisdiction over the L/C Issuer Issuing Lender shall prohibit, or request that the L/C Issuer Issuing Lender refrain from, the issuance or amendment of letters of credit generally or such the Letter of Credit in particular or shall impose upon the L/C Issuer Issuing Lender with respect to such the Letter of Credit any restriction, reserve or capital requirement (for which the L/C Issuer Issuing Lender is not otherwise compensated hereunder) not in effect on the Closing Effective Date, or shall impose upon the L/C Issuer Issuing Lender any unreimbursed loss, cost or expense that which was not applicable on the Closing Effective Date and that which the L/C Issuer Issuing Lender in good xxxxx xxxxx material to it;
(B) the issuance of such the Letter of Credit would violate any Law one or more policies of the Issuing Lender applicable to the L/C Issuerletters of credit generally;
(C) except as otherwise agreed by the L/C Issuer Administrative Agent and the Administrative AgentIssuing Lender, such the Letter of Credit is in an initial stated amount less than $20,000100,000;
(D) such the Letter of Credit is to be denominated in a currency other than Dollars or an Alternative CurrencyDollars;
(E) except any Lender is at that time a Defaulting Lender, unless the Issuing Lender has entered into arrangements, including the delivery of Cash Collateral, satisfactory to the Issuing Lender (in its sole discretion) with the Borrowers or such Lender to eliminate the Issuing Lender’s actual or potential Fronting Exposure (after giving effect to Section 3.17(a)(iv)) with respect to the Defaulting Lender arising from either the Letter of Credit then proposed to be issued or that Letter of Credit and all other LOC Obligations as otherwise agreed by to which the L/C IssuerIssuing Lender has actual or potential Fronting Exposure, such as it may elect in its sole discretion; or
(F) the Letter of Credit contains any provisions for automatic reinstatement of the stated amount after any drawing thereunder; or
(F) a default of any Dollar Revolving Lender’s obligations to fund under Section 2.03(c) exists or any Dollar Revolving Lender is at such time a Defaulting Lender, unless the L/C Issuer has entered into satisfactory arrangements with the Borrower or such Dollar Revolving Lender to eliminate the L/C Issuer’s risk with respect to such Dollar Revolving Lender.
(iii) The L/C Issuer Issuing Lender shall not be under any obligation to amend any Letter of Credit if:
(A) if the L/C Issuer Issuing Lender would have no obligation not be permitted at such time to issue such the Letter of Credit in its amended form under the terms hereof; or.
(iv) The Issuing Lender shall be under no obligation to amend any Letter of Credit if (A) the Issuing Lender would have no obligation at such time to issue the Letter of Credit in its amended form under the terms hereof, or (B) the beneficiary of such the Letter of Credit does not accept the proposed amendment to such the Letter of Credit.
(ivv) The L/C Issuer Issuing Lender shall act on behalf of the Dollar Revolving Lenders with respect to any Letters of Credit issued by it and the documents associated therewith, and the L/C Issuer Issuing Lender shall have all of the benefits and immunities (A) provided to the Administrative Agent in Article X Section 10 with respect to any acts taken or omissions suffered by the L/C Issuer Issuing Lender in connection with Letters of Credit issued by it or proposed to be issued by it and Issuer LOC Documents pertaining to such Letters of Credit as fully as if the term “Administrative Agent” as used in Article X Section 10 included the L/C Issuer Issuing Lender with respect to such acts or omissions, and (B) as additionally provided herein with respect to the L/C IssuerIssuing Lender.
Appears in 2 contracts
Samples: Credit Agreement (Speedway Motorsports LLC), Credit Agreement (Speedway Motorsports Inc)
Obligation to Issue or Amend. (i) The L/C Issuer shall not issue any Letter of Credit if:
(A) subject to Section 2.03(b)(iii), the expiry date issuance of such requested Letter of Credit would occur violate one or more than twelve (12) months after the date policies of issuance or last extension, unless the Administrative Agent and the L/C Issuer have approved such expiry dateIssuer; or
(B) the expiry date of such requested Letter of Credit would occur after the L/C Expiration Dateis in an initial amount less than Fifty Thousand Dollars ($50,000), unless all the Dollar Revolving Lenders have approved such expiry dateis to be denominated in a currency other than Dollars or is not a standby letter of credit.
(ii) The L/C Issuer shall not be under any no obligation to issue any Letter of Credit if:
(A) any order, judgment or decree of any Governmental Authority or arbitrator shall by its terms purport to enjoin or restrain the L/C Issuer from issuing such Letter of Credit, or any Law applicable to the L/C Issuer or any request or directive (whether or not having the force of law) from any Governmental Authority with jurisdiction over the L/C Issuer shall prohibit, or request that the L/C Issuer refrain from, the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon the L/C Issuer with respect to such Letter of Credit any restriction, reserve or capital requirement (for which the L/C Issuer is not otherwise compensated hereunder) not in effect on the Closing Date, or shall impose upon the L/C Issuer any unreimbursed loss, cost or expense that was not applicable on the Closing Date and that the L/C Issuer in good xxxxx xxxxx material to it;
(B) the expiry date of such requested Letter of Credit would occur more than twelve (12) months after the date of issuance or last renewal, unless the Required Lenders have approved such expiry date;
(C) the expiry date of such requested Letter of Credit would occur after the Letter of Credit Expiration Date, unless all the L/C Issuer has approved such expiry date;
(D) one or more applicable conditions contained in Section 4.02 shall not then be satisfied and the L/C Issuer shall have received written notice thereof from any Lender or any Credit Party at least one Business Day prior to the requested date of issuance of such Letter of Credit would violate any Law applicable to the L/C Issuer;
(C) except as otherwise agreed by the L/C Issuer and the Administrative Agent, such Letter of Credit is in an initial stated amount less than $20,000;
(D) such Letter of Credit is to be denominated in a currency other than Dollars or an Alternative CurrencyCredit;
(E) except as otherwise agreed by the L/C Issuer, such Letter of Credit contains provisions for automatic reinstatement of the stated amount after any drawing thereunder; orRevolving Commitments have been terminated pursuant to Article VIII.
(F) a default of any Dollar Revolving Lender’s obligations to fund under Section 2.03(c) exists or any Dollar Revolving Lender is at such that time a Defaulting Lender, unless the L/C Issuer has entered into arrangements, including the delivery of Cash Collateral, satisfactory arrangements to the L/C Issuer (in its sole discretion) with the Borrower or such Dollar Revolving Lender to eliminate the L/C Issuer’s risk actual or potential Fronting Exposure (after giving effect to Section 2.15(a)(iv)) with respect to such Dollar Revolving Lender.the Defaulting Lender arising from either the Letter of Credit then proposed to be issued or that Letter of Credit and all other L/C Obligations as to which the L/C Issuer has actual or potential Fronting Exposure, as it may elect in its sole discretion; or
(iii) The L/C Issuer shall not be under any no obligation to amend any Letter of Credit if:
(A) the L/C Issuer would have no obligation at such time to issue such Letter of Credit in its amended form under the terms hereof; or
(B) the beneficiary of such Letter of Credit does not accept the proposed amendment to such Letter of Credit.
(iv) The L/C Issuer shall act on behalf of the Dollar Revolving Lenders with respect to not amend any Letters Letter of Credit issued by it and the documents associated therewith, if:
(A) one or more applicable conditions contained in Section 4.02 shall not then be satisfied and the L/C Issuer shall have all of the benefits and immunities (A) provided received written notice thereof from any Lender or any Credit Party at least one Business Day prior to the Administrative Agent in Article X with respect to any acts taken or omissions suffered by the L/C Issuer in connection with Letters requested date of Credit issued by it or proposed to be issued by it and Issuer Documents pertaining to amendment of such Letters Letter of Credit as fully as if the term “Administrative Agent” as used in Article X included the L/C Issuer with respect to such acts or omissions, and Credit; or
(B) as additionally provided herein with respect the Revolving Commitments have been terminated pursuant to the L/C IssuerArticle VIII.
Appears in 2 contracts
Samples: Credit Agreement (Griffin-American Healthcare REIT III, Inc.), Credit Agreement (Griffin-American Healthcare REIT II, Inc.)
Obligation to Issue or Amend. (i) The L/C Issuer Issuing Lender shall not issue any Letter of Credit if:
(A) subject to Section 2.03(b)(iii2.4(c)(iii), the expiry date of such the requested Letter of Credit would occur more than twelve (12) months after the date of issuance or last extension, unless the Administrative Agent and the L/C Issuer Required Lenders have approved such expiry date; or
(B) the expiry date of such the requested Letter of Credit would occur after the L/C Expiration Termination Date, unless all the Dollar Revolving Lenders have approved such expiry date.
(ii) The L/C Issuer Issuing Lender shall not be under any obligation to issue any Letter of Credit if:
(A) any order, judgment or decree of any Governmental Authority or arbitrator shall by its terms purport to enjoin or restrain the L/C Issuer Issuing Lender from issuing such or amending the Letter of Credit, or any Law applicable to the L/C Issuer Issuing Lender or any request or directive (whether or not having the force of law) from any Governmental Authority with jurisdiction over the L/C Issuer Issuing Lender shall prohibit, or request that the L/C Issuer Issuing Lender refrain from, the issuance or amendment of letters of credit generally or such the Letter of Credit in particular or shall impose upon the L/C Issuer Issuing Lender with respect to such the Letter of Credit any restriction, reserve or capital requirement (for which the L/C Issuer Issuing Lender is not otherwise compensated hereunder) not in effect on the Closing Date, or shall impose upon the L/C Issuer Issuing Lender any unreimbursed loss, cost or expense that which was not applicable on the Closing Date and that which the L/C Issuer Issuing Lender in good xxxxx xxxxx material to it;
(B) the issuance of such the Letter of Credit would violate any Law one or more policies of the Issuing Lender applicable to the L/C Issuerletters of credit generally;
(C) except as otherwise agreed by the L/C Issuer Administrative Agent and the Administrative AgentIssuing Lender, such the Letter of Credit is in an initial stated amount less than $20,000100,000;
(D) such the Letter of Credit is to be denominated in a currency other than Dollars or an Alternative CurrencyDollars;
(E) except any Lender is at that time a Defaulting Lender, unless the Issuing Lender has entered into arrangements, including the delivery of Cash Collateral, satisfactory to the Issuing Lender (in its sole discretion) with the Borrowers or such Lender to eliminate the Issuing Lender’s actual or potential Fronting Exposure (after giving effect to Section 3.18(a)(iv)) with respect to the Defaulting Lender arising from either the Letter of Credit then proposed to be issued or that Letter of Credit and all other LOC Obligations as otherwise agreed by to which the L/C IssuerIssuing Lender has actual or potential Fronting Exposure, such as it may elect in its sole discretion; or
(F) the Letter of Credit contains any provisions for automatic reinstatement of the stated amount after any drawing thereunder; or
(F) a default of any Dollar Revolving Lender’s obligations to fund under Section 2.03(c) exists or any Dollar Revolving Lender is at such time a Defaulting Lender, unless the L/C Issuer has entered into satisfactory arrangements with the Borrower or such Dollar Revolving Lender to eliminate the L/C Issuer’s risk with respect to such Dollar Revolving Lender.
(iii) The L/C Issuer Issuing Lender shall not be under any obligation to amend any Letter of Credit if:
(A) if the L/C Issuer Issuing Lender would have no obligation not be permitted at such time to issue such the Letter of Credit in its amended form under the terms hereof; or.
(iv) The Issuing Lender shall be under no obligation to amend any Letter of Credit if (A) the Issuing Lender would have no obligation at such time to issue the Letter of Credit in its amended form under the terms hereof, or (B) the beneficiary of such the Letter of Credit does not accept the proposed amendment to such the Letter of Credit.
(ivv) The L/C Issuer Issuing Lender shall act on behalf of the Dollar Revolving Lenders with respect to any Letters of Credit issued by it and the documents associated therewith, and the L/C Issuer Issuing Lender shall have all of the benefits and immunities (A) provided to the Administrative Agent in Article X with respect to any acts taken or omissions suffered by the L/C Issuer Issuing Lender in connection with Letters of Credit issued by it or proposed to be issued by it and Issuer LOC Documents pertaining to such Letters of Credit as fully as if the term “Administrative Agent” as used in Article X included the L/C Issuer Issuing Lender with respect to such acts or omissions, and (B) as additionally provided herein with respect to the L/C IssuerIssuing Lender.
Appears in 2 contracts
Samples: Credit Agreement (Speedway Motorsports Inc), Credit Agreement (New Hampshire Motor Speedway, Inc.)
Obligation to Issue or Amend. (i) The L/C Issuer shall not issue any Letter of Credit if:
(A) subject to Section 2.03(b)(iii), the expiry date issuance of such requested Letter of Credit would occur violate one or more policies of the L/C Issuer;
(B) such Letter of Credit is in an initial amount less than twelve Fifty Thousand Dollars (12$50,000), is to be denominated in a currency other than Dollars or is not a standby letter of credit; or
(C) months after the date of issuance or last extensionany Revolving Lender is at that time a Defaulting Lender, unless the Administrative Agent and the L/C Issuer have approved such expiry date; or
(B) has entered into arrangements, including the expiry date delivery of such requested Letter of Credit would occur after Cash Collateral, satisfactory to the L/C Expiration DateIssuer (in its sole discretion) with the Borrower or such Revolving Lender to eliminate the L/C Issuer’s actual or potential Fronting Exposure (after giving effect to Section 2.15(a)(iv)) with respect to the Defaulting Lender arising from either the Letter of Credit then proposed to be issued or that Letter of Credit and all other L/C Obligations as to which the L/C Issuer has actual or potential Fronting Exposure, unless all the Dollar Revolving Lenders have approved such expiry dateas it may elect in its sole discretion.
(ii) The L/C Issuer shall not be under any no obligation to issue any Letter of Credit if:
(A) any order, judgment or decree of any Governmental Authority or arbitrator shall by its terms purport to enjoin or restrain the L/C Issuer from issuing such Letter of Credit, or any Law applicable to the L/C Issuer or any request or directive (whether or not having the force of law) from any Governmental Authority with jurisdiction over the L/C Issuer shall prohibit, or request that the L/C Issuer refrain from, the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon the L/C Issuer with respect to such Letter of Credit any restriction, reserve or capital requirement (for which the L/C Issuer is not otherwise compensated hereunder) not in effect on the Closing Date, or shall impose upon the L/C Issuer any unreimbursed loss, cost or expense that was not applicable on the Closing Date and that the L/C Issuer in good xxxxx xxxxx material to it;
(B) the issuance expiry date of such requested Letter of Credit would violate any Law applicable to occur more than twelve (12) months after the L/C Issuerdate of issuance or last renewal, unless the Required Revolving Lenders have approved such expiry date;
(C) except as otherwise agreed by the L/C Issuer and the Administrative Agent, expiry date of such requested Letter of Credit is in an initial stated amount less than $20,000;
(D) such would occur after the Letter of Credit is to be denominated in a currency other than Dollars or an Alternative Currency;
(E) except as otherwise agreed by the L/C Issuer, such Letter of Credit contains provisions for automatic reinstatement of the stated amount after any drawing thereunder; or
(F) a default of any Dollar Revolving Lender’s obligations to fund under Section 2.03(c) exists or any Dollar Revolving Lender is at such time a Defaulting LenderExpiration Date, unless the L/C Issuer has entered into satisfactory arrangements with the Borrower approved such expiry date;
(D) one or such Dollar Revolving Lender to eliminate more applicable conditions contained in Section 4.02 shall not then be satisfied and the L/C Issuer’s risk with respect Issuer shall have received written notice thereof from any Lender or any Credit Party at least one Business Day prior to the requested date of issuance of such Dollar Letter of Credit; or
(E) the Revolving LenderCommitments have been terminated pursuant to Article VIII.
(iii) The L/C Issuer shall not be under any no obligation to amend any Letter of Credit if:
(A) the L/C Issuer would have no obligation at such time to issue such Letter of Credit in its amended form under the terms hereof; or
(B) the beneficiary of such Letter of Credit does not accept the proposed amendment to such Letter of Credit.
(iv) The L/C Issuer shall act on behalf of the Dollar Revolving Lenders with respect to not amend any Letters Letter of Credit issued by it and the documents associated therewith, if:
(A) one or more applicable conditions contained in Section 4.02 shall not then be satisfied and the L/C Issuer shall have all of the benefits and immunities (A) provided received written notice thereof from any Lender or any Credit Party at least one Business Day prior to the Administrative Agent in Article X with respect to any acts taken or omissions suffered by the L/C Issuer in connection with Letters requested date of Credit issued by it or proposed to be issued by it and Issuer Documents pertaining to amendment of such Letters Letter of Credit as fully as if the term “Administrative Agent” as used in Article X included the L/C Issuer with respect to such acts or omissions, and Credit; or
(B) as additionally provided herein with respect the Revolving Commitments have been terminated pursuant to the L/C IssuerArticle VIII.
Appears in 2 contracts
Samples: Credit Agreement (Griffin-American Healthcare REIT IV, Inc.), Credit Agreement (Griffin-American Healthcare REIT IV, Inc.)
Obligation to Issue or Amend. (i) The No L/C Issuer shall not issue any Letter of Credit if:
(A) subject to Section 2.03(b)(iii), the expiry date of such requested Letter of Credit would occur more than twelve (12) months after the date of issuance or last extension, unless the Administrative Agent and the such L/C Issuer have approved such expiry date; or;
(B) the expiry date of such any requested Letter of Credit would occur after the L/C Expiration Date, unless all the Dollar L/C Revolving Lenders have approved such expiry date;
(C) with respect to a Letter of Credit to be issued by a Dollar L/C Issuer, such Letter of Credit is to be denominated in a currency other than Dollars; or
(D) with respect to a Letter of Credit to be issued by a Multicurrency L/C Issuer, such Letter of Credit is to be denominated in a currency other than Dollars, Euros or Sterling (provided that the foregoing shall in no way limit the right of a Multicurrency L/C Issuer, in its sole discretion, to issue a Letter of Credit in any other Approved Currency).
(ii) The No L/C Issuer shall not be under any obligation to issue any Letter of Credit if:
(A) any order, judgment or decree of any Governmental Authority or arbitrator shall by its terms purport to enjoin or restrain the such L/C Issuer from issuing such Letter of Credit, or any Law applicable to the such L/C Issuer or any request or directive (whether or not having the force of law) from any Governmental Authority with jurisdiction over the such L/C Issuer shall prohibit, or request that the such L/C Issuer refrain from, the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon the such L/C Issuer with respect to such Letter of Credit any restriction, reserve or capital requirement (for which the such L/C Issuer is not otherwise compensated hereunder) not in effect on the Closing Amendment No. 6 Effective Date, or shall impose upon the such L/C Issuer any unreimbursed loss, cost or expense that was not applicable on the Closing Amendment No. 6 Effective Date and that the such L/C Issuer in good xxxxx xxxxx material to it;
(B1) the issuance of such Letter of Credit would violate any Law applicable to the such L/C Issuer;
(C2) except as otherwise agreed by the such L/C Issuer and the Administrative Agent, such Letter of Credit is in an initial stated amount less than the Dollar Equivalent of $20,000;
(3) without derogation of clauses (a)(i)(C) and (D) above, such Letter of Credit is to be denominated in a currency other than Dollars or an Alternative Currency;
Currency (E) except as otherwise agreed by it being understood and agreed, for the L/C Issueravoidance of doubt, such Letter of Credit contains provisions for automatic reinstatement of the stated amount after any drawing thereunder; or
(F) a default of any Dollar Revolving Lender’s obligations to fund under Section 2.03(c) exists or any Dollar Revolving Lender is at such time a Defaulting Lender, unless the that no L/C Issuer has entered into satisfactory arrangements with the Borrower or such Dollar Revolving Lender to eliminate the L/C Issuer’s risk with respect to such Dollar Revolving Lender.
(iii) The L/C Issuer shall not will be under any obligation to amend any Letter of Credit if:
(A) the L/C Issuer would have no obligation at such time required to issue such Letter of Credit in its amended form under the terms hereof; or
(B) the beneficiary of such Letter of Credit does not accept the proposed amendment to such Letter of Credit.
(iv) The L/C Issuer shall act on behalf of the Dollar Revolving Lenders with respect to any Letters of Credit issued by it and the documents associated therewith, and the L/C Issuer shall have all of the benefits and immunities (A) provided to the Administrative Agent in Article X with respect to any acts taken or omissions suffered by the L/C Issuer in connection with Letters of Credit issued by it or proposed to be issued by it and Issuer Documents pertaining to such Letters of Credit as fully as if the term “Administrative Agent” as used in Article X included the L/C Issuer with respect to such acts or omissions, and (B) as additionally provided herein with respect to the L/C Issuer.Brazilian Real);
Appears in 1 contract
Obligation to Issue or Amend. (i) The Domestic L/C Issuer shall not issue any Domestic Letter of Credit if:
(A) subject to Section 2.03(b)(iii), the expiry date of any such requested Domestic Letter of Credit would occur more than twelve (12) months after one year from the date of issuance or last extensionissuance, unless the Administrative Agent and the L/C Issuer Required Domestic Revolving Lenders shall have approved such expiry date; orotherwise given their approval;
(B) the expiry date of any such requested Domestic Letter of Credit would occur after the Domestic L/C Expiration Date, unless all either (1) the Dollar Required Domestic Revolving Lenders shall have approved otherwise given their approval or (2) on the Domestic L/C Expiration Date the Borrowers provide Cash Collateral on the Domestic L/C Expiration Date for any L/C Obligation which remains outstanding; or
(C) any such expiry dateDomestic Letter of Credit is to be used for purposes other than those permitted under Section 7.09, unless the Required Domestic Revolving Lenders shall have otherwise given their approval.
(ii) The Domestic L/C Issuer shall not be under any no obligation to issue any Domestic 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 Domestic L/C Issuer from issuing such Domestic Letter of Credit, or any Requirement of Law applicable to the Domestic L/C Issuer or any request or directive (whether or not having the force of law) from any Governmental Authority with jurisdiction over the Domestic L/C Issuer shall prohibit, or request that the Domestic L/C Issuer refrain from, the issuance of letters of credit generally or such Domestic Letter of Credit in particular or shall impose upon the Domestic L/C Issuer with respect to such Domestic Letter of Credit any restriction, reserve or capital requirement (for which the Domestic L/C Issuer is not otherwise compensated hereunder) not in effect on the Closing Date, or shall impose upon the Domestic L/C Issuer any unreimbursed loss, cost or expense that was not applicable on the Closing Date and that the Domestic L/C Issuer in good xxxxx xxxxx material to it;
(B) the issuance of such Domestic Letter of Credit would violate any applicable Requirement of Law applicable to or one or more policies of the Domestic L/C Issuer;
(C) except as otherwise agreed by the Domestic L/C Issuer and the Administrative Agent, such Domestic Letter of Credit is in an initial stated amount less than $20,000US$100,000;
(D) with respect to Domestic Letters of Credit, such Domestic Letter of Credit is to be denominated in a currency other than Dollars or an Alternative Currency;
(E) except as otherwise agreed by the L/C Issuer, such Letter of Credit contains provisions for automatic reinstatement of the stated amount after any drawing thereunderU.S. Dollars; or
(FE) a default of any Dollar Revolving Lender’s obligations to fund under Section 2.03(c) exists or any Dollar Revolving Lender is at such time a Defaulting Lender, unless the Domestic L/C Issuer has entered into satisfactory arrangements with the Borrower Borrowers or such Dollar Revolving Lender to eliminate the Domestic L/C Issuer’s risk with respect to such Dollar Revolving Lender.
(iii) The Domestic L/C Issuer shall not amend any Domestic Letter of Credit if the Domestic L/C Issuer would not be permitted at such time to issue such Domestic Letter of Credit in its amended form under the terms hereof.
(iv) The Domestic L/C Issuer shall be under any no obligation to amend any Domestic Letter of Credit if:
(A) the Domestic L/C Issuer would have no obligation at such time to issue such Domestic Letter of Credit in its amended form under the terms hereof; or
(B) the beneficiary of such Domestic Letter of Credit does not accept the proposed amendment to such Domestic Letter of Credit.
(ivv) The Domestic L/C Issuer shall act on behalf of the Dollar Revolving Lenders with respect to any Domestic Letters of Credit issued by it and the documents associated therewith, and the . The Domestic L/C Issuer shall have all of the benefits and immunities (A) provided to the Administrative Agent in Article X with respect to any acts taken or omissions suffered by the Domestic L/C Issuer in connection with Domestic Letters of Credit issued by it them or proposed to be issued by it and Issuer Documents pertaining to such Domestic Letters of Credit as fully as if the term “Administrative Agent” as used in Article X included the Domestic L/C Issuer with respect to such acts or omissions, and (B) as additionally provided herein with respect to the Domestic L/C Issuer.
Appears in 1 contract
Obligation to Issue or Amend. (i) The L/C Issuer shall not issue any Letter of Credit if:
(A) subject to Section 2.03(b)(iii), the expiry date of such requested Letter of Credit would occur more than twelve (12) months after the date of issuance or last extensionissuance, unless the Administrative Agent and the L/C Issuer Required Lenders have approved such expiry date; or
(B) the expiry date of such requested Letter of Credit would occur after the L/C Expiration Date, unless all the Dollar Revolving Lenders have approved such expiry date.; or
(ii) The L/C Issuer shall not be under any obligation to issue any Letter of Credit if:
(A) any order, judgment or decree of any Governmental Authority or arbitrator shall by its terms purport to enjoin or restrain the L/C Issuer from issuing such Letter of Credit, or any Law applicable to the L/C Issuer or any request or directive (whether or not having the force of law) from any Governmental Authority with jurisdiction over the L/C Issuer shall prohibit, or request that the L/C Issuer refrain from, the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon the L/C Issuer with respect to such Letter of Credit any restriction, reserve or capital requirement (for which the L/C Issuer is not otherwise compensated hereunder) not in effect on the Closing Date, or shall impose upon the L/C Issuer any unreimbursed loss, cost or expense that was not applicable on the Closing Date and that the L/C Issuer in good xxxxx xxxxx material to it;
(B) the issuance of such Letter of Credit would violate any Law applicable to or one or more policies of the L/C Issuer;
(C) except as otherwise agreed by the L/C Issuer and the Administrative Agent, such Letter of Credit is in an initial stated face amount less than $20,000500,000;
(D) except as otherwise agreed by the Administrative Agent, such Letter of Credit is to be denominated in a currency other than Dollars or an Alternative Currency;
(E) except as otherwise agreed by the L/C Issuer, Issuer does not as of the issuance date of such requested Letter of Credit issue Letters of Credit in the requested currency;
(F) such Letter of Credit contains provisions for automatic reinstatement of the stated amount after any drawing thereunder; or
(FG) a default of any Dollar Revolving Lender’s obligations to fund under Section 2.03(c) exists existing or any Dollar Revolving Lender is at such time a Defaulting Lender, unless the L/C Issuer has entered into satisfactory arrangements with the Borrower or such Dollar Revolving Lender to eliminate the L/C Issuer’s risk with respect to such Dollar Revolving Lender.
