Common use of Certain Credit Support Events Clause in Contracts

Certain Credit Support Events. Upon the request of the Administrative Agent or any L/C Issuer (i) if an L/C Issuer has honored any full or partial drawing request under any Letter of Credit and such drawing has resulted in an L/C Borrowing that has not been refinanced as a Base Rate Loan hereunder, or (ii) if, as of the Letter of Credit Expiration Date, any L/C Obligation for any reason remains outstanding, the Borrower shall, in each case, immediately Cash Collateralize the then Outstanding Amount of all L/C Obligations. At any time that there shall exist a Defaulting Lender, immediately upon the request of the Administrative Agent or any L/C Issuer or the Swing Line Lender, the Borrower shall deliver to the Administrative Agent Cash Collateral in an amount sufficient to cover all Fronting Exposure (after giving effect to Section 2.16(a)(iv) and any Cash Collateral provided by the Defaulting Lender); provided that, the Administrative Agent and each of the L/C Issuers agree not to, and shall not, request, demand or otherwise require, and the Borrower shall have no obligation to deliver, pay or otherwise provide, any such Cash Collateral pursuant to this sentence or the last sentence of Section 2.15(b) so long as the Borrower is not permitted to deliver, pay or provide such Cash Collateral under the terms of any agreement (without giving effect to any provision thereof permitting a general basket of liens) to which the Borrower is a party or is bound (other than any agreement entered into with an Affiliate in which the Borrower has agreed to any such restriction for the benefit of such Affiliate).

Appears in 9 contracts

Samples: Credit Agreement (Dayton Power & Light Co), Credit Agreement (Dayton Power & Light Co), Credit Agreement (Dayton Power & Light Co)

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Certain Credit Support Events. Upon the request of the Administrative Agent or any L/C Issuer If (i) if an L/C Issuer has honored any full or partial drawing request under any Letter of Credit and such drawing has resulted in an L/C Borrowing that has not been refinanced as a Base Rate Loan hereunderBorrowing, or (ii) if, as of the Letter of Credit Expiration Date, any L/C Obligation for any reason remains outstanding, (iii) the Borrower shallBorrowers shall be required to provide Cash Collateral pursuant to Section 8.02(c), in each case, immediately Cash Collateralize the then Outstanding Amount of all L/C Obligations. At any time that or (iv) there shall exist a Defaulting Lender, the Borrowers shall immediately upon (in the case of clause (iii) above) or within one Business Day (in all other cases), following any request of by the Administrative Agent or any L/C Issuer or the Swing Line LenderIssuer, the Borrower shall deliver to the Administrative Agent provide Cash Collateral in an amount sufficient not less than the applicable Minimum Collateral Amount (determined in the case of Cash Collateral provided pursuant to cover all Fronting Exposure clause (iv) above, after giving effect to Section 2.16(a)(iv2.15(a)(iv) and any Cash Collateral provided by the Defaulting Lender); provided that, . If at any time the Administrative Agent and each determines that any funds held as Cash Collateral are subject to any right or claim of any Person other than the Administrative Agent or that the total amount of such funds is less than the aggregate Outstanding Amount of all L/C Issuers agree not toObligations, and shall notthe Borrowers will, request, forthwith upon demand or otherwise require, and by the Borrower shall have no obligation to deliverAdministrative Agent, pay or otherwise provideto the Administrative Agent, as additional funds to be deposited as Cash Collateral, an amount equal to the excess of (x) such aggregate Outstanding Amount over (y) the total amount of funds, if any, then held as Cash Collateral that are free and clear of any such Cash Collateral pursuant to this sentence or right and claim. Upon the last sentence of Section 2.15(b) so long as the Borrower is not permitted to deliver, pay or provide such Cash Collateral under the terms drawing of any agreement (without giving effect Letter of Credit for which funds are on deposit as Cash Collateral, such funds shall be applied, to any provision thereof permitting a general basket of liens) the extent permitted under applicable Laws, to which reimburse the Borrower is a party or is bound (other than any agreement entered into with an Affiliate in which the Borrower has agreed to any such restriction for the benefit of such Affiliate)applicable L/C Issuer.

