Uniform Customs and Practice. The Uniform Customs and Practice for Documentary Credits (1993 Revision), International Chamber of Commerce Publication No. 500, and any subsequent revisions thereof approved by a Congress of the International Chamber of Commerce and adhered to by the Letter of Credit Issuer (the "Uniform Customs and Practice"), shall be binding on the Borrower and the Letter of Credit Issuer except to the extent otherwise provided herein, in any Letter of Credit or in any other Loan Document. Anything in the Uniform Customs and Practice to the contrary notwithstanding: (a) Neither the Borrower nor any beneficiary of any Letter of Credit shall be deemed an agent of any Letter of Credit Issuer. (b) With respect to each Letter of Credit, neither any Letter of Credit Issuer nor its correspondents shall be responsible, except to the extent required by law, for or shall have any duty to ascertain: (i) the genuineness of any signature; (ii) the validity, form, sufficiency, accuracy, genuineness or legal effect of any endorsements; (iii) delay in giving, or failure to give, notice of arrival, notice of refusal of documents or of discrepancies in respect of which any Letter of Credit Issuer refuses the documents or any other notice, demand or protest; (iv) the performance by any beneficiary under any Letter of Credit of such beneficiary's obligations to the Borrower; (v) inaccuracy in any notice received by the Letter of Credit Issuer; (vi) the validity, form, sufficiency, accuracy, genuineness or legal effect of any instrument, draft, certificate or other document required by such Letter of Credit to be presented before payment of a draft, or the office held by or the authority of any Person signing any of the same; or (vii) failure of any instrument to bear any reference or adequate reference to such Letter of Credit, or failure of any Person to note the amount of any instrument on the reverse of such Letter of Credit or to surrender such Letter of Credit or to forward documents in the manner required by such Letter of Credit. (c) Except as otherwise required by law, the occurrence of any of the events referred to in the Uniform Customs and Practice or in the preceding clauses of this Section 2.3.7 shall not affect or prevent the vesting of any of the Letter of Credit Issuer's rights or powers hereunder or the Borrower's obligation to make reimbursement of amounts paid under any Letter of Credit or any draft accepted thereunder. (d) The Borrower will promptly examine (i) each Letter of Credit (and any amendments thereof) sent to it by a Letter of Credit Issuer and (ii) all instruments and documents delivered to it from time to time by such Letter of Credit Issuer. The Borrower will notify the Letter of Credit Issuer of any claim of noncompliance by notice actually received within three Banking Days after receipt of any of the foregoing documents, the Borrower being conclusively deemed to have waived any such claim against such Letter of Credit Issuer and its correspondents unless such notice is given. The Letter of Credit Issuer shall have no obligation or responsibility to send any such Letter of Credit or any such instrument or document to the Borrower. (e) In the event of any conflict between the provisions of this Agreement and the Uniform Customs and Practice and Article 5 of the Uniform Commercial Code, the provisions of this Agreement shall govern to the maximum extent permitted by applicable law.
Appears in 3 contracts
Samples: Credit Agreement (Heritage Propane Partners L P), Credit Agreement (Energy Transfer Partners Lp), Credit Agreement (Energy Transfer Partners Lp)
Uniform Customs and Practice. The Uniform Customs and Practice for Documentary Credits (1993 Revision), International Chamber of Commerce Publication No. 500, and any subsequent revisions thereof approved by a Congress of the International Chamber of Commerce and adhered to by the Letter of Credit Issuer Agent (the "Uniform Customs and Practice"), shall be binding on the Borrower and the Letter of Credit Issuer Agent except to the extent otherwise provided herein, in any Letter of Credit or in any other Loan Document. Anything in the Uniform Customs and Practice to the contrary notwithstanding:
(a) Neither the Borrower nor any beneficiary of any Letter of Credit shall be deemed an agent of any Letter of Credit Issuerthe Agent.
(b) With respect to each any Letter of Credit, neither any Letter of Credit Issuer the Agent nor its correspondents shall be responsible, except to the extent required by law, responsible for or shall have any duty to ascertain:
(i) the genuineness of any signature;
(ii) the validity, form, sufficiency, accuracy, genuineness or legal effect of any endorsements;
(iii) delay in giving, or failure to give, notice of arrival, notice of refusal of documents or of discrepancies in respect of which any Letter of Credit Issuer the Agent refuses the documents or any other notice, demand or protest;
(iv) the performance by any beneficiary under any Letter of Credit of such beneficiary's obligations to the Borrower;
(v) inaccuracy in any notice received by the Letter of Credit IssuerAgent;
(vi) the validity, form, sufficiency, accuracy, genuineness or legal effect of any instrument, draft, certificate or other document required by such Letter of Credit to be presented before payment of a draft, or the office held by or the authority of any Person signing any of the same; or
(vii) failure of any instrument to bear any reference or adequate reference to such Letter of Credit, or failure of any Person to note the amount of any instrument on the reverse of such Letter Letters of Credit or to surrender such Letter of Credit or to forward documents in the manner required by such Letter of Credit.
(c) Except as otherwise required by law, the The occurrence of any of the events referred to in the Uniform Customs and Practice or in the preceding clauses of this Section 2.3.7 2.14 shall not affect or prevent the vesting of any of the Letter of Credit IssuerAgent's rights or powers hereunder or the Borrower's obligation to make reimbursement of amounts paid under any Letter of Credit or any draft accepted thereunderthereunder so long as the Agent has acted without gross negligence or willful misconduct.
(d) The Borrower will promptly examine (i) each Letter of Credit (and any amendments thereof) sent to it by a Letter of Credit Issuer the Agent and (ii) all instruments and documents delivered to it from time to time by such Letter of Credit Issuerthe Agent. The Borrower will notify the Letter of Credit Issuer Agent of any claim of noncompliance by notice actually received within three Banking Business Days after receipt of any of the foregoing documents, the Borrower being conclusively deemed to have waived any such claim against such Letter of Credit Issuer the Agent and its correspondents unless such notice is given. The Letter of Credit Issuer Agent shall have no obligation or responsibility to send any such Letter of Credit or any such instrument or document to the Borrower.
(e) In the event of any conflict between the provisions of this Agreement and the Uniform Customs and Practice and Article 5 of the Uniform Commercial CodePractice, the provisions of this Agreement shall govern to the maximum extent permitted by applicable lawgovern.
Appears in 2 contracts
Samples: Revolving Credit Agreement (Berkshire Realty Co Inc /De), Credit Agreement (Berkshire Realty Co Inc /De)
Uniform Customs and Practice. The Uniform Customs and Practice for Documentary Credits (1993 Revision), International Chamber of Commerce Publication No. 500, and any subsequent revisions thereof approved by a Congress of the International Chamber of Commerce and adhered to by the Letter of Credit Issuer Bank (the "Uniform Customs and Practice"), shall be binding on the Borrower and the Letter of Credit Issuer Bank except to the extent otherwise provided herein, in any Letter of Credit or in any other Loan Documentcredit document. Anything in the Uniform Customs and Practice to the contrary notwithstanding:
(a) Neither the Borrower nor any beneficiary of any Letter of Credit shall be deemed an agent of any Letter of Credit Issuerthe Bank.
(b) With respect to each Letter of Credit, neither any Letter of Credit Issuer the Bank nor its correspondents shall be responsible, except to the extent required by law, responsible for or shall have any duty to ascertain:
(i) the genuineness of any signature;
(ii) the validity, form, sufficiency, accuracy, genuineness or legal effect of any endorsements;
(iii) delay in giving, or failure to give, notice of arrival, notice of refusal of documents or of discrepancies in respect of which any Letter of Credit Issuer the Bank refuses the documents or any other notice, demand or protest;
(iv) the performance by any beneficiary under any Letter of Credit of such beneficiary's obligations to the Borrower;
(v) inaccuracy in any notice received by the Letter of Credit IssuerBank;
(vi) the validity, form, sufficiency, accuracy, genuineness or legal effect of any instrument, draft, certificate or other document required by such Letter of Credit to be presented before payment of a draft, or the office held by or the authority of any Person signing any of the same; or
(vii) failure of any instrument to bear any reference or adequate reference to such Letter of Credit, or failure of any Person to note the amount of any instrument on the reverse of such Letter of Credit or to surrender such Letter of Credit or to forward documents in the manner required by such Letter of Credit.;
(c) Except as otherwise required by law, the occurrence of any of the events referred to in the Uniform Customs and Practice or in the preceding clauses of this Section 2.3.7 2.16 shall not affect or prevent the vesting of any of the Letter of Credit IssuerBank's rights or powers hereunder or the Borrower's obligation to make reimbursement of amounts paid under any Letter of Credit or any draft accepted thereunder.
(d) The Borrower will promptly examine (i) each Letter of Credit (and any amendments thereof) sent to it by a Letter of Credit Issuer the Bank and (ii) all instruments and documents delivered to it from time to time by such Letter of Credit Issuerthe Bank. The Borrower will notify the Letter of Credit Issuer Bank of any claim of noncompliance by notice actually received within three Banking Business Days after receipt of any of the foregoing documents, the Borrower being conclusively deemed to have waived any such claim claims against such Letter of Credit Issuer the Bank and its correspondents unless such notice is given. The Letter of Credit Issuer Bank shall have no obligation or responsibility to send any such Letter of Credit or any such instrument or document to the Borrower.
(e) In the event of any conflict between the provisions of this Agreement and the Uniform Customs and Practice and Article 5 of the Uniform Commercial CodePractice, the provisions of this Agreement shall govern to the maximum extent permitted by applicable lawgovern.
Appears in 2 contracts
Samples: Revolving Loans and Foreign Exchange Facilities Agreement (Mestek Inc), Revolving Loan, Letter of Credit Facility and Foreign Exchange Facilities Agreement (Mestek Inc)
Uniform Customs and Practice. The Uniform Customs and Practice for Documentary Credits (1993 Revision), International Chamber of Commerce Publication No. 500, and any subsequent revisions thereof approved by a Congress of the International Chamber of Commerce and adhered to by the Letter of Credit Issuer (the "Uniform Customs and PracticeUNIFORM CUSTOMS AND PRACTICE"), shall be binding on the Borrower Borrowers and the Letter of Credit Issuer except to the extent otherwise provided herein, in any Letter of Credit or in any other Loan Document. Anything in the Uniform Customs and Practice to the contrary notwithstanding:
(a) Neither the Borrower Borrowers nor any beneficiary of any Letter of Credit shall be deemed an agent of any Letter of Credit Issuer.
(b) With respect to each Letter of Credit, neither any Letter of Credit Issuer nor its correspondents shall be responsible, except to the extent required by law, for or shall have any duty to ascertain:
(i) the genuineness of any signature;
(ii) the validity, form, sufficiency, accuracy, genuineness or legal effect of any endorsements;
(iii) delay in giving, or failure to give, notice of arrival, notice of refusal of documents or of discrepancies in respect of which any Letter of Credit Issuer refuses the documents or any other notice, demand or protest;
(iv) the performance by any beneficiary under any Letter of Credit of such beneficiary's obligations to the BorrowerBorrowers;
(v) inaccuracy in any notice received by the Letter of Credit Issuer;
(vi) the validity, form, sufficiency, accuracy, genuineness or legal effect of any instrument, draft, certificate or other document required by such Letter of Credit to be presented before payment of a draft, or the office held by or the authority of any Person signing any of the same; or
(vii) failure of any instrument to bear any reference or adequate reference to such Letter of Credit, or failure of any Person to note the amount of any instrument on the reverse of such Letter of Credit or to surrender such Letter of Credit or to forward documents in the manner required by such Letter of Credit.