(iii) The L/C Issuer shall not amend any Letter of Credit if the L/C Issuer would not be permitted at such time to issue such Letter of Credit in its amended form under the terms hereof.
(iv) The L/C Issuer shall not be under any obligation to amend any Letter of Credit if:
(A) the L/C Issuer would have no obligation at such time to issue such Letter of Credit in its amended form under the terms hereof; or
(B) the beneficiary of such Letter of Credit does not accept the proposed amendment to such Letter of Credit.
(iv) The L/C Issuer shall act on behalf of the Dollar Revolving Lenders with respect to any Letters of Credit issued by it and the documents associated therewith, and the L/C Issuer shall have all of the benefits and immunities (A) provided to the Administrative Agent in Article X with respect to any acts taken or omissions suffered by the L/C Issuer in connection with Letters of Credit issued by it or proposed to be issued by it and Issuer Documents pertaining to such Letters of Credit as fully as if the term “Administrative Agent” as used in Article X included the L/C Issuer with respect to such acts or omissions, and (B) as additionally provided herein with respect to the L/C Issuer.
Appears in 1 contract
Samples: Credit Agreement (Ptek Holdings Inc)
Obligation to Issue or Amend. (i) The L/C Issuer shall not issue any Letter of Credit if:
(A) subject to Section 2.03(b)(iii), the expiry date issuance of such requested Letter of Credit would occur violate one or more policies of the L/C Issuer; or
(B) such Letter of Credit is in an initial amount less than twelve Fifty Thousand Dollars (12$50,000) months after the date or is not a standby letter of issuance or last extension, unless credit; or
(C) except as otherwise agreed by the Administrative Agent and the L/C Issuer, the Letter of Credit is to be denominated in a currency other than Dollars or an Alternative Currency;
(D) the L/C Issuer have approved such expiry datedoes not as of the issuance date of the requested Letter of Credit issue Letters of Credit in the requested currency; or
(BE) the expiry date of such requested Letter of Credit would occur after any Lender is at that time a Defaulting Lender, unless the L/C Expiration DateIssuer has entered into arrangements, unless including the delivery of Cash Collateral, satisfactory to the L/C Issuer (in its sole discretion) with the Borrower or such Lender to eliminate the L/C Issuer’s actual or potential Fronting Exposure (after giving effect to Section 2.15(a)(iv)) with respect to the Defaulting Lender arising from either the Letter of Credit then proposed to be issued or that Letter of Credit and all other L/C Obligations as to which the Dollar Revolving Lenders have approved such expiry dateL/C Issuer has actual or potential Fronting Exposure, as it may elect in its sole discretion.
(ii) The L/C Issuer shall not be under any no obligation to issue any Letter of Credit if:
(A) any order, judgment or decree of any Governmental Authority or arbitrator shall by its terms purport to enjoin or restrain the L/C Issuer from issuing such Letter of Credit, or any Law applicable to the L/C Issuer or any request or directive (whether or not having the force of law) from any Governmental Authority with jurisdiction over the L/C Issuer shall prohibit, or request that the L/C Issuer refrain from, the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon the L/C Issuer with respect to such Letter of Credit any restriction, reserve or capital requirement (for which the L/C Issuer is not otherwise compensated hereunder) not in effect on the Closing Date, or shall impose upon the L/C Issuer any unreimbursed loss, cost or expense that was not applicable on the Closing Date and that the L/C Issuer in good xxxxx xxxxx material to it;
(B) the expiry date of such requested Letter of Credit would occur more than twelve (12) months after the date of issuance or last renewal, unless the Required Revolving Lenders have approved such expiry date;
(C) the expiry date of such requested Letter of Credit would occur after the Letter of Credit Expiration Date, unless the L/C Issuer has approved such expiry date;
(D) one or more applicable conditions contained in Section 4.02 shall not then be satisfied and the L/C Issuer shall have received written notice thereof from any Revolving Lender or any Credit Party at least one Business Day prior to the requested date of issuance of such Letter of Credit would violate any Law applicable to the L/C Issuer;
(C) except as otherwise agreed by the L/C Issuer and the Administrative Agent, such Letter of Credit is in an initial stated amount less than $20,000;
(D) such Letter of Credit is to be denominated in a currency other than Dollars or an Alternative CurrencyCredit;
(E) except as otherwise agreed by the L/C Issuer, such Letter of Credit contains provisions for automatic reinstatement of the stated amount after any drawing thereunder; orRevolving Commitments have been terminated pursuant to Article VIII.
(F) a default of any Dollar Revolving Lender’s obligations to fund under Section 2.03(c) exists or any Dollar Revolving Lender is at such that time a Defaulting Lender, unless the L/C Issuer has entered into arrangements, including the delivery of Cash Collateral, satisfactory arrangements to the L/C Issuer (in its sole discretion) with the Borrower or such Dollar Revolving Lender to eliminate the L/C Issuer’s risk actual or potential Fronting Exposure (after giving effect to Section 2.15(a)(iv)) with respect to such Dollar Revolving Lender.the Defaulting Lender arising from either the Letter of Credit then proposed to be issued or that Letter of Credit and all other L/C Obligations as to which the L/C Issuer has actual or potential Fronting Exposure, as it may elect in its sole discretion; or
(iii) The L/C Issuer shall not be under any no obligation to amend any Letter of Credit if:
(A) the L/C Issuer would have no obligation at such time to issue such Letter of Credit in its amended form under the terms hereof; or
(B) the beneficiary of such Letter of Credit does not accept the proposed amendment to such Letter of Credit.
(iv) The L/C Issuer shall act on behalf of the Dollar Revolving Lenders with respect to not amend any Letters Letter of Credit issued by it and the documents associated therewith, if:
(A) one or more applicable conditions contained in Section 4.02 shall not then be satisfied and the L/C Issuer shall have all of the benefits and immunities (A) provided received written notice thereof from any Revolving Lender or any Credit Party at least one Business Day prior to the Administrative Agent in Article X with respect to any acts taken or omissions suffered by the L/C Issuer in connection with Letters requested date of Credit issued by it or proposed to be issued by it and Issuer Documents pertaining to amendment of such Letters Letter of Credit as fully as if the term “Administrative Agent” as used in Article X included the L/C Issuer with respect to such acts or omissions, and Credit; or
(B) as additionally provided herein with respect the Revolving Commitments have been terminated pursuant to the L/C IssuerArticle VIII.
Appears in 1 contract
Samples: Credit Agreement (Griffin-American Healthcare REIT III, Inc.)
Obligation to Issue or Amend. (i) The L/C Issuer shall not issue any Letter of Credit Credit, if:
(A) subject to Section 2.03(b)(iii), the expiry date of such requested Letter of Credit would occur more than twelve (12) months after the date of issuance or last extensionissuance, unless the Administrative Agent and the L/C Issuer Required Lenders have approved such expiry date; or
(B) the expiry date of such requested Letter of Credit would occur after the L/C Expiration Date, unless all the Dollar Revolving Lenders have approved such expiry date.
(ii) The L/C Issuer shall not be under any obligation to issue any Letter of Credit if:
(A) any order, judgment or decree of any Governmental Authority or arbitrator shall by its terms purport to enjoin or restrain the L/C Issuer from issuing such Letter of Credit, or any Law applicable to the L/C Issuer or any request or directive (whether or not having the force of law) from any Governmental Authority with jurisdiction over the L/C Issuer shall prohibit, or request that the L/C Issuer refrain from, the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon the L/C Issuer with respect to such Letter of Credit any restriction, reserve or capital requirement (for which the L/C Issuer is not otherwise compensated hereunder) not in effect on the Closing Date, or shall impose upon the L/C Issuer any unreimbursed loss, cost or expense that which was not applicable on the Closing Date and that which in each case the L/C Issuer in good xxxxx xxxxx material to it;
(B) the issuance of such Letter of Credit would violate any Law applicable to one or more policies of the L/C IssuerIssuer applicable to letters of credit generally;
(C) except as otherwise agreed by the Administrative Agent and the L/C Issuer and the Administrative AgentIssuer, such Letter of Credit is in an initial stated amount less than $20,00050,000;
(D) such Letter of Credit is to be denominated in a currency other than Dollars or an Alternative Currency;
(E) except as otherwise agreed by the L/C Issuer, such Letter of Credit contains provisions for automatic reinstatement of the stated amount after any drawing thereunderDollars; or
(FE) a default of any Dollar Revolving Lender’s obligations to fund under Section 2.03(c) exists or any Dollar Revolving Lender is at such time a Defaulting LenderLender hereunder, unless the L/C Issuer has entered into satisfactory arrangements with the Parent Borrower or such Dollar Revolving Lender to eliminate the L/C Issuer’s risk with respect to such Dollar Revolving Lender.
(iii) The L/C Issuer shall not amend any Letter of Credit if the L/C Issuer would not be permitted at such time to issue such Letter of Credit in its amended form under the terms hereof.
(iv) The L/C Issuer shall be under any no obligation to amend any Letter of Credit if:
if (A) the L/C Issuer would have no obligation at such time to issue such Letter of Credit in its amended form under the terms hereof; or
, or (B) the beneficiary of such Letter of Credit does not accept the proposed amendment to such Letter of Credit.
(ivv) The L/C Issuer shall act on behalf of the Dollar Revolving Lenders with respect to any Letters of Credit issued by it and the documents associated therewith, and the L/C Issuer shall have all of the benefits and immunities (A) provided to the Administrative Agent in Article X IX with respect to any acts taken or omissions suffered by the L/C Issuer in connection with Letters of Credit issued by it or proposed to be issued by it and Issuer Documents pertaining to such Letters of Credit as fully as if the term “Administrative Agent” as used in Article X IX included the L/C Issuer with respect to such acts or omissions, and (B) as additionally provided herein with respect to the L/C Issuer.
Appears in 1 contract
Obligation to Issue or Amend. (i) The L/C Issuer shall not issue any Letter of Credit Credit, if:
(A) subject to Section 2.03(b)(iii), the expiry date of such requested Letter of Credit would occur more than twelve (12) months after the date of issuance or last extensionissuance, unless the Administrative Agent and the L/C Issuer Required Lenders have approved such expiry date; oror CHAR1\885527v10
(B) the expiry date of such requested Letter of Credit would occur after the L/C Expiration Date, unless all the Dollar Revolving Lenders have approved such expiry date.
(ii) The L/C Issuer shall not be under any obligation to issue any Letter of Credit if:
(A) any order, judgment or decree of any Governmental Authority or arbitrator shall by its terms purport to enjoin or restrain the L/C Issuer from issuing such Letter of Credit, or any Law applicable to the L/C Issuer or any request or directive (whether or not having the force of law) from any Governmental Authority with jurisdiction over the L/C Issuer shall prohibit, or request that the L/C Issuer refrain from, the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon the L/C Issuer with respect to such Letter of Credit any restriction, reserve or capital requirement (for which the L/C Issuer is not otherwise compensated hereunder) not in effect on the Closing Date, or shall impose upon the L/C Issuer any unreimbursed loss, cost or expense that which was not applicable on the Closing Date and that which the L/C Issuer in good xxxxx fxxxx xxxxx material to it;
(B) the issuance of such Letter of Credit would violate any Law applicable to one or more policies of the L/C IssuerIssuer applicable to letters of credit generally;
(C) except as otherwise agreed by the Administrative Agent and the L/C Issuer and the Administrative AgentIssuer, such Letter of Credit is in an initial stated amount less than $20,000500,000;
(D) such Letter of Credit is to be denominated in a currency other than Dollars or an Alternative CurrencyDollars;
(E) except as otherwise agreed by the L/C Issuer, such Letter of Credit contains any provisions for automatic reinstatement of the stated amount after any drawing thereunder; or
(F) a default of any Dollar Revolving Lender’s obligations to fund under Section 2.03(c) exists or any Dollar Revolving Lender is at such time a Defaulting LenderLender hereunder, unless the L/C Issuer has entered into satisfactory arrangements with the Borrower or such Dollar Revolving Lender to eliminate the L/C Issuer’s risk with respect to such Dollar Revolving Lender.
(iii) The L/C Issuer shall not amend any Letter of Credit if the L/C Issuer would not be permitted at such time to issue such Letter of Credit in its amended form under the terms hereof.
(iv) The L/C Issuer shall be under any no obligation to amend any Letter of Credit if:
if (A) the L/C Issuer would have no obligation at such time to issue such Letter of Credit in its amended form under the terms hereof; or
, or (B) the beneficiary of such Letter of Credit does not accept the proposed amendment to such Letter of Credit.
(ivv) The L/C Issuer shall act on behalf of the Dollar Revolving Lenders with respect to any Letters of Credit issued by it and the documents associated therewith, and the L/C Issuer shall have all of the benefits and immunities (A) provided to the Administrative Agent in Article X with respect to any acts taken or omissions suffered by the L/C Issuer in connection with Letters of Credit issued by it or proposed to be issued by it and Issuer Documents pertaining to such Letters of Credit as fully as if the term “Administrative Agent” as used in Article X included the L/C Issuer with respect to such acts or omissions, and (B) as additionally provided herein with respect to the L/C Issuer.. CHAR1\885527v10
Appears in 1 contract
Obligation to Issue or Amend. (i) The L/C Issuer shall not issue any Letter of Credit if:
(A) subject to Section 2.03(b)(iii), the expiry date of such requested Letter of Credit would occur more than twelve (12) months after the date of issuance or last extensionrenewal, unless the Administrative Agent and the L/C Issuer Required Dollar Tranche Lenders have approved such expiry date; or
(B) the expiry date of such requested Letter of Credit would occur after the L/C Letter of Credit Expiration Date, unless all the Dollar Revolving Tranche Lenders have approved such expiry date.
(ii) The L/C Issuer shall not be under any no obligation to issue any Letter of Credit if:
(A) the issuance of such Letter of Credit would violate one or more policies of the L/C Issuer;
(B) such Letter of Credit is in an initial amount less than $50,000, is to be denominated in a currency other than Dollars or is not a standby (non-commercial) letter of credit;
(C) any order, judgment or decree of any Governmental Authority or arbitrator shall by its terms purport to enjoin or restrain the L/C Issuer from issuing such Letter of Credit, or any Law applicable to the L/C Issuer or any request or directive (whether or not having the force of law) from any Governmental Authority with jurisdiction over the L/C Issuer shall prohibit, or request that the L/C Issuer refrain from, the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon the L/C Issuer with respect to such Letter of Credit any restriction, reserve or capital requirement (for which the L/C Issuer is not otherwise compensated hereunder) not in effect on the Closing Date, or shall impose upon the L/C Issuer any unreimbursed loss, cost or expense that which was not applicable on the Closing Date and that which the L/C Issuer in good xxxxx xxxxx material to it;
(B) the issuance of such Letter of Credit would violate any Law applicable to the L/C Issuer;
(C) except as otherwise agreed by the L/C Issuer and the Administrative Agent, such Letter of Credit is in an initial stated amount less than $20,000;
(D) such Letter of Credit is to be denominated in a currency other than Dollars or an Alternative Currency;
(E) except as otherwise agreed by the L/C Issuer, such Letter of Credit contains provisions for automatic reinstatement of the stated amount after any drawing thereunder; or
(F) a default of any Dollar Revolving Lender’s obligations to fund under Section 2.03(c) exists or any Dollar Revolving Tranche Lender is at such that time a Defaulting Lender, unless the L/C Issuer has entered into arrangements, including the delivery of Cash Collateral, satisfactory arrangements to the L/C Issuer (in its sole discretion), with the Parent Borrower or such Dollar Revolving Tranche Lender to eliminate the L/C Issuer’s risk actual or potential Fronting Exposure (after giving effect to Section 2.17(a)(iv)) with respect to such the Defaulting Lender arising from either the Letter of Credit then proposed to be issued or that Letter of Credit and all other L/C Obligations as to which the L/C Issuer has actual or potential Fronting Exposure, as it may elect in its sole discretion.
(E) the Dollar Revolving LenderTranche Commitments have been terminated pursuant to Article VIII.
(iii) The L/C Issuer shall not be under any no obligation to amend any Letter of Credit if:
(A) the L/C Issuer would have no obligation at such time to issue such Letter of Credit in its amended form under the terms hereof; or
(B) the beneficiary of such Letter of Credit does not accept the proposed amendment to such Letter of Credit.
(iv) The L/C Issuer shall act on behalf not amend any Letter of Credit if the Dollar Revolving Lenders with respect Tranche Commitments have been terminated pursuant to any Letters of Credit issued by it and the documents associated therewith, and the L/C Issuer shall have all of the benefits and immunities (A) provided to the Administrative Agent in Article X with respect to any acts taken or omissions suffered by the L/C Issuer in connection with Letters of Credit issued by it or proposed to be issued by it and Issuer Documents pertaining to such Letters of Credit as fully as if the term “Administrative Agent” as used in Article X included the L/C Issuer with respect to such acts or omissions, and (B) as additionally provided herein with respect to the L/C IssuerVIII.
Appears in 1 contract
Obligation to Issue or Amend. (i) The L/C Issuer shall not issue any Letter of Credit if:
(A) subject to except as otherwise provided in Section 2.03(b)(iii), the expiry date of such requested Letter of Credit would occur more than twelve (12) months after one year from the date of issuance or last extensionissuance, unless the Administrative Agent Required Revolving Credit Lenders and the L/C Issuer shall have approved such expiry date; orotherwise given their approval;
(B) the expiry date of any such requested Letter of Credit would occur after the L/C Expiration Date, unless all the Dollar Revolving Credit Lenders and the L/C Issuer shall have approved otherwise given their approval; or
(C) any such expiry dateLetter of Credit is to be used for purposes other than those permitted under Section 7.11, unless the Required Lenders shall have otherwise given their approval.
(ii) The L/C Issuer shall not be under any obligation to issue any Letter of Credit if:
(A) any order, judgment or decree of any Governmental Authority or arbitrator shall by its terms purport to enjoin or restrain the L/C Issuer from issuing such Letter of Credit, or any Law applicable to the L/C Issuer or any request or directive (whether or not having the force of law) from any Governmental Authority with jurisdiction over the L/C Issuer shall prohibit, or request that the L/C Issuer refrain from, the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon the L/C Issuer with respect to such Letter of Credit any restriction, reserve or capital requirement (for which the L/C Issuer is not otherwise compensated hereunder) not in effect on the Closing Effective Date, or shall impose upon the L/C Issuer any unreimbursed loss, cost or expense that was not applicable on the Closing Effective Date and that the L/C Issuer in good xxxxx xxxxx material to it;
(B) the issuance of such Letter of Credit would violate any Law applicable to or one or more policies of the L/C Issuer;
(C) except as otherwise agreed by the L/C Issuer and the Administrative Agent, such Letter of Credit is in an initial stated amount less than $20,000100,000, in the case of a commercial Letter of Credit, or $250,000, in the case of a standby Letter of Credit;
(D) such Letter of Credit is to be denominated in a currency other than Dollars or an Alternative Currency;
(E) except as otherwise agreed by the L/C Issuer, such Letter of Credit contains provisions for automatic reinstatement of the stated amount after any drawing thereunder; or
(FE) a default of any Dollar Revolving Lender’s obligations to fund under Section 2.03(c) exists or any Dollar Revolving Credit Lender is at such time a Defaulting Lender, unless the L/C Issuer has entered into satisfactory Adequate Assurance shall have been provided, including arrangements with the Borrower or such Dollar Revolving Lender to eliminate the L/C Issuer’s risk actual or potential Fronting Exposure (after giving effect to Section 2.17(a)(vii)) with respect to such Dollar Revolving Lenderthe Defaulting Lender arising from either the Letter of Credit then proposed to be issued or that Letter of Credit and all other L/C Obligations as to which the L/C Issuer has actual or potential Fronting Exposure, as it may elect in its sole discretion.
(iii) The L/C Issuer shall not amend any Letter of Credit if the L/C Issuer would not be permitted at such time to issue such Letter of Credit in its amended form under the terms hereof.
(iv) The L/C Issuer shall not be under any obligation to amend any Letter of Credit if:
(A) the L/C Issuer would have no obligation at such time to issue such Letter of Credit in its amended form under the terms hereof; or
(B) the beneficiary of such Letter of Credit does not accept the proposed amendment to such Letter of Credit.
(ivv) The L/C Issuer shall act on behalf of the Dollar Revolving Credit Lenders with respect to any Letters Letter of Credit issued by it and the documents associated therewith, and the . The L/C Issuer shall have all of the benefits and immunities (A) provided to the Administrative Agent in Article X 10 with respect to any acts taken or omissions suffered by the L/C Issuer in connection with Letters of Credit issued by it them or proposed to be issued by it and Issuer Documents pertaining to such Letters of Credit as fully as if the term “Administrative Agent” as used in Article X 10 included the L/C Issuer with respect to such acts or omissions, and (B) as additionally provided herein with respect to the L/C Issuer.
Appears in 1 contract
Obligation to Issue or Amend. (i) The L/C Issuer shall not issue any Letter of Credit if:
: (A) subject to except as otherwise provided in Section 2.03(b)(iii), the expiry date of such requested Letter of Credit would occur more than twelve (12I) months after in the case of a standby Letter of Credit, one year from the date of issuance or last extension(II) in the case of a commercial Letter of Credit, 180 days from the date of issuance, in each case unless the Administrative Agent Required Revolving Credit Lenders and the L/C Issuer shall have approved such expiry dateotherwise given their approval; or
(B) the expiry date of any such requested Letter of Credit would occur after the L/C Expiration Date, unless all the Dollar Revolving Credit Lenders and the L/C Issuer shall have approved otherwise given their approval or the Outstanding Amount of L/C Obligations in respect of such expiry date.requested Letter of Credit has been Cash Collateralized or back-stopped by a letter of credit reasonably satisfactory to the 74 1010279941v18
(ii) The L/C Issuer shall not be under any obligation to issue any Letter of Credit if:
: (A) any order, judgment or decree of any Governmental Authority or arbitrator shall by its terms purport to enjoin or restrain the L/C Issuer from issuing such Letter of Credit, or any Law applicable to the L/C Issuer or any request or directive (whether or not having the force of law) from any Governmental Authority with jurisdiction over the L/C Issuer shall prohibit, or request that the L/C Issuer refrain from, the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon the L/C Issuer with respect to such Letter of Credit any restriction, reserve or capital requirement (for which the L/C Issuer is not otherwise compensated hereunder) not in effect on the Closing Date, or shall impose upon the L/C Issuer any unreimbursed loss, cost or expense that was not applicable on the Closing Date and that the L/C Issuer in good xxxxx xxxxx material to it;
; (B) the issuance of such Letter of Credit would violate any Law applicable to or one or more policies of the L/C Issuer;
; (C) except as otherwise agreed by the L/C Issuer and the Administrative Agent, such Letter of Credit is in an initial stated amount less than $20,000;
100,000, in the case of a commercial Letter of Credit, or $200,000, in the case of a standby Letter of Credit; (D) such Letter of Credit is to be denominated in a currency other than Dollars or an Alternative Currency;
; (E) except as otherwise agreed by the L/C Issuer, such Letter of Credit contains provisions for automatic reinstatement of the stated amount after any drawing thereunder; or
(F) a default of any Dollar Revolving Lender’s obligations to fund under Section 2.03(c) exists or any Dollar Revolving Credit Lender is at such time a Defaulting Lender, unless the L/C Issuer has entered into satisfactory Cash Collateral or other Adequate Assurance shall have been provided, including arrangements with the Borrower or such Dollar Revolving Lender to eliminate the L/C Issuer’s risk actual or potential Fronting Exposure (after giving effect to Section 2.17(a)(vii)) with respect to such Dollar Revolving Lender.
(iii) The the Defaulting Lender arising from either the Letter of Credit then proposed to be issued or that Letter of Credit and all other L/C Issuer shall not be under any obligation Obligations as to amend any Letter of Credit if:
(A) which the L/C Issuer would have no obligation at such time to issue such Letter of Credit has actual or potential Fronting Exposure, as it may elect in its amended form under the terms hereofsole discretion; or
(B) the beneficiary of such Letter of Credit does not accept the proposed amendment to such Letter of Credit.
(iv) The L/C Issuer shall act on behalf of the Dollar Revolving Lenders with respect to any Letters of Credit issued by it and the documents associated therewith, and the L/C Issuer shall have all of the benefits and immunities (A) provided to the Administrative Agent in Article X with respect to any acts taken or omissions suffered by the L/C Issuer in connection with Letters of Credit issued by it or proposed to be issued by it and Issuer Documents pertaining to such Letters of Credit as fully as if the term “Administrative Agent” as used in Article X included the L/C Issuer with respect to such acts or omissions, and (B) as additionally provided herein with respect to the L/C Issuer.75 1010279941v18
Appears in 1 contract
Obligation to Issue or Amend. (i) The L/C Issuer shall not issue any Letter of Credit if:
(A) subject to Section 2.03(b)(iii), the expiry date issuance of such requested Letter of Credit would occur violate one or more than twelve (12) months after the date policies of issuance or last extension, unless the Administrative Agent and the L/C Issuer have approved such expiry dateIssuer; or
(B) the expiry date of such requested Letter of Credit would occur after the L/C Expiration Dateis in an initial amount less than $50,000, unless all the Dollar Revolving Lenders have approved such expiry dateis to be denominated in a currency other than Dollars or is not a standby letter of credit.
