TRANCHE A LETTERS OF CREDIT Sample Clauses

TRANCHE A LETTERS OF CREDIT. (a) Subject to the terms and conditions of this Agreement, Issuing Lender agrees to issue letters of credit for the account of Borrowers (each, a "Tranche A L/C") or to purchase participations or execute indemnities or reimbursement obligations (each such undertaking, a "Tranche A L/C Undertaking") with respect to Tranche A Underlying Letters of Credit issued by an Underlying Issuer (as of the Closing Date, such Underlying Issuer is to be Norwest Bank Minnesota, N.A.; in the event that an Underlying Issuer declines to issue further Tranche A Underlying Letters of Credit, Issuing Lender agrees to use commercially reasonable efforts to obtain a replacement Underlying Issuer; it being expressly acknowledged and agreed that no Underlying Issuer has any obligations hereunder to Borrowers) for the account of Borrowers. To request the issuance of a Tranche A L/C or a Tranche A L/C Undertaking (or the amendment, renewal, or extension of an outstanding Tranche A L/C or Tranche A L/C Undertaking), a Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Lender) to the Issuing Lender and Agent (reasonably in advance of the requested date of issuance, amendment, renewal, or extension) a notice requesting the issuance of a Tranche A L/C or Tranche A L/C Undertaking, or identifying the Tranche A L/C or Tranche A L/C Undertaking to be amended, renewed, or extended, the date of issuance, amendment, renewal, or extension, the date on which such Tranche A L/C or Tranche A L/C Undertaking is to expire, the amount of such Tranche A L/C or Tranche A L/C Undertaking, the name and address of the beneficiary thereof (or of the Tranche A Underlying Letter of Credit, as applicable), and such other information as shall be necessary to prepare, amend, renew, or extend such Tranche A L/C or Tranche A L/C Undertaking. If requested by the Issuing Lender, the applicable Borrower also shall be an applicant under the application with respect to any Tranche A Underlying Letter of Credit that is to be the subject of a Tranche A L/C Undertaking. The Issuing Lender shall have no obligation to issue a Tranche A Letter of Credit if any of the following would result after giving effect to the requested Tranche A Letter of Credit: (i) the Tranche A Letter of Credit Usage would exceed the Borrowing Base less the amount of outstanding Tranche A Advances, (ii) the Tranche A Letter of Credit Usage would exceed th...
Sample 1
AutoNDA by SimpleDocs
TRANCHE A LETTERS OF CREDIT. Upon the terms and subject to the conditions herein set forth, the Borrower may request a Fronting Bank, at any time and from time to time after the date hereof and prior to the Termination Date, to issue, and, subject to the terms and conditions contained herein, such Fronting Bank shall issue, for the account of the Borrower or a Guarantor one or more Letters of Credit under the Tranche A Commitment (the "Tranche A Letters of Credit"), provided that no standby Tranche A Letter of Credit shall be issued if after giving effect to such issuance (i) the aggregate Tranche A Letter of Credit Outstandings with respect to all such standby Tranche A Letters of Credit shall exceed $1,500,000 or (ii) the aggregate Tranche A Letter of Credit Outstandings, when added to the aggregate outstanding principal amount of the Tranche A Loans, would exceed the Total Tranche A Commitment and, provided further that no Tranche A Letter of Credit shall be issued if the Fronting Bank shall have received notice from the Agent or the Required Banks that the conditions to such issuance have not been met.
Sample 1
TRANCHE A LETTERS OF CREDIT. Section 2.1(a) of the Credit Agreement is hereby amended by adding new second and third sentences that read as follows: "If any requested Tranche A Letter of Credit issued on or after the date of amendment No. 4 has a duration in excess of 90 days, the Borrower shall deposit with the agent and pledge to the Lenders a cash amount equal to the face amount of such Tranche A Letter of Credit to secure the Borrower's obligations to make Indemnity Payments in respect of such Tranche A Letter of Credit. Each Tranche A Letter of Credit that is outstanding on the date of Amendment No. 4 may be extended for a single additional term of ninety (90) days if the Borrower deposits with the agent and pledges to the Lenders on or before the date of such extension a cash amount equal to the face amount of such Tranche A Letter of Credit to secure the Borrower's obligations to make Indemnity Payments in respect of such Tranche A Letter of Credit."