Appears in 7 contracts

Samples: Credit Agreement (USD Partners LP), Credit Agreement (USD Partners LP), Credit Agreement (USD Partners LP)

Certain Credit Support Events. Upon the request of the Administrative Agent or any L/C Issuer If (i) if an the applicable L/C Issuer has honored any full or partial drawing request under any Letter of Credit and such drawing has resulted in an L/C Borrowing that has not been refinanced as a Base Rate Loan hereunderBorrowing, or (ii) if, as of the Letter of Credit Expiration Date, any L/C Obligation for any reason remains outstanding, (iii) the Borrower shallshall be required to provide Cash Collateral pursuant to Section 8.02(c), in each case, immediately Cash Collateralize the then Outstanding Amount of all L/C Obligations. At any time that or (iv) there shall exist a Defaulting Lender, the Borrower shall immediately upon (in the case of clause (iii) above) or within one Business Day (in all other cases), following any request of by the Administrative Agent or any the applicable L/C Issuer or the Swing Line LenderIssuer, the Borrower shall deliver to the Administrative Agent provide Cash Collateral in an amount sufficient not less than the applicable Minimum Collateral Amount (determined in the case of Cash Collateral provided pursuant to cover all Fronting Exposure clause (iv) above, after giving effect to Section 2.16(a)(iv) and any Cash Collateral provided by the Defaulting Lender); provided that, . If at any time the Administrative Agent and each determines that any funds held as Cash Collateral are subject to any right or claim of any Person other than the Administrative Agent or that the total amount of such funds is less than the aggregate Outstanding Amount of all L/C Issuers agree not toObligations, and shall not, request, demand or otherwise require, and the Borrower shall have no obligation to deliverwill, forthwith upon demand by the Administrative Agent, pay or otherwise provideto the Administrative Agent, as additional funds to be deposited as Cash Collateral, an amount equal to the excess of (x) such aggregate Outstanding Amount over (y) the total amount of funds, if any, then held as Cash Collateral that the Administrative Agent determines to be free and clear of any such Cash Collateral pursuant to this sentence or right and claim. Upon the last sentence of Section 2.15(b) so long as the Borrower is not permitted to deliver, pay or provide such Cash Collateral under the terms drawing of any agreement (without giving effect Letter of Credit for which funds are on deposit as Cash Collateral, such funds shall be applied, to any provision thereof permitting a general basket of liens) the extent permitted under applicable Laws, to which reimburse the Borrower is a party or is bound (other than any agreement entered into with an Affiliate in which the Borrower has agreed to any such restriction for the benefit of such Affiliate)applicable L/C Issuer.

Appears in 6 contracts

Samples: Credit Agreement (Andeavor Logistics Lp), Credit Agreement (Tesoro Logistics Lp), Credit Agreement (Tesoro Corp /New/)

Certain Credit Support Events. Upon If any Event of Default shall occur and be continuing, on the request Business Day that the Borrowers receive notice from the Administrative Agent or the Required Lenders (or, if the maturity of the Loans has been accelerated, Lenders with LC Exposure representing greater than 50% of the total LC Exposure) demanding the deposit of Cash Collateral pursuant to this paragraph, the Borrowers shall deposit in an account with the Administrative Agent, in the name of the Administrative Agent and for the benefit of the Lenders, an amount in cash equal to the LC Exposure as of such date plus any accrued and unpaid interest and fees thereon; provided that the obligation to deposit such Cash Collateral shall become effective immediately, and such deposit shall become immediately due and payable, without demand or other notice of any L/C Issuer kind, upon the occurrence of any Event of Default with respect to any Borrower described in Section 7.01(h) or (i) if an L/C Issuer has honored any full or partial drawing request under any Letter of Credit and such drawing has resulted in an L/C Borrowing that has not been refinanced as a Base Rate Loan hereunder, or (ii) if, as of the Letter of Credit Expiration Date, any L/C Obligation for any reason remains outstanding, the Borrower shall, in each case, immediately Cash Collateralize the then Outstanding Amount of all L/C Obligations). At any time that there shall exist a Defaulting Lender, immediately upon the request of the Administrative Agent or any L/C Issuer or the Swing Line LenderIssuing Bank, the Borrower Borrowers shall deliver to the Administrative Agent Cash Collateral in an amount sufficient to cover all Fronting Exposure (after giving effect to Section 2.16(a)(iv2.22(a)(iv) and any Cash Collateral provided by the Defaulting Lender); provided that. Additionally, if the Administrative Agent and each notifies the Company at any time that the LC Exposure at such time exceeds 102% of the L/C Issuers agree not toLetter of Credit Sublimit then in effect, and then, within two Business Days after receipt of such notice, the Company shall not, request, demand or otherwise require, and the Borrower shall have no obligation to deliver, pay or otherwise provide, any such provide Cash Collateral pursuant to this sentence or for the last sentence of Section 2.15(b) so long as LC Exposure in an amount not less than the Borrower is not permitted to deliver, pay or provide such Cash Collateral under the terms of any agreement (without giving effect to any provision thereof permitting a general basket of liens) to amount by which the Borrower is a party or is bound (other than any agreement entered into with an Affiliate in which LC Exposure exceeds the Borrower has agreed to any such restriction for the benefit Letter of such Affiliate)Credit Sublimit.