(ii) The L/C Issuer shall not be under any no obligation to issue any Letter of Credit if:
(A) any order, judgment or decree of any Governmental Authority or arbitrator shall by its terms purport to enjoin or restrain the L/C Issuer from issuing such Letter of Credit, or any Law applicable to the L/C Issuer or any request or directive (whether or not having the force of law) from any Governmental Authority with jurisdiction over the L/C Issuer shall prohibit, or request that the L/C Issuer refrain from, the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon the L/C Issuer with respect to such Letter of Credit any restriction, reserve or capital requirement (for which the L/C Issuer is not otherwise compensated hereunder) not in effect on the Closing Date, or shall impose upon the L/C Issuer any unreimbursed loss, cost or expense that was not applicable on the Closing Date and that the L/C Issuer in good xxxxx fxxxx xxxxx material to it;
(B) the expiry date of such requested Letter of Credit would occur more than twelve (12) months after the date of issuance or last renewal, unless the Required Dollar Tranche Lenders have approved such expiry date;
(C) the expiry date of such requested Letter of Credit would occur after the Letter of Credit Expiration Date, unless all the Dollar Tranche Lenders have approved such expiry date;
(D) one or more applicable conditions contained in Section 4.02 shall not then be satisfied and the L/C Issuer shall have received written notice thereof from any Dollar Tranche Lender or any Credit Party at least one Business Day prior to the requested date of issuance of such Letter of Credit would violate any Law applicable to the L/C Issuer;
(C) except as otherwise agreed by the L/C Issuer and the Administrative Agent, such Letter of Credit is in an initial stated amount less than $20,000;
(D) such Letter of Credit is to be denominated in a currency other than Dollars or an Alternative CurrencyCredit;
(E) except as otherwise agreed by the L/C Issuer, such Letter of Credit contains provisions for automatic reinstatement of the stated amount after any drawing thereunder; or
(F) a default of any Dollar Revolving Lender’s obligations to fund under Section 2.03(c) exists or any Dollar Revolving Tranche Lender is at such that time a Defaulting Lender, unless the L/C Issuer has entered into arrangements, including the delivery of Cash Collateral, satisfactory arrangements to the L/C Issuer (in its sole discretion) with the Borrower or such Dollar Revolving Tranche Lender to eliminate the L/C Issuer’s risk actual or potential Fronting Exposure (after giving effect to Section 2.15(a)(iv)) with respect to such the Defaulting Lender arising from either the Letter of Credit then proposed to be issued or that Letter of Credit and all other L/C Obligations as to which the L/C Issuer has actual or potential Fronting Exposure, as it may elect in its sole discretion; or
(F) the Dollar Revolving LenderTranche Commitments have been terminated pursuant to Article VIII.
(iii) The L/C Issuer shall not be under any no obligation to amend any Letter of Credit if:
(A) the L/C Issuer would have no obligation at such time to issue such Letter of Credit in its amended form under the terms hereof; or
(B) the beneficiary of such Letter of Credit does not accept the proposed amendment to such Letter of Credit.
(iv) The L/C Issuer shall act on behalf of the Dollar Revolving Lenders with respect to not amend any Letters Letter of Credit issued by it and the documents associated therewith, if:
(A) one or more applicable conditions contained in Section 4.02 shall not then be satisfied and the L/C Issuer shall have all of the benefits and immunities (A) provided received written notice thereof from any Dollar Tranche Lender or any Credit Party at least one Business Day prior to the Administrative Agent in Article X with respect to any acts taken or omissions suffered by the L/C Issuer in connection with Letters requested date of Credit issued by it or proposed to be issued by it and Issuer Documents pertaining to amendment of such Letters Letter of Credit as fully as if the term “Administrative Agent” as used in Article X included the L/C Issuer with respect to such acts or omissions, and Credit; or
(B) as additionally provided herein with respect the Dollar Tranche Commitments have been terminated pursuant to the L/C IssuerArticle VIII.
Appears in 1 contract
Obligation to Issue or Amend. (i) The L/C Issuer Issuers shall not issue any Letter of Credit if:
(A) subject to Section 2.03(b)(iii), the expiry date of such requested Letter of Credit would occur more than twelve (12) months after the date of issuance or last extension, unless the Administrative Agent and Required Lenders for the L/C Issuer respective facility hereunder have approved such expiry date; or
(B) the expiry date of such requested Letter of Credit would occur after the L/C Expiration Date, unless all the Dollar Revolving respective Lenders have approved such expiry date.;
(ii) The L/C Issuer Issuers 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 applicable L/C Issuer from issuing such Letter of Credit, or any Law applicable to the applicable L/C Issuer or any request or directive (whether or not having the force of law) from any Governmental Authority with jurisdiction over the applicable L/C Issuer shall prohibit, or request that the applicable L/C Issuer refrain from, the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon the applicable L/C Issuer with respect to such Letter of Credit any restriction, reserve or capital requirement (for which the applicable L/C Issuer is not otherwise compensated hereunder) not in effect on the Closing Date, or shall impose upon the applicable L/C Issuer any unreimbursed loss, cost or expense that was not applicable on the Closing Date and that the applicable L/C Issuer in good xxxxx xxxxx material to it;
(B) the issuance of such Letter of Credit would violate any Law or one or more policies of the applicable to the L/C IssuerIssuer applicable to letters of credit generally;
(C) except as otherwise agreed by the L/C Issuer and the Administrative Agent, such Letter of Credit is in an initial stated amount less than $20,000;
(D) such Letter of Credit is to be denominated in a currency other than (i) Dollars or an Alternative CurrencyCurrencies, in the case of Letters of Credit issued under the USD Revolving Commitments, and (ii) Indian Rupees, in the case of Letters of Credit issued under the India Revolving Commitments;
(D) the applicable L/C Issuer does not as of the issuance date of such requested Letter of Credit issue Letters of Credit in the requested currency; or
(E) except as otherwise agreed by the L/C Issuer, such Letter of Credit contains provisions for automatic reinstatement of the stated amount after any drawing thereunder; or
(F) a default of any Dollar Revolving Lender’s obligations to fund under Section 2.03(c) exists or any Dollar Revolving Lender is at such time a Defaulting Lender, unless Adequate Assurance shall have been provided, including arrangements to eliminate an L/C Issuer's actual or potential Fronting Exposure (after giving effect to Section 2.17(a)(viii)) with respect to the Defaulting Lender arising from either the Letter of Credit then proposed to be issued or that Letter of Credit and all other L/C Obligations as to which the applicable L/C Issuer has entered into satisfactory arrangements with the Borrower actual or such Dollar Revolving Lender to eliminate the L/C Issuer’s risk with respect to such Dollar Revolving Lenderpotential Fronting Exposure, as it may elect in its sole discretion.
(iii) The L/C Issuers shall not amend any Letter of Credit if the applicable L/C Issuer would not be permitted at such time to issue such Letter of Credit in its amended form under the terms hereof.
(iv) The L/C Issuers shall not be under any obligation to amend any Letter of Credit if:
(A) the applicable L/C Issuer would have no obligation at such time to issue such Letter of Credit in its amended form under the terms hereof; or
(B) the beneficiary of such Letter of Credit does not accept the proposed amendment to such Letter of Credit.
(ivv) The L/C Issuer Issuers shall act on behalf of the Dollar Revolving Lenders with respect to any Letters of Credit issued by it them and the documents associated therewith, and the L/C Issuer Issuers shall have all of the benefits and immunities (A) provided to the Administrative Agent in Article X with respect to any acts taken or omissions suffered by the L/C Issuer Issuers in connection with Letters of Credit issued by it them or proposed to be issued by it them and Issuer Documents pertaining to such Letters of Credit as fully as if the term “Administrative Agent” as used in Article X included the L/C Issuer Issuers with respect to such acts or omissions, and (B) as additionally provided herein with respect to the L/C IssuerIssuers.
Appears in 1 contract
Obligation to Issue or Amend. (i) The No L/C Issuer shall not issue any Letter of Credit if:
(A) subject to Section 2.03(b)(iii), the expiry date of such requested Letter of Credit would occur more than twelve (12) months after the date of issuance or last extension, unless the Administrative Agent and the such L/C Issuer have approved such expiry date; or;
(B) the expiry date of such any requested Letter of Credit would occur after the L/C Expiration Date, unless all the Dollar L/C Revolving Lenders have approved such expiry date;
(C) with respect to a Letter of Credit to be issued by a Dollar L/C Issuer, such Letter of Credit is to be denominated in a currency other than Dollars; or
(D) with respect to a Letter of Credit to be issued by a Multicurrency L/C Issuer, such Letter of Credit is to be denominated in a currency other than Dollars, Euros or Sterling (provided that the foregoing shall in no way limit the right of a Multicurrency L/C Issuer, in its sole discretion, to issue a Letter of Credit in any other Approved Currency).
(ii) The No L/C Issuer shall not be under any obligation to issue any Letter of Credit if:
(A) any order, judgment or decree of any Governmental Authority or arbitrator shall by its terms purport to enjoin or restrain the such L/C Issuer from issuing such Letter of Credit, or any Law applicable to the such L/C Issuer or any request or directive (whether or not having the force of law) from any Governmental Authority with jurisdiction over the such L/C Issuer shall prohibit, or request that the such L/C Issuer refrain from, the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon the such L/C Issuer with respect to such Letter of Credit any restriction, reserve or capital requirement (for which the such L/C Issuer is not otherwise compensated hereunder) not in effect on the Closing Amendment No. 23 Effective Date, or shall impose upon the such L/C Issuer any unreimbursed loss, cost or expense that was not applicable on the Closing Amendment No. 23 Effective Date and that the such L/C Issuer in good xxxxx xxxxx material to it;
(B) the issuance of such Letter of Credit would violate any Law applicable to the such L/C Issuer;
(C) except as otherwise agreed by the such L/C Issuer and the Administrative Agent, such Letter of Credit is in an initial stated amount less than the Dollar Equivalent of $20,000;
(D) such Letter of Credit is to be denominated in a currency other than Dollars or an Alternative Currency;
(E) except as otherwise agreed by the such L/C Issuer, such Letter of Credit contains provisions for automatic reinstatement of the stated amount after any drawing thereunder; orand
(F) a default of any Dollar Revolving Lender’s obligations to fund under Section 2.03(c) exists or any Dollar Revolving Lender or Limited Currency Revolving Lender is at such that time a Defaulting Lender, unless the such L/C Issuer has entered into arrangements, including the delivery of cash collateral, reasonably satisfactory arrangements to such L/C Issuer with the Parent Borrower or such Dollar Revolving Lender to eliminate the L/C Issuer’’s risk actual or potential L/C Obligations (after giving effect to Section 2.16) with respect to such Dollar Revolving LenderDefaulting Lender arising from either the Letter of Credit then proposed to be issued or that Letter of Credit and all other L/C Obligations as to which such L/C Issuer has exposure; and
(A) such Letter of Credit is a commercial Letter of Credit, unless such L/C Issuer otherwise consents, or if the issuance of such Letter of Credit would violate one or more policies of such L/C Issuer with respect to letters of credit.
(iii) The No L/C Issuer shall not be under any obligation to amend any Letter of Credit if:
if (A) the such L/C Issuer would have no obligation at such time to issue such Letter of Credit in its amended form under the terms hereof; or
or (B) the beneficiary of such Letter of Credit does not accept the proposed amendment to such Letter of Credit.
(iv) The applicable L/C Issuer shall act on behalf of the Dollar L/C Revolving Lenders with respect to any Letters of Credit issued by it and the documents associated therewith, and the such L/C Issuer shall have all of the benefits and immunities (A) provided to the Administrative Agent in Article X with respect to any acts taken or omissions suffered by the such L/C Issuer in connection with such Letters of Credit issued by it or proposed to be issued by it and Issuer Documents pertaining to such Letters of Credit as fully as if the term “Administrative Agent” as used in Article X included the such L/C Issuer with respect to such acts or omissions, and (B) as additionally provided herein with respect to the such L/C Issuer.
Appears in 1 contract
Obligation to Issue or Amend. (i) The L/C Issuer shall not issue any Letter of Credit if:
(A) subject to Section 2.03(b)(iii), the expiry date of such requested Letter of Credit would occur more than twelve (12) months after the date of issuance or last extensionrenewal, unless the Administrative Agent and the L/C Issuer Required Lenders have approved such expiry date; or
(B) the expiry date of such requested Letter of Credit would occur after the L/C Letter of Credit Expiration Date, unless all the Dollar Revolving Lenders have approved such expiry date.
(ii) The L/C Issuer shall not be under any no obligation to issue any Letter of Credit if:
(A) the issuance of such Letter of Credit would violate one or more policies of the L/C Issuer;
(B) such Letter of Credit is in an initial amount less than $50,000, is to be denominated in a currency other than Dollars or is not a standby (non-commercial) letter of credit;
(C) any order, judgment or decree of any Governmental Authority or arbitrator shall by its terms purport to enjoin or restrain the L/C Issuer from issuing such Letter of Credit, or any Law applicable to the L/C Issuer or any request or directive (whether or not having the force of law) from any Governmental Authority with jurisdiction over the L/C Issuer shall prohibit, or request that the L/C Issuer refrain from, the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon the L/C Issuer with respect to such Letter of Credit any restriction, reserve or capital requirement (for which the L/C Issuer is not otherwise compensated hereunder) not in effect on the Closing Date, or shall impose upon the L/C Issuer any unreimbursed loss, cost or expense that which was not applicable on the Closing Date and that which the L/C Issuer in good xxxxx xxxxx material to it;
(B) the issuance of such Letter of Credit would violate any Law applicable to the L/C Issuer;
(C) except as otherwise agreed by the L/C Issuer and the Administrative Agent, such Letter of Credit is in an initial stated amount less than $20,000;
(D) such Letter of Credit is to be denominated in a currency other than Dollars or an Alternative Currency;
(E) except as otherwise agreed by the L/C Issuer, such Letter of Credit contains provisions for automatic reinstatement of the stated amount after any drawing thereunder; or
(F) a default of any Dollar Revolving Lender’s obligations to fund under Section 2.03(c) exists or any Dollar Revolving Lender is at such that time a Defaulting Lender, unless the L/C Issuer has entered into arrangements, including the delivery of Cash Collateral, satisfactory arrangements to the L/C Issuer (in its sole discretion), with the Borrower or such Dollar Revolving Lender to eliminate the L/C Issuer’s risk actual or potential Fronting Exposure (after giving effect to Section 2.17(a)(iv)) with respect to such Dollar the Defaulting Lender arising from either the Letter of Credit then proposed to be issued or that Letter of Credit and all other L/C Obligations as to which the L/C Issuer has actual or potential Fronting Exposure, as it may elect in its sole discretion.
(E) the Revolving LenderCommitments have been terminated pursuant to Article VIII.
(iii) The L/C Issuer shall not be under any no obligation to amend any Letter of Credit if:
(A) the L/C Issuer would have no obligation at such time to issue such Letter of Credit in its amended form under the terms hereof; or
(B) the beneficiary of such Letter of Credit does not accept the proposed amendment to such Letter of Credit.
(iv) The L/C Issuer shall act on behalf of the Dollar Revolving Lenders with respect to not amend any Letters Letter of Credit issued by it and the documents associated therewith, and the L/C Issuer shall have all of the benefits and immunities (A) provided to the Administrative Agent in Article X with respect to any acts taken or omissions suffered by the L/C Issuer in connection with Letters of Credit issued by it or proposed to be issued by it and Issuer Documents pertaining to such Letters of Credit as fully as if the term “Administrative Agent” as used in Revolving Commitments have been terminated pursuant to Article X included the L/C Issuer with respect to such acts or omissions, and (B) as additionally provided herein with respect to the L/C IssuerVIII.
Appears in 1 contract
Samples: Credit Agreement (Bellingham II Associates, L.L.C.)
Obligation to Issue or Amend. (i) The L/C Issuer shall not issue any Letter of Credit if:
(A) subject to Section 2.03(b)(iii), the expiry date issuance of such requested Letter of Credit would occur violate one or more policies of the L/C Issuer;
(B) such Letter of Credit is in an initial amount less than twelve Fifty Thousand Dollars (12$50,000), is to be denominated in a currency other than Dollars or is not a standby letter of credit; or
(C) months after the date of issuance or last extensionany Lender is at that time a Defaulting Lender, unless the Administrative Agent and the L/C Issuer have approved such expiry date; or
(B) has entered into arrangements, including the expiry date delivery of such requested Letter of Credit would occur after Cash Collateral, satisfactory to the L/C Expiration DateIssuer (in its sole discretion) with the Borrower or such Lender to eliminate the L/C Issuer’s actual or potential CHAR1\1461780v16 Fronting Exposure (after giving effect to Section 2.15(a)(iv)) with respect to the Defaulting Lender arising from either the Letter of Credit then proposed to be issued or that Letter of Credit and all other L/C Obligations as to which the L/C Issuer has actual or potential Fronting Exposure, unless all the Dollar Revolving Lenders have approved such expiry dateas it may elect in its sole discretion.
(ii) The L/C Issuer shall not be under any no obligation to issue any Letter of Credit if:
(A) any order, judgment or decree of any Governmental Authority or arbitrator shall by its terms purport to enjoin or restrain the L/C Issuer from issuing such Letter of Credit, or any Law applicable to the L/C Issuer or any request or directive (whether or not having the force of law) from any Governmental Authority with jurisdiction over the L/C Issuer shall prohibit, or request that the L/C Issuer refrain from, the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon the L/C Issuer with respect to such Letter of Credit any restriction, reserve or capital requirement (for which the L/C Issuer is not otherwise compensated hereunder) not in effect on the Closing Date, or shall impose upon the L/C Issuer any unreimbursed loss, cost or expense that was not applicable on the Closing Date and that the L/C Issuer in good xxxxx xxxxx material to it;
(B) the expiry date of such requested Letter of Credit would occur more than twelve (12) months after the date of issuance or last renewal, unless the Required Lenders have approved such expiry date;
(C) the expiry date of such requested Letter of Credit would occur after the Letter of Credit Expiration Date, unless the L/C Issuer has approved such expiry date;
(D) one or more applicable conditions contained in Section 4.02 shall not then be satisfied and the L/C Issuer shall have received written notice thereof from any Lender or any Credit Party at least one Business Day prior to the requested date of issuance of such Letter of Credit would violate any Law applicable to the L/C Issuer;
(C) except as otherwise agreed by the L/C Issuer and the Administrative Agent, such Letter of Credit is in an initial stated amount less than $20,000;
(D) such Letter of Credit is to be denominated in a currency other than Dollars or an Alternative CurrencyCredit;
(E) except as otherwise agreed by the L/C Issuer, such Letter of Credit contains provisions for automatic reinstatement of the stated amount after any drawing thereunder; orRevolving Commitments have been terminated pursuant to Article VIII.
(F) a default of any Dollar Revolving Lender’s obligations to fund under Section 2.03(c) exists or any Dollar Revolving Lender is at such that time a Defaulting Lender, unless the L/C Issuer has entered into arrangements, including the delivery of Cash Collateral, satisfactory arrangements to the L/C Issuer (in its sole discretion) with the Borrower or such Dollar Revolving Lender to eliminate the L/C Issuer’s risk actual or potential Fronting Exposure (after giving effect to Section 2.15(a)(iv)) with respect to such Dollar Revolving Lender.the Defaulting Lender arising from either the Letter of Credit then proposed to be issued or that Letter of Credit and all other L/C Obligations CHAR1\1461780v16 as to which the L/C Issuer has actual or potential Fronting Exposure, as it may elect in its sole discretion; or
(iii) The L/C Issuer shall not be under any no obligation to amend any Letter of Credit if:
(A) the L/C Issuer would have no obligation at such time to issue such Letter of Credit in its amended form under the terms hereof; or
(B) the beneficiary of such Letter of Credit does not accept the proposed amendment to such Letter of Credit.
(iv) The L/C Issuer shall act on behalf of the Dollar Revolving Lenders with respect to not amend any Letters Letter of Credit issued by it and the documents associated therewith, if:
(A) one or more applicable conditions contained in Section 4.02 shall not then be satisfied and the L/C Issuer shall have all of the benefits and immunities (A) provided received written notice thereof from any Lender or any Credit Party at least one Business Day prior to the Administrative Agent in Article X with respect to any acts taken or omissions suffered by the L/C Issuer in connection with Letters requested date of Credit issued by it or proposed to be issued by it and Issuer Documents pertaining to amendment of such Letters Letter of Credit as fully as if the term “Administrative Agent” as used in Article X included the L/C Issuer with respect to such acts or omissions, and Credit; or
(B) as additionally provided herein with respect the Revolving Commitments have been terminated pursuant to the L/C IssuerArticle VIII.
Appears in 1 contract
Samples: Credit Agreement (Griffin-American Healthcare REIT IV, Inc.)
Obligation to Issue or Amend. (i) The L/C Issuer shall not issue any Letter of Credit if:
(A) subject to Section 2.03(b)(iii), the expiry date issuance of such requested Letter of Credit would occur violate one or more than twelve (12) months after the date policies of issuance or last extension, unless the Administrative Agent and the L/C Issuer have approved such expiry dateIssuer; or
(B) the expiry date of such requested Letter of Credit would occur after the L/C Expiration Dateis in an initial amount less than $50,000, unless all the Dollar Revolving Lenders have approved such expiry dateis to be denominated in a currency other than Dollars or is not a standby letter of credit.
(ii) The L/C Issuer shall not be under any no obligation to issue any Letter of Credit if:
(A) any order, judgment or decree of any Governmental Authority or arbitrator shall by its terms purport to enjoin or restrain the L/C Issuer from issuing such Letter of Credit, or any Law applicable to the L/C Issuer or any request or directive (whether or not having the force of law) from any Governmental Authority with jurisdiction over the L/C Issuer shall prohibit, or request that the L/C Issuer refrain from, the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon the L/C Issuer with respect to such Letter of Credit any restriction, reserve or capital requirement (for which the L/C Issuer is not otherwise compensated hereunder) not in effect on the Closing Date, or shall impose upon the L/C Issuer any unreimbursed loss, cost or expense that was not applicable on the Closing Date and that the L/C Issuer in good xxxxx xxxxx material to it;
(B) the expiry date of such requested Letter of Credit would occur more than twelve (12) months after the date of issuance or last renewal, unless the Required Revolving Lenders have approved such expiry date;
(C) the expiry date of such requested Letter of Credit would occur after the Letter of Credit Expiration Date, unless all the Revolving Lenders have approved such expiry date;
(D) one or more applicable conditions contained in Section 4.02 shall not then be satisfied and the L/C Issuer shall have received written notice thereof from any Revolving Lender or any Credit Party at least one Business Day prior to the requested date of issuance of such Letter of Credit would violate any Law applicable to the L/C Issuer;
(C) except as otherwise agreed by the L/C Issuer and the Administrative Agent, such Letter of Credit is in an initial stated amount less than $20,000;
(D) such Letter of Credit is to be denominated in a currency other than Dollars or an Alternative CurrencyCredit;
(E) except as otherwise agreed by the L/C Issuer, such Letter of Credit contains provisions for automatic reinstatement of the stated amount after any drawing thereunder; or
(F) a default of any Dollar Revolving Lender’s obligations to fund under Section 2.03(c) exists or any Dollar Revolving Lender is at such that time a Defaulting Lender, unless the L/C Issuer has entered into arrangements, including the delivery of Cash Collateral, satisfactory arrangements to the L/C Issuer (in its sole discretion) with the Borrower or such Dollar Revolving Lender to eliminate the L/C Issuer’s risk actual or potential Fronting Exposure (after giving effect to Section 2.15(a)(iv)) with respect to such Dollar the Defaulting Lender arising from either the Letter of Credit then proposed to be issued or that Letter of Credit and all other L/C Obligations as to which the L/C Issuer has actual or potential Fronting Exposure, as it may elect in its sole discretion; or
(F) the Revolving LenderCommitments have been terminated pursuant to Article VIII.
(iii) The L/C Issuer shall not be under any no obligation to amend any Letter of Credit if:
(A) the L/C Issuer would have no obligation at such time to issue such Letter of Credit in its amended form under the terms hereof; or
(B) the beneficiary of such Letter of Credit does not accept the proposed amendment to such Letter of Credit.
(iv) The L/C Issuer shall act on behalf of the Dollar Revolving Lenders with respect to not amend any Letters Letter of Credit issued by it and the documents associated therewith, if:
(A) one or more applicable conditions contained in Section 4.02 shall not then be satisfied and the L/C Issuer shall have all of the benefits and immunities (A) provided received written notice thereof from any Revolving Lender or any Credit Party at least one Business Day prior to the Administrative Agent in Article X with respect to any acts taken or omissions suffered by the L/C Issuer in connection with Letters requested date of Credit issued by it or proposed to be issued by it and Issuer Documents pertaining to amendment of such Letters Letter of Credit as fully as if the term “Administrative Agent” as used in Article X included the L/C Issuer with respect to such acts or omissions, and Credit; or
(B) as additionally provided herein with respect the Revolving Commitments have been terminated pursuant to the L/C IssuerArticle VIII.
Appears in 1 contract
Obligation to Issue or Amend. (i) The (i) No L/C Issuer shall not issue any Letter of Credit if:
(A) subject to Section 2.03(b)(iii), the expiry date of such requested Letter of Credit would occur more than twelve (12) months after the date of issuance or last extension, unless the Administrative Agent and the such L/C Issuer have approved such expiry date; or;
(B) the expiry date of such any requested Letter of Credit would occur after the L/C Expiration Date, unless all the Dollar L/C Revolving Lenders have approved such expiry date;
(C) with respect to a Letter of Credit to be issued by a Dollar L/C Issuer, such Letter of Credit is to be denominated in a currency other than Dollars; or
(D) with respect to a Letter of Credit to be issued by a Multicurrency L/C Issuer, such Letter of Credit is to be denominated in a currency other than Dollars, Euros or Sterling (provided that the foregoing shall in no way limit the right of a Multicurrency L/C Issuer, in its sole discretion, to issue a Letter of Credit in any other Approved Currency).
(ii) The (ii) No L/C Issuer shall not be under any obligation to issue any Letter of Credit if:
(A) any order, judgment or decree of any Governmental Authority or arbitrator shall by its terms purport to enjoin or restrain the such L/C Issuer from issuing such Letter of Credit, or any Law applicable to the such L/C Issuer or any request or directive (whether or not having the force of law) from any Governmental Authority with jurisdiction over the such L/C Issuer shall prohibit, or request that the such L/C Issuer refrain from, the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon the such L/C Issuer with respect to such Letter of Credit any restriction, reserve or capital requirement (for which the such L/C Issuer is not otherwise compensated hereunder) not in effect on the Closing ClosingAmendment No. 2 Effective Date, or shall impose upon the such L/C Issuer any unreimbursed loss, cost or expense that was not applicable on the Closing ClosingAmendment No. 2 Effective Date and that the such L/C Issuer in good xxxxx xxxxx material to it;
(B) the issuance of such Letter of Credit would violate any Law applicable to the such L/C Issuer;
(C) except as otherwise agreed by the such L/C Issuer and the Administrative Agent, such Letter of Credit is in an initial stated amount less than the Dollar Equivalent of $20,000;
(D) such Letter of Credit is to be denominated in a currency other than Dollars or an Alternative Currency;
(E) except as otherwise agreed by the such L/C Issuer, such Letter of Credit contains provisions for automatic reinstatement of the stated amount after any drawing thereunder; orand
(F) a default of any Dollar Revolving Lender’s obligations to fund under Section 2.03(c) exists or any Dollar Revolving Lender or Limited Currency Revolving Lender is at such that time a Defaulting Lender, unless the such L/C Issuer has entered into arrangements, including the delivery of cash collateral, reasonably satisfactory arrangements to such L/C Issuer with the Parent Borrower or such Dollar Revolving Lender to eliminate the L/C Issuer’s risk actual or potential L/C Obligations (after giving effect to Section 2.16) with respect to such Dollar Revolving LenderDefaulting Lender arising from either the Letter of Credit then proposed to be issued or that Letter of Credit and all other L/C Obligations as to which such L/C Issuer has exposure.