Sample 1
TRANCHE A LETTERS OF CREDIT. The Borrower shall give the Agent (which shall promptly notify the Lenders of such request) advance revocable or irrevocable notice to be received by the Agent not later than 11:00 a.m. Houston, Texas time not less than three (3) Business Days prior thereto of each request for the issuance and at least thirty (30) Business Days prior to the date of the renewal or extension of a Tranche A Letter of Credit hereunder which request shall specify the amount of such Tranche A Letter of Credit, the date (which shall be a Business Day) such Tranche A Letter of Credit is to be issued, renewed or extended, the duration thereof, the name and address of the beneficiary thereof, the form of the Tranche A Letter of Credit and such other information as the Agent may reasonably request all of which shall be reasonably satisfactory to the Agent. Subject to the terms and conditions of this Agreement, on the date specified for the issuance, renewal or extension of a Tranche A Letter of Credit, the Agent shall issue such Tranche A Letter of Credit to the beneficiary thereof. No Tranche A Letter of Credit shall be issued, renewed, or extended with an expiration date after December 31, 2003. In conjunction with the issuance of each Tranche A Letter of Credit, the Borrower shall execute a Tranche A Letter of Credit Agreement. In the event of any conflict between any provision of a Tranche A Letter of Credit Agreement and this Agreement, the Borrower, the Agent and the Lenders hereby agree that the provisions of this Agreement shall govern. The Agent will send to the Borrower and each Lender, upon issuance of any Tranche A Letter of Credit, or an amendment thereto, a true and complete copy of such Tranche A Letter of Credit, or such amendment thereto.
Sample 1
TRANCHE A LETTERS OF CREDIT. Subject to the terms and conditions hereof and the execution and delivery by the Borrower of a hard copy or electronically filed letter of credit application on the Administrative Agent's customary form (a "Letter of Credit Application"), with the Administrative Agent's form as of the Closing Date attached hereto as Exhibit C, the Administrative Agent on behalf of the Tranche A Lenders and in reliance upon the agreement of the Tranche A Lenders set forth in Section 2.1.4 and upon the representations and warranties of the Borrower contained herein, agrees from time to time during the period from the Closing Date to the Commitment Maturity Date, in its individual capacity, to issue, extend and renew for the account of the Borrower one or more standby letters of credit, each in a minimum face amount of (a) with respect to Tranche A Letters of Credit denominated in Pounds Sterling, the Pounds Sterling Equivalent of $100,000 and (b) with respect to Tranche A Letters of Credit denominated in Dollars, $1,000, to be used in the ordinary course of the Borrower's business, denominated in Pounds Sterling or in Dollars in such form as may be requested from time to time by the Borrower and agreed to by the Administrative Agent (individually, a "Tranche A Letter of Credit"); provided, however, that, after giving effect to such request, (i) the sum of the Dollar Equivalent of the Aggregate Maximum Drawing Amount and the Dollar Equivalent of the Unpaid Reimbursement Obligations shall not exceed the Total Commitment at any one time, (ii) the sum of the Dollar Equivalent of the Tranche A Maximum Drawing Amount and the Dollar Equivalent of the Unpaid Reimbursement Obligations consisting of amounts paid under Letters of Credit, as set forth in Section 2.2(a)(i), in respect of Tranche A Letters of Credit shall not exceed the Total Tranche A Commitment at any one time, (iii) no Tranche A Letter of Credit denominated in Dollars shall be issued unless the face amount of such Tranche A Letter of Credit is higher than the unused portion of the Tranche B Commitment and (iv) the sum of the Dollar Equivalent of the Aggregate Maximum Drawing Amount plus the Dollar Equivalent of the Unpaid Reimbursement Obligations consisting of amounts paid under Letters of Credit, as set forth in Section 2.2(a)(i), shall not, at any time, exceed the Collateral Coverage Amount. The Borrower and the Lender agree that the Letters of Credit listed on Schedule 2.1.1 hereof shall become Tranche A Letters of...
Sample 1
TRANCHE A LETTERS OF CREDIT. (a) The Original Agreement is hereby amended to rename Article II thereof to read as follows: "
Sample 1
TRANCHE A LETTERS OF CREDIT 
Sample 1Sample 2
AutoNDA by SimpleDocs