Appears in 3 contracts

Samples: Credit Agreement (Medtronic PLC), Credit Agreement (Medtronic PLC), Credit Agreement (Medtronic PLC)

Certain Credit Support Events. Upon the request of the Administrative Agent or any L/C Issuer If (i) if an a Fronting L/C Issuer has honored any full or partial drawing request under any Fronted Letter of Credit and such drawing has resulted in an Unreimbursed Amount that is not paid by the Borrower when due, (ii) a Limited Fronting Lender has honored any drawing request under any Several Letter of Credit and such drawing has resulted in an Unreimbursed Amount that is not paid by the Borrower when due, (iii) the Lenders, through the Several L/C Borrowing Agent, have honored any drawing request under any Several Letter of Credit and such drawing has resulted in an Unreimbursed Amount that has is not been refinanced as a Base Rate Loan hereunderpaid by the Borrower when due, or (iiiv) if, as of the Letter of Credit Expiration Commitment Termination Date, any L/C Obligation for any reason remains outstanding, (v) the Borrower shallshall be required to provide Cash Collateral pursuant to Section 8.02(c), in each case, immediately Cash Collateralize the then Outstanding Amount of all L/C Obligations. At any time that or (vi) there shall exist a Defaulting Lender, the Borrower shall (A) immediately upon and without any request by any Person (in the case of clause (iv) above), (B) immediately following any request of by the Administrative Agent or any Agent, a Fronting L/C Issuer or the Swing Line LenderIssuer, the Borrower shall deliver to Several L/C Agent, a Limited Fronting Lender or any Lender (in the case of clause (v) above) or (C) within one Business Day following any request by the Administrative Agent Agent, a Fronting L/C Issuer, the Several L/C Agent, a Limited Fronting Lender or any Lender (in all other cases), provide Cash Collateral in an amount sufficient equal to cover 100% of all outstanding L/C Obligations (in the case of clause (i), (ii), (iii), (iv) or (v) above) or equal to 100% of all Fronting Exposure (determined after giving effect to Section 2.16(a)(iv) and any Cash Collateral provided by the Defaulting Lender) (in the case of clause (vi) above); provided that, the Administrative Agent and each . The obligations of the L/C Issuers agree not to, and shall not, request, demand or otherwise require, and Borrower under this Section 2.15(a) are in addition to the obligations of the Borrower shall have no obligation to deliver, pay or otherwise provide, any such Cash Collateral pursuant to this sentence or the last sentence of under Section 2.15(b) so long as the Borrower is not permitted to deliver, pay or provide such Cash Collateral under the terms of any agreement (without giving effect to any provision thereof permitting a general basket of liens) to which the Borrower is a party or is bound (other than any agreement entered into with an Affiliate in which the Borrower has agreed to any such restriction for the benefit of such Affiliate2.05(c).

Appears in 3 contracts

Samples: Revolving Credit Agreement (Voya Financial, Inc.), Revolving Credit Agreement (Voya Financial, Inc.), Revolving Credit Agreement (Voya Financial, Inc.)