(c) Except as otherwise required by law, the occurrence of any of the events referred to in the Uniform Customs and Practice or in the preceding clauses of this Section 2.3.7 2.2.8 shall not affect or prevent the vesting of any of the Letter of Credit Issuer's rights or powers hereunder or the Borrower's Borrowers' obligation to make reimbursement of amounts paid under any Letter of Credit or any draft accepted thereunder.
(d) The Borrower Borrowers will promptly examine (i) each Letter of Credit (and any amendments thereof) sent to it by a Letter of Credit Issuer and (ii) all instruments and documents delivered to it from time to time by such Letter of Credit Issuer. The Borrower Borrowers will notify the Letter of Credit Issuer of any claim of noncompliance by notice actually received within three Banking Business Days after receipt of any of the foregoing documents, the Borrower Borrowers being conclusively deemed to have waived any such claim against such Letter of Credit Issuer and its correspondents unless such notice is given. The Letter of Credit Issuer shall have no obligation or responsibility to send any such Letter of Credit or any such instrument or document to the BorrowerBorrowers.
(e) In the event of any conflict between the provisions of this Agreement and the Uniform Customs and Practice and Article 5 of the Uniform Commercial Code, the provisions of this Agreement shall govern to the maximum extent permitted by applicable law.
Appears in 1 contract
Samples: Revolving Credit and Term Loan Agreement (Equity Compression Services Corp)
Uniform Customs and Practice. The Uniform Customs and Practice for Documentary Credits (1993 Revision), adopted by a Congress of the International Chamber of Commerce Publication No. 500Commerce, and any subsequent revisions thereof approved by a Congress of the International Chamber of Commerce and adhered to by the Letter of Credit Issuer (the "Uniform Customs and Practice"), shall be binding on the Borrower and the Letter of Credit Issuer except to the extent otherwise provided herein, in any Letter of Credit or in any other Loan Credit Document. Anything in the Uniform Customs and Practice to the contrary notwithstanding:
(a) Neither the Borrower nor any beneficiary of any Letter of Credit shall be deemed an agent of any Letter of Credit Issuer.
(b) With respect to each Letter of Credit, neither any the Letter of Credit Issuer nor its correspondents shall be responsible, except to the extent required by law, responsible for or shall have any duty to ascertain (unless the Letter of Credit Issuer or such correspondent is grossly negligent or willful in failing so to ascertain:):
(i) the genuineness of any signature;
(ii) signature or the validity, form, sufficiency, accuracy, genuineness or legal effect of any endorsements;
(iiiii) delay in giving, or failure to give, notice of arrival, notice of refusal of documents or of discrepancies in respect of which any Letter of Credit Issuer refuses the documents or any other notice, demand or protest;
(iviii) the performance by any beneficiary under any Letter of Credit of such beneficiary's obligations to the Borrower;
(viv) inaccuracy in any notice received by the Letter of Credit Issuer;
(viv) the validity, form, sufficiency, accuracy, genuineness or legal effect of any instrument, draft, certificate or other document required by such Letter of Credit to be presented before payment of a draft if such instrument, draft, certificate or other document appears on its face to comply with the requirements of the Letter of Credit, or the office held by or the authority of any Person signing any of the same; or
(viivi) failure of any instrument to bear any reference or adequate reference to such Letter of Credit, or failure of any Person to note the amount of any instrument on the reverse of such Letter of Credit or to surrender such Letter of Credit or to forward documents in the manner required by such Letter of Credit.
(b) Except insofar as a particular Letter of Credit contains express, contrary instructions, the Letter of Credit Issuer may honor as complying with the terms of any Letter of Credit and with this Agreement any drafts or other documents otherwise in order signed or issued by an administrator, executor, conservator, trustee in bankruptcy, debtor in possession, assignee for benefit of creditors, liquidator, receiver or other legal representative of the party authorized under such Letter of Credit to draw or issue such drafts or other documents.
(c) Except as otherwise required by law, the The occurrence of any of the events referred to in the Uniform Customs and Practice or in the preceding clauses of this Section 2.3.7 2.2.6 shall not affect or prevent the vesting of any of the Letter of Credit Issuer's rights or powers hereunder or the Borrower's obligation to make reimbursement of amounts paid under any Letter of Credit or any draft accepted thereunder.
(d) The Borrower will promptly examine (i) each Letter of Credit (and any amendments thereof) sent to it by a Letter of Credit Issuer and (ii) all instruments and documents delivered to it from time to time by such Letter of Credit Issuer. The Borrower will notify the Letter of Credit Issuer of any claim of noncompliance by notice actually received within three Banking Days after receipt of any of the foregoing documents, the Borrower being conclusively deemed to have waived any such claim against such Letter of Credit Issuer and its correspondents unless such notice is given. The Letter of Credit Issuer shall have no obligation or responsibility to send any such Letter of Credit or any such instrument or document to the Borrower.
(e) In the event of any conflict between the provisions of this Agreement and the Uniform Customs and Practice and Article 5 of the Uniform Commercial CodePractice, the provisions of this Agreement shall govern to the maximum extent permitted by applicable lawgovern.
Appears in 1 contract
Uniform Customs and Practice. The Uniform Customs and Practice for Documentary Credits (1993 Revision), adopted by a Congress of the International Chamber of Commerce Publication No. 500Commerce, and any subsequent revisions thereof approved by a Congress of the International Chamber of Commerce and adhered to by the Letter of Credit Issuer (the "Uniform Customs and PracticeUNIFORM CUSTOMS AND PRACTICE"), shall be binding on the Borrower and the Letter of Credit Issuer except to the extent otherwise provided herein, in any Letter of Credit or in any other Loan Credit Document. Anything in the Uniform Customs and Practice to the contrary notwithstanding:
(a) Neither the Borrower nor any beneficiary of any Letter of Credit shall be deemed an agent of any Letter of Credit Issuer.
(b) With respect to each Letter of Credit, neither any the Letter of Credit Issuer nor its correspondents shall be responsible, except to the extent required by law, responsible for or shall have any duty to ascertain (unless the Letter of Credit Issuer or such correspondent is grossly negligent or willful in failing so to ascertain:):
(ib) Except insofar as a particular Letter of Credit contains express, contrary instructions, the genuineness Letter of any signature;
(ii) Credit Issuer may honor as complying with the validity, form, sufficiency, accuracy, genuineness or legal effect terms of any endorsements;
(iii) delay in giving, or failure to give, notice of arrival, notice of refusal of documents or of discrepancies in respect of which any Letter of Credit Issuer refuses the documents or and with this Agreement any other notice, demand or protest;
(iv) the performance by any beneficiary under any Letter of Credit of such beneficiary's obligations to the Borrower;
(v) inaccuracy in any notice received by the Letter of Credit Issuer;
(vi) the validity, form, sufficiency, accuracy, genuineness or legal effect of any instrument, draft, certificate drafts or other document required documents otherwise in order signed or issued by an administrator, executor, conservator, trustee in bankruptcy, debtor in possession, assignee for benefit of creditors, liquidator, receiver or other legal representative of the party authorized under such Letter of Credit to be presented before payment of a draft, draw or the office held by issue such drafts or the authority of any Person signing any of the same; or
(vii) failure of any instrument to bear any reference or adequate reference to such Letter of Credit, or failure of any Person to note the amount of any instrument on the reverse of such Letter of Credit or to surrender such Letter of Credit or to forward documents in the manner required by such Letter of Creditother documents.
(c) Except as otherwise required by law, the The occurrence of any of the events referred to in the Uniform Customs and Practice or in the preceding clauses of this Section 2.3.7 2.2.6 shall not affect or prevent the vesting of any of the Letter of Credit Issuer's rights or powers hereunder or the Borrower's obligation to make reimbursement of amounts paid under any Letter of Credit or any draft accepted thereunder.
(d) The Borrower will promptly examine (i) each Letter of Credit (and any amendments thereof) sent to it by a Letter of Credit Issuer and (ii) all instruments and documents delivered to it from time to time by such Letter of Credit Issuer. The Borrower will notify the Letter of Credit Issuer of any claim of noncompliance by notice actually received within three Banking Days after receipt of any of the foregoing documents, the Borrower being conclusively deemed to have waived any such claim against such Letter of Credit Issuer and its correspondents unless such notice is given. The Letter of Credit Issuer shall have no obligation or responsibility to send any such Letter of Credit or any such instrument or document to the Borrower.
(e) In the event of any conflict between the provisions of this Agreement and the Uniform Customs and Practice and Article 5 of the Uniform Commercial CodePractice, the provisions of this Agreement shall govern to the maximum extent permitted by applicable lawgovern.
Appears in 1 contract
Uniform Customs and Practice. The Uniform Customs and Practice for Documentary Credits (1993 Revision), International Chamber of Commerce Publication No. 500, and any subsequent revisions thereof approved by a Congress of the International Chamber of Commerce and adhered to by the Letter of Credit Issuer (the "Uniform Customs and Practice"), shall be binding on the Borrower Company and the Letter of Credit Issuer except to the extent otherwise provided herein, in any Letter of Credit or in any other Loan Credit Document. Anything in the Uniform Customs and Practice to the contrary notwithstanding:
(a) Neither the Borrower Company nor any beneficiary of any Letter of Credit shall be deemed an agent of any Letter of Credit Issuer.
(b) With respect to each Letter of Credit, neither any the Letter of Credit Issuer nor its correspondents shall be responsible, except to the extent required by law, responsible for or shall have any duty to ascertain (unless the Letter of Credit Issuer or such correspondent is grossly negligent or willful in failing so to ascertain:):
(i) the genuineness of any signature;
(ii) the validity, form, sufficiency, accuracy, genuineness or legal effect of any endorsements;
(iii) delay in giving, or failure to give, notice of arrival, notice of refusal of documents or of discrepancies in respect of which any Letter of Credit Issuer refuses the documents or any other notice, demand or protest;
(iv) the performance by any beneficiary under any Letter of Credit of such beneficiary's obligations to the BorrowerCompany;
(v) inaccuracy in any notice received by the Letter of Credit Issuer;
(vi) the validity, form, sufficiency, accuracy, genuineness or legal effect of any instrument, draft, certificate or other document required by such Letter of Credit to be presented before payment of a draft if such instrument, draft, certificate or other document appears on its face to comply with the requirements of the Letter of Credit, or the office held by or the authority of any Person signing any of the same; or
(vii) failure of any instrument to bear any reference or adequate reference to such Letter of Credit, or failure of any Person to note the amount of any instrument on the reverse of such Letter of Credit or to surrender such Letter of Credit or to forward documents in the manner required by such Letter of Credit.
(c) Except as otherwise required by law, the The occurrence of any of the events referred to in the Uniform Customs and Practice or in the preceding clauses of this Section 2.3.7 shall not affect or prevent the vesting of any of the Letter of Credit Issuer's rights or powers hereunder or the BorrowerCompany's obligation to make reimbursement of amounts paid under any Letter of Credit or any draft accepted thereunder.
(d) The Borrower Company will promptly examine (i) each Letter of Credit (and any amendments thereof) sent to it by a the Letter of Credit Issuer and (ii) all instruments and documents delivered to it from time to time by such Letter of Credit Issuer. The Borrower will notify the Letter of Credit Issuer of any claim of noncompliance by notice actually received within three Banking Days after receipt of any of the foregoing documents, the Borrower being conclusively deemed to have waived any such claim against such Letter of Credit Issuer and its correspondents unless such notice is given. The Letter of Credit Issuer shall have no obligation or responsibility to send any such Letter of Credit or any such instrument or document to the Borrower.and
(e) In the event of any conflict between the provisions of this Agreement and the Uniform Customs and Practice and Article 5 of the Uniform Commercial CodePractice, the provisions of this Agreement shall govern to the maximum extent permitted by applicable lawgovern.