Related to TRANCHE A LETTERS OF CREDIT

  • New Swingline Loans/Letters of Credit So long as any Lender is a Defaulting Lender, (i) the Swingline Lender shall not be required to fund any Swingline Loans unless it is satisfied that it will have no Fronting Exposure after giving effect to such Swingline Loan and (ii) no Issuing Lender shall be required to issue, extend, renew or increase any Letter of Credit unless it is satisfied that it will have no Fronting Exposure after giving effect thereto.

  • New Letters of Credit So long as any Lender is a Defaulting Lender, no Issuing Bank shall be required to issue, extend, renew or increase any Letter of Credit unless it is satisfied that it will have no Fronting Exposure after giving effect thereto.

  • The Letters of Credit Each Issuing Bank severally agrees, on the terms and conditions hereinafter set forth, to issue (or cause its Affiliate that is a commercial bank to issue on its behalf) letters of credit (together with the Existing Letters of Credit referred to in Section 2.03(f), the “Letters of Credit”) in U.S. dollars for the account of the Borrower (but in connection with the business of the Borrower or any of its Subsidiaries) from time to time on any Business Day during the period from the Effective Date until 30 days before the Termination Date in an aggregate Available Amount (i) for all Letters of Credit not to exceed at any time the Letter of Credit Facility at such time and (ii) for all Letters of Credit issued by such Issuing Bank not to exceed at any time such Issuing Bank’s Letter of Credit Commitment at such time and (iii) for each such Letter of Credit not to exceed the Unused Revolving Credit Commitments of the Lenders at such time. No Letter of Credit shall have an expiration date (including all rights of the Borrower or the beneficiary to require renewal) later than the earlier of 30 days before the Termination Date and (A) in the case of a Standby Letter of Credit, one year after the date of issuance thereof, but may by its terms be renewable annually upon notice (a “Notice of Renewal”) given to the Issuing Bank that issued such Standby Letter of Credit and the Paying Agent on or prior to any date for notice of renewal set forth in such Letter of Credit but in any event at least three Business Days prior to the date of the proposed renewal of such Standby Letter of Credit and upon fulfillment of the applicable conditions set forth in Article III unless such Issuing Bank has notified the Borrower (with a copy to the Paying Agent) on or prior to the date for notice of termination set forth in such Letter of Credit but in any event at least 45 Business Days prior to the date of automatic renewal of its election not to renew such Standby Letter of Credit (a “Notice of Termination”) and (B) in the case of a Trade Letter of Credit, 30 days after the date of issuance thereof; provided that the terms of each Standby Letter of Credit that is automatically renewable annually shall (x) require the Issuing Bank that issued such Standby Letter of Credit to give the beneficiary named in such Standby Letter of Credit notice of any Notice of Termination, (y) permit such beneficiary, upon receipt of such notice, to draw under such Standby Letter of Credit prior to the date such Standby Letter of Credit otherwise would have been automatically renewed and (z) not permit the expiration date (after giving effect to any renewal) of such Standby Letter of Credit in any event to be extended to a date later than 30 days before the Termination Date. If either a Notice of Renewal is not given by the Borrower or a Notice of Termination is given by the relevant Issuing Bank pursuant to the immediately preceding sentence, such Standby Letter of Credit shall expire on the date on which it otherwise would have been automatically renewed; provided, however, that even in the absence of receipt of a Notice of Renewal the relevant Issuing Bank may in its discretion, unless instructed to the contrary by the Paying Agent or the Borrower, deem that a Notice of Renewal had been timely delivered and in such case, a Notice of Renewal shall be deemed to have been so delivered for all purposes under this Agreement. Within the limits of the Letter of Credit Facility, and subject to the limits referred to above, the Borrower may request the issuance of Letters of Credit under this Section 2.01(c), repay any Letter of Credit Advances resulting from drawings thereunder pursuant to Section 2.03(c) and request the issuance of additional Letters of Credit under this Section 2.01(c).