Certain Credit Support Events. Upon the request of the Administrative Agent or any the L/C Issuer (i) if an the L/C Issuer has honored any full or partial drawing request under any Letter of Credit and such drawing has resulted in an L/C Borrowing that has not been refinanced as a Base Rate Loan hereunderBorrowing, or (ii) if, as of the Letter of Credit Expiration Date, any L/C Obligation for any reason remains outstanding, the Revolving Borrower shall, in each case, immediately Cash Collateralize the then Outstanding Amount of all L/C Obligations. At any time that there shall exist a Defaulting Lender, immediately upon within three Business Days’ following the written request of the Administrative Agent or any the L/C Issuer or the Swing Line LenderIssuer, the Revolving Borrower shall deliver to the Administrative Agent Cash Collateral in an amount sufficient to cover all Fronting Exposure with respect to such Defaulting Lender (after giving effect to Section 2.16(a)(iv2.18(a)(iv) and any Cash Collateral provided by the such Defaulting Lender); provided that, Lender (it being understood that the Administrative Agent and each of shall first request that such Defaulting Lender deliver Cash Collateral in an amount sufficient to cover such Fronting Exposure)). If the L/C Issuers agree not to, and Borrowers shall not, request, demand or otherwise require, and the Borrower shall have no obligation be required to deliver, pay or otherwise provide, any such provide Cash Collateral pursuant to this sentence or Section 8.02(c), the last sentence Revolving Borrower shall immediately Cash Collateralize the Outstanding Amount of Section 2.15(b) so long as the Borrower is not permitted to deliver, pay or provide such Cash Collateral under the terms of any agreement (without giving effect to any provision thereof permitting a general basket of liens) to which the Borrower is a party or is bound (other than any agreement entered into with an Affiliate in which the Borrower has agreed to any such restriction for the benefit of such Affiliate)all L/C Obligations.

Appears in 2 contracts

Samples: Credit Agreement (Carmax Inc), Credit Agreement (Carmax Inc)

Certain Credit Support Events. Upon the request of the Administrative Agent or any L/C Issuer (i) if an L/C Issuer has honored any full or partial drawing request under any Letter of Credit and such drawing has resulted in an L/C Borrowing that has not been refinanced as a Base Rate Loan hereunder, or (ii) if, as of the Letter of Credit Expiration Date, any L/C Obligation for any reason remains outstanding, the Borrower shall, in each case, immediately Cash Collateralize the then Outstanding Amount of all L/C Obligations. At any time that there shall exist a Defaulting Lender, immediately upon the request of the Administrative Agent or any L/C Issuer or the Swing Line LenderIssuer, the Borrower shall deliver to the Administrative Agent Cash Collateral in an amount sufficient to cover all Fronting Exposure (after giving effect to Section 2.16(a)(iv2.15(a)(iv) and any Cash Collateral provided by the Defaulting Lender); provided that, the Administrative Agent and each of the L/C Issuers agree not to, and shall not, request, demand or otherwise require, and the Borrower shall have no obligation to deliver, pay or otherwise provide, any such Cash Collateral pursuant to this sentence or the last sentence of Section 2.15(b2.14(b) so long as the Borrower is not permitted to deliver, pay or provide such Cash Collateral under the terms of any agreement (without giving effect to any provision thereof permitting a general basket of liens) to which the Borrower is a party or is bound (other than any agreement entered into with an Affiliate in which the Borrower has agreed to any such restriction for the benefit of such Affiliate).

Appears in 2 contracts

Samples: Credit Agreement (DPL Inc), Credit Agreement (Dayton Power & Light Co)

Certain Credit Support Events. Upon the request of the Administrative Agent or any the L/C Issuer (i) if an the L/C Issuer has honored any full or partial drawing request under any Letter of Credit and such drawing has resulted in an L/C Borrowing that has not been refinanced as a Base Rate Loan hereunderBorrowing, or (ii) if, as of the Letter of Credit Expiration Date (or the Termination Date, if earlier), any L/C Obligation for any reason remains outstanding, the Borrower shall, in each case, immediately Cash Collateralize the then Outstanding Amount of all L/C Obligations. At any time that there shall exist a Defaulting Lender, immediately upon the request of the Administrative Agent or any Agent, the L/C Issuer or the Swing Line Lender, the Borrower shall deliver to the Administrative Agent Cash Collateral in an amount sufficient to cover all Fronting Exposure (after giving effect to Section 2.16(a)(iv‎2.21(a)(iv) and any Cash Collateral provided by the Defaulting Lender); provided that. If the Borrower fails to provide Cash Collateral in the amount and at the times as required by this Agreement, the Administrative Agent Lenders may (and each shall upon direction of the L/C Issuers agree not toAdministrative Agent) advance, and shall notas Base Rate Committed Loans, request, demand or otherwise require, and the Borrower shall have no obligation to deliver, pay or otherwise provide, any such amount of the Cash Collateral pursuant to this sentence required (whether or not the Commitments have terminated, an Overadvance exists or the last sentence of conditions in Section 2.15(b) so long as the Borrower is not permitted to deliver, pay or provide such Cash Collateral under the terms of any agreement (without giving effect to any provision thereof permitting a general basket of liens) to which the Borrower is a party or is bound (other than any agreement entered into with an Affiliate in which the Borrower has agreed to any such restriction for the benefit of such Affiliate‎4.02 are satisfied).