(iii) The (iii) No L/C Issuer shall not be under any obligation to amend any Letter of Credit if:
: (A) the (A) such L/C Issuer would have no obligation at such time to issue such Letter of Credit in its amended form under the terms hereof; or
(B) the beneficiary of such Letter of Credit does not accept the proposed amendment to such Letter of Credit.
(iv) The L/C Issuer shall act on behalf of the Dollar Revolving Lenders with respect to any Letters of Credit issued by it and the documents associated therewith, and the L/C Issuer shall have all of the benefits and immunities (A) provided to the Administrative Agent in Article X with respect to any acts taken or omissions suffered by the L/C Issuer in connection with Letters of Credit issued by it or proposed to be issued by it and Issuer Documents pertaining to such Letters of Credit as fully as if the term “Administrative Agent” as used in Article X included the L/C Issuer with respect to such acts or omissions, and (B) as additionally provided herein with respect to the L/C Issuer.;
Appears in 1 contract
Obligation to Issue or Amend. (i) The No L/C Issuer shall not be under any obligation to issue any Letter of Credit if:
(A) subject to Section 2.03(b)(iii), the expiry date issuance of such requested Letter of Credit would occur violate one or more than twelve (12) months after the date policies of issuance or last extension, unless the Administrative Agent and the such L/C Issuer have approved such expiry dateIssuer; or
(B) the expiry date of such requested Letter of Credit would occur after the L/C Expiration Date, unless all the Dollar Revolving Lenders have approved such expiry dateis in an initial amount less than $500,000 or is to be denominated in a currency other than Dollars.
(ii) The No L/C Issuer shall not be under any obligation to issue any Letter of Credit if:
(A) any order, judgment or decree of any Governmental Authority or arbitrator shall by its terms purport to enjoin or restrain the such L/C Issuer from issuing such Letter of Credit, or any Law applicable to the such L/C Issuer or any request or directive (whether or not having the force of law) from any Governmental Authority with jurisdiction over the such L/C Issuer shall prohibit, or request that the such L/C Issuer refrain from, the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon the such L/C Issuer with respect to such Letter of Credit any restriction, reserve or capital requirement (for which the such L/C Issuer is not otherwise compensated hereunder) not in effect on the Closing Date, or shall impose upon the such L/C Issuer any unreimbursed loss, cost or expense that was not applicable on the Closing Date and that the such L/C Issuer in good xxxxx xxxxx material to it;
(B) the expiry date of such requested Letter of Credit would occur more than twelve (12) months after the date of issuance or last renewal, unless such L/C Issuer shall have approved such expiry date as provided in, and subject to Section 2.03(b)(iii);
(C) the expiry date of such requested Letter of Credit would occur after the Letter of Credit Expiration Date, unless all the Lenders have approved such expiry date as provided in, and subject to, Section 2.03(a)(v) and Section 2.03(l);
(D) one or more applicable conditions contained in Section 4.02 shall not then be satisfied and such L/C Issuer shall have received written notice thereof from any Lender or any Credit Party at least one (1) Business Day prior to the requested date of issuance of such Letter of Credit would violate any Law applicable to the L/C IssuerCredit;
(CE) except as otherwise agreed by the L/C Issuer and the Administrative Agent, such Letter of Credit is in an initial stated amount less than $20,000;Revolving Commitments have been terminated pursuant to Section 7.01; or
(DF) such Letter of Credit is to be denominated in a currency other than Dollars or an Alternative CurrencyDollars;
(E) except as otherwise agreed by the L/C Issuer, such Letter of Credit contains provisions for automatic reinstatement of the stated amount after any drawing thereunder; or
(F) a default of any Dollar Revolving Lender’s obligations to fund under Section 2.03(c) exists or any Dollar Revolving Lender is at such time a Defaulting Lender, unless the L/C Issuer has entered into satisfactory arrangements with the Borrower or such Dollar Revolving Lender to eliminate the L/C Issuer’s risk with respect to such Dollar Revolving Lender.
(iii) The No L/C Issuer shall not be under any obligation to amend any Letter of Credit if:
(A) the such L/C Issuer would have no obligation at such time to issue such Letter of Credit in its amended form under the terms hereof; or
(B) the beneficiary of such Letter of Credit does not accept the proposed amendment to such Letter of Credit.
(iv) The No L/C Issuer shall act on behalf of the Dollar Revolving Lenders with respect to amend any Letters Letter of Credit issued by it if:
(A) one or more applicable conditions contained in Section 4.02 shall not then be satisfied and the documents associated therewith, and the such L/C Issuer shall have all received written notice thereof from any Lender or any Credit Party at least one (1) Business Day prior to the requested date of amendment of such Letter of Credit;
(B) the Revolving Commitments have been terminated pursuant to Section 7.01; or
(C) assuming such amended Letter of Credit were then being requested, one or more of the benefits conditions contained in Section 2.03(a)(ii) shall then exist and immunities would prohibit the issuance of such amended Letter of Credit.
(Av) provided to Notwithstanding the Administrative Agent in Article X with respect to any acts taken or omissions suffered by immediately preceding clause (ii)(C), the expiry date of a Letter of Credit may occur after the Letter of Credit Expiration Date so long as the applicable L/C Issuer and all of the Lenders have approved such later expiry date (in connection with Letters which case, such Letter of Credit issued by shall be an “Extended Letter of Credit”), it or proposed to be issued by it being acknowledged and Issuer Documents pertaining to agreed that each such Letters Extended Letter of Credit as fully as if the term “Administrative Agent” as used shall be Cash Collateralized in Article X included the L/C Issuer accordance with respect to such acts or omissions, and (B) as additionally provided herein with respect to the L/C IssuerSection 2.03(l).
Appears in 1 contract
Obligation to Issue or Amend. (i) The L/C Issuer Issuing Lender shall not issue any Letter of Credit if:
(A) subject to Section 2.03(b)(iii), the expiry date of such requested Letter of Credit would occur more than twelve (12) months after the date of issuance or last extension, unless the Administrative Agent and the L/C Issuer have approved such expiry date; or
(B) the expiry date of such requested Letter of Credit would occur after the L/C Expiration Date, unless all the Dollar Revolving Lenders have approved such expiry date.
(ii) The L/C Issuer shall not be under any no obligation to issue any Letter of Credit if:
(A) the issuance of such Letter of Credit would violate one or more policies of the Issuing Lender; or
(B) such Letter of Credit is in an initial amount less than $100,000.
(ii) The Issuing Lender shall not issue or amend any Letter of Credit if:
(A) such Letter of Credit is to be denominated in a currency other than Dollars;
(B) any order, judgment or decree of any Governmental Authority or arbitrator shall by its terms purport to enjoin or restrain the L/C Issuer Issuing Lender from issuing or amending such Letter of Credit, or any Law law applicable to the L/C Issuer Issuing Lender or any request or directive (whether or not having the force of law) from any Governmental Authority with jurisdiction over the L/C Issuer Issuing Lender shall prohibit, or request that the L/C Issuer Issuing Lender refrain from, the issuance or amendment of letters of credit generally or such Letter of Credit in particular or shall impose upon the L/C Issuer Issuing Lender with respect to such Letter of Credit any restriction, reserve or capital requirement (for which the L/C Issuer Issuing Lender is not otherwise compensated hereunder) not in effect on the Closing Date, or shall impose upon the L/C Issuer Issuing Lender any unreimbursed loss, cost or expense that was not applicable on the Closing Date and that the L/C Issuer Issuing Lender in good xxxxx xxxxx material to it;
(BC) subject to Section 2.3(c)(iii), the issuance expiry date of such requested Letter of Credit would violate any Law applicable to occur more than twelve months after the L/C Issuer;
(C) except as otherwise agreed by date of issuance or last renewal, unless the L/C Issuer and Revolving Lenders holding in the Administrative Agent, aggregate more than 50% of the Commitments have approved such Letter of Credit is in an initial stated amount less than $20,000expiry date;
(D) the expiry date of such requested Letter of Credit is to be denominated in a currency other than Dollars or an Alternative Currencywould occur after the Termination Date, unless all the Revolving Lenders have approved such expiry date;
(E) except one or more applicable conditions contained in Section 5 shall not then be satisfied and the Issuing Lender shall have received written notice thereof from any Revolving Lender or any Credit Party at least one Business Day prior to the requested date of issuance (or amendment, as otherwise agreed by the L/C Issuer, applicable) of such Letter of Credit contains provisions for automatic reinstatement of the stated amount after any drawing thereunderCredit; or
(F) a default of any Dollar the Revolving Lender’s obligations Commitments have been terminated pursuant to fund under Section 2.03(c) exists or any Dollar Revolving Lender is at such time a Defaulting Lender, unless the L/C Issuer has entered into satisfactory arrangements with the Borrower or such Dollar Revolving Lender to eliminate the L/C Issuer’s risk with respect to such Dollar Revolving Lender9.2.
(iii) The L/C Issuer Issuing Lender shall not be under any no obligation to amend any Letter of Credit if:
(A) the L/C Issuer Issuing Lender would have no obligation at such time to issue such Letter of Credit in its amended form under the terms hereof; or
(B) the beneficiary of such Letter of Credit does not accept the proposed amendment to such Letter of Credit.
(iv) The L/C Issuer shall act on behalf of the Dollar Revolving Lenders with respect to any Letters of Credit issued by it and the documents associated therewith, and the L/C Issuer shall have all of the benefits and immunities (A) provided to the Administrative Agent in Article X with respect to any acts taken or omissions suffered by the L/C Issuer in connection with Letters of Credit issued by it or proposed to be issued by it and Issuer Documents pertaining to such Letters of Credit as fully as if the term “Administrative Agent” as used in Article X included the L/C Issuer with respect to such acts or omissions, and (B) as additionally provided herein with respect to the L/C Issuer.
Appears in 1 contract
Obligation to Issue or Amend. (i) The No L/C Issuer shall not issue any Letter of Credit if:
(A) subject to Section 2.03(b)(iii), the expiry date of such requested Letter of Credit would occur more than twelve (12) months after the date of issuance or last extension, unless the Administrative Agent and the such L/C Issuer have approved such expiry date; or;
(B) the expiry date of such any requested Letter of Credit would occur after the L/C Expiration Date, unless all the Dollar L/C Revolving Lenders have approved such expiry date;
(C) with respect to a Letter of Credit to be issued by a Dollar L/C Issuer, such Letter of Credit is to be denominated in a currency other than Dollars; or
(D) with respect to a Letter of Credit to be issued by a Multicurrency L/C Issuer, such Letter of Credit is to be denominated in a currency other than Dollars, Euros or Sterling (provided that the foregoing shall in no way limit the right of a Multicurrency L/C Issuer, in its sole discretion, to issue a Letter of Credit in any other Approved Currency).
(ii) The No L/C Issuer shall not be under any obligation to issue any Letter of Credit if:
(A) any order, judgment or decree of any Governmental Authority or arbitrator shall by its terms purport to enjoin or restrain the such L/C Issuer from issuing such Letter of Credit, or any Law applicable to the such L/C Issuer or any request or directive (whether or not having the force of law) from any Governmental Authority with jurisdiction over the such L/C Issuer shall prohibit, or request that the such L/C Issuer refrain from, the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon the such L/C Issuer with respect to such Letter of Credit any restriction, reserve or capital requirement (for which the such L/C Issuer is not otherwise compensated hereunder) not in effect on the Closing Amendment No. 6 Effective Date, or shall impose upon the such L/C Issuer any unreimbursed loss, cost or expense that was not applicable on the Closing Amendment No. 6 Effective Date and that the such L/C Issuer in good xxxxx xxxxx material to it;
(B1) the issuance of such Letter of Credit would violate any Law applicable to the such L/C Issuer;
(C2) except as otherwise agreed by the such L/C Issuer and the Administrative Agent, such Letter of Credit is in an initial stated amount less than the Dollar Equivalent of $20,000;
(3) without derogation of clauses (a)(i)(C) and (D) above, such Letter of Credit is to be denominated in a currency other than Dollars or an Alternative CurrencyCurrency (it being understood and agreed, for the avoidance of doubt, that no L/C Issuer will be required to issue any Letters of Credit in Brazilian Real);
(E4) except as otherwise agreed by the such L/C Issuer, such Letter of Credit contains provisions for automatic reinstatement of the stated amount after any drawing thereunder; or;
(F5) a default of any Dollar Revolving Lender’s obligations to fund under Section 2.03(c) exists or any Dollar Revolving Lender or Limited Currency Revolving Lender is at such that time a Defaulting Lender, unless the such L/C Issuer has entered into arrangements, including the delivery of cash collateral, reasonably satisfactory arrangements to such L/C Issuer with the Parent Borrower or such Dollar Revolving Lender to eliminate the L/C Issuer’s risk actual or potential L/C Obligations (after giving effect to Section 2.16) with respect to such Dollar Revolving LenderDefaulting Lender arising from either the Letter of Credit then proposed to be issued or that Letter of Credit and all other L/C Obligations as to which such L/C Issuer has exposure; and
(6) such Letter of Credit is a commercial Letter of Credit, unless such L/C Issuer otherwise consents, or if the issuance of such Letter of Credit would violate one or more policies of such L/C Issuer with respect to letters of credit.
(iii) The No L/C Issuer shall not be under any obligation to amend any Letter of Credit if:
if (A) the such L/C Issuer would have no obligation at such time to issue such Letter of Credit in its amended form under the terms hereof; or
or (B) the beneficiary of such Letter of Credit does not accept the proposed amendment to such Letter of Credit.
(iv) The applicable L/C Issuer shall act on behalf of the Dollar L/C Revolving Lenders with respect to any Letters of Credit issued by it and the documents associated therewith, and the such L/C Issuer shall have all of the benefits and immunities (A) provided to the Administrative Agent in Article X with respect to any acts taken or omissions suffered by the such L/C Issuer in connection with such Letters of Credit issued by it or proposed to be issued by it and Issuer Documents pertaining to such Letters of Credit as fully as if the term “Administrative Agent” as used in Article X included the such L/C Issuer with respect to such acts or omissions, and (B) as additionally provided herein with respect to the such L/C Issuer.
Appears in 1 contract
Obligation to Issue or Amend. (i) The L/C Issuer shall not issue any Letter of Credit if:
(A) subject to Section 2.03(b)(iii), the expiry date of such requested Letter of Credit would occur more than twelve (12) months after the date of issuance or last extensionrenewal, unless the Administrative Agent and the L/C Issuer Required Lenders (other than Defaulting Lenders) have approved such expiry date; or
(B) the expiry date of such requested Letter of Credit would occur after the L/C Letter of Credit Expiration Date, unless all the Dollar Revolving Lenders have approved such expiry date.
(ii) The L/C Issuer shall not be under any no obligation to issue any Letter of Credit if:
(A) the issuance of such Letter of Credit would violate one or more policies of the L/C Issuer;
(B) such Letter of Credit is in an initial amount less than $50,000, is to be denominated in a currency other than Dollars or is not a standby (non-commercial) letter of credit;
(C) any order, judgment or decree of any Governmental Authority or arbitrator shall by its terms purport to enjoin or restrain the L/C Issuer from issuing such Letter of Credit, or any Law applicable to the L/C Issuer or any request or directive (whether or not having the force of law) from any Governmental Authority with jurisdiction over the L/C Issuer shall prohibit, or request that the L/C Issuer refrain from, the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon the L/C Issuer with respect to such Letter of Credit any restriction, reserve or capital requirement (for which the L/C Issuer is not otherwise compensated hereunder) not in effect on the Closing Date, or shall impose upon the L/C Issuer any unreimbursed loss, cost or expense that which was not applicable on the Closing Date and that which the L/C Issuer in good xxxxx xxxxx material to it;
(B) the issuance of such Letter of Credit would violate any Law applicable to the L/C Issuer;
(C) except as otherwise agreed by the L/C Issuer and the Administrative Agent, such Letter of Credit is in an initial stated amount less than $20,000;
(D) such Letter of Credit is to be denominated in a currency other than Dollars or an Alternative Currency;
(E) except as otherwise agreed by the L/C Issuer, such Letter of Credit contains provisions for automatic reinstatement of the stated amount after any drawing thereunder; or
(F) a default of any Dollar Revolving Lender’s obligations to fund under Section 2.03(c) exists or any Dollar Revolving Lender is at such that time a Defaulting Lender, unless the L/C Issuer has entered into arrangements, including the delivery of Cash Collateral, satisfactory arrangements to the L/C Issuer (in its sole discretion), with the Parent Borrower or such Dollar Revolving Lender to eliminate the L/C Issuer’s risk actual or potential Fronting Exposure (after giving effect to Section 2.17(a)(iv)) with respect to such Dollar Revolving Lenderthe Defaulting Lender arising from either the Letter of Credit then proposed to be issued or that Letter of Credit and all other L/C Obligations as to which the L/C Issuer has actual or potential Fronting Exposure, as it may elect in its sole discretion.
(E) the Commitments have been terminated pursuant to Article VIII.
(iii) The L/C Issuer shall not be under any no obligation to amend any Letter of Credit if:
(A) the L/C Issuer would have no obligation at such time to issue such Letter of Credit in its amended form under the terms hereof; or
(B) the beneficiary of such Letter of Credit does not accept the proposed amendment to such Letter of Credit.
(iv) The L/C Issuer shall act on behalf of the Dollar Revolving Lenders with respect to not amend any Letters Letter of Credit issued by it and the documents associated therewith, and the L/C Issuer shall have all of the benefits and immunities (A) provided to the Administrative Agent in Article X with respect to any acts taken or omissions suffered by the L/C Issuer in connection with Letters of Credit issued by it or proposed to be issued by it and Issuer Documents pertaining to such Letters of Credit as fully as if the term “Administrative Agent” as used in Commitments have been terminated pursuant to Article X included the L/C Issuer with respect to such acts or omissions, and (B) as additionally provided herein with respect to the L/C IssuerVIII.
Appears in 1 contract
Obligation to Issue or Amend. (i) The An L/C Issuer shall not issue any Letter of Credit Credit, if:
(A) subject to Section 2.03(b)(iii), the expiry date of such requested Letter of Credit would occur more than twelve (12) months after the date of issuance or last extension, unless the Administrative Agent and the L/C Issuer Required Revolving Lenders have approved such expiry date; or
(B) the expiry date of such requested Letter of Credit would occur after the L/C Expiration Date, unless the all the Dollar Revolving Lenders have approved such expiry date.
(ii) The An L/C Issuer shall not be under any obligation to issue any Letter of Credit if:
(A) any order, judgment or decree of any Governmental Authority or arbitrator shall by its terms purport to enjoin or restrain the such L/C Issuer from issuing such Letter of Credit, or any Law applicable to the such L/C Issuer or any request or directive (whether or not having the force of law) from any Governmental Authority with jurisdiction over the such L/C Issuer shall prohibit, or request that the such L/C Issuer refrain from, the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon the such L/C Issuer with respect to such Letter of Credit any restriction, reserve or capital requirement (for which the such L/C Issuer is not otherwise compensated hereunder) not in effect on the Closing Date, or shall impose upon the such L/C Issuer any unreimbursed loss, cost or expense that which was not applicable on the Closing Date and that the which such L/C Issuer in good xxxxx xxxxx material to it;
(B) the issuance of such Letter of Credit would violate any Law applicable to the one or more policies of such L/C IssuerIssuer applicable to letters of credit generally;
(C) except as otherwise agreed by the Administrative Agent and such L/C Issuer and the Administrative AgentIssuer, such Letter of Credit is in an initial stated amount less than $20,000500,000;
(D) such Letter of Credit is to be denominated in a currency other than Dollars or an Alternative CurrencyDollars;
(E) except as otherwise agreed by the L/C Issuer, such Letter of Credit contains any provisions for automatic reinstatement of the stated amount after any drawing thereunder; or
(F) a default of any Dollar Revolving Lender’s obligations to fund under Section 2.03(c) exists or any Dollar Revolving Lender is at such time an Impacted Lender or a Defaulting Lender, whether on account of a failure to fund its obligations under Section 2.03(c) or otherwise, unless the L/C Issuer has entered into satisfactory arrangements with the Borrower or such Dollar Revolving Lender to eliminate the L/C Issuer’s risk with respect to such Dollar Revolving Lendershall have provided Adequate Assurance.
(iii) The An L/C Issuer shall not amend any Letter of Credit if such L/C Issuer would not be permitted at such time to issue such Letter of Credit in its amended form under the terms hereof.
(iv) An L/C Issuer shall not be under any obligation to amend any Letter of Credit if:
if (A) the such L/C Issuer would have no obligation at such time to issue such Letter of Credit in its amended form under the terms hereof; or
, or (B) the beneficiary of such Letter of Credit does not accept the proposed amendment to such Letter of Credit.
(ivv) The Each L/C Issuer shall act on behalf of the Dollar Revolving Lenders with respect to any Letters of Credit issued by it and the documents associated therewith, and the each L/C Issuer shall have all of the benefits and immunities (A) provided to the Administrative Agent in Article X with respect to any acts taken or omissions suffered by the such L/C Issuer in connection with Letters of Credit issued by it or proposed to be issued by it and Issuer Documents pertaining to such Letters of Credit as fully as if the term “Administrative Agent” as used in Article X included the such L/C Issuer with respect to such acts or omissions, and (B) as additionally provided herein with respect to the such L/C Issuer.
Appears in 1 contract
Obligation to Issue or Amend. (i) The L/C Issuer Issuers shall not issue any Letter of Credit if:
(A) subject to Section 2.03(b)(iii), the expiry date of such requested Letter of Credit would occur more than twelve (12) fifteen months after the date of issuance or last extension, unless the Administrative Agent and Required Lenders for the L/C Issuer respective facility hereunder have approved such expiry date; or
(B) the expiry date of such requested Letter of Credit would occur after the L/C Expiration Date, unless (1) all the Dollar Revolving Lenders have approved such expiry date or (2) the applicable L/C Issuer shall have approved such expiry date.; provided that in the case of this clause (2), the obligations of the Lenders to fund any participation in any Letter of Credit that expires after the L/C Expiration Date shall terminate on the Termination Date;
(ii) The L/C Issuer Issuers 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 applicable L/C Issuer from issuing such Letter of Credit, or any Law applicable to the applicable L/C Issuer or any request or directive (whether or not having the force of law) from any Governmental Authority with jurisdiction over the applicable L/C Issuer shall prohibit, or request that the applicable L/C Issuer refrain from, the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon the applicable L/C Issuer with respect to such Letter of Credit any restriction, reserve or capital requirement (for which the applicable L/C Issuer is not otherwise compensated hereunder) not in effect on the Closing Date, or shall impose upon the applicable L/C Issuer any unreimbursed loss, cost or expense that was not applicable on the Closing Date and that the applicable L/C Issuer in good xxxxx xxxxx material to it;
(B) the issuance of such Letter of Credit would violate any Law or one or more policies of the applicable to the L/C IssuerIssuer applicable to letters of credit generally;
(C) except as otherwise agreed by the L/C Issuer and the Administrative Agent, such Letter of Credit is in an initial stated amount less than $20,000;
(D) such Letter of Credit is to be denominated in a currency other than Dollars or an Alternative CurrencyCurrencies;
(D) the applicable L/C Issuer does not as of the issuance date of such requested Letter of Credit issue Letters of Credit in the requested currency; or
(E) except as otherwise agreed by the L/C Issuer, such Letter of Credit contains provisions for automatic reinstatement of the stated amount after any drawing thereunder; or
(F) a default of any Dollar Revolving Lender’s obligations to fund under Section 2.03(c) exists or any Dollar Revolving Lender is at such time a Defaulting Lender, unless Adequate Assurance shall have been provided, including arrangements to eliminate an L/C Issuer’s actual or potential Fronting Exposure (after giving effect to Section 2.17(a)(viii)) with respect to the Defaulting Lender arising from either the Letter of Credit then proposed to be issued or that Letter of Credit and all other L/C Obligations as to which the applicable L/C Issuer has entered into satisfactory arrangements with the Borrower actual or such Dollar Revolving Lender to eliminate the L/C Issuer’s risk with respect to such Dollar Revolving Lenderpotential Fronting Exposure, as it may elect in its sole discretion.
(iii) The L/C Issuers shall not amend any Letter of Credit if the applicable L/C Issuer would not be permitted at such time to issue such Letter of Credit in its amended form under the terms hereof.
(iv) The L/C Issuers shall not be under any obligation to amend any Letter of Credit if:
(A) the applicable L/C Issuer would have no obligation at such time to issue such Letter of Credit in its amended form under the terms hereof; or
(B) the beneficiary of such Letter of Credit does not accept the proposed amendment to such Letter of Credit.
(ivv) The L/C Issuer Issuers shall act on behalf of the Dollar Revolving Lenders with respect to any Letters of Credit issued by it them and the documents associated therewith, and the L/C Issuer Issuers shall have all of the benefits and immunities (A) provided to the Administrative Agent in Article X with respect to any acts taken or omissions suffered by the L/C Issuer Issuers in connection with Letters of Credit issued by it them or proposed to be issued by it them and Issuer Documents pertaining to such Letters of Credit as fully as if the term “Administrative Agent” as used in Article X included the L/C Issuer Issuers with respect to such acts or omissions, and (B) as additionally provided herein with respect to the L/C IssuerIssuers.
Appears in 1 contract
Obligation to Issue or Amend. (i) The L/C Issuer shall not be under no obligation to issue any Letter of Credit if:
(A) subject to Section 2.03(b)(iii), the expiry date issuance of such requested Letter of Credit would occur violate one or more than twelve (12) months after the date policies of issuance or last extension, unless the Administrative Agent and the L/C Issuer have approved such expiry dateIssuer; or
(B) the expiry date of such requested Letter of Credit would occur after the L/C Expiration Date, unless all the Dollar Revolving Lenders have approved such expiry dateis in an initial amount less than $500,000 or is to be denominated in a currency other than Dollars.