  • New Swing Line Loans/Letters of Credit Notwithstanding anything in this Agreement to the contrary, so long as any Lender is a Defaulting Lender, (i) the Swing Line Lender shall not be required to fund any Swing Line Loans unless it is satisfied that it will have no Fronting Exposure after giving effect to such Swing Line Loan and (ii) no L/C Issuer shall be required to issue, extend, renew or increase any Letter of Credit unless it is satisfied that it will have no Fronting Exposure after giving effect thereto.

  • Outstanding Letters of Credit On the effective date of such increase, each Increasing Lender and each New Lender (i) will be deemed to have purchased a participation in each then outstanding Letter of Credit equal to its Ratable Share of such Letter of Credit and the participation of each other Lender in such Letter of Credit shall be adjusted accordingly and (ii) will acquire (and will pay to the Administrative Agent, for the account of each Lender, in immediately available funds, an amount equal to) its Ratable Share of all outstanding Participation Advances.

  • Letters of Credit (a) On the terms and conditions set forth herein: (i) each of the Issuing Banks severally agrees in reliance upon the agreements of the other Lenders set forth in this Article 3: (A) from time to time on any Business Day during the period from the Agreement Effective Date to the Commitment Termination Date applicable to such Issuing Bank (or such earlier date as the Commitments of all Lenders shall have terminated in accordance with the terms hereof) to issue Letters of Credit denominated in Dollars and/or in Canadian Dollars for the account of the applicable Borrower and/or any one or more of its Subsidiaries and/or affiliates, and to amend or extend Letters of Credit previously issued by such Issuing Bank, in accordance with Section 3.02(c) and Section 3.02(d), subject to the following limitations: (1) the Outstanding aggregate amount of all Letters of Credit issued by each Issuing Bank shall not exceed at any one time such Issuing Bank’s L/C Commitment at such time; and (2) the Outstanding aggregate amount of all Letters of Credit issued by the Issuing Banks shall not exceed at any one time an amount equal to the Commitments of the Lenders at such time less the Outstanding aggregate principal sum of the Loans and L/C Obligations at such time, and (B) to honor drafts drawn under, and in compliance with, the terms and conditions of Letters of Credit. (ii) The Lenders severally agree to participate in Letters of Credit issued for the account of the applicable Borrower and/or any one or more of its Subsidiaries and/or affiliates; provided, that the Issuing Banks shall not be obligated to issue, and no Lender shall be obligated to participate in, any Letter of Credit if, as of the date of issuance of such Letter of Credit (the “Issuance Date”) and after giving effect thereto, the Dollar Equivalent amount of the aggregate principal amount (without duplication) of all the Loans and L/C Obligations Outstanding exceeds or would exceed the Commitments of all Lenders. (iii) Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrowers’ ability to obtain Letters of Credit shall be fully revolving and, accordingly, the Borrowers may, during the foregoing period, obtain Letters of Credit to replace Letters of Credit which have expired or which have been drawn upon and reimbursed. (b) The Issuing Banks shall not issue any