Appears in 1 contract

Samples: Revolving Credit Agreement (Western Refining, Inc.)

Certain Credit Support Events. Upon the request of the Administrative Agent or any the L/C Issuer (i) if an the L/C Issuer has honored any full or partial drawing request under any Letter of Credit and such drawing has resulted in an L/C Borrowing that has not been refinanced as a Base Rate Loan hereunderBorrowing, or (ii) if, as of the Letter of Credit Expiration Date, any L/C Obligation for any reason remains outstanding, the Borrower shall, in each case, immediately Cash Collateralize the then Outstanding Amount of all L/C Obligations. At any time that there shall exist a Defaulting Lender, immediately upon the request of the Administrative Agent or any Agent, the L/C Issuer or the Swing Line Lender, the Borrower shall deliver to the Administrative Agent Cash Collateral in an amount sufficient to cover all Fronting Exposure (after giving effect to Section 2.16(a)(iv2.21(a)(iv) and any Cash Collateral provided by the Defaulting Lender); provided that) . If the Borrower fails to provide Cash Collateral in the amount and at the times as required by this Agreement, the Administrative Agent Lenders may (and each shall upon direction of the L/C Issuers agree not toAdministrative Agent) advance, and shall notas Base Rate Committed Loans, request, demand or otherwise require, and the Borrower shall have no obligation to deliver, pay or otherwise provide, any such amount of the Cash Collateral pursuant to this sentence required (whether or not the Commitments have terminated, an Overadvance exists or the last sentence of conditions in Section 2.15(b) so long as the Borrower is not permitted to deliver, pay or provide such Cash Collateral under the terms of any agreement (without giving effect to any provision thereof permitting a general basket of liens) to which the Borrower is a party or is bound (other than any agreement entered into with an Affiliate in which the Borrower has agreed to any such restriction for the benefit of such Affiliate4.02 are satisfied).

Appears in 1 contract

Samples: Revolving Credit Agreement (Western Refining, Inc.)

Certain Credit Support Events. Upon If the request of the Administrative Agent or any L/C Issuer (i) if an L/C Issuer has honored any full or partial drawing request under any Letter of Credit and such drawing has resulted in an L/C Borrowing that has not been refinanced as remains unpaid, then, the L/C Issuer may, and at the request of the Required Lenders shall, demand that the Borrower immediately Cash Collateralize all or a Base Rate Loan hereunderportion of the then Outstanding Amount of all L/C Obligations, such amount to be determined by Required Lenders in their discretion, or (ii) the L/C Issuer, in its sole discretion, as the case may be. In addition, if, as of the Letter of Credit Expiration Date, any L/C Obligation for any reason remains outstanding, upon the request of the Agent or the L/C Issuer, the Borrower shall, in each case, shall immediately Cash Collateralize the then Outstanding Amount of all L/C Obligations. At any time that there shall exist a Defaulting Lender, immediately promptly upon the written request of the Administrative Agent or any Agent, the L/C Issuer or the Swing Line Lender, the Borrower shall deliver to the Administrative Agent Cash Collateral in an amount sufficient to cover all Fronting Exposure (after giving effect to Section 2.16(a)(iv2.17(a)(iv) and any Cash Collateral provided by the Defaulting Lender); provided that, ) in the Administrative Agent and each case of the L/C Issuers agree not to, and shall not, request, demand or otherwise require, and the Borrower shall have no obligation to deliver, pay or otherwise provide, any such Cash Collateral pursuant to this sentence or the last sentence of Section 2.15(bclause (ii) so long as the Borrower is not permitted to deliver, pay or provide such Cash Collateral under the terms of any agreement (without giving effect to any provision thereof permitting a general basket of liens) to which the Borrower is a party or is bound (other than any agreement entered into with an Affiliate in which the Borrower has agreed to any such restriction for the benefit of such Affiliate)above.

Appears in 1 contract

Samples: Credit Agreement (Cogdell Spencer Inc.)