(ii) The L/C Issuer shall not be under any obligation to issue any Letter of Credit if:
(A) any order, judgment or decree of any Governmental Authority or arbitrator shall by its terms purport to enjoin or restrain the L/C Issuer from issuing such Letter of Credit, or any Law applicable to the L/C Issuer or any request or directive (whether or not having the force of law) from any Governmental Authority with jurisdiction over the L/C Issuer shall prohibit, or request that the L/C Issuer refrain from, the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon the L/C Issuer with respect to such Letter of Credit any restriction, reserve or capital requirement (for which the L/C Issuer is not otherwise compensated hereunder) not in effect on the Closing Date, or shall impose upon the L/C Issuer any unreimbursed loss, cost or expense that was not applicable on the Closing Date and that the L/C Issuer in good xxxxx xxxxx material to it;
(B) the expiry date of such requested Letter of Credit would occur more than twelve (12) months after the date of issuance or last renewal, unless the Required Lenders have approved such expiry date;
(C) the expiry date of such requested Letter of Credit would occur after the Letter of Credit Expiration Date, unless all the Lenders have approved such expiry date;
(D) one or more applicable conditions contained in Section 4.02 shall not then be satisfied and the L/C Issuer shall have received written notice thereof from any Lender or any Credit Party at least one (1) Business Day prior to the requested date of issuance of such Letter of Credit would violate any Law applicable to the L/C IssuerCredit;
(CE) except as otherwise agreed by the L/C Issuer and the Administrative Agent, such Letter of Credit is in an initial stated amount less than $20,000Revolving Commitments have been terminated pursuant to Section 7.01;
(DF) any Lender is at such time an Impacted Lender or a Defaulting Lender, whether on account of a failure to fund its obligations under Section 2.03(c) or otherwise, unless such Lender or the Borrower shall have provided Adequate Assurance; or
(G) such Letter of Credit is to be denominated in a currency other than Dollars or an Alternative CurrencyDollars;
(E) except as otherwise agreed by the L/C Issuer, such Letter of Credit contains provisions for automatic reinstatement of the stated amount after any drawing thereunder; or
(F) a default of any Dollar Revolving Lender’s obligations to fund under Section 2.03(c) exists or any Dollar Revolving Lender is at such time a Defaulting Lender, unless the L/C Issuer has entered into satisfactory arrangements with the Borrower or such Dollar Revolving Lender to eliminate the L/C Issuer’s risk with respect to such Dollar Revolving Lender.
(iii) The L/C Issuer shall not be under any no obligation to amend any Letter of Credit if:
(A) the L/C Issuer would have no obligation at such time to issue such Letter of Credit in its amended form under the terms hereof; or
(B) the beneficiary of such Letter of Credit does not accept the proposed amendment to such Letter of Credit.
(iv) The L/C Issuer shall act on behalf of the Dollar Revolving Lenders with respect to not amend any Letters Letter of Credit issued by it and the documents associated therewith, if:
(A) one or more applicable conditions contained in Section 4.02 shall not then be satisfied and the L/C Issuer shall have all of the benefits and immunities received written notice thereof from any Lender or any Credit Party at least one (A1) provided Business Day prior to the Administrative Agent in Article X with respect to any acts taken or omissions suffered by the L/C Issuer in connection with Letters requested date of Credit issued by it or proposed to be issued by it and Issuer Documents pertaining to amendment of such Letters Letter of Credit as fully as if the term “Administrative Agent” as used in Article X included the L/C Issuer with respect to such acts or omissions, and Credit; or
(B) as additionally provided herein with respect the Revolving Commitments have been terminated pursuant to the L/C IssuerSection 7.01.
Appears in 1 contract
Obligation to Issue or Amend. (i) The Neither the Domestic L/C Issuer nor the Foreign L/C Issuer shall not issue any Letter of Credit if:
(A) subject to Section 2.03(b)(iii)the expiry date would occur more than two years from the date of issuance, in case of the IRB Letter of Credit, or more than one year from the date of issuance, in the case of other Letters of Credit, unless the Required Domestic Revolving Lenders or the Required Foreign Revolving Lenders, as appropriate, shall have otherwise given their approval;
(B) for Letters of Credit other than the IRB Letter of Credit, the expiry date of any such requested Letter of Credit would occur more than twelve (12) months after the date of issuance or last extension, unless the Administrative Agent and the L/C Issuer have approved such expiry date; or
(B) the expiry date of such requested Letter of Credit would occur after the L/C Expiration Date, unless all the Dollar Required Domestic Revolving Lenders or the Required Foreign Revolving Lenders, as appropriate, shall have approved otherwise given their approval; or
(C) any such expiry dateLetter of Credit is to be used for purposes other than those permitted under Section 7.11, unless the Required Domestic Revolving Lenders or the Required Foreign Revolving Lenders, as appropriate, shall have otherwise given their approval.
(ii) The Neither the Domestic L/C Issuer nor the Foreign L/C Issuer shall not be under any obligation to issue any Letter of Credit if:
(A) any order, judgment or decree of any Governmental Authority or arbitrator shall by its terms purport to enjoin or restrain the such L/C Issuer from issuing such Letter of Credit, or any Law applicable to the such L/C Issuer or any request or directive (whether or not having the force of law) from any Governmental Authority with jurisdiction over the such L/C Issuer shall prohibit, or request that the such L/C Issuer refrain from, the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon the such L/C Issuer with respect to such Letter of Credit any restriction, reserve or capital requirement (for which the such L/C Issuer is not otherwise compensated hereunder) not in effect on the Closing Date, or shall impose upon the such L/C Issuer any unreimbursed loss, cost or expense that was not applicable on the Closing Date and that the such L/C Issuer in good xxxxx xxxxx material to it;
(B) the issuance of such Letter of Credit would violate any Law applicable to the or one or more policies of such L/C Issuer;
(C) except as otherwise agreed by the applicable L/C Issuer and the Administrative Agent, such Letter of Credit is in an initial stated amount less than $20,000100,000, in the case of a commercial Letter of Credit, or $250,000, in the case of a standby Letter of Credit;
(D) with respect to Domestic Letters of Credit, such Letter of Credit is to be denominated in a currency other than Dollars or an Alternative Currency;
(E) except as otherwise agreed by the Administrative Agent);
(E) such L/C Issuer, Issuer does not as of the issuance date of such requested Letter of Credit issue Letters of Credit in the requested currency;
(F) such Letter of Credit contains provisions for automatic reinstatement of the stated amount after any drawing thereunder; or
(FG) a default of any Dollar Revolving Lender’s obligations to fund under Section 2.03(c) exists or any Dollar Revolving Lender is at such time a Defaulting Lender, unless the such L/C Issuer has entered into satisfactory arrangements with the Borrower Borrowers or such Dollar Revolving Lender to eliminate the such L/C Issuer’s risk with respect to such Dollar Revolving Lender.
(iii) The Neither L/C Issuer shall amend any Letter of Credit if such L/C Issuer would not be permitted at such time to issue such Letter of Credit in its amended form under the terms hereof.
(iv) Neither L/C Issuer shall be under any obligation to amend any Letter of Credit if:
(A) the such L/C Issuer would have no obligation at such time to issue such Letter of Credit in its amended form under the terms hereof; or
(B) the beneficiary of such Letter of Credit does not accept the proposed amendment to such Letter of Credit.
(ivv) The Domestic L/C Issuer shall act on behalf of the Dollar Revolving Lenders with respect to any Domestic Letters of Credit issued by it and the documents associated therewith, . The Foreign L/C Issuer shall act on behalf of the Lenders with respect to any Foreign Letters of Credit issued by it and the documents associated therewith. Each L/C Issuer shall have all of the benefits and immunities (A) provided to the Administrative Agent in Article X with respect to any acts taken or omissions suffered by the an L/C Issuer in connection with Letters of Credit issued by it them or proposed to be issued by it and Issuer Documents pertaining to such Letters of Credit as fully as if the term “Administrative Agent” as used in Article X included the such L/C Issuer with respect to such acts or omissions, and (B) as additionally provided herein with respect to the L/C IssuerIssuers.
Appears in 1 contract
Obligation to Issue or Amend. (i) The L/C Issuer shall not issue any Letter of Credit if:
(A) subject to Section 2.03(b)(iii), the expiry date of such requested Letter of Credit would occur more than twelve (12) months after the date of issuance or last extension, unless the Administrative Agent and the L/C Issuer Required Lenders have approved such expiry date; or
(B) the expiry date of such requested Letter of Credit would occur after the L/C Expiration Date, unless all the Dollar Revolving Lenders have approved such expiry date.
(ii) The L/C Issuer shall not be under any obligation to issue any Letter of Credit if:
(A) any order, judgment or decree of any Governmental Authority or arbitrator shall by its terms purport to enjoin or restrain the L/C Issuer from issuing such Letter of Credit, or any Law applicable to the L/C Issuer or any request or directive (whether or not having the force of law) from any Governmental Authority with jurisdiction over the L/C Issuer shall prohibit, or request that the L/C Issuer refrain from, the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon the L/C Issuer with respect to such Letter of Credit any restriction, reserve or capital requirement (for which the L/C Issuer is not otherwise compensated hereunder) not in effect on the Closing Date, or shall impose upon the L/C Issuer any unreimbursed loss, cost or expense that was not applicable on the Closing Date and that the L/C Issuer in good xxxxx xxxxx material to it;
(B) the issuance of such Letter of Credit would violate any Law applicable to or one or more policies of the L/C Issuer;
(C) except as otherwise agreed by the L/C Issuer and the Administrative Agent, such Letter of Credit is in an initial stated face amount less than $20,000100,000 or Dollar Equivalent, in the case of a commercial Letter of Credit, or $1 million or Dollar Equivalent, in the case of a standby Letter of Credit;
(D) except as otherwise agreed by the Administrative Agent and the L/C Issuer, such Letter of Credit is to be denominated in a currency other than Dollars or an Alternative Currency;
(E) except as otherwise agreed by the L/C Issuer, such Letter of Credit contains any provisions for automatic reinstatement of the stated amount after any drawing thereunder;
(F) the L/C Issuer does not as of the issuance date of such requested Letter of Credit issue Letters of Credit in the requested currency; or
(FG) a default of any Dollar Revolving Lender’s obligations to fund under Section 2.03(c) exists existing or any Dollar Revolving Lender is at such time a Defaulting Lender, unless the L/C Issuer has entered into satisfactory arrangements with the Borrower or such Dollar Revolving Lender to eliminate the L/C Issuer’s risk with respect to such Dollar Revolving Lender.
(iii) The L/C Issuer shall not amend any Letter of Credit if the L/C Issuer would not be permitted at such time to issue such Letter of Credit in its amended form under the terms hereof.
(iv) The L/C Issuer shall not be under any obligation to amend any Letter of Credit if:
(A) the L/C Issuer would have no obligation at such time to issue such Letter of Credit in its amended form under the terms hereof; or
(B) the beneficiary of such Letter of Credit does not accept the proposed amendment to such Letter of Credit.
(iv) The L/C Issuer shall act on behalf of the Dollar Revolving Lenders with respect to any Letters of Credit issued by it and the documents associated therewith, and the L/C Issuer shall have all of the benefits and immunities (A) provided to the Administrative Agent in Article X with respect to any acts taken or omissions suffered by the L/C Issuer in connection with Letters of Credit issued by it or proposed to be issued by it and Issuer Documents pertaining to such Letters of Credit as fully as if the term “Administrative Agent” as used in Article X included the L/C Issuer with respect to such acts or omissions, and (B) as additionally provided herein with respect to the L/C Issuer.
Appears in 1 contract
Obligation to Issue or Amend. (i) The L/C Issuer Issuing Lender shall not issue any Letter of Credit if:
(A) subject to Section 2.03(b)(iii2.4(c)(iii), the expiry date of such the requested Letter of Credit would occur more than twelve (12) months after the date of issuance or last extension, unless the Administrative Agent and the L/C Issuer Required Lenders have approved such expiry date; or
(B) such Letter of Credit shall have a stated expiration date later than the expiry earlier of (1) the date twelve (12) months after the date of the issuance of such Letter of Credit (or, in the case of any extension of the expiration date thereof, whether automatic or by amendment, twelve (12) months after the then- current expiration date of such requested Letter of Credit would occur after Credit) and (2) the L/C Expiration date that is five (5) Business Days prior to the Termination Date, unless all the Dollar Revolving Lenders have approved such expiry date.
(ii) The L/C Issuer Issuing Lender shall not be under any obligation to issue any Letter of Credit if:
(A) any order, judgment or decree of any Governmental Authority or arbitrator shall by its terms purport to enjoin or restrain the L/C Issuer Issuing Lender from issuing such or amending the Letter of Credit, or any Law applicable to the L/C Issuer Issuing Lender or any request or directive (whether or not having the force of law) from any Governmental Authority with jurisdiction over the L/C Issuer Issuing Lender shall prohibit, or request that the L/C Issuer Issuing Lender refrain from, the issuance or amendment of letters of credit generally or such the Letter of Credit in particular or shall impose upon the L/C Issuer Issuing Lender with respect to such the Letter of Credit any restriction, reserve or capital requirement (for which the L/C Issuer Issuing Lender is not otherwise compensated hereunder) not in effect on the Closing Effective Date, or shall impose upon the L/C Issuer Issuing Lender any unreimbursed loss, cost or expense that which was not applicable on the Closing Effective Date and that which the L/C Issuer Issuing Lender in good xxxxx xxxxx material to it;
(B) the issuance of such the Letter of Credit would violate any Law one or more policies of the Issuing Lender applicable to the L/C Issuerletters of credit generally;
(C) except as otherwise agreed by the L/C Issuer Administrative Agent and the Administrative AgentIssuing Lender, such the Letter of Credit is in an initial stated amount less than $20,000100,000;
(D) such the Letter of Credit is to be denominated in a currency other than Dollars or an Alternative CurrencyDollars;
(E) except any Lender is at that time a Defaulting Lender, unless the Issuing Lender has entered into arrangements, including the delivery of Cash Collateral, satisfactory to the Issuing Lender (in its sole discretion) with the Borrowers or such Lender to eliminate the Issuing Lender’s actual or potential Fronting Exposure (after giving effect to Section 3.17(a)(iv)) with respect to the Defaulting Lender arising from either the Letter of Credit then proposed to be issued or that Letter of Credit and all other LOC Obligations as otherwise agreed by to which the L/C IssuerIssuing Lender has actual or potential Fronting Exposure, such as it may elect in its sole discretion; or
(F) the Letter of Credit contains any provisions for automatic reinstatement of the stated amount after any drawing thereunder; or
(F) a default of any Dollar Revolving Lender’s obligations to fund under Section 2.03(c) exists or any Dollar Revolving Lender is at such time a Defaulting Lender, unless the L/C Issuer has entered into satisfactory arrangements with the Borrower or such Dollar Revolving Lender to eliminate the L/C Issuer’s risk with respect to such Dollar Revolving Lender.
(iii) The L/C Issuer Issuing Lender shall not be under any obligation to amend any Letter of Credit if:
(A) if the L/C Issuer Issuing Lender would have no obligation not be permitted at such time to issue such the Letter of Credit in its amended form under the terms hereof; or.
(iv) The Issuing Lender shall be under no obligation to amend any Letter of Credit if (A) the Issuing Lender would have no obligation at such time to issue the Letter of Credit in its amended form under the terms hereof, or (B) the beneficiary of such the Letter of Credit does not accept the proposed amendment to such the Letter of Credit.
(ivv) The L/C Issuer Issuing Lender shall act on behalf of the Dollar Revolving Lenders with respect to any Letters of Credit issued by it and the documents associated therewith, and the L/C Issuer Issuing Lender shall have all of the benefits and immunities (A) provided to the Administrative Agent in Article X Section 10 with respect to any acts taken or omissions suffered by the L/C Issuer Issuing Lender in connection with Letters of Credit issued by it or proposed to be issued by it and Issuer LOC Documents pertaining to such Letters of Credit as fully as if the term “Administrative Agent” as used in Article X Section 10 included the L/C Issuer Issuing Lender with respect to such acts or omissions, and (B) as additionally provided herein with respect to the L/C IssuerIssuing Lender.
Appears in 1 contract
Obligation to Issue or Amend. (i) The L/C Issuer shall not be under no obligation to issue any Letter of Credit if:
(A) subject to Section 2.03(b)(iii), the expiry date issuance of such requested Letter of Credit would occur violate one or more than twelve (12) months after the date policies of issuance or last extension, unless the Administrative Agent and the L/C Issuer have approved such expiry dateIssuer; or
(B) the expiry date of such requested Letter of Credit would occur after the L/C Expiration Date, unless all the Dollar Revolving Lenders have approved such expiry dateis in an initial amount less than $500,000 or is to be denominated in a currency other than Dollars.
(ii) The L/C Issuer shall not be under any obligation to issue any Letter of Credit if:
(A) any order, judgment or decree of any Governmental Authority or arbitrator shall by its terms purport to enjoin or restrain the L/C Issuer from issuing such Letter of Credit, or any Law applicable to the L/C Issuer or any request or directive (whether or not having the force of law) from any Governmental Authority with jurisdiction over the L/C Issuer shall prohibit, or request that the L/C Issuer refrain from, the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon the L/C Issuer with respect to such Letter of Credit any restriction, reserve or capital requirement (for which the L/C Issuer is not otherwise compensated hereunder) not in effect on the Closing Date, or shall impose upon the L/C Issuer any unreimbursed loss, cost or expense that was not applicable on the Closing Date and that the L/C Issuer in good xxxxx xxxxx material to it;
(B) the expiry date of such requested Letter of Credit would occur at the earlier of (i) more than twelve (12) months after the date of issuance or last renewal or (ii) less than sixty (60) days prior to the Termination Date, unless the Required Lenders have approved such expiry date;
(C) the expiry date of such requested Letter of Credit would occur after the Letter of Credit Expiration Date, unless all the Lenders have approved such expiry date;
(D) one or more applicable conditions contained in Section 4.02 shall not then be satisfied and the L/C Issuer shall have received written notice thereof from any Lender or any Credit Party at least one Business Day prior to the requested date of issuance of such Letter of Credit would violate any Law applicable to the L/C Issuer;
(C) except as otherwise agreed by the L/C Issuer and the Administrative Agent, such Letter of Credit is in an initial stated amount less than $20,000;
(D) such Letter of Credit is to be denominated in a currency other than Dollars or an Alternative Currency;Credit; or
(E) except as otherwise agreed by the L/C Issuer, such Letter of Credit contains provisions for automatic reinstatement of the stated amount after any drawing thereunder; or
(F) a default of any Dollar Revolving Lender’s obligations Commitments have been terminated pursuant to fund under Section 2.03(c) exists or any Dollar Revolving Lender is at such time a Defaulting Lender, unless the L/C Issuer has entered into satisfactory arrangements with the Borrower or such Dollar Revolving Lender to eliminate the L/C Issuer’s risk with respect to such Dollar Revolving Lender7.01.
(iii) The L/C Issuer shall not be under any no obligation to amend any Letter of Credit if:
(A) the L/C Issuer would have no obligation at such time to issue such Letter of Credit in its amended form under the terms hereof; or
(B) the beneficiary of such Letter of Credit does not accept the proposed amendment to such Letter of Credit.
(iv) The L/C Issuer shall act on behalf of the Dollar Revolving Lenders with respect to not amend any Letters Letter of Credit issued by it and the documents associated therewith, if:
(A) one or more applicable conditions contained in Section 4.02 shall not then be satisfied and the L/C Issuer shall have all of the benefits and immunities (A) provided received written notice thereof from any Lender or any Credit Party at least one Business Day prior to the Administrative Agent in Article X with respect to any acts taken or omissions suffered by the L/C Issuer in connection with Letters requested date of Credit issued by it or proposed to be issued by it and Issuer Documents pertaining to amendment of such Letters Letter of Credit as fully as if the term “Administrative Agent” as used in Article X included the L/C Issuer with respect to such acts or omissions, and Credit; or
(B) as additionally provided herein with respect the Revolving Commitments have been terminated pursuant to the L/C IssuerSection 7.01.
Appears in 1 contract
Obligation to Issue or Amend. (i) The (i) No L/C Issuer shall not issue any Letter of Credit if:
(A) subject to Section 2.03(b)(iii), the expiry date of such requested Letter of Credit would occur more than twelve (12) months after the date of issuance or last extension, unless the Administrative Agent and the such L/C Issuer have approved such expiry date; or;
(B) the expiry date of such any requested Letter of Credit would occur after the L/C Expiration Date, unless all the Dollar L/C Revolving Lenders have approved such expiry date;
(C) with respect to a Letter of Credit to be issued by a Dollar L/C Issuer, such Letter of Credit is to be denominated in a currency other than Dollars; or
(D) with respect to a Letter of Credit to be issued by a Multicurrency L/C Issuer, such Letter of Credit is to be denominated in a currency other than Dollars, Euros or Sterling (provided that the foregoing shall in no way limit the right of a Multicurrency L/C Issuer, in its sole discretion, to issue a Letter of Credit in any other Approved Currency).
(ii) The (ii) No L/C Issuer shall not be under any obligation to issue any Letter of Credit if:
(A) any order, judgment or decree of any Governmental Authority or arbitrator shall by its terms purport to enjoin or restrain the such L/C Issuer from issuing such Letter of Credit, or any Law applicable to the such L/C Issuer or any request or directive (whether or not having the force of law) from any Governmental Authority with jurisdiction over the such L/C Issuer shall prohibit, or request that the such L/C Issuer refrain from, the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon the such L/C Issuer with respect to such Letter of Credit any restriction, reserve or capital requirement (for which the such L/C Issuer is not otherwise compensated hereunder) not in effect on the Closing Amendment No. 36 Effective Date, or shall impose upon the such L/C Issuer any unreimbursed loss, cost or expense that was not applicable on the Closing Amendment No. 36 Effective Date and that the such L/C Issuer in good xxxxx xxxxx material to it;
(B) the issuance of such Letter of Credit would violate any Law applicable to the L/C Issuer;
(C) except as otherwise agreed by the L/C Issuer and the Administrative Agent, such Letter of Credit is in an initial stated amount less than $20,000;
(D) such Letter of Credit is to be denominated in a currency other than Dollars or an Alternative Currency;
(E) except as otherwise agreed by the L/C Issuer, such Letter of Credit contains provisions for automatic reinstatement of the stated amount after any drawing thereunder; or
(F) a default of any Dollar Revolving Lender’s obligations to fund under Section 2.03(c) exists or any Dollar Revolving Lender is at such time a Defaulting Lender, unless the L/C Issuer has entered into satisfactory arrangements with the Borrower or such Dollar Revolving Lender to eliminate the L/C Issuer’s risk with respect to such Dollar Revolving Lender.
(iii) The L/C Issuer shall not be under any obligation to amend any Letter of Credit if:
(A) the L/C Issuer would have no obligation at such time to issue such Letter of Credit in its amended form under the terms hereof; or
(B) the beneficiary of such Letter of Credit does not accept the proposed amendment to such Letter of Credit.
(iv) The L/C Issuer shall act on behalf of the Dollar Revolving Lenders with respect to any Letters of Credit issued by it and the documents associated therewith, and the L/C Issuer shall have all of the benefits and immunities (A) provided to the Administrative Agent in Article X with respect to any acts taken or omissions suffered by the L/C Issuer in connection with Letters of Credit issued by it or proposed to be issued by it and Issuer Documents pertaining to such Letters of Credit as fully as if the term “Administrative Agent” as used in Article X included the L/C Issuer with respect to such acts or omissions, and (B) as additionally provided herein with respect to the L/C Issuer.
Appears in 1 contract
Obligation to Issue or Amend. (i) The No L/C Issuer shall not issue any Letter of Credit if:
(A) subject to Section 2.03(b)(iii), the expiry date of such requested Letter of Credit would occur more than twelve (12) months after the date of issuance or last extension, unless the Administrative Agent and the such L/C Issuer have approved such expiry date; or;
(B) the expiry date of such any requested Letter of Credit would occur after the L/C Expiration Date, unless all the Dollar L/C Revolving Lenders have approved such expiry date;
(C) with respect to a Letter of Credit to be issued by a Dollar L/C Issuer, such Letter of Credit is to be denominated in a currency other than Dollars; or
(D) with respect to a Letter of Credit to be issued by a Multicurrency L/C Issuer, such Letter of Credit is to be denominated in a currency other than Dollars, Euros or Sterling (provided that the foregoing shall in no way limit the right of a Multicurrency L/C Issuer, in its sole discretion, to issue a Letter of Credit in any other Approved Currency).
(ii) The No L/C Issuer shall not be under any obligation to issue any Letter of Credit if:
(A) any order, judgment or decree of any Governmental Authority or arbitrator shall by its terms purport to enjoin or restrain the such L/C Issuer from issuing such Letter of Credit, or any Law applicable to the such L/C Issuer or any request or directive (whether or not having the force of law) from any Governmental Authority with jurisdiction over the such L/C Issuer shall prohibit, or request that the such L/C Issuer refrain from, the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon the such L/C Issuer with respect to such Letter of Credit any restriction, reserve or capital requirement (for which the such L/C Issuer is not otherwise compensated hereunder) not in effect on the Closing Date, or shall impose upon the such L/C Issuer any unreimbursed loss, cost or expense that was not applicable on the Closing Date and that the such L/C Issuer in good xxxxx xxxxx material to it;
(B) the issuance of such Letter of Credit would violate any Law applicable to the such L/C Issuer;
(C) except as otherwise agreed by the such L/C Issuer and the Administrative Agent, such Letter of Credit is in an initial stated amount less than the Dollar Equivalent of $20,000;
(D) such Letter of Credit is to be denominated in a currency other than Dollars or an Alternative Currency;
(E) except as otherwise agreed by the such L/C Issuer, such Letter of Credit contains provisions for automatic reinstatement of the stated amount after any drawing thereunder; orand
(F) a default of any Dollar Revolving Lender’s obligations to fund under Section 2.03(c) exists or any Dollar Revolving Lender or Limited Currency Revolving Lender is at such that time a Defaulting Lender, unless the such L/C Issuer has entered into arrangements, including the delivery of Cash Collateral, reasonably satisfactory arrangements to such L/C Issuer with the Parent Borrower or such Dollar Revolving Lender to eliminate the L/C Issuer’s risk actual or potential L/C Obligations (after giving effect to Section 2.16) with respect to such Dollar Revolving LenderDefaulting Lender arising from either the Letter of Credit then proposed to be issued or that Letter of Credit and all other L/C Obligations as to which such L/C Issuer has exposure.
(iii) The No L/C Issuer shall not be under any obligation to amend any Letter of Credit if:
(A) the such L/C Issuer would have no obligation at such time to issue such Letter of Credit in its amended form under the terms hereof; or;
(B) the beneficiary of such Letter of Credit does not accept the proposed amendment to such Letter of Credit; or
(C) such Letter of Credit was issued by a L/C Issuer that is the issuer of no Letters of Credit hereunder other than Existing Letters of Credit.
(iv) The applicable L/C Issuer shall act on behalf of the Dollar L/C Revolving Lenders with respect to any Letters of Credit issued by it and the documents associated therewith, and the such L/C Issuer shall have all of the benefits and immunities (A) provided to the Administrative Agent in Article X with respect to any acts taken or omissions suffered by the such L/C Issuer in connection with such Letters of Credit issued by it or proposed to be issued by it and Issuer Documents pertaining to such Letters of Credit as fully as if the term “Administrative Agent” as used in Article X included the such L/C Issuer with respect to such acts or omissions, and (B) as additionally provided herein with respect to the such L/C Issuer.