Letter of Credit if, to any such Issuing Bank’s knowledge: (i) any order, judgment or decree of any Governmental Authority or arbitrator shall by its terms purport to enjoin or restrain such Issuing Bank from issuing such Letter of Credit, or any Requirement of Law applicable to such Issuing Bank shall prohibit or any request or directive (whether or not having the force of law) from any Governmental Authority with jurisdiction over such Issuing Bank shall prohibit, or require that such Issuing Bank refrain from, the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon such Issuing Bank with respect to such Letter of Credit any restriction, reserve or capital requirement (for which such Issuing Bank is not otherwise compensated hereunder) not in effect on the Agreement Effective Date, or shall impose upon such Issuing Bank any unreimbursed loss, cost or expense which was not applicable on the Agreement Effective Date and which such Issuing Bank in good xxxxx xxxxx material to it; (ii) such Issuing Bank has received Notice from any Lender, the Agent or the applicable Borrower, on or prior to the Business Day prior to the requested date of issuance of such Letter of Credit, that one or more of the applicable conditions contained in Article 7 is not then satisfied; (iii) the expiry date of any requested Letter of Credit is more than one year after the date of issuance or is after the Commitment Termination Date of the applicable Issuing Bank or any Commitment Termination Date following which the aggregate amount of the Commitments remaining would not be at least equal to the aggregate principal amount of the Loans and L/C Obligations (taking into account the amount of the requested Letter of Credit) Outstanding as of the Issuance Date of such requested Letter of Credit; (iv) any requested Letter of Credit does not provide for drafts, or is not otherwise in form and substance reasonably acceptable to such Issuing Bank, or the issuance of a Letter of Credit shall violate any applicable policy of such Issuing Bank; (v) the applicable Issuing Bank does not, as of the requested date of issuance for such Letter of Credit, issue Letters of Credit in Canadian Dollars if requested by the applicable Borrower; (vi) the applicable Issuing Bank has not, as of the requested date of issuance for any Letter of Credit that a Borrower has requested in Canadian Dollars, consented to issue such Letter of Credit in Canadian Dollars; (vii) any Lender is at that time a Defaulting Lender, unless the applicable Issuing Bank has entered into arrangements, including the delivery of Cash Collateral, satisfactory to such Issuing Bank (in its sole discretion) with the applicable Borrower or such Lender to eliminate such Issuing Bank’s actual or potential Fronting Exposure (after giving effect to Section 4.10(a)(i)) 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 Issuing Bank has actual or potential Fronting Exposure, as it may elect in its sole discretion; or (viii) in the case of a Letter of Credit to be issued for the account of a Subsidiary or an affiliate of a Borrower, such Issuing Bank shall not have received such statements in substance and form reasonably satisfactory to such Issuing Bank as such Issuing Bank shall require for the purpose of compliance with any applicable regulations of the Comptroller of the Currency or the Federal Reserve Board, including, without limitation, applicable “know your customer” requirements.