Appears in 1 contract
Uniform Customs and Practice. The Uniform Customs and Practice for Documentary Credits (1993 Revision), International Chamber of Commerce Publication No. 500, and any subsequent revisions thereof approved by a Congress of the International Chamber of Commerce and adhered to by the Letter of Credit Issuer (the "Uniform Customs and Practice"), shall be binding on the Borrower and the Letter of Credit Issuer except to the extent otherwise provided herein, in any Letter of Credit or in any other Loan Credit Document. Anything in the Uniform Customs and Practice to the contrary notwithstanding:
(a) Neither the Borrower nor any beneficiary of any Letter of Credit shall be deemed an agent of any Letter of Credit Issuer.
(b) With respect to each Letter of Credit, neither any the Letter of Credit Issuer nor its correspondents shall be responsible, except to the extent required by law, responsible for or shall have any duty to ascertain (unless the Letter of Credit Issuer or such correspondent is grossly negligent or willful in failing so to ascertain:):
(i) the genuineness of any signature;
(ii) the validity, form, sufficiency, accuracy, genuineness or legal effect of any endorsements;
(iii) delay in giving, or failure to give, notice of arrival, notice of refusal of documents or of discrepancies in respect of which any Letter of Credit Issuer refuses the documents or any other notice, demand or protest;
(iv) the performance by any beneficiary under any Letter of Credit of such beneficiary's obligations to the Borrower;
(v) inaccuracy in any notice received by the Letter of Credit Issuer;
(vi) the validity, form, sufficiency, accuracy, genuineness or legal effect of any instrument, draft, certificate or other document required by such Letter of Credit to be presented before payment of a draft if such instrument, draft, certificate or other document appears on its face to comply with the requirements of the Letter of Credit, or the office held by or the authority of any Person signing any of the same; or
(vii) failure of any instrument to bear any reference or adequate reference to such Letter of Credit, or failure of any Person to note the amount of any instrument on the reverse of such Letter of Credit or to surrender such Letter of Credit or to forward documents in the manner required by such Letter of Credit.
(c) Except as otherwise required by law, the The occurrence of any of the events referred to in the Uniform Customs and Practice or in the preceding clauses of this Section 2.3.7 shall not affect or prevent the vesting of any of the Letter of Credit Issuer's rights or powers hereunder or the Borrower's obligation to make reimbursement of amounts paid under any Letter of Credit or any draft accepted thereunder.
(d) The Borrower will promptly examine (i) each Letter of Credit (and any amendments thereof) sent to it by a Letter the letter of Credit Issuer and (ii) all instruments and documents delivered to it from time to time by such the Letter of Credit Issuer. The Borrower will notify the Letter of Credit Issuer of any claim of noncompliance by notice actually received within three Banking Days after receipt by the Borrower of any of the foregoing documents, the Borrower being conclusively deemed to have waived any such claim against such Letter of Credit Issuer and its correspondents unless such notice is given. The Letter of Credit Issuer shall have no obligation or responsibility to send any such Letter of Credit or any such instrument or document to the Borrower.
(e) In the event of any conflict between the provisions of this Agreement and the Uniform Customs and Practice and Article 5 of the Uniform Commercial CodePractice, the provisions of this Agreement shall govern to the maximum extent permitted by applicable lawgovern.
Appears in 1 contract
Uniform Customs and Practice. The Uniform Customs and Practice for Documentary Credits (1993 Revision), International Chamber of Commerce Publication No. 500, and any subsequent revisions thereof approved by a Congress of the International Chamber of Commerce and adhered to by the Letter of Credit Issuer (the "Uniform Customs and Practice"), shall be binding on the Borrower Company and the Letter of Credit Issuer Lender except to the extent otherwise provided herein, in any Letter of Credit or in any other Loan Credit Document. Anything in the Uniform Customs and Practice to the contrary notwithstanding:
(a) a. Neither the Borrower Company nor any beneficiary of any Letter of Credit shall be deemed an agent of any Letter of Credit Issuerthe Lender.
(b) b. With respect to each Letter of Credit, neither any Letter of Credit Issuer the Lender nor its correspondents shall be responsible, except to the extent required by law, responsible for or shall have any duty to ascertain (unless the Lender or such correspondent is grossly negligent or willful in failing so to ascertain:):
(i1) the genuineness of any signature;
(ii) signature or the validity, form, sufficiency, accuracy, genuineness or legal effect of any endorsements;
(iii2) delay in giving, or failure to give, notice of arrival, notice of refusal of documents or of discrepancies in respect of which any Letter of Credit Issuer the Lender refuses the documents or any other notice, demand or protest;
(iv3) the performance by any beneficiary under any Letter of Credit of such beneficiary's obligations to the BorrowerCompany;
(v4) inaccuracy in any notice received by the Letter of Credit IssuerLender;
(vi5) the validity, form, sufficiency, accuracy, genuineness or legal effect of any instrument, draft, certificate or other document required by such Letter of Credit to be presented before payment of a draft if such instrument, draft, certificate or other document appears on its face to comply with the requirements of the Letter of Credit, or the office held by or the authority of any Person signing any of the same; or
(vii6) failure of any instrument to bear any reference or adequate reference to such Letter of Credit, or failure of any Person to note the amount of any instrument on the reverse of such Letter of Credit or to surrender such Letter of Credit or to forward documents in the manner required by such Letter of Credit.
(c) c. Except insofar as otherwise required by lawa particular Letter of Credit contains express, contrary instructions, the Lender may honor as complying with the terms of any Letter of Credit and with this Agreement any drafts or other documents otherwise in order signed or issued by an administrator, executor, conservator, trustee in bankruptcy, debtor in possession, assignee for benefit of creditors, liquidator, receiver or other legal representative of the party authorized under such Letter of Credit to draw or issue such drafts or other documents.
d. The occurrence of any of the events referred to in the Uniform Customs and Practice or in the preceding clauses of this Section 2.3.7 2.2.5 shall not affect or prevent the vesting of any of the Letter of Credit IssuerLender's rights or powers hereunder or the BorrowerCompany's obligation to make reimbursement of amounts paid under any Letter of Credit or any draft accepted thereunder.
(d) e. The Borrower Company will promptly examine (i) each Letter of Credit (and any amendments thereof) sent to it by a Letter of Credit Issuer the Lender and (ii) all instruments and documents delivered to it from time to time by such Letter of Credit Issuerthe Lender. The Borrower Company will notify the Letter of Credit Issuer Lender of any claim of noncompliance by notice actually received within three one Banking Days Day after receipt of any of the foregoing documents, the Borrower Company being conclusively deemed to have waived any such claim against such Letter of Credit Issuer the Lender and its correspondents unless such notice is given. The Letter of Credit Issuer shall have no obligation or responsibility to send any such Letter of Credit or any such instrument or document to the Borrower.
(e) f. In the event of any conflict between the provisions of this Agreement and the Uniform Customs and Practice and Article 5 of the Uniform Commercial CodePractice, the provisions of this Agreement shall govern to the maximum extent permitted by applicable lawgovern.
Appears in 1 contract
Samples: Discretionary Demand Credit Agreement (Nextera Enterprises Inc)
Uniform Customs and Practice. The Uniform Customs and Practice for Documentary Credits (1993 Revision), International Chamber of Commerce Publication No. 500, and any subsequent revisions thereof approved by a Congress of the International Chamber of Commerce and adhered to by the Letter of Credit Issuer (the "Uniform Customs and Practice"), shall be binding on the Borrower Borrowers and the Letter of Credit Issuer except to the extent otherwise provided herein, in any Letter of Credit or in any other Loan Document. Anything in the Uniform Customs and Practice to the contrary notwithstanding:
(a) Neither the Borrower Borrowers nor any beneficiary of any Letter of Credit shall be deemed an agent of any Letter of Credit Issuer.
(b) With respect to each Letter of Credit, neither any Letter of Credit Issuer nor its correspondents shall be responsible, except to the extent required by law, for or shall have any duty to ascertain:
(i) the genuineness of any signature;
(ii) the validity, form, sufficiency, accuracy, genuineness or legal effect of any endorsements;
(iii) delay in giving, or failure to give, notice of arrival, notice of refusal of documents or of discrepancies in respect of which any Letter of Credit Issuer refuses the documents or any other notice, demand or protest;
(iv) the performance by any beneficiary under any Letter of Credit of such beneficiary's obligations to the BorrowerBorrowers;
(v) inaccuracy in any notice received by the Letter of Credit Issuer;
(vi) the validity, form, sufficiency, accuracy, genuineness or legal effect of any instrument, draft, certificate or other document required by such Letter of Credit to be presented before payment of a draft, or the office held by or the authority of any Person signing any of the same; or
(vii) failure of any instrument to bear any reference or adequate reference to such Letter of Credit, or failure of any Person to note the amount of any instrument on the reverse of such Letter of Credit or to surrender such Letter of Credit or to forward documents in the manner required by such Letter of Credit.
(c) Except as otherwise required by law, the occurrence of any of the events referred to in the Uniform Customs and Practice or in the preceding clauses of this Section 2.3.7 shall not affect or prevent the vesting of any of the Letter of Credit Issuer's rights or powers hereunder or the Borrower's obligation to make reimbursement of amounts paid under any Letter of Credit or any draft accepted thereunder.
(d) The Borrower will promptly examine (i) each Letter of Credit (and any amendments thereof) sent to it by a Letter of Credit Issuer and (ii) all instruments and documents delivered to it from time to time by such Letter of Credit Issuer. The Borrower will notify the Letter of Credit Issuer of any claim of noncompliance by notice actually received within three Banking Days after receipt of any of the foregoing documents, the Borrower being conclusively deemed to have waived any such claim against such Letter of Credit Issuer and its correspondents unless such notice is given. The Letter of Credit Issuer shall have no obligation or responsibility to send any such Letter of Credit or any such instrument or document to the Borrower.
(e) In the event of any conflict between the provisions of this Agreement and the Uniform Customs and Practice and Article 5 of the Uniform Commercial Code, the provisions of this Agreement shall govern to the maximum extent permitted by applicable law.
Appears in 1 contract
Samples: Revolving Credit and Term Loan Agreement (Middle Bay Oil Co Inc)
Uniform Customs and Practice. The Uniform Customs and Practice for Documentary Credits (1993 Revision), International Chamber of Commerce Publication No. 500, and any subsequent revisions thereof approved by a Congress of the International Chamber of Commerce and adhered to by the Letter of Credit Issuer (the "Uniform Customs and Practice"), shall be binding on the Borrower and the Letter of Credit Issuer except to the extent otherwise provided herein, in any Letter of Credit or in any other Loan Credit Document. Anything in the Uniform Customs and Practice to the contrary notwithstanding:
(a) Neither the Borrower nor any beneficiary of any Letter of Credit shall be deemed an agent of any Letter of Credit Issuer.
(b) With respect to each Letter of Credit, neither any the Letter of Credit Issuer nor its correspondents shall be responsible, except to the extent required by law, responsible for or shall have any duty to ascertain (unless the Letter of Credit Issuer or such correspondent is grossly negligent or willful in failing so to ascertain:):
(i) the genuineness of any signature;
(ii) the validity, form, sufficiency, accuracy, genuineness or legal effect of any endorsements;
(iii) delay in giving, or failure to give, notice of arrival, notice of refusal of documents or of discrepancies in respect of which any Letter of Credit Issuer refuses the documents or any other notice, demand or protest;
(iv) the performance by any beneficiary under any Letter of Credit of such beneficiary's obligations to the Borrower;
(v) inaccuracy in any notice received by the Letter of Credit Issuer;
(vi) the validity, form, sufficiency, accuracy, genuineness or legal effect of any instrument, draft, certificate or other document required by such Letter of Credit to be presented before payment of a draft if such instrument, draft, certificate or other document appears on its face to comply with the requirements of the Letter of Credit, or the office held by or the authority of any Person signing any of the same; or
(vii) failure of any instrument to bear any reference or adequate reference to such Letter of Credit, or failure of any Person to note the amount of any instrument on the reverse of such Letter of Credit or to surrender such Letter of Credit or to forward documents in the manner required by such Letter of Credit.