Appears in 1 contract
Obligation to Issue or Amend. (i) The L/C Issuer Issuers shall not issue any Letter of Credit if:
(A) subject to Section 2.03(b)(iii), the expiry date of such requested Letter of Credit would occur more than twelve (12) months after the date of issuance or last extension, unless the Administrative Agent and the L/C Issuer Applicable Required Lenders have approved such expiry date; or
(B) the expiry date of such the requested Letter of Credit would occur after the L/C Expiration Date, unless all the Dollar Revolving respective Lenders have approved such expiry date.;
(ii) The L/C Issuer Issuers 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 applicable L/C Issuer from issuing such the Letter of Credit, or any Law applicable to the applicable L/C Issuer or any request or directive (whether or not having the force of law) from any Governmental Authority with jurisdiction over the applicable L/C Issuer shall prohibit, or request that the applicable L/C Issuer refrain from, the issuance of letters of credit generally or such the Letter of Credit in particular or shall impose upon the applicable L/C Issuer with respect to such the Letter of Credit any restriction, reserve or capital requirement (for which the applicable L/C Issuer is not otherwise compensated hereunder) not in effect on the Closing Date, or shall impose upon the applicable L/C Issuer any unreimbursed loss, cost or expense that was not applicable on the Closing Date and that the applicable L/C Issuer in good xxxxx xxxxx material to it;
(B) the issuance of such the Letter of Credit would violate any Law or one or more policies of the applicable to the L/C IssuerIssuer applicable to letters of credit generally;
(C) except as otherwise agreed by the Administrative Agent and the L/C Issuer and Issuer, the Administrative Agent, such Letter of Credit is in an initial stated amount less than $20,000500,000;
(D) such except as otherwise agreed by the Administrative Agent and the L/C Issuer, the Letter of Credit is to be denominated in a currency other than (i) Dollars, in the case of Letters of Credit issued under the USD Revolving Commitments, and (ii) Dollars or an Alternative CurrencyCurrencies, in the case of Letters of Credit issued under the Multi-Currency Revolving Commitments;
(E) except as otherwise agreed by the applicable L/C Issuer, such Issuer does not as of the issuance date of the requested Letter of Credit contains provisions for automatic reinstatement issue Letters of Credit in the stated amount after any drawing thereunderrequested currency; or
(F) a default of any Dollar Revolving Lender’s obligations to fund under Section 2.03(c) exists or any Dollar Revolving Lender is at such time a Defaulting Lender, unless the L/C Issuer has entered into arrangements, including delivery of Cash Collateral, satisfactory arrangements to the L/C Issuer in (its sole discretion) with the Borrower Borrowers or such Dollar Revolving Defaulting Lender to eliminate the L/C Issuer’s risk actual or potential Fronting Exposure (after giving effect to Section 2.17(b)) with respect to such Dollar Revolving Lenderthe Defaulting Lender arising from either the Letter of Credit then proposed to be issued or that Letter of Credit and all other L/C Obligations as to which the applicable L/C Issuer has actual or potential Fronting Exposure, as it may elect in its sole discretion.
(iii) The L/C Issuer Issuers shall not be under any obligation to amend any Letter of Credit if:
(A) the applicable L/C Issuer would have no obligation at such time to issue such the Letter of Credit in its amended form under the terms hereof; or
(B) the beneficiary of such the Letter of Credit does not accept the proposed amendment to such the Letter of Credit.
(iv) The L/C Issuer Issuers shall act on behalf of the Dollar Revolving Lenders with respect to any Letters of Credit issued by it them and the documents associated therewith, and the L/C Issuer Issuers shall have all of the benefits and immunities (A) provided to the Administrative Agent in Article X with respect to any acts taken or omissions suffered by the L/C Issuer Issuers in connection with Letters of Credit issued by it them or proposed to be issued by it them and Issuer Documents pertaining to such Letters of Credit as fully as if the term “Administrative Agent” as used in Article X included the L/C Issuer Issuers with respect to such acts or omissions, and (B) as additionally provided herein with respect to the L/C IssuerIssuers.
Appears in 1 contract
Samples: Credit Agreement (Fresenius Medical Care AG & Co. KGaA)
Obligation to Issue or Amend. (i) The L/C Issuer Issuing Lender shall not issue any Letter of Credit if:
(A) subject to Section 2.03(b)(iii2.4(c)(iii), the expiry date of such the requested Letter of Credit would occur more than twelve (12) months after the date of issuance or last extension, unless the Administrative Agent and the L/C Issuer Required Lenders have approved such expiry date; or
(B) the expiry date of such the requested Letter of Credit would occur after the L/C Expiration Termination Date, unless all the Dollar Revolving Lenders have approved such expiry date.
(ii) The L/C Issuer Issuing Lender shall not be under any obligation to issue any Letter of Credit if:
(A) any order, judgment or decree of any Governmental Authority or arbitrator shall by its terms purport to enjoin or restrain the L/C Issuer Issuing Lender from issuing such or amending the Letter of Credit, or any Law applicable to the L/C Issuer Issuing Lender or any request or directive (whether or not having the force of law) from any Governmental Authority with jurisdiction over the L/C Issuer Issuing Lender shall prohibit, or request that the L/C Issuer Issuing Lender refrain from, the issuance or amendment of letters of credit generally or such the Letter of Credit in particular or shall impose upon the L/C Issuer Issuing Lender with respect to such the Letter of Credit any restriction, reserve or capital requirement (for which the L/C Issuer Issuing Lender is not otherwise compensated hereunder) not in effect on the Closing Effective Date, or shall impose upon the L/C Issuer Issuing Lender any unreimbursed loss, cost or expense that which was not applicable on the Closing Effective Date and that which the L/C Issuer Issuing Lender in good xxxxx xxxxx material to it;
(B) the issuance of such the Letter of Credit would violate any Law one or more policies of the Issuing Lender applicable to the L/C Issuerletters of credit generally;
(C) except as otherwise agreed by the L/C Issuer Administrative Agent and the Administrative AgentIssuing Lender, such the Letter of Credit is in an initial stated amount less than $20,000100,000;
(D) such the Letter of Credit is to be denominated in a currency other than Dollars or an Alternative CurrencyDollars;
(E) except any Lender is at that time a Defaulting Lender, unless the Issuing Lender has entered into arrangements, including the delivery of Cash Collateral, satisfactory to the Issuing Lender (in its sole discretion) with the Borrowers or such Lender to eliminate the Issuing Lender’s actual or potential Fronting Exposure (after giving effect to Section 3.18(a)(iv)) with respect to the Defaulting Lender arising from either the Letter of Credit then proposed to be issued or that Letter of Credit and all other LOC Obligations as otherwise agreed by to which the L/C IssuerIssuing Lender has actual or potential Fronting Exposure, such as it may elect in its sole discretion; or
(F) the Letter of Credit contains any provisions for automatic reinstatement of the stated amount after any drawing thereunder; or
(F) a default of any Dollar Revolving Lender’s obligations to fund under Section 2.03(c) exists or any Dollar Revolving Lender is at such time a Defaulting Lender, unless the L/C Issuer has entered into satisfactory arrangements with the Borrower or such Dollar Revolving Lender to eliminate the L/C Issuer’s risk with respect to such Dollar Revolving Lender.
(iii) The L/C Issuer Issuing Lender shall not be under any obligation to amend any Letter of Credit if:
(A) if the L/C Issuer Issuing Lender would have no obligation not be permitted at such time to issue such the Letter of Credit in its amended form under the terms hereof; or.
(iv) The Issuing Lender shall be under no obligation to amend any Letter of Credit if (A) the Issuing Lender would have no obligation at such time to issue the Letter of Credit in its amended form under the terms hereof, or (B) the beneficiary of such the Letter of Credit does not accept the proposed amendment to such the Letter of Credit.
(ivv) The L/C Issuer Issuing Lender shall act on behalf of the Dollar Revolving Lenders with respect to any Letters of Credit issued by it and the documents associated therewith, and the L/C Issuer Issuing Lender shall have all of the benefits and immunities (A) provided to the Administrative Agent in Article X Section 10 with respect to any acts taken or omissions suffered by the L/C Issuer Issuing Lender in connection with Letters of Credit issued by it or proposed to be issued by it and Issuer LOC Documents pertaining to such Letters of Credit as fully as if the term “Administrative Agent” as used in Article X Section 10 included the L/C Issuer Issuing Lender with respect to such acts or omissions, and (B) as additionally provided herein with respect to the L/C IssuerIssuing Lender.
Appears in 1 contract
Obligation to Issue or Amend. (i) The L/C Issuer shall not issue any Letter of Credit if:
(A) subject to Section 2.03(b)(iii), the expiry date of such requested Letter of Credit would occur more than twelve (12) months after the date of issuance or last extensionrenewal, unless the Administrative Agent and the L/C Issuer Required Revolving Lenders have approved such expiry date; or
(B) the expiry date of such requested Letter of Credit would occur after the L/C Letter of Credit Expiration Date, unless all the Dollar Revolving Lenders have approved such expiry date.
(ii) The L/C Issuer shall not be under any no obligation to issue any Letter of Credit if:
(A) the issuance of such Letter of Credit would violate one or more policies of the L/C Issuer;
(B) such Letter of Credit is in an initial amount less than $50,000, is to be denominated in a currency other than Dollars or is not a standby (non-commercial) letter of credit;
(C) any order, judgment or decree of any Governmental Authority or arbitrator shall by its terms purport to enjoin or restrain the L/C Issuer from issuing such Letter of Credit, or any Law applicable to the L/C Issuer or any request or directive (whether or not having the force of law) from any Governmental Authority with jurisdiction over the L/C Issuer shall prohibit, or request that the L/C Issuer refrain from, the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon the L/C Issuer with respect to such Letter of Credit any restriction, reserve or capital requirement (for which the L/C Issuer is not otherwise compensated hereunder) not in effect on the Closing Date, or shall impose upon the L/C Issuer any unreimbursed loss, cost or expense that which was not applicable on the Closing Date and that which the L/C Issuer in good xxxxx xxxxx material to it;
(B) the issuance of such Letter of Credit would violate any Law applicable to the L/C Issuer;
(C) except as otherwise agreed by the L/C Issuer and the Administrative Agent, such Letter of Credit is in an initial stated amount less than $20,000;
(D) such Letter of Credit is to be denominated in a currency other than Dollars or an Alternative Currency;
(E) except as otherwise agreed by the L/C Issuer, such Letter of Credit contains provisions for automatic reinstatement of the stated amount after any drawing thereunder; or
(F) a default of any Dollar Revolving Lender’s obligations to fund under Section 2.03(c) exists or any Dollar Revolving Lender is at such that time a Defaulting Lender, unless the L/C Issuer has entered into arrangements, including the delivery of Cash Collateral, satisfactory arrangements to the L/C Issuer (in its sole discretion), with the Borrower or such Dollar Revolving Lender to eliminate the L/C Issuer’s risk 's actual or potential Fronting Exposure (after giving effect to Section 2.17(a)(iv)) with respect to such Dollar the Defaulting Lender arising from either the Letter of Credit then proposed to be issued or that Letter of Credit and all other L/C Obligations as to which the L/C Issuer has actual or potential Fronting Exposure, as it may elect in its sole discretion.
(E) the Revolving LenderCommitments have been terminated pursuant to Article VIII.
(iii) The L/C Issuer shall not be under any no obligation to amend any Letter of Credit if:
(A) the L/C Issuer would have no obligation at such time to issue such Letter of Credit in its amended form under the terms hereof; or
(B) the beneficiary of such Letter of Credit does not accept the proposed amendment to such Letter of Credit.
(iv) The L/C Issuer shall act on behalf of the Dollar Revolving Lenders with respect to not amend any Letters Letter of Credit issued by it and the documents associated therewith, and the L/C Issuer shall have all of the benefits and immunities (A) provided to the Administrative Agent in Article X with respect to any acts taken or omissions suffered by the L/C Issuer in connection with Letters of Credit issued by it or proposed to be issued by it and Issuer Documents pertaining to such Letters of Credit as fully as if the term “Administrative Agent” as used in Revolving Commitments have been terminated pursuant to Article X included the L/C Issuer with respect to such acts or omissions, and (B) as additionally provided herein with respect to the L/C IssuerVIII.
Appears in 1 contract
Obligation to Issue or Amend. (i1) The L/C Issuer shall not issue any Letter of Credit if:
(A) : subject to Section 2.03(b)(iii), the expiry date of such requested Letter of Credit would occur more than twelve (12) months after the date of issuance or last extension, unless the Administrative Agent and the L/C Issuer have approved such expiry date; or
(B) or the expiry date of such requested Letter of Credit would occur after the L/C Expiration Date, unless all the Dollar Revolving Lenders have approved such expiry date.
(ii2) The L/C Issuer shall not be under any obligation to issue any Letter of Credit if:
(A) : any order, judgment or decree of any Governmental Authority or arbitrator shall by its terms purport to enjoin or restrain the L/C Issuer from issuing such Letter of Credit, or any Law applicable to the L/C Issuer or any request or directive (whether or not having the force of law) from any Governmental Authority with jurisdiction over the L/C Issuer shall prohibit, or request that the L/C Issuer refrain from, the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon the L/C Issuer with respect to such Letter of Credit any restriction, reserve or capital requirement (for which the L/C Issuer is not otherwise compensated hereunder) not in effect on the Closing Date, or shall impose upon the L/C Issuer any unreimbursed loss, cost or expense that was not applicable on the Closing Date and that the L/C Issuer in good xxxxx xxxxx material to it;
(B) ; the issuance of such Letter of Credit would violate any Law applicable to the L/C Issuer;
(C) ; except as otherwise agreed by the L/C Issuer and the Administrative Agent, such Letter of Credit is in an initial stated amount less than $20,000;
(D) ; such Letter of Credit is to be denominated in a currency other than Dollars or an Alternative Currency;
(E) ; except as otherwise agreed by the L/C Issuer, such Letter of Credit contains provisions for automatic reinstatement of the stated amount after any drawing thereunder; or
(F) or a default of any Dollar Revolving Lender’s obligations to fund under Section 2.03(c) exists or any Dollar Revolving Lender is at such time a Defaulting Lender, unless the L/C Issuer has entered into satisfactory arrangements with the Borrower or such Dollar Revolving Lender to eliminate the L/C Issuer’s risk with respect to such Dollar Revolving Lender.
(iii3) The L/C Issuer shall not be under any obligation to amend any Letter of Credit if:
(A) : the L/C Issuer would have no obligation at such time to issue such Letter of Credit in its amended form under the terms hereof; or
(B) or the beneficiary of such Letter of Credit does not accept the proposed amendment to such Letter of Credit.
(iv4) The L/C Issuer shall act on behalf of the Dollar Revolving Lenders with respect to any Letters of Credit issued by it and the documents associated therewith, and the L/C Issuer shall have all of the benefits and immunities (A) provided to the Administrative Agent in Article X with respect to any acts taken or omissions suffered by the L/C Issuer in connection with Letters of Credit issued by it or proposed to be issued by it and Issuer Documents pertaining to such Letters of Credit as fully as if the term “Administrative Agent” as used in Article X included the L/C Issuer with respect to such acts or omissions, and (B) as additionally provided herein with respect to the L/C Issuer.
Appears in 1 contract
Samples: Credit Agreement (Ticketmaster)
Obligation to Issue or Amend. (i) The L/C Issuer shall not be under no obligation to issue any Letter of Credit if:
(A) subject to Section 2.03(b)(iii), the expiry date issuance of such requested Letter of Credit would occur violate one or more than twelve (12) months after the date policies of issuance or last extension, unless the Administrative Agent and the L/C Issuer have approved such expiry dateIssuer; or
(B) the expiry date of such requested Letter of Credit would occur after is in an initial amount less than $100,000, in the L/C Expiration Datecase of a commercial Letter of Credit, unless all or $500,000, in the Dollar Revolving Lenders have approved such expiry datecase of a standby Letter of Credit, or is to be denominated in a currency other than Dollars.
(ii) The L/C Issuer shall not be under any obligation to issue any Letter of Credit if:
(A) any order, judgment or decree of any Governmental Authority or arbitrator shall by its terms purport to enjoin or restrain the L/C Issuer from issuing such Letter of Credit, or any Law applicable to the L/C Issuer or any request or directive (whether or not having the force of law) from any Governmental Authority with jurisdiction over the L/C Issuer shall prohibit, or request that the L/C Issuer refrain from, the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon the L/C Issuer with respect to such Letter of Credit any restriction, reserve or capital requirement (for which the L/C Issuer is not otherwise compensated hereunder) not in effect on the Closing Date, or shall impose upon the L/C Issuer any unreimbursed loss, cost or expense that was not applicable on the Closing Date and that the L/C Issuer in good xxxxx xxxxx faith deems material to it;
(B) the expiry date of such requested Letter of Credit would occur at the earlier of (i) more than twelve months after the date of issuance or last renewal or (ii) less than sixty (60) days prior to the Termination Date, unless the Required Lenders have approved such expiry date;
(C) the expiry date of such requested Letter of Credit would occur after the Letter of Credit Expiration Date, unless all the Lenders have approved such expiry date;
(D) one or more applicable conditions contained in Section 4.02 shall not then be satisfied and the L/C Issuer shall have received written notice thereof from any Lender or any Credit Party at least one Business Day prior to the requested date of issuance of such Letter of Credit would violate any Law applicable to the L/C Issuer;
(C) except as otherwise agreed by the L/C Issuer and the Administrative Agent, such Letter of Credit is in an initial stated amount less than $20,000;
(D) such Letter of Credit is to be denominated in a currency other than Dollars or an Alternative Currency;Credit; or
(E) except as otherwise agreed by the L/C Issuer, such Letter of Credit contains provisions for automatic reinstatement of the stated amount after any drawing thereunder; or
(F) a default of any Dollar Revolving Lender’s obligations Commitments have been terminated pursuant to fund under Section 2.03(c) exists or any Dollar Revolving Lender is at such time a Defaulting Lender, unless the L/C Issuer has entered into satisfactory arrangements with the Borrower or such Dollar Revolving Lender to eliminate the L/C Issuer’s risk with respect to such Dollar Revolving Lender7.01.
(iii) The L/C Issuer shall not be under any no obligation to amend any Letter of Credit if:
(A) the L/C Issuer would have no obligation at such time to issue such Letter of Credit in its amended form under the terms hereof; or
(B) the beneficiary of such Letter of Credit does not accept the proposed amendment to such Letter of Credit.
(iv) The L/C Issuer shall act on behalf of the Dollar Revolving Lenders with respect to not amend any Letters Letter of Credit issued by it and the documents associated therewith, if:
(A) one or more applicable conditions contained in Section 4.02 shall not then be satisfied and the L/C Issuer shall have all of the benefits and immunities (A) provided received written notice thereof from any Lender or any Credit Party at least one Business Day prior to the Administrative Agent in Article X with respect to any acts taken or omissions suffered by the L/C Issuer in connection with Letters requested date of Credit issued by it or proposed to be issued by it and Issuer Documents pertaining to amendment of such Letters Letter of Credit as fully as if the term “Administrative Agent” as used in Article X included the L/C Issuer with respect to such acts or omissions, and Credit; or
(B) as additionally provided herein with respect the Revolving Commitments have been terminated pursuant to the L/C IssuerSection 7.01.
Appears in 1 contract
Obligation to Issue or Amend. (i) The Neither the Domestic L/C Issuer nor the Foreign L/C Issuer shall not issue any Letter of Credit if:
(A) subject to Section 2.03(b)(iii), the expiry date of such requested Letter of Credit would occur more than twelve (12) months after one year from the date of issuance or last extensionissuance, in the case of other Letters of Credit, unless the Administrative Agent and Required Domestic Revolving Lenders or the L/C Issuer Required Foreign Revolving Lenders, as appropriate, shall have approved such expiry date; orotherwise given their approval;
(B) the expiry date of any such requested Letter of Credit would occur after the L/C Expiration Date, unless all the Dollar Required Domestic Revolving Lenders or the Required Foreign Revolving Lenders, as appropriate, shall have approved otherwise given their approval; or
(C) any such expiry date.Letter of Credit is to be used for purposes other than those permitted under Section 7.11, unless the Required Domestic Revolving Lenders or the Required Foreign Revolving Lenders, as appropriate, shall have otherwise given their approval
(ii) The Neither the Domestic L/C Issuer nor the Foreign L/C Issuer shall not be under any obligation to issue any Letter of Credit if:
(A) any order, judgment or decree of any Governmental Authority or arbitrator shall by its terms purport to enjoin or restrain the such L/C Issuer from issuing such Letter of Credit, or any Law applicable to the such L/C Issuer or any request or directive (whether or not having the force of law) from any Governmental Authority with jurisdiction over the such L/C Issuer shall prohibit, or request that the such L/C Issuer refrain from, the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon the such L/C Issuer with respect to such Letter of Credit any restriction, reserve or capital requirement (for which the such L/C Issuer is not otherwise compensated hereunder) not in effect on the Closing Date, or shall impose upon the such L/C Issuer any unreimbursed loss, cost or expense that was not applicable on the Closing Date and that the such L/C Issuer in good xxxxx xxxxx material to it;
(B) the issuance of such Letter of Credit would violate any Law applicable to the or one or more policies of such L/C Issuer;
(C) except as otherwise agreed by the applicable L/C Issuer and the Administrative Agent, such Letter of Credit is in an initial stated amount less than $20,000100,000, in the case of a commercial Letter of Credit, or $250,000, in the case of a standby Letter of Credit;
(D) with respect to Domestic Letters of Credit, such Letter of Credit is to be denominated in a currency other than Dollars or an Alternative Currency;
(E) except as otherwise agreed by the Domestic Administrative Agent);
(E) such L/C Issuer, Issuer does not as of the issuance date of such requested Letter of Credit issue Letters of Credit in the requested currency;
(F) such Letter of Credit contains provisions for automatic reinstatement of the stated amount after any drawing thereunder; or
(FG) a default of any Dollar Revolving Lender’s obligations to fund under Section 2.03(c) exists or any Dollar Revolving Lender is at such time a Defaulting Lender, unless Adequate Assurance shall have been provided, including arrangements to eliminate an L/C Issuer’s actual or potential Fronting Exposure (after giving effect to Section 2.18(a)(viii)) with respect to the Defaulting Lender arising from either the Letter of Credit then proposed to be issued or that Letter of Credit and all other L/C Obligations as to which the applicable L/C Issuer has entered into satisfactory arrangements with the Borrower actual or such Dollar Revolving Lender to eliminate the L/C Issuer’s risk with respect to such Dollar Revolving Lenderpotential Fronting Exposure, as it may elect in its sole discretion.
(iii) The No L/C Issuer shall amend any Letter of Credit if such L/C Issuer would not be permitted at such time to issue such Letter of Credit in its amended form under the terms hereof.
(iv) No L/C Issuer shall be under any obligation to amend any Letter of Credit if:
(A) the such L/C Issuer would have no obligation at such time to issue such Letter of Credit in its amended form under the terms hereof; or
(B) the beneficiary of such Letter of Credit does not accept the proposed amendment to such Letter of Credit.
(ivv) The Domestic L/C Issuer shall act on behalf of the Dollar Revolving Lenders with respect to any Domestic Letters of Credit issued by it and the documents associated therewith, . The Foreign L/C Issuer shall act on behalf of the Lenders with respect to any Foreign Letters of Credit issued by it and the documents associated therewith. Each L/C Issuer shall have all of the benefits and immunities (A) provided to the Administrative Agent in Article X with respect to any acts taken or omissions suffered by the an L/C Issuer in connection with Letters of Credit issued by it them or proposed to be issued by it and Issuer Documents pertaining to such Letters of Credit as fully as if the term “Administrative Agent” as used in Article X included the such L/C Issuer with respect to such acts or omissions, and (B) as additionally provided herein with respect to the L/C IssuerIssuers.
Appears in 1 contract
Obligation to Issue or Amend. (i) The No L/C Issuer shall not issue any Letter of Credit if:
(A) subject to Section 2.03(b)(iii), the expiry date of such requested Letter of Credit would occur more than twelve (12) months after the date of issuance or last extension, unless the Administrative Agent and the applicable L/C Issuer (if other than the Administrative Agent) have approved such expiry date; or
(B) the expiry date of such requested Letter of Credit would occur after the L/C Expiration Date, unless all the Dollar Revolving Lenders have approved such expiry date.
(ii) The No L/C Issuer shall not be under any obligation to issue any Letter of Credit if:
(A) any order, judgment or decree of any Governmental Authority or arbitrator shall by its terms purport to enjoin or restrain the such L/C Issuer from issuing such Letter of Credit, or any Law applicable to the such L/C Issuer or any request or directive (whether or not having the force of law) from any Governmental Authority with jurisdiction over the such L/C Issuer shall prohibit, or request that the such L/C Issuer refrain from, the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon the such L/C Issuer with respect to such Letter of Credit any restriction, reserve or capital requirement (for which the such L/C Issuer is not otherwise compensated hereunder) not in effect on the Closing Date, or shall impose upon the such L/C Issuer any unreimbursed loss, cost or expense that was not applicable on the Closing Date and that the such L/C Issuer in good xxxxx xxxxx material to it;
(B) the issuance of such Letter of Credit would violate any Law applicable to the such L/C Issuer;
(C) except as otherwise agreed by the L/C Issuer and the Administrative Agent, such Letter of Credit is in an initial stated amount less than $20,000[Reserved];
(D) such Letter of Credit is to be denominated in a currency other than Dollars or an Alternative Currency;
(E) except as otherwise agreed by the such L/C Issuer, such Letter of Credit contains provisions for automatic reinstatement of the stated amount after any drawing thereunder; or
(F) a default of any Dollar Revolving Lender’s obligations to fund under Section 2.03(c) exists or any Dollar Revolving Lender is at such time a Defaulting Lender, unless the such L/C Issuer has entered into satisfactory arrangements with the Borrower or such Dollar Revolving Lender to eliminate the such L/C Issuer’s risk with respect to such Dollar Revolving Lender.
(iii) The No L/C Issuer shall not be under any obligation to amend any Letter of Credit if:
(A) the such L/C Issuer would have no obligation at such time to issue such Letter of Credit in its amended form under the terms hereof; or
(B) the beneficiary of such Letter of Credit does not accept the proposed amendment to such Letter of Credit.
(iv) The Each L/C Issuer shall act on behalf of the Dollar applicable Revolving Credit Lenders with respect to any Letters of Credit issued by it and the documents associated therewith, and the each L/C Issuer shall have all of the benefits and immunities (A) provided to the Administrative Agent in Article X with respect to any acts taken or omissions suffered by the such L/C Issuer in connection with Letters of Credit issued by it or proposed to be issued by it and Issuer Documents pertaining to such Letters of Credit as fully as if the term “Administrative Agent” as used in Article X included the such L/C Issuer with respect to such acts or omissions, and (B) as additionally provided herein with respect to the such L/C Issuer.
Appears in 1 contract
Samples: Credit Agreement (HSN, Inc.)