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Certain Credit Support Events. Upon the request of the Administrative Agent or any L/C Issuer (i) if an L/C Issuer has honored any full or partial drawing request under any Letter of Credit and such drawing has resulted in an L/C Borrowing that has not been refinanced as a Base Rate Loan hereunder, or (ii) if, as of the Letter of Credit Expiration Date, any L/C 47354535_7 Obligation for any reason remains outstanding, the Borrower shall, in each case, immediately Cash Collateralize the then Outstanding Amount of all L/C Obligations. At any time that there shall exist a Defaulting Lender, immediately upon the request of the Administrative Agent or any L/C Issuer or the Swing Line Lender, the Borrower shall deliver to the Administrative Agent Cash Collateral in an amount sufficient to cover all Fronting Exposure (after giving effect to Section 2.16(a)(iv) and any Cash Collateral provided by the Defaulting Lender); provided that, the Administrative Agent and each of the L/C Issuers agree not to, and shall not, request, demand or otherwise require, and the Borrower shall have no obligation to deliver, pay or otherwise provide, any such Cash Collateral pursuant to this sentence or the last sentence of Section 2.15(b) so long as the Borrower is not permitted to deliver, pay or provide such Cash Collateral under the terms of any agreement (without giving effect to any provision thereof permitting a general basket of liens) to which the Borrower is a party or is bound (other than any agreement entered into with an Affiliate in which the Borrower has agreed to any such restriction for the benefit of such Affiliate).

Appears in 1 contract

Samples: Credit Agreement (DPL Inc)

Certain Credit Support Events. Upon the request of the Administrative Agent or any L/C Issuer (i) if If an L/C Issuer has honored any full or partial drawing request under any Letter of Credit issued by it and such drawing has resulted in an L/C Borrowing Borrowing, then upon the request of the Administrative Agent, Borrowers shall promptly (but in any event within one (1) Business Day) Cash Collateralize the then Outstanding Amount of all L/C Obligations; provided that has not been refinanced so long as a Base Rate Loan hereunderno Event of Default exists, or (ii) any such Cash Collateral will be released to the Borrowers upon payment in full of such L/C Borrowing. Additionally, if, as of the Letter of Credit Expiration Date, any L/C Obligation for any reason remains outstanding, the Borrower shall, in each case, Borrowers shall immediately (i) Cash Collateralize the then Outstanding Amount of all L/C Obligations, or (ii) to the extent approved by the applicable L/C Issuer (to which an L/C Obligation is owed) in its sole discretion, cause “back to back” letters of credit with respect to all outstanding Letters of Credit issued by such L/C Issuer to be issued. At any time that there shall exist a Defaulting Lender, immediately upon within one (1) Business Day following the written request of the Administrative Agent or any L/C Issuer or the Swing Line Lender, the Borrower shall deliver Lender (with a copy to the Administrative Agent Agent), the Borrowers shall Cash Collateral in an amount sufficient to cover all Collateralize the L/C Issuers’ Fronting Exposure with respect to such Defaulting Lender (determined after giving effect to Section 2.16(a)(iv) 2.15 and any Cash Collateral provided by the such Defaulting Lender); provided that, the Administrative Agent and each of the L/C Issuers agree not to, and shall not, request, demand or otherwise require, and the Borrower shall have no obligation to deliver, pay or otherwise provide, any such Cash Collateral pursuant to this sentence or the last sentence of Section 2.15(b) so long as the Borrower is not permitted to deliver, pay or provide such Cash Collateral under the terms of any agreement (without giving effect to any provision thereof permitting a general basket of liens) to which the Borrower is a party or is bound (other than any agreement entered into with an Affiliate in which the Borrower has agreed to any such restriction for the benefit of such Affiliate).

Appears in 1 contract

Samples: Senior Secured Credit Agreement (Aimco Properties L.P.)