(c) Except as otherwise required by law, the The occurrence of any of the events referred to in the Uniform Customs and Practice or in the preceding clauses of this Section 2.3.7 2.5.7 shall not affect or prevent the vesting of any of the Letter of Credit Issuer's rights or powers hereunder or the Borrower's obligation to make reimbursement of amounts paid under any Letter of Credit or any draft accepted thereunder.
(d) The Borrower will promptly examine (i) each Letter of Credit (and any amendments thereof) sent to it by a the Letter of Credit Issuer and (ii) all instruments and documents delivered to it from time to time by such the Letter of Credit Issuer. The Borrower will notify the Letter of Credit Issuer of any claim of noncompliance by notice actually received within three Banking Days after receipt by the Borrower of any of the foregoing documents, the Borrower being conclusively deemed to have waived any such claim against such Letter of Credit Issuer and its correspondents unless such notice is given. The Letter of Credit Issuer shall have no obligation or responsibility to send any such Letter of Credit or any such instrument or document to the Borrower.
(e) In the event of any conflict between the provisions of this Agreement and the Uniform Customs and Practice and Article 5 of the Uniform Commercial CodePractice, the provisions of this Agreement shall govern to the maximum extent permitted by applicable lawgovern.
Appears in 1 contract
Uniform Customs and Practice. The Uniform Customs and Practice for Documentary Credits (1993 Revision), International Chamber of Commerce Publication No. 500, and any subsequent revisions thereof approved by a Congress of the International Chamber of Commerce and adhered to by the Letter of Credit Issuer (the "Uniform Customs and Practice"), shall be binding on the Borrower Company and the Letter of Credit Issuer except to the extent otherwise provided herein, in any Letter of Credit or in any other Loan Credit Document. Anything in the Uniform Customs and Practice to the contrary notwithstanding:
(a) Neither None of the Borrower Borrowers nor any beneficiary of any Letter of Credit shall be deemed an agent of any Letter of Credit Issuer.
(b) With respect to each Letter of Credit, neither any the Letter of Credit Issuer nor its correspondents shall be responsible, except to the extent required by law, responsible for or shall have any duty to ascertain:
(i) the genuineness of any signature;
(ii) the validity, form, sufficiency, accuracy, genuineness or legal effect of any endorsements;
(iii) delay in giving, or failure to give, notice of arrival, notice of refusal of documents or of discrepancies in respect of which any Letter of Credit Issuer refuses the documents or any other notice, demand or protest;
(iv) the performance by any beneficiary under any Letter of Credit of such beneficiary's obligations to the such Borrower;
(v) inaccuracy in any notice received by the Letter of Credit Issuer;; or
(vi) the validity, form, sufficiency, accuracy, genuineness or legal effect of any instrument, draft, certificate or other document required by such Letter of Credit to be presented before payment of a draft, or the office held by or the authority of any Person signing any of the same; or
(vii) failure of any instrument to bear any reference or adequate reference to such Letter of Credit, or failure of any Person to note the amount of any instrument on the reverse of such Letter of Credit or to surrender such Letter of Credit or to forward documents in the manner required by such Letter of Credit.
(c) Except as otherwise required by law, the occurrence of any of the events referred to in the Uniform Customs and Practice or in the preceding clauses of this Section 2.3.7 shall not affect or prevent the vesting of any of the Letter of Credit Issuer's rights or powers hereunder or the Borrower's obligation to make reimbursement of amounts paid under any Letter of Credit or any draft accepted thereunder.
(d) The Borrower will promptly examine (i) each Letter of Credit (and any amendments thereof) sent to it by a Letter of Credit Issuer and (ii) all instruments and documents delivered to it from time to time by such Letter of Credit Issuer. The Borrower will notify the Letter of Credit Issuer of any claim of noncompliance by notice actually received within three Banking Days after receipt of any of the foregoing documents, the Borrower being conclusively deemed to have waived any such claim against such Letter of Credit Issuer and its correspondents unless such notice is given. The Letter of Credit Issuer shall have no obligation or responsibility to send any such Letter of Credit or any such instrument or document to the Borrower.
(e) In the event of any conflict between the provisions of this Agreement and the Uniform Customs and Practice and Article 5 of the Uniform Commercial Code, the provisions of this Agreement shall govern to the maximum extent permitted by applicable law.such
Appears in 1 contract
Samples: Credit Agreement (Ameripath Inc)
Uniform Customs and Practice. The Uniform Customs and Practice ---------------------------- for Documentary Credits (1993 Revision), International Chamber of Commerce Publication No. 500, and any subsequent revisions thereof approved by a Congress of the International Chamber of Commerce and adhered to by the Letter of Credit Issuer (the "Uniform Customs and Practice"), shall be binding on the U.S. Borrower and ---------------------------- the Letter of Credit Issuer except to the extent otherwise provided herein, in any Letter of Credit or in any other Loan Credit Document. Anything in the Uniform Customs and Practice to the contrary notwithstanding:
(a) Neither the U.S. Borrower nor any beneficiary of any Letter of Credit shall be deemed an agent of any Letter of Credit Issuer.
(b) With respect to each Letter of Credit, neither any the Letter of Credit Issuer nor its correspondents shall be responsible, except to the extent required by law, responsible for or shall have any duty to ascertain (unless the Letter of Credit Issuer or such correspondent is grossly negligent or willful in failing so to ascertain:):
(i) the genuineness of any signature;
(ii) signature or the validity, form, sufficiency, accuracy, genuineness or legal effect of any endorsements;
(iiiii) delay in giving, or failure to give, notice of arrival, notice of refusal of documents or of discrepancies in respect of which any Letter of Credit Issuer refuses the documents or any other notice, demand or protest;
(iviii) the performance by any beneficiary under any Letter of Credit of such beneficiary's obligations to the U.S. Borrower;
(viv) inaccuracy in any notice received by the Letter of Credit Issuer;
(viv) the validity, form, sufficiency, accuracy, genuineness or legal effect of any instrument, draft, certificate or other document required by such Letter of Credit to be presented before payment of a draft if such instrument, draft, certificate or other document appears on its face to comply with the requirements of the Letter of Credit, or the office held by or the authority of any Person signing any of the same; or
(viivi) failure of any instrument to bear any reference or adequate reference to such Letter of Credit, or failure of any Person to note the amount of any instrument on the reverse of such Letter of Credit or to surrender such Letter of Credit or to forward documents in the manner required by such Letter of Credit.
(c) Except insofar as otherwise required by lawa particular Letter of Credit contains express, contrary instructions, the Letter of Credit Issuer may honor as complying with the terms of any Letter of Credit and with this Agreement any drafts or other documents otherwise in order signed or issued by an administrator, executor, conservator, trustee in bankruptcy, debtor in possession, assignee for benefit of creditors, liquidator, receiver or other legal representative of the party authorized under such Letter of Credit to draw or issue such drafts or other documents.
(d) The occurrence of any of the events referred to in the Uniform Customs and Practice or in the preceding clauses of this Section 2.3.7 2.4.6 shall not affect or prevent the vesting of any of the Letter of Credit Issuer's rights or powers hereunder or the U.S. Borrower's obligation to make reimbursement of amounts paid under any Letter of Credit or any draft accepted thereunder.
(d) The Borrower will promptly examine (i) each Letter of Credit (and any amendments thereof) sent to it by a Letter of Credit Issuer and (ii) all instruments and documents delivered to it from time to time by such Letter of Credit Issuer. The Borrower will notify the Letter of Credit Issuer of any claim of noncompliance by notice actually received within three Banking Days after receipt of any of the foregoing documents, the Borrower being conclusively deemed to have waived any such claim against such Letter of Credit Issuer and its correspondents unless such notice is given. The Letter of Credit Issuer shall have no obligation or responsibility to send any such Letter of Credit or any such instrument or document to the Borrower.
(e) In the event of any conflict between the provisions of this Agreement and the Uniform Customs and Practice and Article 5 of the Uniform Commercial Code, the provisions of this Agreement shall govern to the maximum extent permitted by applicable law.
Appears in 1 contract
Samples: Credit Agreement (Westower Corp)
Uniform Customs and Practice. The Uniform Customs and Practice for Documentary Credits (1993 Revision), International Chamber of Commerce Publication No. 500, and any subsequent revisions thereof approved by a Congress of the International Chamber of Commerce and adhered to by the Letter of Credit Issuer (the "“Uniform Customs and Practice"”), shall be binding on the Borrower and the Letter of Credit Issuer except to the extent otherwise provided herein, in any Letter of Credit or in any other Loan Document. Anything in the Uniform Customs and Practice to the contrary notwithstanding:
(a) Neither the Borrower nor any beneficiary of any Letter of Credit shall be deemed an agent of any Letter of Credit Issuer.
(b) With respect to each Letter of Credit, neither any Letter of Credit Issuer nor its correspondents shall be responsible, except to the extent required by law, for or shall have any duty to ascertain:
(i) the genuineness of any signature;
(ii) the validity, form, sufficiency, accuracy, genuineness or legal effect of any endorsements;
(iii) delay in giving, or failure to give, notice of arrival, notice of refusal of documents or of discrepancies in respect of which any Letter of Credit Issuer refuses the documents or any other notice, demand or protest;
(iv) the performance by any beneficiary under any Letter of Credit of such beneficiary's ’s obligations to the Borrower;
(v) inaccuracy in any notice received by the Letter of Credit Issuer;
(vi) the validity, form, sufficiency, accuracy, genuineness or legal effect of any instrument, draft, certificate or other document required by such Letter of Credit to be presented before payment of a draft, or the office held by or the authority of any Person signing any of the same; or
(vii) failure of any instrument to bear any reference or adequate reference to such Letter of Credit, or failure of any Person to note the amount of any instrument on the reverse of such Letter of Credit or to surrender such Letter of Credit or to forward documents in the manner required by such Letter of Credit.
(c) Except as otherwise required by law, the occurrence of any of the events referred to in the Uniform Customs and Practice or in the preceding clauses of this Section 2.3.7 shall not affect or prevent the vesting of any of the Letter of Credit Issuer's rights or powers hereunder or the Borrower's obligation to make reimbursement of amounts paid under any Letter of Credit or any draft accepted thereunder.
(d) The Borrower will promptly examine (i) each Letter of Credit (and any amendments thereof) sent to it by a Letter of Credit Issuer and (ii) all instruments and documents delivered to it from time to time by such Letter of Credit Issuer. The Borrower will notify the Letter of Credit Issuer of any claim of noncompliance by notice actually received within three Banking Days after receipt of any of the foregoing documents, the Borrower being conclusively deemed to have waived any such claim against such Letter of Credit Issuer and its correspondents unless such notice is given. The Letter of Credit Issuer shall have no obligation or responsibility to send any such Letter of Credit or any such instrument or document to the Borrower.
(e) In the event of any conflict between the provisions of this Agreement and the Uniform Customs and Practice and Article 5 of the Uniform Commercial Code, the provisions of this Agreement shall govern to the maximum extent permitted by applicable law.