Obligation to Issue or Amend. (ia) The L/C Issuer shall not issue any Letter of Credit if:
(Aif:(i) subject to [Credit Agreement] except as otherwise provided in Section 2.03(b)(iii), the expiry date of such requested Letter of Credit date(A) would occur more than twelve (12I) months after in the case of a standby Letter of Credit, one year from the date of issuance or last extension(II) in the case of a commercial Letter of Credit, 180 days from the date of issuance, in each case unless the Administrative Agent Required Revolving Credit Lenders and the L/C Issuer shall have approved such expiry dateotherwise given their approval; or
(B) the expiry date of any such requested Letter of Credit would occur after the the(B) L/C Expiration Date, unless all the Dollar Revolving Credit Lenders and the L/C Issuer shall have approved otherwise given their approval or the Outstanding Amount of L/C Obligations in respect of such expiry date.
(iirequested Letter of Credit has been Cash Collateralized or back-stopped by a letter of credit reasonably satisfactory to the applicable L/C Issuer; provided that once such Letter of Credit is fully Cash Collateralized, the other Lenders are released from liability as a Participant; or any such Letter of Credit is to be used for purposes other than those(C) permitted under Section 7.11, unless the Required Lenders shall have otherwise given their approval. The L/C Issuer shall not be under any obligation to issue any Letter Letter(ii) of Credit if:
(A) : any order, judgment or decree of any Governmental Authority or or(A) arbitrator shall by its terms purport to enjoin or restrain the L/C Issuer from issuing such Letter of Credit, or any Law applicable to the L/C Issuer or any request or directive (whether or not having the force of law) from any Governmental Authority with jurisdiction over the L/C Issuer shall prohibit, or request that the L/C Issuer refrain from, the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon the L/C Issuer with respect to such Letter of Credit any restriction, reserve or capital requirement (for which the L/C Issuer is not otherwise compensated hereunder) not in effect on the Closing Date, or shall impose upon the L/C Issuer any unreimbursed loss, cost or expense that was not applicable on the Closing Date and that the L/C Issuer in good xxxxx xxxxx material to it;
(B) ; the issuance of such Letter of Credit would violate any Law applicable to or one(B) or more policies of the L/C Issuer;
(C) ; except as otherwise agreed by the L/C Issuer and the the(C) Administrative Agent, such Letter of Credit is in an initial stated amount less than $20,000;
(D) 100,000, in the case of a commercial Letter of Credit, or $200,000, in the case of a standby Letter of Credit; such Letter of Credit is to be denominated in a currency other than than(D) Dollars or an Alternative Currency;
(E) except as otherwise agreed by the L/C Issuer, ; such Letter of Credit contains provisions for automatic automatic(E) reinstatement of the stated amount after any drawing thereunder; or
(F) a default of any Dollar Revolving Lender’s obligations to fund under Section 2.03(c) exists or any Dollar Revolving Lender is at such time a Defaulting Lender, unless the L/C Issuer has entered into satisfactory arrangements with the Borrower or such Dollar Revolving Lender to eliminate the L/C Issuer’s risk with respect to such Dollar Revolving Lender.
(iii) The L/C Issuer shall not be under any obligation to amend any Letter of [Credit if:
(A) the L/C Issuer would have no obligation at such time to issue such Letter of Credit in its amended form under the terms hereof; or
(B) the beneficiary of such Letter of Credit does not accept the proposed amendment to such Letter of Credit.
(iv) The L/C Issuer shall act on behalf of the Dollar Revolving Lenders with respect to any Letters of Credit issued by it and the documents associated therewith, and the L/C Issuer shall have all of the benefits and immunities (A) provided to the Administrative Agent in Article X with respect to any acts taken or omissions suffered by the L/C Issuer in connection with Letters of Credit issued by it or proposed to be issued by it and Issuer Documents pertaining to such Letters of Credit as fully as if the term “Administrative Agent” as used in Article X included the L/C Issuer with respect to such acts or omissions, and (B) as additionally provided herein with respect to the L/C Issuer.Agreement]
Appears in 1 contract
Obligation to Issue or Amend. (i) The L/C Issuer shall not be under no obligation to issue any Letter of Credit if:
(A) subject to Section 2.03(b)(iii), the expiry date issuance of such requested Letter of Credit would occur violate one or more than twelve (12) months after the date internal policies of issuance or last extension, unless the Administrative Agent and the L/C Issuer have approved such expiry dateIssuer; or
(B) the expiry date of such requested Letter of Credit would occur after is in an initial amount less than $100,000, in the L/C Expiration Datecase of a commercial Letter of Credit, unless all or $500,000, in the Dollar Revolving Lenders have approved such expiry datecase of a standby Letter of Credit, or is to be denominated in a currency other than Dollars.
(ii) The L/C Issuer shall not be under any obligation to issue any Letter of Credit if:
(A) any order, judgment or decree of any Governmental Authority or arbitrator shall by its terms purport to enjoin or restrain the L/C Issuer from issuing such Letter of Credit, or any Law applicable to the L/C Issuer or any request or directive (whether or not having the force of law) from any Governmental Authority with jurisdiction over the L/C Issuer shall prohibit, or request that the L/C Issuer refrain from, the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon the L/C Issuer with respect to such Letter of Credit any restriction, reserve or capital requirement (for which the L/C Issuer is not otherwise compensated hereunder) not in effect on the Closing Date, or shall impose upon the L/C Issuer any unreimbursed loss, cost or expense that was not applicable on the Closing Date and that the L/C Issuer in good xxxxx xxxxx material to it;
(B) the expiry date of such requested Letter of Credit would occur more than twelve months after the date of issuance or last renewal, unless the Required Lenders have approved such expiry date;
(C) the expiry date of such requested Letter of Credit would occur after the L/C Expiration Date, unless all the Lenders have approved such expiry date;
(D) one or more applicable conditions contained in Article V shall not then be satisfied and the L/C Issuer shall have received written notice thereof from any Lender or any Credit Party at least one Business Day prior to the requested date of issuance of such Letter of Credit would violate any Law applicable to the L/C Issuer;
(C) except as otherwise agreed by the L/C Issuer and the Administrative Agent, such Letter of Credit is in an initial stated amount less than $20,000;
(D) such Letter of Credit is to be denominated in a currency other than Dollars or an Alternative Currency;Credit; or
(E) except as otherwise agreed by the L/C Issuer, such Letter of Credit contains provisions for automatic reinstatement of the stated amount after any drawing thereunder; or
(F) a default of any Dollar Revolving Lender’s obligations Commitments have been terminated pursuant to fund under Section 2.03(c) exists or any Dollar Revolving Lender is at such time a Defaulting Lender, unless the L/C Issuer has entered into satisfactory arrangements with the Borrower or such Dollar Revolving Lender to eliminate the L/C Issuer’s risk with respect to such Dollar Revolving Lender9.02.
(iii) The L/C Issuer shall not be under any no obligation to amend any Letter of Credit if:
(A) the L/C Issuer would have no obligation at such time to issue such Letter of Credit in its amended form under the terms hereof; or
(B) the beneficiary of such Letter of Credit does not accept the proposed amendment to such Letter of Credit.
(iv) The L/C Issuer shall act on behalf of the Dollar Revolving Lenders with respect to not amend any Letters Letter of Credit issued by it and the documents associated therewith, if:
(A) one or more applicable conditions contained in Article V shall not then be satisfied and the L/C Issuer shall have all of the benefits and immunities (A) provided received written notice thereof from any Lender or any Credit Party at least one Business Day prior to the Administrative Agent in Article X with respect to any acts taken or omissions suffered by the L/C Issuer in connection with Letters requested date of Credit issued by it or proposed to be issued by it and Issuer Documents pertaining to amendment of such Letters Letter of Credit as fully as if the term “Administrative Agent” as used in Article X included the L/C Issuer with respect to such acts or omissions, and Credit; or
(B) as additionally provided herein with respect the Revolving Commitments have been terminated pursuant to the L/C IssuerSection 9.02.
Appears in 1 contract
Samples: Credit Agreement (Amerigroup Corp)
Obligation to Issue or Amend. (i) The No L/C Issuer shall not issue any Letter of Credit if:
(A) subject to Section 2.03(b)(iii), the expiry date of such requested Letter of Credit would occur more than twelve (12) months after the date of issuance or last extension, unless the Administrative Agent and the such L/C Issuer have approved such expiry date; or;
(B) the expiry date of such any requested Letter of Credit would occur after the L/C Expiration Date, unless all the Dollar L/C Revolving Lenders have approved such expiry date;
(C) with respect to a Letter of Credit to be issued by a Dollar L/C Issuer, such Letter of Credit is to be denominated in a currency other than Dollars; or
(D) with respect to a Letter of Credit to be issued by a Multicurrency L/C Issuer, such Letter of Credit is to be denominated in a currency other than Dollars, Euros or Sterling (provided that the foregoing shall in no way limit the right of a Multicurrency L/C Issuer, in its sole discretion, to issue a Letter of Credit in any other Approved Currency).
(ii) The No L/C Issuer shall not be under any obligation to issue any Letter of Credit if:
(A) any order, judgment or decree of any Governmental Authority or arbitrator shall by its terms purport to enjoin or restrain the such L/C Issuer from issuing such Letter of Credit, or any Law applicable to the such L/C Issuer or any request or directive (whether or not having the force of law) from any Governmental Authority with jurisdiction over the such L/C Issuer shall prohibit, or request that the such L/C Issuer refrain from, the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon the such L/C Issuer with respect to such Letter of Credit any restriction, reserve or capital requirement (for which the such L/C Issuer is not otherwise compensated hereunder) not in effect on the Closing Amendment No. 6 Effective Date, or shall impose upon the such L/C Issuer any unreimbursed loss, cost or expense that was not applicable on the Closing Amendment No. 6 Effective Date and that the such L/C Issuer in good xxxxx xxxxx material to it;
(B1) the issuance of such Letter of Credit would violate any Law applicable to the such L/C Issuer;
(C2) except as otherwise agreed by the such L/C Issuer and the Administrative Agent, such Letter of Credit is in an initial stated amount less than the Dollar Equivalent of $20,000;
(3) without derogation of clauses (a)(i)(C) and (D) above, such Letter of Credit is to be denominated in a currency other than Dollars or an Alternative CurrencyCurrency (it being understood and agreed, for the avoidance of doubt, that no L/C Issuer will be required to issue any Letters of Credit in Brazilian Real);
(E4) except as otherwise agreed by the such L/C Issuer, such Letter of Credit contains provisions for automatic reinstatement of the stated amount after any drawing thereunder; or;
(F5) a default of any Dollar Revolving Lender’s obligations to fund under Section 2.03(c) exists or any Dollar Revolving Lender or Limited Currency Revolving Lender is at such that time a Defaulting Lender, unless the such L/C Issuer has entered into arrangements, including the delivery of cash collateral, reasonably satisfactory arrangements to such L/C Issuer with the Parent Borrower or such Dollar Revolving Lender to eliminate the L/C Issuer’s risk actual or potential L/C Obligations (after giving effect to Section 2.16) with respect to such Dollar Revolving LenderDefaulting Lender arising from either the Letter of Credit then proposed to be issued or that Letter of Credit and all other L/C Obligations as to which such L/C Issuer has exposure; and
(6) such Letter of Credit is a commercial Letter of Credit, unless such L/C Issuer otherwise consents, or if the issuance of such Letter of Credit would violate one or more policies of such L/C Issuer with respect to letters of credit.
(iii) The No L/C Issuer shall not be under any obligation to amend any Letter of Credit if:
if (A) the such L/C Issuer would have no obligation at such time to issue such Letter of Credit in its amended form under the terms hereof; or
or (B) the beneficiary of such Letter of Credit does not accept the proposed amendment to such Letter of Credit.
(iv) The applicable L/C Issuer shall act on behalf of the Dollar L/C Revolving Lenders with respect to any Letters of Credit issued by it and the documents associated therewith, and the such L/C Issuer shall have all of the benefits and immunities (A) provided to the Administrative Agent in Article X with respect to any acts taken or omissions suffered by the such L/C Issuer in connection with such Letters of Credit issued by it or proposed to be issued by it and Issuer Documents pertaining to such Letters of Credit as fully as if the term “Administrative Agent” as used in Article X included the such L/C Issuer with respect to such acts or omissions, and (B) as additionally provided herein with respect to the such L/C Issuer.
Appears in 1 contract
Obligation to Issue or Amend. (i) The No L/C Issuer shall not issue any Letter of Credit if:
(A) subject to Section 2.03(b)(iii), the expiry date of such requested Letter of Credit would occur more than twelve (12) months after the date of issuance or last extension, unless the Administrative Agent and the L/C Issuer Required Lenders have approved such expiry date; or
(B) the expiry date of such requested Letter of Credit would occur after the L/C Expiration Date, unless all the Dollar Revolving Lenders have approved such expiry date.
(ii) The No L/C Issuer shall not be under any obligation to issue any Letter of Credit if:
(A) any order, judgment or decree of any Governmental Authority or arbitrator shall by its terms purport to enjoin or restrain the such L/C Issuer from issuing such Letter of Credit, or any Law applicable to the such L/C Issuer or any request or directive (whether or not having the force of law) from any Governmental Authority with jurisdiction over the such L/C Issuer shall prohibit, or request that the such L/C Issuer refrain from, the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon the such L/C Issuer with respect to such Letter of Credit any restriction, reserve or capital requirement (for which the such L/C Issuer is not otherwise compensated hereunder) not in effect on the Closing Date, or shall impose upon the such L/C Issuer any unreimbursed loss, cost or expense that was not applicable on the Closing Date and that the such L/C Issuer in good xxxxx xxxxx material to it;
(B) the issuance of such Letter of Credit would violate any Law applicable to the or one or more policies of such L/C IssuerIssuer applicable to letters of credit generally;
(C) except as otherwise agreed by the such L/C Issuer and the Administrative Agent, such Letter of Credit is in an initial stated amount less than $20,00050,000;
(D) except as otherwise agreed by the Administrative Agent and such L/C Issuer, such Letter of Credit is to be denominated in a currency other than Dollars or an Alternative Currency;
(E) such L/C Issuer does not as of the issuance date of such requested Letter of Credit issue Letters of Credit in the requested currency;
(F) except as otherwise agreed by the such L/C Issuer, such Letter of Credit contains provisions for automatic reinstatement of the stated amount after any drawing thereunder; or
(FG) a default of any Dollar Revolving Lender’s obligations to fund under the conditions set forth in Section 2.03(c) exists or any Dollar Revolving Lender is at such time a Defaulting Lender, unless the L/C Issuer has entered into satisfactory arrangements with the Borrower or such Dollar Revolving Lender to eliminate the L/C Issuer’s risk with respect to such Dollar Revolving Lender5.02 are not satisfied.
(iii) The No L/C Issuer shall amend any Letter of Credit if such L/C Issuer would not be permitted at such time to issue such Letter of Credit in its amended form under the terms hereof.
(iv) No L/C Issuer shall be under any obligation to amend any Letter of Credit if:
(A) the such L/C Issuer would have no obligation at such time to issue such Letter of Credit in its amended form under the terms hereof; or
(B) the beneficiary of such Letter of Credit does not accept the proposed amendment to such Letter of Credit.
(iv) The L/C Issuer shall act on behalf of the Dollar Revolving Lenders with respect to any Letters of Credit issued by it and the documents associated therewith, and the L/C Issuer shall have all of the benefits and immunities (A) provided to the Administrative Agent in Article X with respect to any acts taken or omissions suffered by the L/C Issuer in connection with Letters of Credit issued by it or proposed to be issued by it and Issuer Documents pertaining to such Letters of Credit as fully as if the term “Administrative Agent” as used in Article X included the L/C Issuer with respect to such acts or omissions, and (B) as additionally provided herein with respect to the L/C Issuer.
Appears in 1 contract
Obligation to Issue or Amend. (i) The L/C Issuer shall not issue any Letter of Credit if:
(A) subject to Section 2.03(b)(iii), the expiry date of such requested Letter of Credit would occur more than twelve (12) months after the date of issuance or last extensionissuance, unless the Administrative Agent and the L/C Issuer Required Revolving Lenders have approved such expiry date; or
(B) the expiry date of such requested Letter of Credit would occur after the L/C Expiration Date, unless all the Dollar Revolving Lenders have approved such expiry date.; or
(ii) The L/C Issuer shall not be under any obligation to issue any Letter of Credit if:
(A) any order, judgment or decree of any Governmental Authority or arbitrator shall by its terms purport to enjoin or restrain the L/C Issuer from issuing such Letter of Credit, or any Law applicable to the L/C Issuer or any request or directive (whether or not having the force of law) from any Governmental Authority with jurisdiction over the L/C Issuer shall prohibit, or request that the L/C Issuer refrain from, the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon the L/C Issuer with respect to such Letter of Credit any restriction, reserve or capital requirement (for which the L/C Issuer is not otherwise compensated hereunder) not in effect on the Closing Date, or shall impose upon the L/C Issuer any unreimbursed loss, cost or expense that was not applicable on the Closing Date and that the L/C Issuer in good xxxxx xxxxx material to it;
(B) the issuance of such Letter of Credit would violate any Law applicable to one or more policies of the L/C IssuerIssuer applicable to letters of credit generally;
(C) except as otherwise agreed by the L/C Issuer and the Administrative Agent, such Letter of Credit is in an initial stated face amount less than $20,000500,000;
(D) except as otherwise agreed by the Administrative Agent, such Letter of Credit is to be denominated in a currency other than Dollars or an Alternative Currency;
(E) except as otherwise agreed by the L/C Issuer, Issuer does not as of the issuance date of such requested Letter of Credit issue Letters of Credit in the requested currency;
(F) such Letter of Credit contains provisions for automatic reinstatement of the stated amount after any drawing thereunder; or
(FG) a default of any Dollar Revolving Lender’s obligations to fund under Section 2.03(c) exists or any Dollar Revolving Lender is at such time an Impacted Lender or a Defaulting Lender, whether on account of a failure to fund its obligations under Section 2.03(c) or otherwise, unless such Revolving Lender shall have provided Adequate Assurance.
(iii) The L/C Issuer shall not amend any Letter of Credit if the L/C Issuer has entered into satisfactory arrangements with would not be permitted at such time to issue such Letter of Credit in its amended form under the Borrower or such Dollar Revolving Lender to eliminate the L/C Issuer’s risk with respect to such Dollar Revolving Lenderterms hereof.
(iiiiv) The L/C Issuer shall not be under any obligation to amend any Letter of Credit if:
(A) the L/C Issuer would have no obligation at such time to issue such Letter of Credit in its amended form under the terms hereof; or
(B) the beneficiary of such Letter of Credit does not accept the proposed amendment to such Letter of Credit.
(iv) The L/C Issuer shall act on behalf of the Dollar Revolving Lenders with respect to any Letters of Credit issued by it and the documents associated therewith, and the L/C Issuer shall have all of the benefits and immunities (A) provided to the Administrative Agent in Article X with respect to any acts taken or omissions suffered by the L/C Issuer in connection with Letters of Credit issued by it or proposed to be issued by it and Issuer Documents pertaining to such Letters of Credit as fully as if the term “Administrative Agent” as used in Article X included the L/C Issuer with respect to such acts or omissions, and (B) as additionally provided herein with respect to the L/C Issuer.
Appears in 1 contract
Obligation to Issue or Amend. (i) The L/C Issuer shall not issue any Letter of Credit if:
(A) subject to Section 2.03(b)(iii), the expiry date of such requested Letter of Credit would occur more than twelve (12) months after the date of issuance or last extension, unless the Administrative Agent and the L/C Issuer have approved such expiry date; or
(B) the expiry date of such requested Letter of Credit would occur after the L/C Expiration Date, unless all the Dollar Revolving Lenders have approved such expiry date.
(ii) The L/C Issuer shall not be under any obligation to issue any Letter of Credit if:
(A) any order, judgment or decree of any Governmental Authority or arbitrator shall by its terms purport to enjoin or restrain the L/C Issuer from issuing such Letter of Credit, or any Law applicable to the L/C Issuer or any request or directive (whether or not having the force of law) from any Governmental Authority with jurisdiction over the L/C Issuer shall prohibit, or request that the L/C Issuer refrain from, the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon the L/C Issuer with respect to such Letter of Credit any restriction, reserve or capital requirement (for which the L/C Issuer is not otherwise compensated hereunder) not in effect on the Closing Date, or shall impose upon the L/C Issuer any unreimbursed loss, cost or expense that was not applicable on the Closing Date and that the L/C Issuer in good xxxxx xxxxx material to it;
(B) the issuance of such Letter of Credit would violate any Law applicable to the L/C Issuer;
(C) except as otherwise agreed by the L/C Issuer and the Administrative Agent, such Letter of Credit is in an initial stated amount less than $20,00050,000;
(D) such Letter of Credit is to be denominated in a currency other than Dollars or an Alternative Currency;
(E) except as otherwise agreed by the L/C Issuer, such Letter of Credit contains provisions for automatic reinstatement of the stated amount after any drawing thereunder; or
(F) a default of any Dollar Revolving Lender’s obligations to fund under Section 2.03(c) exists or any Dollar Revolving Lender is at such time a Defaulting Lender, unless the L/C Issuer has entered into satisfactory arrangements with the Borrower or such Dollar Revolving Lender to eliminate the L/C Issuer’s risk with respect to such Dollar Revolving Lender.
(iii) The L/C Issuer shall not be under any obligation to amend any Letter of Credit if:
(A) the L/C Issuer would have no obligation at such time to issue such Letter of Credit in its amended form under the terms hereof; or
(B) the beneficiary of such Letter of Credit does not accept the proposed amendment to such Letter of Credit.
(iv) The L/C Issuer shall act on behalf of the Dollar Revolving Lenders with respect to any Letters of Credit issued by it and the documents associated therewith, and the L/C Issuer shall have all of the benefits and immunities (A) provided to the Administrative Agent in Article X with respect to any acts taken or omissions suffered by the L/C Issuer in connection with Letters of Credit issued by it or proposed to be issued by it and Issuer Documents pertaining to such Letters of Credit as fully as if the term “Administrative Agent” as used in Article X included the L/C Issuer with respect to such acts or omissions, and (B) as additionally provided herein with respect to the L/C Issuer.
Appears in 1 contract
Obligation to Issue or Amend. (i) The L/C Issuer Issuers shall not issue any Letter of Credit if:
(A) subject to Section 2.03(b)(iii), the expiry date of such requested Letter of Credit would occur more than twelve (12) months after the date of issuance or last extension, unless the Administrative Agent and Required Lenders for the L/C Issuer respective facility hereunder have approved such expiry date; or
(B) the expiry date of such requested Letter of Credit would occur after the L/C Expiration Date, unless all the Dollar Revolving respective Lenders have approved such expiry date.;
(ii) The L/C Issuer Issuers 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 applicable L/C Issuer from issuing such Letter of Credit, or any Law applicable to the applicable L/C Issuer or any request or directive (whether or not having the force of law) from any Governmental Authority with jurisdiction over the applicable L/C Issuer shall prohibit, or request that the applicable L/C Issuer refrain from, the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon the applicable L/C Issuer with respect to such Letter of Credit any restriction, reserve or capital requirement (for which the applicable L/C Issuer is not otherwise compensated hereunder) not in effect on the Closing Date, or shall impose upon the applicable L/C Issuer any unreimbursed loss, cost or expense that was not applicable on the Closing Date and that the applicable L/C Issuer in good xxxxx fxxxx xxxxx material to it;
(B) the issuance of such Letter of Credit would violate any Law or one or more policies of the applicable to the L/C IssuerIssuer applicable to letters of credit generally;
(C) except as otherwise agreed by the applicable L/C Issuer and the Administrative Agent, such Letter of Credit is in an initial stated amount less than $20,000;1 million.
(D) except as otherwise agreed by the Administrative Agent, such Letter of Credit is to be denominated in a currency other than (i) Dollars, in the case of Letters of Credit issued under the Domestic Revolving Commitments, (ii) Dollars or an and Alternative CurrencyCurrencies, in the case of Letters of Credit issued under the F/X Revolving Commitments, and (iii) Rupees, in the case of Letters of Credit issued under the India Revolving Commitments;
(E) except as otherwise agreed by the applicable L/C Issuer, Issuer does not as of the issuance date of such requested Letter of Credit contains provisions for automatic reinstatement issue Letters of Credit in the stated amount after any drawing thereunderrequested currency; or
(F) a default of any Dollar Revolving Lender’s obligations to fund under Section 2.03(c) exists or any Dollar Revolving Lender is at such time a Defaulting Lender, unless the applicable L/C Issuer has entered into satisfactory arrangements with the applicable Borrower or such Dollar Revolving Lender to eliminate the applicable L/C Issuer’s risk with respect to such Dollar Revolving Lender.
(iii) The L/C Issuers shall not amend any Letter of Credit if the applicable L/C Issuer would not be permitted at such time to issue such Letter of Credit in its amended form under the terms hereof.
(iv) The L/C Issuers shall not be under any obligation to amend any Letter of Credit if:
(A) the applicable L/C Issuer would have no obligation at such time to issue such Letter of Credit in its amended form under the terms hereof; or
(B) the beneficiary of such Letter of Credit does not accept the proposed amendment to such Letter of Credit.
(ivv) The L/C Issuer Issuers shall act on behalf of the Dollar Revolving Lenders with respect to any Letters of Credit issued by it them and the documents associated therewith, and the L/C Issuer Issuers shall have all of the benefits and immunities (A) provided to the Administrative Agent in Article X with respect to any acts taken or omissions suffered by the L/C Issuer Issuers in connection with Letters of Credit issued by it them or proposed to be issued by it them and Issuer Documents pertaining to such Letters of Credit as fully as if the term “Administrative Agent” as used in Article X included the L/C Issuer Issuers with respect to such acts or omissions, and (B) as additionally provided herein with respect to the L/C IssuerIssuers.
Appears in 1 contract
Obligation to Issue or Amend. (i) The L/C Issuer shall not issue any Letter of Credit if:
: (A) subject to Section 2.03(b)(iii), the expiry date of such requested Letter of Credit would occur more than twelve (12) months after the date of issuance or last extensionrenewal, unless the Administrative Agent and the L/C Issuer Required Lenders have approved such expiry date; or
(B) the expiry date of such requested Letter of Credit would occur after the L/C Expiration Date, unless all the Dollar Revolving Lenders have approved such expiry date.
