Release of Letter of Credit. On or prior to Closing, Buyer shall replace or otherwise cause the Letter of Credit to be terminated and released and shall cause Seller to be fully released from all liabilities and obligations with respect thereto.
Release of Letter of Credit. Notwithstanding the foregoing, in the event --------------------------- that Tenant shall provide Landlord with audited quarterly statements which show that Tenant's net income as established by generally accepted accounting principles excluding non-cash goodwill amortization and in-process research and development (the "Financial Threshold") provided that Tenant, as of the date of each such reduction, is not in default under this Lease beyond the expiration of any applicable notice and cure periods, Tenant shall have the right to reduce the Letter of Credit as follows: (i) if the Financial Threshold in two (2) consecutive quarters exceed annual Rent for such quarters, then Tenant shall have the right to reduce the Letter of Credit to Two Million Fifty-Two Thousand Three Hundred Sixteen and 70/100 Dollars ($2,052,316.70) (the "First Reduction"); (ii) after the First Reduction, if the Financial Threshold in four (4) additional consecutive quarters exceeds annual Rent for such quarters, then Tenant shall have the right to further reduce the Letter of Credit to One Million Five Hundred Thousand Thirty-Nine Two Hundred Thirty-Seven and 60/100 Dollars (the "Second Reduction"); and (iii) following the First Reduction and the Second Reduction, if the Financial Threshold in four (4) additional consecutive quarters anytime through the remainder of the Lease Term exceeds the annual Rent for such quarters, then Tenant shall have the continuing right to further reduce the Letter of Credit by twenty-five percent (25%) of the current amount of the Letter of Credit until the Letter of Credit amount is Zero (0).
Release of Letter of Credit. The Company may at any time during a Daily Rate Mode or a Weekly Rate Mode or, subject to the limitations described below, during a CP Rate Mode or Adjustable Rate Mode, direct the Trustee to release an existing Letter of Credit and surrender such Letter of Credit to the Bank without substituting an Alternate Credit Facility therefor. If the Bonds are then in the CP Rate Mode or Adjustable Rate Mode, the Company may direct such a release only on a date on which all Bonds may be optionally redeemed pursuant to this Indenture. Upon any such direction, subject to the limitations set forth above, the Trustee shall release the Letter of Credit and surrender it to the Bank. Upon such release, the Bonds shall be subject to mandatory tender and, if the Bonds are then in the CP Rate Mode or the Adjustable Rate Mode, the mandatory tender price payable upon the mandatory tender of Bonds as a result of the release of the existing Letter of Credit shall include a premium equal to the redemption premium, if any, at the time payable pursuant to the optional redemption provisions of the Indenture. The Company shall notify the Trustee of its intention to release the existing Letter of Credit at least 25 days prior to the date of such release. Upon receipt of such notice, the Trustee shall promptly mail a notice of the anticipated release of the existing Letter of Credit by first class mail to the Issuer and the Remarketing Agent and shall mail notice to each Bondholder. Such notice shall specify that the Letter of Credit will not be replaced by any Alternate Credit Facility and, as a result thereof, the Bonds will be subject to mandatory tender on the 2nd Business Day prior to the date of such release.
Release of Letter of Credit. The Financing Letter of Credit must be maintained in effect by the Contractor until either of the following events has occurred:
(a) the Contractor has satisfied the Province, acting reasonably but cautiously but otherwise having regard to the following, that the Project Financing has been arranged and is fully committed to the Project:
(i) bond financing shall be considered fully committed only to the extent that investors have committed to subscribe for bonds, provided proceeds of not less than $50,000,000 from issuance of the bonds have been received by the Contractor or by a bond trustee, in circumstances where the Province, acting reasonably, is satisfied (taking into consideration any non arm’s-length relationship relating to the issue of the bonds) that the proceeds will be applied to the Project;
(ii) bank financing shall be considered fully committed only to the extent that a major bank or other major financial institution has entered into an irrevocable commitment to provide funding to the Contractor for the purposes of the Project, where the Contractor has met all conditions for the initial drawdown, in circumstances where the Province, acting reasonably, is satisfied (taking into consideration any non arm’s-length relationship relating to the bank financing) that the funding will be applied to the Project; and
(iii) Equity shall be considered fully committed only to the extent that:
(A) it has been advanced to the Contractor or the obligation to advance it is backed by a letter of credit issued by a bank having an office in Canada and authorized under the Bank Act (Canada) to do business in Canada (or other financial institution approved in advance for the purposes of this Section by the Province, who may grant or decline such approval in its absolute discretion), and having a credit rating of not less than A+ or equivalent from Xxxxx’x Investors Service, Standard & Poor’s, Dominion Bond Rating Service or Fitch Ratings (or any other major credit rating agency approved for the purposes of this Section by the Province, who may grant or decline such approval in its absolute discretion); or
(B) an unconditional commitment to provide the Equity (whether through a subsidiary corporation or otherwise) has been given in writing to the Province by a party acceptable to the holders or prospective holders of the Senior Debt Financing; in either case where it is reasonable for the Province to have a high level of comfort that the Equity, once paid into the...