Appears in 1 contract
Uniform Customs and Practice. The Uniform Customs and Practice for Documentary Credits (1993 Revision), International Chamber of Commerce Publication No. 500, and any subsequent revisions thereof approved by a Congress of the International Chamber of Commerce and adhered to by the Letter of Credit Issuer (the "“Uniform Customs and Practice"”), shall be binding on the Borrower and the Letter of Credit Issuer except to the extent otherwise provided herein, in any Letter of Credit or in any other Loan Document. Anything in the Uniform Customs and Practice to the contrary notwithstanding:
(a) Neither the Borrower nor any beneficiary of any Letter of Credit shall be deemed an agent of any Letter of Credit Issuer.
(b) With respect to each Letter of Credit, neither any Letter of Credit Issuer nor its correspondents shall be responsiblebe, except to the extent required by law, responsible for or shall have any duty to ascertain:
(i) the genuineness of any signature;
(ii) the validity, form, sufficiency, accuracy, genuineness or legal effect of any endorsements;
(iii) delay in giving, or failure to give, notice of arrival, notice of refusal of documents or of discrepancies in respect of which any Letter of Credit Issuer refuses the documents or any other notice, demand or protest;
(iv) the performance by any beneficiary under any Letter of Credit of such beneficiary's ’s obligations to the Borrower;
(v) inaccuracy in any notice received by the Letter of Credit Issuer;
(vi) the validity, form, sufficiency, accuracy, genuineness or legal effect of any instrument, draft, certificate or other document required by such Letter of Credit to be presented before payment of a draft, or the office held by or the authority of any Person signing any of the same; or
(vii) failure of any instrument to bear any reference or adequate reference to such Letter of Credit, or failure of any Person to note the amount of any instrument on the reverse of such Letter of Credit or to surrender such Letter of Credit or to forward documents in the manner required by such Letter of Credit.
(c) Except as otherwise required by law, the occurrence of any of the events referred to in the Uniform Customs and Practice or in the preceding clauses of this Section 2.3.7 2.2.7 shall not affect or prevent the vesting of any of the Letter of Credit Issuer's ’s rights or powers hereunder or the Borrower's ’s obligation to make reimbursement of amounts paid under any Letter of Credit or any draft accepted thereunder.
(d) The Borrower will promptly examine (i) each Letter of Credit (and any amendments thereof) sent to it by a Letter of Credit Issuer and (ii) all instruments and documents delivered to it from time to time by such Letter of Credit Issuer. The Borrower will notify the Letter of Credit Issuer of any claim of noncompliance by notice actually received within three (3) Banking Days after receipt of any of the foregoing documents, the Borrower being conclusively deemed to have waived any such claim against such Letter of Credit Issuer and its correspondents unless such notice is given. The Letter of Credit Issuer shall have no obligation or responsibility to send any such Letter of Credit or any such instrument or document to the Borrower.
(e) In the event of any conflict between the provisions of this Agreement and the Uniform Customs and Practice and Article 5 of the Uniform Commercial Code, the provisions of this Agreement shall govern to the maximum extent permitted by applicable law.
Appears in 1 contract
Uniform Customs and Practice. The Uniform Customs and Practice for ---------------------------- Documentary Credits (1993 Revision), International Chamber of Commerce Publication No. 500, and any subsequent revisions thereof approved by a Congress of the International Chamber of Commerce and adhered to by the Letter of Credit Issuer (the "Uniform Customs and Practice"), shall be binding on the Borrower Company and ---------------------------- the Letter of Credit Issuer except to the extent otherwise provided herein, in any Letter of Credit or in any other Loan Credit Document. Anything in the Uniform Customs and Practice to the contrary notwithstanding:
(a) Neither the Borrower Company nor any beneficiary of any Letter of Credit shall be deemed an agent of any Letter of Credit Issuer.
(b) With respect to each Letter of Credit, neither any the Letter of Credit Issuer nor its correspondents shall be responsible, except to the extent required by law, responsible for or shall have any duty to ascertain (unless the Letter of Credit Issuer or such correspondent is grossly negligent or willful in failing so to ascertain:):
(i) the genuineness of any signature;
(ii) the validity, form, sufficiency, accuracy, genuineness or legal effect of any endorsements;
(iii) delay in giving, or failure to give, notice of arrival, notice of refusal of documents or of discrepancies in respect of which any Letter of Credit Issuer refuses the documents or any other notice, demand or protest;
(iv) the performance by any beneficiary under any Letter of Credit of such beneficiary's obligations to the BorrowerCompany (other than such beneficiary's obligation to present such items as are required to draw on the Letter of Credit);
(v) inaccuracy in any notice or demand that appears on its face to comply with the requirements of the Letter of Credit received by the Letter of Credit Issuer;
(vi) the validity, form, sufficiency, accuracy, genuineness or legal effect of any instrument, draft, certificate or other document required by such Letter of Credit to be presented before payment of a draft if such instrument, draft, certificate or other document appears on its face to comply with the requirements of the Letter of Credit, or the office held by or the authority of any Person signing any of the same; or
(vii) failure of any instrument to bear any reference or adequate reference to such Letter of CreditCredit appearing on its face otherwise to be in order, or failure of any Person to note the amount of any instrument on the reverse of such Letter of Credit or to surrender such Letter of Credit or to forward documents in the manner required by such Letter of Credit.
(c) Except as otherwise required by law, the The occurrence of any of the events referred to in the Uniform Customs and Practice or in the preceding clauses of this Section 2.3.7 shall not affect or prevent the vesting of any of the Letter of Credit Issuer's rights or powers hereunder or the BorrowerCompany's obligation to make reimbursement of amounts paid under any Letter of Credit or any draft accepted thereunder.
(d) The Borrower Company will promptly examine (i) each Letter of Credit (and any amendments thereof) sent to it by a the Letter of Credit Issuer and (ii) all instruments and documents delivered to it from time to time by such the Letter of Credit Issuer. The Borrower Company will notify the Letter of Credit Issuer of any claim of noncompliance by notice actually received within three Banking Days after receipt of any of the foregoing documents, the Borrower Company being conclusively deemed to have waived any such claim against such Letter of Credit Issuer and its correspondents unless such notice is given. The Letter of Credit Issuer shall have no obligation or responsibility to send any such Letter of Credit or any such instrument or document to the BorrowerCompany.
(e) In the event of any conflict between the provisions of this Agreement and the Uniform Customs and Practice and Article 5 of the Uniform Commercial CodePractice, the provisions of this Agreement shall govern to the maximum extent permitted by applicable lawgovern.
Appears in 1 contract
Uniform Customs and Practice. The Uniform Customs and Practice for Documentary Credits (1993 Revision), International Chamber of Commerce Publication No. 500, and any subsequent revisions thereof approved by a Congress of the International Chamber of Commerce and adhered to by the Letter of Credit Issuer (the "Uniform Customs and Practice"), shall be binding on the Borrower Company and the Letter of Credit Issuer except to the extent otherwise provided herein, in any Letter of Credit or in any other Loan Credit Document. Anything in the Uniform Customs and Practice to the contrary notwithstanding:
(a) Neither the Borrower nor any beneficiary of any Letter of Credit shall be deemed an agent of any Letter of Credit Issuer.
(b) With respect to each Letter of Credit, neither any the Letter of Credit Issuer nor its correspondents shall be responsible, except to the extent required by law, responsible for or shall have any duty to ascertain:
(i) the genuineness of any signature;
(ii) the validity, form, sufficiency, accuracy, genuineness or legal effect of any endorsements;
(iii) delay in giving, or failure to give, notice of arrival, notice of refusal of documents or of discrepancies in respect of which any Letter of Credit Issuer refuses the documents or any other notice, demand or protest;
(iv) the performance by any beneficiary under any Letter of Credit of such beneficiary's obligations to the Borrower;
(v) inaccuracy in any notice received by the Letter of Credit Issuer;; or
(vi) the validity, form, sufficiency, accuracy, genuineness or legal effect of any instrument, draft, certificate or other document required by such Letter of Credit to be presented before payment of a draft, or the office held by or the authority of any Person signing any of the same; or
(vii) failure of any instrument to bear any reference or adequate reference to such Letter of Credit, or failure of any Person to note the amount of any instrument on the reverse of such Letter of Credit or to surrender such Letter of Credit or to forward documents in the manner required by such Letter of Credit.
(c) Except as otherwise required by law, the The occurrence of any of the events referred to in the Uniform Customs and Practice or in the preceding clauses of this Section 2.3.7 shall not affect or prevent the vesting of any of the Letter of Credit Issuer's rights or powers hereunder or the Borrower's obligation to make reimbursement of amounts paid under any Letter of Credit or any draft accepted thereunder.
(d) The Borrower will promptly examine (i) each Letter of Credit (and any amendments thereof) sent to it by a the Letter of Credit Issuer and (ii) all instruments and documents delivered to it from time to time by such the Letter of Credit Issuer. The Borrower will notify the Letter of Credit Issuer of any claim of noncompliance by notice actually received within three Banking Days after receipt of any of the foregoing documents, the Borrower being conclusively deemed to have waived any such claim against such Letter of Credit Issuer and its correspondents unless such notice is given. The Letter of Credit Issuer shall have no obligation or responsibility to send any such Letter of Credit or any such instrument or document to the Borrower.
(e) In the event of any conflict between the provisions of this Agreement and the Uniform Customs and Practice and Article 5 of the Uniform Commercial CodePractice, the provisions of this Agreement shall govern to the maximum extent permitted by applicable lawgovern.
Appears in 1 contract
Samples: Credit Agreement (Ameripath Inc)
Uniform Customs and Practice. The Uniform Customs and Practice for Documentary Credits (1993 Revision), International Chamber of Commerce Publication No. 500, and any subsequent revisions thereof approved by a Congress of the International Chamber of Commerce and adhered to by the Letter of Credit Issuer Lender (the "“Uniform Customs and Practice"”), shall be binding on the Borrower and the Letter of Credit Issuer Lender except to the extent otherwise provided herein, in any Letter of Credit or in any other Loan Document. Anything in the Uniform Customs and Practice to the contrary notwithstanding:
(a) Neither the Borrower nor any beneficiary of any Letter of Credit shall be deemed an agent of any Letter of Credit Issuerthe Lender.
(b) With respect to each Letter of Credit, neither any Letter of Credit Issuer the Lender nor its correspondents shall be responsible, except to the extent required by law, for or shall have any duty to ascertain:
(i) the genuineness of any signature;
(ii) the validity, form, sufficiency, accuracy, genuineness or legal effect of any endorsements;
(iii) delay in giving, or failure to give, notice of arrival, notice of refusal of documents or of discrepancies in respect of which any Letter of Credit Issuer the Lender refuses the documents or any other notice, demand or protest;
(iv) the performance by any beneficiary under any Letter of Credit of such beneficiary's ’s obligations to the Borrower;
(v) inaccuracy in any notice received by the Letter of Credit IssuerLender;
(vi) the validity, form, sufficiency, accuracy, genuineness or legal effect of any instrument, draft, certificate or other document required by such Letter of Credit to be presented before payment of a draft, or the office held by or the authority of any Person signing any of the same; or
(vii) failure of any instrument to bear any reference or adequate reference to such Letter of Credit, or failure of any Person to note the amount of any instrument on the reverse of such Letter of Credit or to surrender such Letter of Credit or to forward documents in the manner required by such Letter of Credit.
(c) Except as otherwise required by law, the occurrence of any of the events referred to in the Uniform Customs and Practice or in the preceding clauses of this Section 2.3.7 shall not affect or prevent the vesting of any of the Letter of Credit Issuer's rights or powers hereunder or the Borrower's obligation to make reimbursement of amounts paid under any Letter of Credit or any draft accepted thereunder.