(ii) The L/C Issuer shall not be under any no obligation to issue any Letter of Credit if:
: (A) the issuance of such Letter of Credit would violate one or more policies of the L/C Issuer; (B) such Letter of Credit is in an initial amount less than $50,000, is to be denominated in a currency other than Dollars or is not a standby (non-commercial) letter of credit; (C) any order, judgment or decree of any Governmental Authority or arbitrator shall by its terms purport to enjoin or restrain the L/C Issuer from issuing such Letter of Credit, or any Law applicable to the L/C Issuer or any request or directive (whether or not having the force of law) from any Governmental Authority with jurisdiction over the L/C Issuer shall prohibit, or request that the L/C Issuer refrain from, the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon the L/C Issuer with respect to such Letter of Credit any restriction, reserve or capital requirement (for which the L/C Issuer is not otherwise compensated hereunder) not in effect on the Closing Date, or shall impose upon the L/C Issuer any unreimbursed loss, cost or expense that which was not applicable on the Closing Date and that which the L/C Issuer in good xxxxx xxxxx material to it;
(B) the issuance of such Letter of Credit would violate any Law applicable to the L/C Issuer;
(C) except as otherwise agreed by the L/C Issuer and the Administrative Agent, such Letter of Credit is in an initial stated amount less than $20,000;
; (D) such Letter of Credit is to be denominated in a currency other than Dollars or an Alternative Currency;
(E) except as otherwise agreed by the L/C Issuer, such Letter of Credit contains provisions for automatic reinstatement of the stated amount after any drawing thereunder; or
(F) a default of any Dollar Revolving Lender’s obligations to fund under Section 2.03(c) exists or any Dollar Revolving Lender is at such that time a Defaulting Lender, unless the L/C Issuer has entered into arrangements, including the delivery of Cash Collateral, satisfactory arrangements to the L/C Issuer (in its sole discretion), with the Borrower or such Dollar Revolving Lender to eliminate the L/C Issuer’s risk 's actual or potential Fronting Exposure (after giving effect to Section 2.17(a)(iv)) with respect to such Dollar the Defaulting Lender arising from either the Letter of Credit then proposed to be issued or that Letter of Credit and all other L/C Obligations as to which the L/C Issuer has actual or potential Fronting Exposure, as it may elect in its sole discretion. (E) the Revolving LenderCommitments have been terminated pursuant to Article VIII.
(iii) The L/C Issuer shall not be under any no obligation to amend any Letter of Credit if:
(A) the L/C Issuer would have no obligation at such time to issue such Letter of Credit in its amended form under the terms hereof; or
(B) the beneficiary of such Letter of Credit does not accept the proposed amendment to such Letter of Credit.
(iv) The L/C Issuer shall act on behalf of the Dollar Revolving Lenders with respect to not amend any Letters Letter of Credit issued by it and the documents associated therewith, and the L/C Issuer shall have all of the benefits and immunities (A) provided to the Administrative Agent in Article X with respect to any acts taken or omissions suffered by the L/C Issuer in connection with Letters of Credit issued by it or proposed to be issued by it and Issuer Documents pertaining to such Letters of Credit as fully as if the term “Administrative Agent” as used in Revolving Commitments have been terminated pursuant to Article X included the L/C Issuer with respect to such acts or omissions, and (B) as additionally provided herein with respect to the L/C IssuerVIII.
Appears in 1 contract
Obligation to Issue or Amend. (i) The L/C Issuer shall not issue any Letter of Credit if:
(A) subject to Section 2.03(b)(iii), the expiry date issuance of such requested Letter of Credit would occur violate one or more policies of the L/C Issuer; or
(B) such Letter of Credit is in an initial amount less than twelve Fifty Thousand Dollars (12$50,000) months after the date or is not a standby letter of issuance or last extension, unless credit; or
(C) except as otherwise agreed by the Administrative Agent and the L/C Issuer, the Letter of Credit is to be denominated in a currency other than Dollars or an Alternative Currency;
(D) the L/C Issuer have approved such expiry datedoes not as of the issuance date of the requested Letter of Credit issue Letters of Credit in the requested currency; or
(BE) the expiry date of such requested Letter of Credit would occur after any Lender is at that time a Defaulting Lender, unless the L/C Expiration DateIssuer has entered into arrangements, unless including the delivery of Cash Collateral, satisfactory to the L/C Issuer (in its sole discretion) with the Borrower or such Lender to eliminate the L/C Issuer’s actual or potential Fronting Exposure (after giving effect to Section 2.15(a)(iv)) with respect to the Defaulting Lender arising from either the Letter of Credit then proposed to be issued or that Letter of Credit and all other L/C Obligations as to which the Dollar Revolving Lenders have approved such expiry dateL/C Issuer has actual or potential Fronting Exposure, as it may elect in its sole discretion.
(ii) The L/C Issuer shall not be under any no obligation to issue any Letter of Credit if:
(A) any order, judgment or decree of any Governmental Authority or arbitrator shall by its terms purport to enjoin or restrain the L/C Issuer from issuing such Letter of Credit, or any Law applicable to the L/C Issuer or any request or directive (whether or not having the force of law) from any Governmental Authority with jurisdiction over the L/C Issuer shall prohibit, or request that the L/C Issuer refrain from, the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon the L/C Issuer with respect to such Letter of Credit any restriction, reserve or capital requirement (for which the L/C Issuer is not otherwise compensated hereunder) not in effect on the Closing Date, or shall impose upon the L/C Issuer any unreimbursed loss, cost or expense that was not applicable on the Closing Date and that the L/C Issuer in good xxxxx xxxxx material to it;
(B) the issuance expiry date of such requested Letter of Credit would violate any Law applicable to occur more than twelve (12) months after the L/C Issuerdate of issuance or last renewal, unless the Required Revolving Lenders have approved such expiry date;
(C) except as otherwise agreed by the L/C Issuer and the Administrative Agent, expiry date of such requested Letter of Credit is in an initial stated amount less than $20,000;
(D) such would occur after the Letter of Credit is to be denominated in a currency other than Dollars or an Alternative Currency;
(E) except as otherwise agreed by the L/C Issuer, such Letter of Credit contains provisions for automatic reinstatement of the stated amount after any drawing thereunder; or
(F) a default of any Dollar Revolving Lender’s obligations to fund under Section 2.03(c) exists or any Dollar Revolving Lender is at such time a Defaulting LenderExpiration Date, unless the L/C Issuer has entered into satisfactory arrangements with the Borrower approved such expiry date;
(D) one or such Dollar Revolving Lender to eliminate more applicable conditions contained in Section 4.02 shall not then be satisfied and the L/C Issuer’s risk with respect Issuer shall have received written notice thereof from any Revolving Lender or any Credit Party at least one Business Day prior to the requested date of issuance of such Dollar Letter of Credit; or
(E) the Revolving LenderCommitments have been terminated pursuant to Article VIII.
(iii) The L/C Issuer shall not be under any no obligation to amend any Letter of Credit if:
(A) the L/C Issuer would have no obligation at such time to issue such Letter of Credit in its amended form under the terms hereof; or
(B) the beneficiary of such Letter of Credit does not accept the proposed amendment to such Letter of Credit.
(iv) The L/C Issuer shall act on behalf of the Dollar Revolving Lenders with respect to not amend any Letters Letter of Credit issued by it and the documents associated therewith, if:
(A) one or more applicable conditions contained in Section 4.02 shall not then be satisfied and the L/C Issuer shall have all of the benefits and immunities (A) provided received written notice thereof from any Revolving Lender or any Credit Party at least one Business Day prior to the Administrative Agent in Article X with respect to any acts taken or omissions suffered by the L/C Issuer in connection with Letters requested date of Credit issued by it or proposed to be issued by it and Issuer Documents pertaining to amendment of such Letters Letter of Credit as fully as if the term “Administrative Agent” as used in Article X included the L/C Issuer with respect to such acts or omissions, and Credit; or
(B) as additionally provided herein with respect the Revolving Commitments have been terminated pursuant to the L/C IssuerArticle VIII.
Appears in 1 contract
Samples: Credit Agreement (Griffin-American Healthcare REIT III, Inc.)
Obligation to Issue or Amend. (i) The L/C Issuer shall not issue any Letter of Credit if:
(A) subject to Section 2.03(b)(iii), the expiry date of such requested Letter of Credit would occur more than twelve (12) months after the date of issuance or last extension, unless the Administrative Agent and the L/C Issuer Required Revolving Lenders have approved such expiry date; or
(B) the expiry date of such requested Letter of Credit would occur after the L/C Expiration Date, unless all the Dollar Revolving Lenders have approved such expiry date.
(ii) The L/C Issuer shall not be under any obligation to issue any Letter of Credit if:
(A) any order, judgment or decree of any Governmental Authority or arbitrator shall by its terms purport to enjoin or restrain the L/C Issuer from issuing such Letter of Credit, or any Law applicable to the L/C Issuer or any request or directive (whether or not having the force of law) from any Governmental Authority with jurisdiction over the L/C Issuer shall prohibit, or request that the L/C Issuer refrain from, the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon the L/C Issuer with respect to such Letter of Credit any restriction, reserve or capital requirement (for which the L/C Issuer is not otherwise compensated hereunder) not in effect on the Closing Date, or shall impose upon the L/C Issuer any unreimbursed loss, cost or expense that was not applicable on the Closing Date and that the L/C Issuer in good xxxxx xxxxx material to it;
(B) the issuance of such Letter of Credit would violate any Law applicable to or one or more policies of the L/C Issuer;
(C) except as otherwise agreed by the L/C Issuer and the Administrative Agent, such Letter of Credit is in an initial stated amount less than $20,00050,000;
(D) except as otherwise agreed by the Administrative Agent, such Letter of Credit is to be denominated in a currency other than Dollars or an Alternative Currency;
(E) the L/C Issuer does not as of the issuance date of such requested Letter of Credit issue Letters of Credit in the requested currency;
(F) except as otherwise agreed by the L/C Issuer, such Letter of Credit contains provisions for automatic reinstatement of the stated amount after any drawing thereunder; or
(FG) a default of any Dollar Revolving Lender’s obligations to fund under Section 2.03(c) exists existing or any Dollar Revolving Lender is at such time a Defaulting Lender, unless the L/C Issuer has entered into satisfactory arrangements with the Borrower or such Dollar Revolving Lender to eliminate the L/C Issuer’s risk with respect to such Dollar Revolving Lender.
(iii) The L/C Issuer shall not amend any Letter of Credit if the L/C Issuer would not be permitted at such time to issue such Letter of Credit in its amended form under the terms hereof.
(iv) The L/C Issuer shall not be under any obligation to amend any Letter of Credit if:
(A) the L/C Issuer would have no obligation at such time to issue such Letter of Credit in its amended form under the terms hereof; or
(B) the beneficiary of such Letter of Credit does not accept the proposed amendment to such Letter of Credit.
(iv) The L/C Issuer shall act on behalf of the Dollar Revolving Lenders with respect to any Letters of Credit issued by it and the documents associated therewith, and the L/C Issuer shall have all of the benefits and immunities (A) provided to the Administrative Agent in Article X with respect to any acts taken or omissions suffered by the L/C Issuer in connection with Letters of Credit issued by it or proposed to be issued by it and Issuer Documents pertaining to such Letters of Credit as fully as if the term “Administrative Agent” as used in Article X included the L/C Issuer with respect to such acts or omissions, and (B) as additionally provided herein with respect to the L/C Issuer.
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Obligation to Issue or Amend. (i) The L/C Issuer Issuing Lender shall not issue any Letter of Credit if:
(A) subject to Section 2.03(b)(iii), the expiry date of such requested Letter of Credit would occur more than twelve (12) months after the date of issuance or last extension, unless the Administrative Agent and the L/C Issuer have approved such expiry date; or
(B) the expiry date of such requested Letter of Credit would occur after the L/C Expiration Date, unless all the Dollar Revolving Lenders have approved such expiry date.
(ii) The L/C Issuer shall not be under any no obligation to issue any Letter of Credit if:
(A) the issuance of such Letter of Credit would violate one or more policies of the Issuing Lender applicable to letters of credit generally; or
(B) such Letter of Credit is in an initial amount less than $100,000.
(ii) The Issuing Lender shall not issue or amend any Letter of Credit if:
(A) such Letter of Credit is to be denominated in a currency other than Dollars;
(B) any order, judgment or decree of any Governmental Authority or arbitrator shall by its terms purport to enjoin or restrain the L/C Issuer Issuing Lender from issuing or amending such Letter of Credit, or any Law law applicable to the L/C Issuer Issuing Lender or any request or directive (whether or not having the force of law) from any Governmental Authority with jurisdiction over the L/C Issuer Issuing Lender shall prohibit, or request that the L/C Issuer Issuing Lender refrain from, the issuance or amendment of letters of credit generally or such Letter of Credit in particular or shall impose upon the L/C Issuer Issuing Lender with respect to such Letter of Credit any restriction, reserve or capital requirement (for which the L/C Issuer Issuing Lender is not otherwise compensated hereunder) not in effect on the Closing Date, or shall impose upon the L/C Issuer Issuing Lender any unreimbursed loss, cost or expense that was not applicable on the Closing Date and that the L/C Issuer Issuing Lender in good xxxxx xxxxx material to it;
(BC) subject to Section 2.4(c)(iii), the issuance expiry date of such requested Letter of Credit would violate any Law applicable to occur more than twelve months after the L/C Issuer;
(C) except as otherwise agreed by date of issuance or last renewal, unless the L/C Issuer and Revolving Lenders holding in the Administrative Agent, aggregate more than 50% of the Commitments have approved such Letter of Credit is in an initial stated amount less than $20,000expiry date;
(D) the expiry date of such requested Letter of Credit is to be denominated in a currency other than Dollars or an Alternative Currencywould occur after the Termination Date, unless all the Revolving Lenders have approved such expiry date;
(E) except one or more applicable conditions contained in Section 5 shall not then be satisfied and the Issuing Lender shall have received written notice thereof from any Revolving Lender or any Credit Party at least one Business Day prior to the requested date of issuance (or amendment, as otherwise agreed by the L/C Issuer, applicable) of such Letter of Credit contains provisions for automatic reinstatement of Credit;
(F) the stated amount after any drawing thereunderRevolving Commitments have been terminated pursuant to Section 9.2; or
(FG) a default of any Dollar Revolving Lender’s obligations to fund under Section 2.03(c2.4(d) exists or any Dollar Revolving Lender is at such time a Defaulting Lender or an Impacted Lender, unless the L/C Issuer Issuing Lender has entered into arrangements satisfactory arrangements to the Issuing Lender with the Borrower Borrowers or such Dollar Revolving Lender to eliminate the L/C IssuerIssuing Lender’s risk with respect to such Dollar Revolving Lender.
(iii) The L/C Issuer Issuing Lender shall not be under any no obligation to amend any Letter of Credit if:
(A) the L/C Issuer Issuing Lender would have no obligation at such time to issue such Letter of Credit in its amended form under the terms hereof; or
(B) the beneficiary of such Letter of Credit does not accept the proposed amendment to such Letter of Credit.
(iv) The L/C Issuer shall act on behalf of the Dollar Revolving Lenders with respect to any Letters of Credit issued by it and the documents associated therewith, and the L/C Issuer shall have all of the benefits and immunities (A) provided to the Administrative Agent in Article X with respect to any acts taken or omissions suffered by the L/C Issuer in connection with Letters of Credit issued by it or proposed to be issued by it and Issuer Documents pertaining to such Letters of Credit as fully as if the term “Administrative Agent” as used in Article X included the L/C Issuer with respect to such acts or omissions, and (B) as additionally provided herein with respect to the L/C Issuer.
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Samples: Credit Agreement (Inex Corp)
Obligation to Issue or Amend. (i) The L/C Issuer shall not issue any Letter of Credit Credit, if:
(A) subject to Section 2.03(b)(iii), the expiry date of such requested Letter of Credit would occur more than twelve (12) months after the date of issuance or last extensionissuance, unless the Administrative Agent and the L/C Issuer Required Revolving Lenders have approved such expiry date; or
(B) the expiry date of such requested Letter of Credit would occur after the L/C Expiration Date, unless all the Dollar Lenders with Revolving Lenders Commitments (other than Defaulting Lenders) have approved such expiry date.
(ii) The L/C Issuer shall not be under any obligation to issue any Letter of Credit if:
(A) any order, judgment or decree of any Governmental Authority or arbitrator shall by its terms purport to enjoin or restrain the L/C Issuer from issuing such Letter of Credit, or any Law applicable to the L/C Issuer or any request or directive (whether or not having the force of law) from any Governmental Authority with jurisdiction over the L/C Issuer shall prohibit, or request that the L/C Issuer refrain from, the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon the L/C Issuer with respect to such Letter of Credit any restriction, reserve or capital requirement (for which the L/C Issuer is not otherwise compensated hereunder) not in effect on the Closing Date, or shall impose upon the L/C Issuer any unreimbursed loss, cost or expense that which was not applicable on the Closing Date and that which in each case the L/C Issuer in good xxxxx xxxxx material to it;
(B) the issuance of such Letter of Credit would violate any Law applicable to one or more policies of the L/C IssuerIssuer applicable to letters of credit generally;
(C) except as otherwise agreed by the Administrative Agent and the L/C Issuer and the Administrative AgentIssuer, such Letter of Credit is in an initial stated amount less than $20,00050,000;
(D) such Letter of Credit is to be denominated in a currency other than Dollars or an Alternative Currency;
(E) except as otherwise agreed by the L/C Issuer, such Letter of Credit contains provisions for automatic reinstatement of the stated amount after any drawing thereunderDollars; or
(FE) a default of any Dollar Revolving Lender’s obligations to fund under Section 2.03(c) exists or any Dollar Revolving Lender is at such time a Defaulting LenderLender hereunder, unless the L/C Issuer has entered into satisfactory arrangements with the Borrower or such Dollar Revolving Lender to eliminate the L/C Issuer’s risk with respect to such Dollar Revolving Lender.
(iii) The L/C Issuer shall not amend any Letter of Credit if the L/C Issuer would not be permitted at such time to issue such Letter of Credit in its amended form under the terms hereof.
(iv) The L/C Issuer shall be under any no obligation to amend any Letter of Credit if:
if (A) the L/C Issuer would have no obligation at such time to issue such Letter of Credit in its amended form under the terms hereof; or
, or (B) the beneficiary of such Letter of Credit does not accept the proposed amendment to such Letter of Credit.
(ivv) The L/C Issuer shall act on behalf of the Dollar Revolving Lenders with respect to any Letters of Credit issued by it and the documents associated therewith, and the L/C Issuer shall have all of the benefits and immunities (A) provided to the Administrative Agent in Article X IX with respect to any acts taken or omissions suffered by the L/C Issuer in connection with Letters of Credit issued by it or proposed to be issued by it and Issuer Documents pertaining to such Letters of Credit as fully as if the term “Administrative Agent” as used in Article X included the L/C Issuer with respect to such acts or omissions, and (B) as additionally provided herein with respect to the L/C Issuer.Administrative
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Obligation to Issue or Amend. (i) The L/C Issuer shall not be under no obligation to issue any Letter of Credit if:
(A) subject to Section 2.03(b)(iii), the expiry date issuance of such requested Letter of Credit would occur violate one or more than twelve (12) months after the date policies of issuance or last extension, unless the Administrative Agent and the L/C Issuer have approved such expiry dateIssuer; or
(B) the expiry date of such requested Letter of Credit would occur after the L/C Expiration Date, unless all the Dollar Revolving Lenders have approved such expiry dateis in an initial amount less than $500,000 or is to be denominated in a currency other than Dollars.
(ii) The L/C Issuer shall not be under any obligation to issue any Letter of Credit if:
(A) any order, judgment or decree of any Governmental Authority or arbitrator shall by its terms purport to enjoin or restrain the L/C Issuer from issuing such Letter of Credit, or any Law applicable to the L/C Issuer or any request or directive (whether or not having the force of law) from any Governmental Authority with jurisdiction over the L/C Issuer shall prohibit, or request that the L/C Issuer refrain from, the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon the L/C Issuer with respect to such Letter of Credit any restriction, reserve or capital requirement (for which the L/C Issuer is not otherwise compensated hereunder) not in effect on the Closing Date, or shall impose upon the L/C Issuer any unreimbursed loss, cost or expense that was not applicable on the Closing Date and that the L/C Issuer in good xxxxx xxxxx material to it;
(B) the expiry date of such requested Letter of Credit would occur more than twelve (12) months after the date of issuance or last renewal, unless the L/C Issuer shall have approved such expiry date as provided in, and subject to Section 2.03(b)(iii);
(C) the expiry date of such requested Letter of Credit would occur after the Letter of Credit Expiration Date, unless all the Lenders have approved such expiry date as provided in, and subject to, Section 2.03(a)(v) and Section 2.03(l);
(D) one or more applicable conditions contained in Section 4.02 shall not then be satisfied and the L/C Issuer shall have received written notice thereof from any Lender or any Credit Party at least one (1) Business Day prior to the requested date of issuance of such Letter of Credit would violate any Law applicable to the L/C IssuerCredit;
(CE) except as otherwise agreed by the L/C Issuer and the Administrative Agent, such Letter of Credit is in an initial stated amount less than $20,000;Revolving Commitments have been terminated pursuant to Section 7.01; or
(DF) such Letter of Credit is to be denominated in a currency other than Dollars or an Alternative CurrencyDollars;
(E) except as otherwise agreed by the L/C Issuer, such Letter of Credit contains provisions for automatic reinstatement of the stated amount after any drawing thereunder; or
(F) a default of any Dollar Revolving Lender’s obligations to fund under Section 2.03(c) exists or any Dollar Revolving Lender is at such time a Defaulting Lender, unless the L/C Issuer has entered into satisfactory arrangements with the Borrower or such Dollar Revolving Lender to eliminate the L/C Issuer’s risk with respect to such Dollar Revolving Lender.
(iii) The L/C Issuer shall not be under any no obligation to amend any Letter of Credit if:
(A) the L/C Issuer would have no obligation at such time to issue such Letter of Credit in its amended form under the terms hereof; or
(B) the beneficiary of such Letter of Credit does not accept the proposed amendment to such Letter of Credit.
(iv) The L/C Issuer shall act on behalf of the Dollar Revolving Lenders with respect to not amend any Letters Letter of Credit issued by it and the documents associated therewith, if:
(A) one or more applicable conditions contained in Section 4.02 shall not then be satisfied and the L/C Issuer shall have all received written notice thereof from any Lender or any Credit Party at least one (1) Business Day prior to the requested date of amendment of such Letter of Credit;
(B) the Revolving Commitments have been terminated pursuant to Section 7.01; or
(C) assuming such amended Letter of Credit were then being requested, one or more of the benefits conditions contained in Section 2.03(a)(ii) shall then exist and immunities would prohibit the issuance of such amended Letter of Credit.
(Av) provided to Notwithstanding the Administrative Agent in Article X with respect to any acts taken or omissions suffered by immediately preceding clause (ii)(C), the expiry date of a Letter of Credit may occur after the Letter of Credit Expiration Date so long as the L/C Issuer and all of the Lenders have approved such later expiry date (in connection with Letters which case, such Letter of Credit issued by shall be an “Extended Letter of Credit”), it or proposed to be issued by it being acknowledged and Issuer Documents pertaining to agreed that each such Letters Extended Letter of Credit as fully as if the term “Administrative Agent” as used shall be Cash Collateralized in Article X included the L/C Issuer accordance with respect to such acts or omissions, and (B) as additionally provided herein with respect to the L/C IssuerSection 2.03(l).
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Obligation to Issue or Amend. (i) The L/C Issuer shall not issue any Letter of Credit if:
(A) subject to Section 2.03(b)(iii), the expiry date issuance of such requested Letter of Credit would occur violate one or more than twelve (12) months after the date policies of issuance or last extension, unless the Administrative Agent and the L/C Issuer have approved such expiry dateIssuer; or
(B) the expiry date of such requested Letter of Credit would occur after the L/C Expiration Dateis in an initial amount less than $50,000, unless all the Dollar Revolving Lenders have approved such expiry dateis to be denominated in a currency other than Dollars or is not a standby letter of credit.
(ii) The L/C Issuer shall not be under any no obligation to issue any Letter of Credit if:
(A) any order, judgment or decree of any Governmental Authority or arbitrator shall by its terms purport to enjoin or restrain the L/C Issuer from issuing such Letter of Credit, or any Law applicable to the L/C Issuer or any request or directive (whether or not having the force of law) from any Governmental Authority with jurisdiction over the L/C Issuer shall prohibit, or request that the L/C Issuer refrain from, the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon the L/C Issuer with respect to such Letter of Credit any restriction, reserve or capital requirement (for which the L/C Issuer is not otherwise compensated hereunder) not in effect on the Closing Date, or shall impose upon the L/C Issuer any unreimbursed loss, cost or expense that was not applicable on the Closing Date and that the L/C Issuer in good xxxxx xxxxx material to it;
(B) the expiry date of such requested Letter of Credit would occur more than twelve (12) months after the date of issuance or last renewal, unless the Required Lenders have approved such expiry date;
(C) the expiry date of such requested Letter of Credit would occur after the Letter of Credit Expiration Date, unless all the Lenders have approved such expiry date;
(D) one or more applicable conditions contained in Section 4.02 shall not then be satisfied and the L/C Issuer shall have received written notice thereof from any Lender or any Credit Party at least one Business Day prior to the requested date of issuance of such Letter of Credit would violate any Law applicable to the L/C Issuer;
(C) except as otherwise agreed by the L/C Issuer and the Administrative Agent, such Letter of Credit is in an initial stated amount less than $20,000;
(D) such Letter of Credit is to be denominated in a currency other than Dollars or an Alternative CurrencyCredit;
(E) except as otherwise agreed by the L/C Issuer, such Letter of Credit contains provisions for automatic reinstatement of the stated amount after any drawing thereunder; or
(F) a default of any Dollar Revolving Lender’s obligations to fund under Section 2.03(c) exists or any Dollar Revolving Lender is at such time a Defaulting LenderLender hereunder, unless the L/C Issuer has entered into satisfactory arrangements with the Borrower or such Dollar Revolving Lender to eliminate the L/C Issuer’s risk with respect to such Dollar Lender; or
(F) the Revolving LenderCommitments have been terminated pursuant to Article VIII.
(iii) The L/C Issuer shall not be under any no obligation to amend any Letter of Credit if:
(A) the L/C Issuer would have no obligation at such time to issue such Letter of Credit in its amended form under the terms hereof; or
(B) the beneficiary of such Letter of Credit does not accept the proposed amendment to such Letter of Credit.
(iv) The L/C Issuer shall act on behalf of the Dollar Revolving Lenders with respect to not amend any Letters Letter of Credit issued by it and the documents associated therewith, if:
(A) one or more applicable conditions contained in Section 4.02 shall not then be satisfied and the L/C Issuer shall have all of the benefits and immunities (A) provided received written notice thereof from any Lender or any Credit Party at least one Business Day prior to the Administrative Agent in Article X with respect to any acts taken or omissions suffered by the L/C Issuer in connection with Letters requested date of Credit issued by it or proposed to be issued by it and Issuer Documents pertaining to amendment of such Letters Letter of Credit as fully as if the term “Administrative Agent” as used in Article X included the L/C Issuer with respect to such acts or omissions, and Credit; or
(B) as additionally provided herein with respect the Revolving Commitments have been terminated pursuant to the L/C IssuerArticle VIII.
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