  • Existing Letters of Credit On and after the Closing Date, the Existing Letters of Credit shall be deemed for all purposes, including for purposes of the fees to be collected pursuant to Sections 3.3(a) and (b), reimbursement of costs and expenses to the extent provided herein and for purposes of being secured by the Collateral, a Letter of Credit outstanding under this Agreement and entitled to the benefits of this Agreement and the other Loan Documents, and shall be governed by the applications and agreements pertaining thereto and by this Agreement (which shall control in the event of a conflict).

  • Requesting Letters of Credit (a) Borrower must make written application for any Letter of Credit or amendment or extension of any Letter of Credit at least 5 Business Days (or such shorter period as LC Issuer may in its discretion from time to time agree) before the date on which Borrower desires for LC Issuer to issue such Letter of Credit. By making any such written application, unless otherwise expressly stated therein, Borrower shall be deemed to have represented and warranted that the LC Conditions described in Section 2.11 (other than Section 2.11(f)) will be met as of the date of issuance of such Letter of Credit. Each such written application for a Letter of Credit must be made in writing in the form customarily used by LC Issuer, the terms and provisions of which, to the extent not inconsistent with the terms hereof, are hereby incorporated herein by reference (or in such other form as may mutually be agreed upon by LC Issuer and Borrower). (b) If Borrower requests in any applicable LC Application, LC Issuer may, in its discretion, agree to issue a Letter of Credit that has automatic extension provisions (each, an “Auto-Extension Letter of Credit”); provided that any such Auto-Extension Letter of Credit must permit LC Issuer to prevent any such extension at least once in each 12 month period (commencing with the date of issuance of such Letter of Credit) by giving prior notice to the beneficiary thereof not later than a day (the “Non-Extension Notice Date”) in each such 12 month period to be agreed upon at the time such Letter of Credit is issued. Unless otherwise directed by LC Issuer, Borrower shall not be required to make a specific request to LC Issuer for any such extension. Once an Auto-Extension Letter of Credit has been issued, Lenders shall be deemed to have authorized (but may not require) LC Issuer to permit the extension of such Letter of Credit at any time to an expiry date not later than the Letter of Credit Termination Date; provided, however, that LC Issuer shall not permit any such extension if (i) LC Issuer has determined that it would not be permitted, or would have no obligation at such time to issue such Letter of Credit in its revised form (as extended) under the terms hereof (by reason of the provisions of Section 2.11 or otherwise), or (ii) it has received notice (which notice may be by telephone or in writing) on or before the day that is 5 Business Days before the Non-Extension Notice Date (1) from Administrative Agent that Required Lenders have elected not to permit such extension or (2) from Administrative Agent, any Lender or Borrower that one or more of the applicable conditions specified in Section 4.2 is not then satisfied, and in each such case directing LC Issuer not to permit such extension. (c) Two Business Days after the LC Conditions for a Letter of Credit have been met as described in Section 2.11 (or if LC Issuer otherwise desires to issue such Letter of Credit earlier), LC Issuer will issue such Letter of Credit at LC Issuer’s office in New York, New York. If any provisions of any LC Application conflict with any provisions of this Agreement, the provisions of this Agreement shall govern and control. Borrower shall promptly examine a copy of each Letter of Credit and each amendment thereto that is delivered to it and, in the event of any claim of noncompliance with Borrower’s instructions or other irregularity, Borrower will immediately notify LC Issuer. (d) Notwithstanding that a Letter of Credit issued or outstanding hereunder is in support of any obligations of a Restricted Person other than Borrower, Borrower shall be obligated to reimburse LC Issuer hereunder for any and all drawings under such Letter of Credit. Borrower hereby acknowledges that the issuance of Letters of Credit for the benefit of such other Restricted Persons inures to the benefit of Borrower, and that Borrower’s business derives substantial benefits from the businesses of such other Restricted Persons

  • Loans and Letters of Credit On the Closing Date:

  • Commitment to Issue Letters of Credit Subject to the terms and conditions hereof and the execution and delivery by the Borrowers of a letter of credit application on the Administrative Agent's customary form (a "Letter of Credit Application"), the Administrative Agent on behalf of the Lenders and in reliance upon the agreement of the Lenders set forth in §5.1(d) and upon the representations and warranties of the Borrowers contained herein, agrees, in its individual capacity, to issue, extend and renew for the account of the Borrowers one or more standby letters of credit (individually, a "Letter of Credit"), in such form as may be requested from time to time by the Borrowers and agreed to by the Administrative Agent; provided, however, that, at all times, after giving effect to such request, (a) the sum of the aggregate Maximum Drawing Amount and all Unpaid Reimbursement Obligations shall not exceed $15,000,000 at any one time, and (b) the sum of (i) all L/C Obligations, and (ii) the amount of all Revolving Credit Loans outstanding shall not exceed the Total Revolving Credit Commitment at any time. Notwithstanding the foregoing, the Administrative Agent shall have no obligation to issue any Letter of Credit to support or secure any Indebtedness of the Borrowers or any of their Subsidiaries to the extent that such Indebtedness was incurred prior to the proposed issuance date of such Letter of Credit, unless in any such case the Borrowers demonstrate to the satisfaction of the Administrative Agent that (x) such prior incurred Indebtedness was then fully secured by a prior perfected and unavoidable security interest in collateral provided by the Borrowers or such Subsidiary to the proposed beneficiary of such Letter of Credit or (y) such prior incurred Indebtedness was then secured or supported by a letter of credit issued for the account of the Borrowers or such Subsidiary and the reimbursement obligation with respect to such letter of credit was fully secured by a prior perfected and unavoidable security interest in collateral provided to the issuer of such letter of credit by the Borrowers or such Subsidiary.

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!