(d) The Borrower will promptly examine (i) each Letter of Credit (and any amendments thereof) sent to it by a Letter of Credit Issuer and (ii) all instruments and documents delivered to it from time to time by such Letter of Credit Issuer. The Borrower will notify the Letter of Credit Issuer of any claim of noncompliance by notice actually received within three Banking Days after receipt of any of the foregoing documents, the Borrower being conclusively deemed to have waived any such claim against such Letter of Credit Issuer and its correspondents unless such notice is given. The Letter of Credit Issuer shall have no obligation or responsibility to send any such Letter of Credit or any such instrument or document to the Borrower.
(e) In the event of any conflict between the provisions of this Agreement and the Uniform Customs and Practice and Article 5 of the Uniform Commercial Code, the provisions of this Agreement shall govern to the maximum extent permitted by applicable law.
Appears in 1 contract
Samples: Loan and Security Agreement (Fieldpoint Petroleum Corp)
Uniform Customs and Practice. The As to any Letter of Credit which is a documentary letter of credit, the Uniform Customs and Practice for Documentary Credits (1993 Revision), International Chamber of Commerce Publication No. 500, and any subsequent revisions thereof approved by a Congress of the International Chamber of Commerce and adhered to by the Letter of Credit Issuer (the "Uniform Customs and Practice"), shall be binding on the Borrower Borrowers and the Letter of Credit Issuer except to the extent otherwise provided herein, in any Letter of Credit or in any other Loan Document. As to any Letter of Credit which is a standby letter of credit, the International Standby Practices -- ISP 98 adopted by a Congress of the International Chamber of Commerce, and any subsequent revisions thereof approved by a Congress of the International Chamber of Commerce and adhered to by the Letter of Credit Issuer (the "ISP 98"), will be binding on the Borrowers and the Letter of Credit Issuer except that Rule 3.14(a) thereof is modified to substitute for the period of "thirty calendar days" referred to therein the period of two Business Days and except to the extent otherwise provided herein, in any Letter of Credit or in any other Loan Document. Anything in the Uniform Customs and Practice or the ISP 98 to the contrary notwithstanding:
(a) Neither the any Borrower nor any beneficiary of any Letter of Credit shall be deemed an agent of any the Letter of Credit Issuer.
(b) With respect to each any Letter of Credit, neither any the Letter of Credit Issuer nor its correspondents shall be responsible, except to the extent required by law, responsible for or shall have any duty to ascertain:
(i) the genuineness of any signature;
(ii) the validity, form, sufficiency, accuracy, genuineness or legal effect of any endorsements;
(iii) delay in giving, or failure to give, notice of arrival, notice of refusal of documents or of discrepancies in respect of which any the Letter of Credit Issuer refuses the documents or any other notice, demand or protest;
(iv) the performance by any beneficiary under any Letter of Credit of such beneficiary's obligations to the any Borrower;
(v) inaccuracy in any notice received by the Letter of Credit Issuer;
(vi) the validity, form, sufficiency, accuracy, genuineness or legal effect of any instrument, draft, certificate or other document required by such Letter of Credit to be presented before payment of a draft, or the office held by or the authority of any Person signing any of the same; or
(vii) failure of any instrument to bear any reference or adequate reference to such Letter of Credit, or failure of any Person to note the amount of any instrument on the reverse of such Letter Letters of Credit or to surrender such Letter of Credit or to forward documents in the manner particular manner, if any, required by such Letter of Credit.
(c) Except as otherwise required by law, the The occurrence of any of the events referred to in the Uniform Customs and Practice or in the preceding clauses of this Section 2.3.7 2.14 shall not affect or prevent the vesting of any of the Letter of Credit Issuer's rights or powers hereunder or the Borrower's Borrowers' obligation to make reimbursement of amounts paid under any Letter of Credit or any draft accepted thereunderthereunder so long as the Letter of Credit Issuer has acted without negligence or willful misconduct.
(d) The Borrower Borrowers will promptly examine (i) each Letter of Credit (and any amendments thereof) sent to it by a the Letter of Credit Issuer and on or within a reasonable period following the time of issuance (ii) all instruments and documents delivered to it from time to time by such Letter of Credit Issueror amendment). The Borrower Borrowers will notify the Letter of Credit Issuer of any claim of discrepancy or noncompliance by notice actually received within three Banking Business Days after receipt of any of the foregoing documents, the Borrower Borrowers being conclusively deemed to have waived any such claim against such the Letter of Credit Issuer and its correspondents based on such discrepancy or noncompliance unless such notice is given. The Letter of Credit Issuer shall have no obligation or responsibility to send any such Letter of Credit or any such instrument or document to the BorrowerBorrowers.
(e) In the event of any conflict between the provisions of this Agreement and the Uniform Customs and Practice and Article 5 of or the Uniform Commercial CodeISP 98, as applicable, the provisions of this Agreement shall govern to the maximum extent permitted by applicable lawgovern.
Appears in 1 contract
Samples: Revolving and Term Credit Agreement (Heritage Property Investment Trust Inc)
Uniform Customs and Practice. The As to any Letter of Credit which is a documentary letter of credit, the Uniform Customs and Practice for Documentary Credits (1993 Revision), International Chamber of Commerce Publication No. 500, and any subsequent revisions thereof approved by a Congress of the International Chamber of Commerce and adhered to by the Letter of Credit Issuer (the "Uniform Customs and Practice"), shall be binding on the Borrower Borrowers and the Letter of Credit Issuer except to the extent otherwise provided herein, in any Letter of Credit or in any other Loan Document. As to any Letter of Credit which is a standby letter of credit, the International Standby Practices -- ISP 98 adopted by a Congress of the International Chamber of Commerce, and any subsequent revisions thereof approved by a Congress of the International Chamber of Commerce and adhered to by the Letter of Credit Issuer (the "ISP 98"), will be binding on the Borrowers and the Letter of Credit Issuer except that Rule 3.14(a) thereof is modified to substitute for the period of "thirty calendar days" referred to therein the period of two Business Days and except to the extent otherwise provided herein, in -30- any Letter of Credit or in any other Loan Document. Anything in the Uniform Customs and Practice or the ISP 98 to the contrary notwithstanding:
(a) Neither the any Borrower nor any beneficiary of any Letter of Credit shall be deemed an agent of any the Letter of Credit Issuer.
(b) With respect to each any Letter of Credit, neither any the Letter of Credit Issuer nor its correspondents shall be responsible, except to the extent required by law, responsible for or shall have any duty to ascertain:
(i) the genuineness of any signature;
(ii) the validity, form, sufficiency, accuracy, genuineness or legal effect of any endorsements;
(iii) delay in giving, or failure to give, notice of arrival, notice of refusal of documents or of discrepancies in respect of which any the Letter of Credit Issuer refuses the documents or any other notice, demand or protest;
(iv) the performance by any beneficiary under any Letter of Credit of such beneficiary's obligations to the any Borrower;
(v) inaccuracy in any notice received by the Letter of Credit Issuer;
(vi) the validity, form, sufficiency, accuracy, genuineness or legal effect of any instrument, draft, certificate or other document required by such Letter of Credit to be presented before payment of a draft, or the office held by or the authority of any Person signing any of the same; or
(vii) failure of any instrument to bear any reference or adequate reference to such Letter of Credit, or failure of any Person to note the amount of any instrument on the reverse of such Letter Letters of Credit or to surrender such Letter of Credit or to forward documents in the manner particular manner, if any, required by such Letter of Credit.
(c) Except as otherwise required by law, the The occurrence of any of the events referred to in the Uniform Customs and Practice or in the preceding clauses of this Section 2.3.7 2.14 shall not affect or prevent the vesting of any of the Letter of Credit Issuer's rights or powers hereunder or the Borrower's Borrowers' obligation to make reimbursement of amounts paid under any Letter of Credit or any draft accepted thereunderthereunder so long as the Letter of Credit Issuer has acted without negligence or willful misconduct.
(d) The Borrower Borrowers will promptly examine (i) each Letter of Credit (and any amendments thereof) sent to it by a the Letter of Credit Issuer and on or within a reasonable period following the time of issuance (ii) all instruments and documents delivered to it from time to time by such Letter of Credit Issueror amendment). The Borrower Borrowers will notify the Letter of Credit Issuer of any claim of discrepancy or noncompliance by notice actually received within three Banking Business Days after receipt of any of the foregoing documents, the Borrower Borrowers being conclusively deemed to have waived any such claim against such the Letter of Credit Issuer and its correspondents based on such discrepancy or noncompliance unless such notice is given. The Letter of Credit Issuer shall have no obligation or responsibility to send any such Letter of Credit or any such instrument or document to the BorrowerBorrowers.
(e) In the event of any conflict between the provisions of this Agreement and the Uniform Customs and Practice and Article 5 of or the Uniform Commercial CodeISP 98, as applicable, the provisions of this Agreement shall govern to the maximum extent permitted by applicable lawgovern.
Appears in 1 contract
Samples: Revolving Credit Agreement (Heritage Property Investment Trust Inc)
Uniform Customs and Practice. The Uniform Customs and Practice for Documentary Credits (1993 Revision), International Chamber of Commerce Publication No. 500, and any subsequent revisions thereof approved by a Congress of the International Chamber of Commerce and adhered to by the Letter of Credit Issuer (the "Uniform Customs and Practice"), shall be binding on the Borrower Company and the Letter of Credit Issuer except to the extent otherwise provided herein, in any Letter of Credit or in any other Loan Credit Document. Anything in the Uniform Customs and Practice to the contrary notwithstanding:
(a) Neither the Borrower Company nor any beneficiary of any Letter of Credit shall be deemed an agent of any Letter of Credit Issuer.
(b) With respect to each Letter of Credit, neither any the Letter of Credit Issuer nor its correspondents shall be responsible, except to the extent required by law, responsible for or shall have any duty to ascertain (unless the Letter of Credit Issuer or such correspondent is grossly negligent or willful in failing so to ascertain:):
(i) the genuineness of any signature;
(ii) the validity, form, sufficiency, accuracy, genuineness or legal effect of any endorsements;
(iii) delay in giving, or failure to give, notice of arrival, notice of refusal of documents or of discrepancies in respect of which any Letter of Credit Issuer refuses the documents or any other notice, demand or protest;
(iv) the performance by any beneficiary under any Letter of Credit of such beneficiary's obligations to the BorrowerCompany;
(v) inaccuracy in any notice received by the Letter of Credit Issuer;
(vi) the validity, form, sufficiency, accuracy, genuineness or legal effect of any instrument, draft, certificate or other document required by such Letter of Credit to be presented before payment of a draft, or the office held by or the authority of any Person signing any of the same; or
(vii) failure of any instrument to bear any reference or adequate reference to such Letter of Credit, or failure of any Person to note the amount of any instrument on the reverse of such Letter of Credit or to surrender such Letter of Credit or to forward documents in the manner required by such Letter of Credit.
(c) Except as otherwise required by law, the The occurrence of any of the events referred to in the Uniform Customs and Practice or in the preceding clauses of this Section 2.3.7 2.4.7 shall not affect or prevent the vesting of any of the Letter of Credit Issuer's rights or powers hereunder or the BorrowerCompany's obligation to make reimbursement of amounts paid under any Letter of Credit or any draft accepted thereunder, unless such occurrence results from the gross negligence or willful misconduct of the Letter of Credit Issuer.
(d) The Borrower Company will promptly examine (i) each Letter of Credit (and any amendments thereof) sent to it by a the Letter of Credit Issuer and (ii) all instruments and documents delivered to it from time to time by such the Letter of Credit Issuer. The Borrower Company will notify the Letter of Credit Issuer of any claim of noncompliance by notice actually received within three Banking Days after receipt of any of the foregoing documents, the Borrower Company being conclusively deemed to have waived any such claim against such Letter of Credit Issuer and its correspondents unless such notice is given. The Letter of Credit Issuer shall have no obligation or responsibility to send any such Letter of Credit or any such instrument or document to the BorrowerCompany.