Certain Credit Support Events. Upon the request of the Administrative Agent or any the L/C Issuer (i) if an the L/C Issuer has honored any full or partial drawing request under any Letter of Credit and such drawing has resulted in an L/C Borrowing that has not been refinanced as a Base Rate Loan hereunderBorrowing, or (ii) if, as of the Letter of Credit Expiration Date, any L/C Obligation for any reason remains outstanding, the Borrower shall, in each case, immediately promptly (and, in any event, within one Business Day) Cash Collateralize the then Outstanding Amount of all L/C Obligations. At any time that there shall exist a Defaulting Lender, immediately upon the request of the Administrative Agent or any the L/C Issuer or the Swing Line LenderIssuer, the Borrower shall deliver to the Administrative Agent Cash Collateral in an amount sufficient to cover all Fronting Exposure (after giving effect to Section 2.16(a)(iv2.15(a)(iv) and any Cash Collateral provided by the Defaulting Lender); provided that, . If at any time the Administrative Agent determines that any funds held as Cash Collateral are subject to any right or claim of any Person other than the Administrative Agent or that the total amount of such funds is less than the aggregate Outstanding Amount of all L/C Obligations, the Borrower will, forthwith upon demand by the Administrative Agent, pay to the Administrative Agent, as additional funds to be deposited as Cash Collateral, an amount equal to the excess of (x) such aggregate Outstanding Amount over (y) the total amount of funds, if any, then held as Cash Collateral that the Administrative Agent determines to be free and each clear of any such right and claim. Upon the drawing of any Letter of Credit for which funds are on deposit as Cash Collateral, such funds shall be applied, to the extent permitted under applicable Laws, to reimburse the L/C Issuers agree not to, and shall not, request, demand or otherwise require, and the Borrower shall have no obligation to deliver, pay or otherwise provide, any such Cash Collateral pursuant to this sentence or the last sentence of Section 2.15(b) so long as the Borrower is not permitted to deliver, pay or provide such Cash Collateral under the terms of any agreement (without giving effect to any provision thereof permitting a general basket of liens) to which the Borrower is a party or is bound (other than any agreement entered into with an Affiliate in which the Borrower has agreed to any such restriction for the benefit of such Affiliate)Issuer.

Appears in 1 contract

Samples: Credit Agreement (Phibro Animal Health Corp)

Certain Credit Support Events. Upon the request of the Administrative Agent or any L/C Issuer If (i) if an the L/C Issuer has honored any full or partial drawing request under any Letter of Credit and such drawing has resulted in an L/C Borrowing that has not been refinanced as a Base Rate Loan hereunderBorrowing, or (ii) if, as of the Letter of Credit Expiration Date, any L/C Obligation for any reason remains outstanding, (iii) the Borrower shall, in each case, immediately Borrowers shall be required to provide Cash Collateralize the then Outstanding Amount of all L/C Obligations. At any time that Collateral pursuant to Section 8.02(c) or (iv) there shall exist a Defaulting LenderLender and the Fronting Exposure of such Defaulting Lender has not been reallocated in accordance with Section 2.16(a)(iv), the Borrowers shall (x) immediately upon (in the request case of clause (iii) above), (y) prior to the issuance of any Letter of Credit if the Administrative Agent or any the L/C Issuer Issuer’s request is made prior to such issuance or if the Administrative Agent’s or the Swing Line LenderL/C Issuer’s request is made with respect to an already outstanding Letter of Credit, the Borrower shall deliver to within one Business Day thereafter or (z) within one Business Day (in all other cases) following any request by the Administrative Agent or the L/C Issuer, provide Cash Collateral in an amount sufficient not less than the applicable Minimum Collateral Amount (determined in the case of Cash Collateral provided pursuant to cover all Fronting Exposure clause (iv) above, after giving effect to Section 2.16(a)(iv) and any Cash Collateral provided by the Defaulting Lender); provided that, . It is understood that the Administrative Agent and each of the L/C Issuers agree not to, and shall not, request, demand or otherwise require, and the Borrower shall have no obligation to deliver, pay or otherwise provide, any such Borrowers may provide Cash Collateral pursuant to this sentence or the last sentence of Section 2.15(b) so long as the Borrower is not permitted to deliverby requesting Committed Borrowings in accordance with Sections 2.01, pay or provide such Cash Collateral under the terms of any agreement (without giving effect to any provision thereof permitting a general basket of liens) to which the Borrower is a party or is bound (other than any agreement entered into with an Affiliate in which the Borrower has agreed to any such restriction for the benefit of such Affiliate)2.02, 4.01 and 4.02.

