The Letter of Credit. The Bank agrees, on the terms and conditions hereinafter set forth, to issue the Letter of Credit to the Issuing and Paying Agent in the Original Stated Amount and expiring by its terms not later than the Letter of Credit Expiration Date.
The Letter of Credit. (a) Except as otherwise set forth herein, the Master Servicer hereby covenants and agrees to exercise its best reasonable efforts to maintain or cause the Letter of Credit (or substitute credit enhancement), to be maintained to the extent and in the form and amount and for the purposes set forth in this Agreement. The Trustee shall draw on the Letter of Credit at the times and in the manner set forth herein and therein.
(b) In the event that at any time the Letter of Credit remains outstanding the short-term unsecured debt obligations of the Letter of Credit Issuer are downgraded to "A-1" by Standard & Poor's, then, the Master Servicer shall promptly notify the Trustee of such downgrade and, within 60 days of such event, either (i) the Master Servicer shall obtain a replacement letter of credit or other form of credit enhancement in accordance with this Section 4.06(b). Prior to delivering any replacement letter of credit or other form of credit enhancement to the Trustee pursuant to this Section 4.06(b), the Master Servicer shall (i) obtain an Opinion of Counsel to the effect that such replacement letter of credit or alternative form of credit support will not adversely affect the classification of the Trust Fund as a grantor trust for federal income tax purposes and (ii) written confirmation from the Rating Agency that such replacement letter of credit or alternative form of credit enhancement would not have adversely affected the then-current rating assigned to the Certificates by such Rating Agency and deliver to the Trustee an Opinion of Counsel to the effect that such replacement letter of credit or alternative form of credit enhancement is a valid and legally binding obligation of the related letter of credit issuer or issuer of such alternate form of credit enhancement in accordance with its terms. Any replacement letter of credit shall be in generally the same form as the form of Letter of Credit attached as Exhibit B hereto, shall be issued by a Qualified Bank and the initial amount available to be drawn thereunder shall equal the amount remaining under the previous Letter of Credit. The cost of obtaining and maintaining any replacement letter of credit or alternative form of credit enhancement shall be borne by the Master Servicer. The Trustee acknowledges such grant and accepts the trusts under this Section 4.06 in accordance with the provisions hereof.
(c) Upon receipt of a certificate of a Servicing Officer of the Master Servicer or the Compa...
The Letter of Credit. The Issuing Bank agrees, on the terms and conditions hereinafter set forth (including, without limitation, the applicable conditions precedent set forth in Article V hereof), to issue the Letter of Credit to the Paying Agent, upon not less than three Business Days prior notice from the Account Party, on the Closing Date.
The Letter of Credit. At all times on or prior to the Fixed Rate Conversion Date except during any period when all the Bonds then outstanding are held by or for the account of the Company, a Letter of Credit meeting the requirements of this Section 4.12 shall be in effect and, in the event that an Alternate Credit Facility is to replace an expiring Letter of Credit, the requirements of Section 6.07 of the Indenture will be fulfilled. A Letter of Credit shall be an obligation of a bank or banks, insurance company or companies, other financial institution or institutions, or any combination of the foregoing, entitling the Trustee to draw up to (a) an amount equal to the principal amount of the Bonds then outstanding to pay (i) the principal of the Bonds when due, or (ii) the portion of the Purchase Price of Bonds corresponding to principal, plus (b) an amount equal to 210 days' accrued interest on the Bonds then outstanding computed at the maximum rate specified in such Letter of Credit, which shall in no event exceed fifteen percent (15%), on the basis of a 360-day year. A Letter of Credit shall expire on the earliest occurrence of (1) its stated expiration date, which shall be no earlier than one (1) day after the next succeeding Optional Tender Date or Purchase Date not less than six months from its effective date, (2) when all available amounts have been drawn, (3) the second business day following the effective date of the Fixed Rate Conversion Date, (4) on the effective date of any Alternate Credit Facility that replaces the then effective Letter of Credit, (5) the earliest date on which no Bonds are outstanding and (6) twelve (12) days after the Trustee receives notice from the Bank that it is terminating the Letter of Credit and directing the Trustee to cause a mandatory tender and purchase of or to accelerate the Bonds. A Letter of Credit shall provide that when there is a drawing to pay interest on scheduled payment dates, if the Trustee does not receive from the Bank by the close of business on a day specified therein, which shall not be later than the tenth (10th) day following such a drawing in respect of interest, notice by telephone confirmed in writing (or by other means acceptable to the Trustee and the Authority) that the amount available to be drawn has not been reinstated by the amount of the drawing for interest (except on principal of a Bond being paid or purchased and cancelled), the amount available to be drawn will automatically be reinstated by the amoun...