(e) In the event of any conflict between the provisions of this Agreement and the Uniform Customs and Practice and Article 5 of the Uniform Commercial CodePractice, the provisions of this Agreement shall govern to the maximum extent permitted by applicable lawgovern.
Appears in 1 contract
Uniform Customs and Practice. The Uniform Customs and ---------------------------- Practice for Documentary Credits (1993 Revision), International Chamber of Commerce Publication No. 500, and any subsequent revisions thereof approved by a Congress of the International Chamber of Commerce and adhered to by the Letter of Credit Issuer (the "Uniform Customs and Practice"), shall be ---------------------------- binding on the Borrower Company and the Letter of Credit Issuer except to the extent otherwise provided herein, in any Letter of Credit or in any other Loan Credit Document. Anything in the Uniform Customs and Practice to the contrary notwithstanding:
(a) Neither the Borrower Company nor any beneficiary of any Letter of Credit shall be deemed an agent of any Letter of Credit Issuer.
(b) With respect to each Letter of Credit, neither any the Letter of Credit Issuer nor its correspondents shall be responsible, except to the extent required by law, responsible for or shall have any duty to ascertain:
(i) the genuineness of any signature;
(ii) the validity, form, sufficiency, accuracy, genuineness or legal effect of any endorsements;
(iii) delay in giving, or failure to give, notice of arrival, notice of refusal of documents or of discrepancies in respect of which any Letter of Credit Issuer refuses the documents or any other notice, demand or protest;
(iv) the performance by any beneficiary under any Letter of Credit of such beneficiary's obligations to the BorrowerCompany;
(v) inaccuracy in any notice received by the Letter of Credit Issuer;
(vi) the validity, form, sufficiency, accuracy, genuineness or legal effect of any instrument, draft, certificate or other document required by such Letter of Credit to be presented before payment of a draft, or the office held by or the authority of any Person signing any of the same; or
(vii) failure of any instrument to bear any reference or adequate reference to such Letter of Credit, or failure of any Person to note the amount of any instrument on the reverse of such Letter of Credit or to surrender such Letter of Credit or to forward documents in the manner required by such Letter of Credit.
(c) Except as otherwise required by law, the The occurrence of any of the events referred to in the Uniform Customs and Practice or in the preceding clauses of this Section 2.3.7 2.4.7 shall not affect or prevent the vesting of any of the Letter of Credit Issuer's rights or powers hereunder or the BorrowerCompany's obligation to make reimbursement of amounts paid under any Letter of Credit or any draft accepted thereunder.
(d) The Borrower Upon receipt, the Company will promptly examine (i) each Letter of Credit (and any amendments thereof) sent to it by a the Letter of Credit Issuer and (ii) all instruments and documents delivered to it from time to time by such the Letter of Credit Issuer. The Borrower Company will notify the Letter of Credit Issuer of any claim of noncompliance by notice actually received within three 36 hours (excluding hours included in non-Banking Days Days) after receipt of any of the foregoing documents, the Borrower Company being conclusively deemed to have waived any such claim against such Letter of Credit Issuer and its correspondents unless such notice is given. The Letter of Credit Issuer shall have no obligation or responsibility to send any such Letter of Credit or any such instrument or document to the Borrower.
(e) In the event of any conflict between the provisions of this Agreement and the Uniform Customs and Practice and Article 5 of the Uniform Commercial CodePractice, the provisions of this Agreement shall govern to the maximum extent permitted by applicable lawgovern.
Appears in 1 contract
Uniform Customs and Practice. The most recent version of the Uniform Customs and Practice for Documentary Credits (1993 Revision), International Chamber of Commerce Publication No. 500, and any subsequent revisions thereof approved by a Congress of the International Chamber of Commerce and adhered to by the Letter of Credit Issuer (the "Uniform Customs and Practice"), shall be binding on the Borrower and the Letter of Credit Issuer except to the extent otherwise provided herein, in any Letter of Credit or in any other Loan Credit Document. Anything in the Uniform Customs and Practice to the contrary notwithstanding:
(a) Neither the Borrower nor any beneficiary of any Letter of Credit shall be deemed an agent of any Letter of Credit Issuer.
(b) With respect to each Letter of Credit, neither any the Letter of Credit Issuer nor its correspondents shall be responsible, except to the extent required by law, responsible for or shall have any duty to ascertain (unless the Letter of Credit Issuer or such correspondent is grossly negligent or willful in failing so to ascertain:):
(i) the genuineness of any signature;
(ii) the validity, form, sufficiency, accuracy, genuineness or legal effect of any endorsements;
(iii) delay in giving, or failure to give, notice of arrival, notice of refusal of documents or of discrepancies in respect of which any Letter of Credit Issuer refuses the documents or any other notice, demand or protest;
(iv) the performance by any beneficiary under any Letter of Credit of such beneficiary's obligations to the Borrower;
(v) inaccuracy in any notice received by the Letter of Credit Issuer;
(vi) the validity, form, sufficiency, accuracy, genuineness or legal effect of any instrument, draft, certificate or other document required by such Letter of Credit to be presented before payment of a draft if such instrument, draft, certificate or other document appears on its face to comply with the requirements of the Letter of Credit, or the office held by or the authority of any Person signing any of the same; or
(vii) failure of any instrument to bear any reference or adequate reference to such Letter of Credit, or failure of any Person to note the amount of any instrument on the reverse of such Letter of Credit or to surrender such Letter of Credit or to forward documents in the manner required by such Letter of Credit.
(c) Except as otherwise required by law, the The occurrence of any of the events referred to in the Uniform Customs and Practice or in the preceding clauses of this Section 2.3.7 2.4.7 shall not affect or prevent the vesting of any of the Letter of Credit Issuer's rights or powers hereunder or the Borrower's obligation to make reimbursement of amounts paid under any Letter of Credit or any draft accepted thereunder.
(d) The Borrower will promptly examine (i) each Letter of Credit (and any amendments thereof) sent to it by a the Letter of Credit Issuer and (ii) all instruments and documents delivered to it from time to time by such the Letter of Credit Issuer. The Borrower will notify the Letter of Credit Issuer of any claim of noncompliance by notice actually received within three Banking Days after receipt of any of the foregoing documents, the Borrower being conclusively deemed to have waived any such claim against such Letter of Credit Issuer and its correspondents unless such notice is given. The Letter of Credit Issuer shall have no obligation or responsibility to send any such Letter of Credit or any such instrument or document to the Borrower.
(e) In the event of any conflict between the provisions of this Agreement and the Uniform Customs and Practice and Article 5 of the Uniform Commercial CodePractice, the provisions of this Agreement shall govern to the maximum extent permitted by applicable lawgovern.
Appears in 1 contract
Samples: Credit Agreement (Playcore Inc)
Uniform Customs and Practice. The Uniform Customs and ---------------------------- Practice for Documentary Credits (1993 Revision), International Chamber of Commerce Publication No. 500, and any subsequent revisions thereof approved by a Congress of the International Chamber of Commerce and adhered to by the Letter of Credit Issuer (the "Uniform Customs and Practice"), shall be binding on the Borrower ---------------------------- Company and the Letter of Credit Issuer except to the extent otherwise provided herein, in any Letter of Credit or in any other Loan Credit Document. Anything in the Uniform Customs and Practice to the contrary notwithstanding:
(a) Neither the Borrower nor any beneficiary of any Letter of Credit shall be deemed an agent of any Letter of Credit Issuer.
(b) With respect to each Letter of Credit, neither any the Letter of Credit Issuer nor its correspondents shall be responsible, except to the extent required by law, responsible for or shall have any duty to ascertain:
(i) the genuineness of any signature;
(ii) the validity, form, sufficiency, accuracy, genuineness or legal effect of any endorsements;
(iii) delay in giving, or failure to give, notice of arrival, notice of refusal of documents or of discrepancies in respect of which any Letter of Credit Issuer refuses the documents or any other notice, demand or protest;
(iv) the performance by any beneficiary under any Letter of Credit of such beneficiary's obligations to the Borrower;
(v) inaccuracy in any notice received by the Letter of Credit Issuer;; or
(vi) the validity, form, sufficiency, accuracy, genuineness or legal effect of any instrument, draft, certificate or other document required by such Letter of Credit to be presented before payment of a draft, or the office held by or the authority of any Person signing any of the same; or
(vii) failure of any instrument to bear any reference or adequate reference to such Letter of Credit, or failure of any Person to note the amount of any instrument on the reverse of such Letter of Credit or to surrender such Letter of Credit or to forward documents in the manner required by such Letter of Credit.
(c) Except as otherwise required by law, the The occurrence of any of the events referred to in the Uniform Customs and Practice or in the preceding clauses of this Section 2.3.7 shall not affect or prevent the vesting of any of the Letter of Credit Issuer's rights or powers hereunder or the Borrower's obligation to make reimbursement of amounts paid under any Letter of Credit or any draft accepted thereunder.
(d) The Borrower will promptly examine (i) each Letter of Credit (and any amendments thereof) sent to it by a the Letter of Credit Issuer and (ii) all instruments and documents delivered to it from time to time by such the Letter of Credit Issuer. The Borrower will notify the Letter of Credit Issuer of any claim of noncompliance by notice actually received within three Banking Days after receipt of any of the foregoing documents, the Borrower being conclusively deemed to have waived any such claim against such Letter of Credit Issuer and its correspondents unless such notice is given. The Letter of Credit Issuer shall have no obligation or responsibility to send any such Letter of Credit or any such instrument or document to the Borrower.
(e) In the event of any conflict between the provisions of this Agreement and the Uniform Customs and Practice and Article 5 of the Uniform Commercial CodePractice, the provisions of this Agreement shall govern to the maximum extent permitted by applicable lawgovern.
Appears in 1 contract
Samples: Credit Agreement (Ameripath Inc)
Uniform Customs and Practice. The Uniform Customs and Practice for ---------------------------- Documentary Credits (1993 Revision), International Chamber of Commerce Publication No. 500, and any subsequent revisions thereof approved by a Congress of the International Chamber of Commerce and adhered to by the Letter of Credit Issuer (the "Uniform Customs and Practice"), shall be binding on the Borrower Company and ---------------------------- the Letter of Credit Issuer except to the extent otherwise provided herein, in any Letter of Credit or in any other Loan Credit Document. Anything in the Uniform Customs and Practice to the contrary notwithstanding:
(a) Neither the Borrower Company nor any beneficiary of any Letter of Credit shall be deemed an agent of any Letter of Credit Issuer.
(b) With respect to each Letter of Credit, neither any the Letter of Credit Issuer nor its correspondents shall be responsible, except to the extent required by law, responsible for or shall have any duty to ascertain:
(i) the genuineness of any signature;
(ii) the validity, form, sufficiency, accuracy, genuineness or legal effect of any endorsements;
(iii) delay in giving, or failure to give, notice of arrival, notice of refusal of documents or of discrepancies in respect of which any Letter of Credit Issuer refuses the documents or any other notice, demand or protest;
(iv) the performance by any beneficiary under any Letter of Credit of such beneficiary's obligations to the BorrowerCompany;
(v) inaccuracy in any notice received by the Letter of Credit Issuer;
(vi) the validity, form, sufficiency, accuracy, genuineness or legal effect of any instrument, draft, certificate or other document required by such Letter of Credit to be presented before payment of a draft, or the office held by or the authority of any Person signing any of the same; or
(vii) failure of any instrument to bear any reference or adequate reference to such Letter of Credit, or failure of any Person to note the amount of any instrument on the reverse of such Letter of Credit or to surrender such Letter of Credit or to forward documents in the manner required by such Letter of Credit.