Appears in 1 contract

Samples: Credit Agreement (American Apparel, Inc)

Certain Credit Support Events. Upon the request of the Administrative Agent or any the L/C Issuer (i) if an the L/C Issuer has honored any full or partial drawing request under any Letter of Credit and such drawing has resulted in an L/C Borrowing that has not been refinanced as a Base Rate Loan hereunderBorrowing, or (ii) if, as of the Letter of Credit Expiration Date, any L/C Obligation for any reason remains outstanding, or (iii) if the Letter of Credit Expiration Date is adjusted as a result of an adjustment to the Maturity Date for the Revolving Credit Facility pursuant to either proviso to the definition of Maturity Date and, as of the date of such adjustment, such adjusted Letter of Credit Expiration Date is prior to the expiration date of any outstanding Letter of Credit, the Borrower shall, in each case, immediately immediately, at the Borrower’s option, (A) Cash Collateralize the then Outstanding Amount of all such L/C Obligations or (B) provide a letter of credit to the L/C Issuer issued by a financial institution acceptable to the L/C Issuer in its reasonable discretion with the L/C Issuer as beneficiary in an amount equal to the then Outstanding Amount of such L/C Obligations. At any time that there shall exist a Defaulting Lender, immediately upon the request of the Administrative Agent or any Agent, the L/C Issuer or the Swing Line Lender, the Borrower shall deliver to the Administrative Agent Cash Collateral in an amount sufficient to cover all Fronting Exposure (after giving effect to Section 2.16(a)(iv2.15(a)(iv) and any Cash Collateral provided by the Defaulting Lender); provided that, the Administrative Agent and each of the L/C Issuers agree not to, and shall not, request, demand or otherwise require, and the Borrower shall have no obligation to deliver, pay or otherwise provide, any such Cash Collateral pursuant to this sentence or the last sentence of Section 2.15(b) so long as the Borrower is not permitted to deliver, pay or provide such Cash Collateral under the terms of any agreement (without giving effect to any provision thereof permitting a general basket of liens) to which the Borrower is a party or is bound (other than any agreement entered into with an Affiliate in which the Borrower has agreed to any such restriction for the benefit of such Affiliate).

Appears in 1 contract

Samples: Credit Agreement (Marina District Finance Company, Inc.)

Certain Credit Support Events. Upon the request of the Administrative Agent or any L/C Issuer If (i) if an any L/C Issuer has honored any full or partial drawing request under any Letter of Credit and such drawing has resulted in an L/C Borrowing that has not been refinanced as a Base Rate Loan hereunderBorrowing, or (ii) if, as of the Letter of Credit Expiration Date, any L/C Obligation for any reason remains outstanding, (iii) as of the date that is thirty (30) days prior to the Maturity Date for the Revolving Credit Facility then in effect, there are any Letters of Credit that have an expiry date after such Maturity Date, or if any new Letter of Credit is issued on or after the date that is thirty (30) days prior to the Maturity Date for the Revolving Credit Facility then in effect, (iv) the Borrower shallshall be required to provide Cash Collateral pursuant to Section 8.02(c), in each case, immediately Cash Collateralize the then Outstanding Amount of all L/C Obligations. At any time that or (v) ‑65‑ there shall exist a Defaulting Lender, the Borrower shall immediately upon (in the case of clauses (iii) and (iv) above) or within one Business Day (in all other cases), following any request of by the Administrative Agent or any an L/C Issuer or the Swing Line Lenderthat has issued a Letter of Credit that remains outstanding, the Borrower shall deliver to the Administrative Agent provide Cash Collateral in an amount sufficient not less than the applicable Minimum Collateral Amount (determined in the case of Cash Collateral provided pursuant to cover all Fronting Exposure clause (v) above, after giving effect to Section 2.16(a)(iv2.19(a)(iv) and any Cash Collateral provided by the Defaulting Lender); provided that. Upon the drawing of any Letter of Credit for which funds are on deposit as Cash Collateral, such funds shall be applied, to the Administrative Agent and each of extent permitted under applicable Laws, to reimburse the applicable L/C Issuers agree not to, and shall not, request, demand or otherwise require, and the Borrower shall have no obligation to deliver, pay or otherwise provide, any such Cash Collateral pursuant to this sentence or the last sentence of Section 2.15(b) so long as the Borrower is not permitted to deliver, pay or provide such Cash Collateral under the terms of any agreement (without giving effect to any provision thereof permitting a general basket of liens) to which the Borrower is a party or is bound (other than any agreement entered into with an Affiliate in which the Borrower has agreed to any such restriction for the benefit of such Affiliate)Issuer.

Appears in 1 contract

Samples: Credit Agreement (American Assets Trust, L.P.)

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