The Letter of Credit. On the terms and conditions set forth in the MLA, CoBank agrees to establish a loan commitment to the Company in an amount not to exceed $31,000,000.00 (the "Commitment"). The Commitment shall expire at 12:00 noon (Company’s local time) on April 30, 2013 or on such later date as CoBank may, in its sole discretion, authorize in writing.
The Letter of Credit. Concurrently with the execution of this Agreement, subject to the terms and conditions of the Credit Agreement, the Bank shall deliver to you the Letter of Credit. The Letter of Credit shall identify you, acting as fiduciary on behalf of the owners of Commercial Paper Notes, as the beneficiary thereof and shall be issued for the account of the Company to assure payment of the Commercial Paper Notes. Such Letter of Credit shall be irrevocable and shall be issued in an amount equal to the Commitment under the Credit Agreement. You shall hold the Letter of Credit in safekeeping for the benefit of the owners of Commercial Paper Notes and from time to time shall make drawings under the Letter of Credit on behalf of such owners pursuant to Section 2 of this Agreement. Such drawings shall be made in accordance with the terms of the Letter of Credit and this Agreement. The amount of the Letter of Credit shall be reduced by an amount equal to the proceeds of any drawings thereunder (but the amount by which the Letter of Credit is reduced by such proceeds shall be automatically reinstated as provided in Section 2.3(c) of the Credit Agreement). It is understood and agreed by the parties hereto that the provisions of this Agreement relating to the Letter of Credit are intended to provide for payment of the Commercial Paper Notes at their maturity. Accordingly, the parties hereto specifically acknowledge that in actions taken by you as beneficiary of the Letter of Credit you shall not be acting as an agent of the Company but shall be acting as fiduciary on behalf of the owners of Commercial Paper Notes. If any Certificated Note shall not be presented to you for payment on the maturity date thereof and sufficient collected funds are then on deposit in the Special Account for payment thereof, you shall hold such funds until presentation as fiduciary for the benefit of the owner of such Certificated Note; PROVIDED, HOWEVER, that if any Certificated Note shall not be presented for payment on or before the fifteenth day after its maturity date (or, if such day is not a Business Day, on the next succeeding Business Day), such Certificated Note shall not be entitled to payment from funds on deposit in the Special Account, and any funds on deposit in the Special Account which were drawn under the Letter of Credit with respect to such Certificated Note shall be paid to the Bank. Notwithstanding the foregoing, the Company shall remain liable to the owners of Commercial Paper Not...
The Letter of Credit. The Bank agrees, on the terms and conditions hereinafter set forth, to issue and deliver the Letter of Credit in favor of the Bond Trustee at any time during the period from the date hereof to June 30, 1997 (the "Commitment Termination Date") in the amount of the Commitment and expiring on or before the Stated Termination Date.
The Letter of Credit. The Issuing Bank issued the Existing Letter of Credit on the Original Closing Date. The Issuing Bank agrees, on the terms and conditions hereinafter set forth (including, without limitation, the applicable conditions precedent set forth in the Amendment), to issue the Letter of Credit Amendment to the Paying Agent, upon not less than three Business Days prior notice from the Account Party, on the Amendment Closing Date.
The Letter of Credit. FACILITY Section
The Letter of Credit. At the request of the Borrower, the Bank agrees, on the terms and conditions hereinafter set forth, to issue the Letter of Credit, in the form of Exhibit A attached hereto, in the Original Stated Amount for the account of the Borrower and deliver the Letter of Credit to the Trustee. The Letter of Credit is to be used by Borrower solely to provide liquidity and credit enhancement for the Bonds. The Letter of Credit shall expire on the Letter of Credit Termination Date. The Bank shall make payments on the Letter of Credit from the Bank's own funds.