(c) Except as otherwise required by law, the The occurrence of any of the events referred to in the Uniform Customs and Practice or in the preceding clauses of this Section 2.3.7 2.4.7 shall not affect or prevent the vesting of any of the Letter of Credit Issuer's rights or powers hereunder or the BorrowerCompany's obligation to make reimbursement of amounts paid under any Letter of Credit or any draft accepted thereunder.
(d) The Borrower Upon receipt, the Company will promptly examine (i) each Letter of Credit (and any amendments thereof) sent to it by a the Letter of Credit Issuer and (ii) all instruments and documents delivered to it from time to time by such the Letter of Credit Issuer. The Borrower Company will notify the Letter of Credit Issuer of any claim of noncompliance by notice actually received within three 36 hours (excluding hours included in non-Banking Days Days) after receipt of any of the foregoing documents, the Borrower Company being conclusively deemed to have waived any such claim against such Letter of Credit Issuer and its correspondents unless such notice is given. The Letter of Credit Issuer shall have no obligation or responsibility to send any such Letter of Credit or any such instrument or document to the Borrower.
(e) In the event of any conflict between the provisions of this Agreement and the Uniform Customs and Practice and Article 5 of the Uniform Commercial CodePractice, the provisions of this Agreement shall govern to the maximum extent permitted by applicable lawgovern.
Appears in 1 contract
Uniform Customs and Practice. The Uniform Customs and Practice for Documentary Credits (1993 Revision), International Chamber of Commerce Publication No. 500, and any subsequent revisions thereof approved by a Congress of the International Chamber of Commerce and adhered to by the Letter of Credit Issuer (the "Uniform Customs and Practice"), shall be binding on the Borrower Company and the Letter of Credit Issuer except to the extent otherwise expressly provided herein, in any Letter of Credit or in any other Loan Credit Document. Anything in the Uniform Customs and Practice to the contrary notwithstanding:
(a) Neither the Borrower Company nor any beneficiary of any Letter of Credit shall be deemed an agent of any Letter of Credit Issuer.
(b) With respect to each Letter of Credit, neither any the Letter of Credit Issuer nor its correspondents shall be responsible, except to the extent required by law, responsible for or shall have any duty to ascertain (unless the Letter of Credit Issuer or such correspondent is grossly negligent or willful in failing so to ascertain:):
(i) the genuineness of any signature;
(ii) signature or the validity, form, sufficiency, accuracy, genuineness or legal effect of any endorsements;
(iiiii) delay in giving, or failure to give, notice of arrival, notice of refusal of documents or of discrepancies in respect of which any Letter of Credit Issuer refuses the documents or any other notice, demand or protest;
(iviii) the performance by any beneficiary under any Letter of Credit of such beneficiary's obligations to the BorrowerCompany;
(viv) inaccuracy in any notice received by the Letter of Credit Issuer;; or
(viv) the validity, form, sufficiency, accuracy, genuineness or legal effect of any instrument, draft, certificate or other document required by such Letter of Credit to be presented before payment of a draft if such instrument, draft, certificate or other document appears on its face to comply with the requirements of the Letter of Credit, or the office held by or the authority of any Person signing any of the same; or
(vii) failure of any instrument to bear any reference or adequate reference to such Letter of Credit, or failure of any Person to note the amount of any instrument on the reverse of such Letter of Credit or to surrender such Letter of Credit or to forward documents in the manner required by such Letter of Credit.
(c) Except insofar as otherwise required by lawa particular Letter of Credit contains express, contrary instructions, the Letter of Credit Issuer may honor as complying with the terms of any Letter of Credit and with this Agreement any drafts or other documents otherwise in order signed or issued by an administrator, executor, conservator, trustee in bankruptcy, debtor in possession, assignee for benefit of creditors, liquidator, receiver or other legal representative of the party authorized under such Letter of Credit to draw or issue such drafts or other documents.
(d) The occurrence of any of the events referred to in the Uniform Customs and Practice or in the preceding clauses of this Section 2.3.7 2.3.6 shall not affect or prevent the vesting of any of the Letter of Credit Issuer's rights or powers hereunder or the BorrowerCompany's obligation to make reimbursement of amounts paid under any Letter of Credit or any draft accepted thereunder.
(de) The Borrower Company will promptly examine (i) each Letter of Credit (and any amendments thereof) sent to it by a the Letter of Credit Issuer and (ii) all instruments and documents delivered to it from time to time by such the Letter of Credit Issuer. The Borrower Company will notify the Letter of Credit Issuer of any claim of noncompliance by notice actually received within three two Banking Days after receipt of any of the foregoing documents, the Borrower being conclusively deemed to have waived any such claim against such Letter of Credit Issuer and its correspondents unless such notice is given. The Letter of Credit Issuer shall have no obligation or responsibility to send any such Letter of Credit or any such instrument or document to the Borrower.
(e) In the event of any conflict between the provisions of this Agreement and the Uniform Customs and Practice and Article 5 of the Uniform Commercial Code, the provisions of this Agreement shall govern to the maximum extent permitted by applicable law.foregoing
Appears in 1 contract
Samples: Credit Agreement (Marquee Group Inc)
Uniform Customs and Practice. The Uniform Customs and ---------------------------- Practice for Documentary Credits (1993 Revision), International Chamber of Commerce Publication No. 500, and any subsequent revisions thereof approved by a Congress of the International Chamber of Commerce and adhered to by the Letter of Credit Issuer (the "Uniform Customs and Practice"), shall be ---------------------------- binding on the Borrower Company and the Letter of Credit Issuer except to the extent otherwise provided herein, in any Letter of Credit or in any other Loan Credit Document. Anything in the Uniform Customs and Practice to the contrary notwithstanding:
(a1) Neither the Borrower Company nor any beneficiary of any Letter of Credit shall be deemed an agent of any Letter of Credit Issuer.
(b2) With respect to each Letter of Credit, neither any the Letter of Credit Issuer nor its correspondents shall be responsible, except to the extent required by law, responsible for or shall have any duty to ascertain (unless the Letter of Credit Issuer or such correspondent is grossly negligent or willful in failing so to ascertain:):
(i1) the genuineness of any signature;
(ii2) the validity, form, sufficiency, accuracy, genuineness or legal effect of any endorsements;
(iii3) delay in giving, or failure to give, notice of arrival, notice of refusal of documents or of discrepancies in respect of which any Letter of Credit Issuer refuses the documents or any other notice, demand or protest;
(iv4) the performance by any beneficiary under any Letter of Credit of such beneficiary's obligations to the BorrowerCompany (other than such beneficiary's obligation to present such items as are required to draw on the Letter of Credit);
(v5) inaccuracy in any notice or demand that appears on its face to comply with the requirements of the Letter of Credit received by the Letter of Credit Issuer;
(vi6) the validity, form, sufficiency, accuracy, genuineness or legal effect of any instrument, draft, certificate or other document required by such Letter of Credit to be presented before payment of a draft if such instrument, draft, certificate or other document appears on its face to comply with the requirements of the Letter of Credit, or the office held by or the authority of any Person signing any of the same; or
(vii7) failure of any instrument to bear any reference or adequate reference to such Letter of CreditCredit appearing on its face otherwise to be in order, or failure of any Person to note the amount of any instrument on the reverse of such Letter of Credit or to surrender such Letter of Credit or to forward documents in the manner required by such Letter of Credit.
(c3) Except as otherwise required by law, the The occurrence of any of the events referred to in the Uniform Customs and Practice or in the preceding clauses of this Section 2.3.7 shall not affect or prevent the vesting of any of the Letter of Credit Issuer's rights or powers hereunder or the BorrowerCompany's obligation to make reimbursement of amounts paid under any Letter of Credit or any draft accepted thereunder.
(d4) The Borrower Company will promptly examine (i) each Letter of Credit (and any amendments thereof) sent to it by a the Letter of Credit Issuer and (ii) all instruments and documents delivered to it from time to time by such the Letter of Credit Issuer. The Borrower Company will notify the Letter of Credit Issuer of any claim of noncompliance by notice actually received within three Banking Days after receipt of any of the foregoing documents, the Borrower Company being conclusively deemed to have waived any such claim against such Letter of Credit Issuer and its correspondents unless such notice is given. The Letter of Credit Issuer shall have no obligation or responsibility to send any such Letter of Credit or any such instrument or document to the BorrowerCompany.
(e5) In the event of any conflict between the provisions of this Agreement and the Uniform Customs and Practice and Article 5 of the Uniform Commercial CodePractice, the provisions of this Agreement shall govern to the maximum extent permitted by applicable lawgovern.
Appears in 1 contract
Uniform Customs and Practice. The Uniform Customs and Practice for Documentary Credits (1993 Revision), International Chamber of Commerce Publication No. 500, and any subsequent revisions thereof approved by a Congress of the International Chamber of Commerce and adhered to by the Letter of Credit Issuer (the "Uniform Customs and PracticeUNIFORM CUSTOMS AND PRACTICE"), shall be binding on the Borrower Company and the Letter of Credit Issuer except to the extent otherwise provided herein, in any Letter of Credit or in any other Loan Credit Document. Anything in the Uniform Customs and Practice to the contrary notwithstanding:
(a) Neither the Borrower nor any beneficiary of any Letter of Credit shall be deemed an agent of any Letter of Credit Issuer.
(b) With respect to each Letter of Credit, neither any the Letter of Credit Issuer nor its correspondents shall be responsible, except to the extent required by law, responsible for or shall have any duty to ascertain:
(i) the genuineness of any signature;
(ii) the validity, form, sufficiency, accuracy, genuineness or legal effect of any endorsements;
(iii) delay in giving, or failure to give, notice of arrival, notice of refusal of documents or of discrepancies in respect of which any Letter of Credit Issuer refuses the documents or any other notice, demand or protest;
(iv) the performance by any beneficiary under any Letter of Credit of such beneficiary's obligations to the Borrower;
(v) inaccuracy in any notice received by the Letter of Credit Issuer;; or
(vi) the validity, form, sufficiency, accuracy, genuineness or legal effect of any instrument, draft, certificate or other document required by such Letter of Credit to be presented before payment of a draft, or the office held by or the authority of any Person signing any of the same; or
(vii) failure of any instrument to bear any reference or adequate reference to such Letter of Credit, or failure of any Person to note the amount of any instrument on the reverse of such Letter of Credit or to surrender such Letter of Credit or to forward documents in the manner required by such Letter of Credit.
(c) Except as otherwise required by law, the The occurrence of any of the events referred to in the Uniform Customs and Practice or in the preceding clauses of this Section 2.3.7 shall not affect or prevent the vesting of any of the Letter of Credit Issuer's rights or powers hereunder or the Borrower's obligation to make reimbursement of amounts paid under any Letter of Credit or any draft accepted thereunder.
(d) The Borrower will promptly examine (i) each Letter of Credit (and any amendments thereof) sent to it by a the Letter of Credit Issuer and (ii) all instruments and documents delivered to it from time to time by such the Letter of Credit Issuer. The Borrower will notify the Letter of Credit Issuer of any claim of noncompliance by notice actually received within three Banking Days after receipt of any of the foregoing documents, the Borrower being conclusively deemed to have waived any such claim against such Letter of Credit Issuer and its correspondents unless such notice is given. The Letter of Credit Issuer shall have no obligation or responsibility to send any such Letter of Credit or any such instrument or document to the Borrower.
(e) In the event of any conflict between the provisions of this Agreement and the Uniform Customs and Practice and Article 5 of the Uniform Commercial CodePractice, the provisions of this Agreement shall govern to the maximum extent permitted by applicable lawgovern.
Appears in 1 contract
Samples: Credit Agreement (Ameripath Inc)