Release of Letter of Credit. Subject to satisfaction (or waiver) of the conditions to the Closing, as set forth in Sections 6 and 7 below, on the Closing Date the Trustee will deliver to Xxxxx Fargo Bank (“WFB”) the original copy of that certain letter of credit issued by WFB for the benefit of the Trustee (the “Letter of Credit”) and a letter from the Trustee in the form attached hereto as Exhibit D-1, requesting the early cancellation of the Letter of Credit, and the Company shall instruct WFB (the “WFB Instructions”) to immediately release cash in the amount of $549,117.33 in account number 00000000 in the name of the Company with WFB (the “Account”), which as of the date hereof holds an aggregate amount of approximately $597,000 (the “Letter of Credit Collateral”), to the Trustee who shall then (i) wire $514,117.33 of such funds to the Investors in accordance with the wire instructions set forth on Exhibit D-2, which amount to be wired to the Investor shall equal the Cash Interest Prepayment Amount set forth opposite the Investor's name in column (3) of the Schedule of Investors; and (ii) apply the remaining $35,000.00 to the outstanding fees and expenses of The Bank of New York. On the Closing Date, the approximately $48,000 thereafter remaining under the Letter of Credit Collateral shall be distributed by WFB in accordance with the WFB Instructions and the Account shall be closed. Effective as of the Closing Date, the Investor hereby (i) authorizes the Trustee to request the early cancellation of the Letter of Credit and (ii) consents to the release of the Letter of Credit Collateral in accordance with this Section 1(g).
Release of Letter of Credit. Provided there is no default or condition which but for the furnishing of notice or the passage of time would constitute a default under this Lease, Landlord shall release its rights in the Letter of Credit and surrender the Letter of Credit to the Issuer within one hundred twenty (120) days following the expiration or earlier termination of the Lease.
Release of Letter of Credit. TO: Re: Letter of Credit Number: Date: The Municipal Services Commission of the City of New Castle, DE hereby authorize the Release of the amount of ($ ) from the Letter of Credit for the Project/Development known as as all improvements in accordance with the Electric and Water Infrastructure Agreement have been constructed and/or installed, the MSC has accepted said improvements and said improvements have been conveyed to the MSC by deed in accordance with the Electric and Water Infrastructure Agreement. Attest: Municipal Services Commission of the City of New Castle, DE By: Xxxxx X Xxxxxxxxx, General Manager
Release of Letter of Credit. Notwithstanding anything to the contrary herein at any time during the term of the Agreement, Supplier shall release the Letter of Credit to Customer, in consideration of Customer's undertaking of any of the following actions: (i) obtaining for the benefit of Supplier a cash deposit securing the prompt payment, when due, of the estimated Usage Charges and other amounts due and payable by Customer to Supplier hereunder during any given two-month period; (ii) (a) granting to Supplier a continuing, floating, first priority security interest and lien in and to the Collateral (as defined below) on the terms and subject to the conditions of a security agreement in form and substance reasonably satisfactory to Supplier; and (iii) directing all of Customer's End-Users to deposit any money owed by such End-Users to Customer directly into a lockbox account at Supplier's bank for the benefit of Supplier, and authorize Supplier's bank to make automatic clearing house fund transfers from such lockbox account to the account of Supplier in amounts initially agreed to by Customer and Supplier, on the terms and subject to the conditions of an escrow agreement in form and substance reasonably satisfactory to Supplier.
Release of Letter of Credit. If, during any Lease Year: (i) --------------------------- Tenant has, to Landlord's reasonable satisfaction, not to be unreasonably withheld, reported and achieved an annual net profit for two (2) consecutive fiscal years, and for the same two consecutive fiscal years has a net worth equal to or exceeding $25,000,000;(ii) Tenant deposits with Landlord an amount equal to two monthly installments of the then applicable Basic Rent, which deposit shall then be deemed to be the Security Deposit under this Lease; (iii) there then exists no Event of Default; and (iv) no portion of the Security Deposit has theretofore been applied and not restored, then, the amount of the Letter of Credit shall be reduced by $100,000. Any reduction of the Letter of Credit pursuant to the immediately preceding sentence shall not occur more frequently than once each Lease Year. For purposes of this Section 17.2, "net profit", and Tenant's reporting and achievement of the same shall be as determined by Landlord in accordance with generally accepted accounting principles pursuant to the financial statements delivered pursuant to Section 18.1 and such further financial information and statements as Landlord may reasonably require.
Release of Letter of Credit. Bank agrees that it shall release the Letter of Credit and return the original thereof to Borrowers at such time as the total outstanding advances under the Loan are equal to or less than Eight Million Dollars ($8,000,000.00); provided, however, that upon a release of the Letter of Credit, the Maximum Amount of Available Credit shall thereafter be $8,000,000.00, or such lesser amount as is set forth in Section 1 above. Bank further agrees that prior to drawing the Letter of Credit, Bank will give Borrowers written notice of any "Default" (as hereinafter defined) to Borrowers, and shall give Borrowers a period of thirty (30) days following Borrowers' receipt of such notice within which to cure such Default.
