Backstop Letter of Credit definition

Backstop Letter of Credit means an unconditional irrevocable letter of credit from a Seller in a form reasonably acceptable to Buyer, with a face amount equal to (a) the aggregate purchase price payable to the applicable Seller under Section 2.2, multiplied by (b) 0.175, in each case, from a United States bank with offices in New York, New York or Chicago, Illinois that has at all times while such Backstop Letter of Credit is outstanding a long-term senior unsecured credit rating of Baa3 or higher by Xxxxx’x Investors Service or BBB- or higher by Standard & Poor’s Ratings Services. Each Backstop Letter of Credit shall have an initial expiration date of not less than one year and shall be automatically renewed for successive 12-month periods until such time as all indemnification obligations of the applicable Seller under Article 12 shall have expired. In addition, Buyer or Buyer Designee shall, at its option, have the right to draw on any Backstop Letter of Credit if the issuing bank has indicated that it will not renew such Backstop Letter of Credit upon its next occurring scheduled expiration date and the applicable Seller fails to replace such expiring Backstop Letter of Credit within 10 Business Days prior to such expiration date. If a Backstop Letter of Credit shall be drawn on pursuant to the immediately preceding sentence, subject to any then-applicable right of Buyer or Buyer Designee to apply the drawn funds, the drawn funds shall be held in escrow with an escrow agent reasonably acceptable to Buyer and the applicable Seller as security for the satisfaction of the applicable Seller’s indemnification obligations under Article 12 until the earlier of (i) such time as the applicable Seller’s indemnification obligations under Article 12 have expired, or (ii) such time as the applicable Seller delivers a replacement Backstop Letter of Credit to Buyer or Buyer Designee.

Backstop Letter of Credit has the meaning ascribed to such term in clause (ii) of paragraph (h) of Annex A.

Backstop Letter of Credit. Has the meaning given in Section 7.4(d)(iv).

Examples of Backstop Letter of Credit in a sentence

• On the Effective Date, DOE, as the holder of the Allowed Prepetition Note Claims, shall receive, subject to the terms of the Plan, in full and final satisfaction, settlement, release and discharge of its Allowed Prepetition Note Claims, (a) $200 million in Cash (which shall be satisfied by DOE by a draw on the Cobra Backstop Letter of Credit) and (b) all rights and obligations under the Exit Contingent Note.

• The Court is aware that negative decisions by a mayor could be appealed before the Constitutional Court, an authority that does exercise judicial control.

• Upon Purchaser’s or its Affiliate’s performance of the Final Decommissioning for a Lease, Sellers shall release the BOEM Bond and, if applicable, any Backstop Letter of Credit for such Lease only if (i) Sellers and BSEE confirm the Final Decommissioning for the Lease is completed; (ii) BOEM agrees to release the BOEM Bond for the Lease; and (iii) Purchaser requests in writing Sellers’ release of the BOEM Bond, and/or Backstop Letter of Credit for the Lease.

• In the event that, within 7 Business Days after such request has been communicated to the Company, such Backstop Letter of Credit Amendment shall not have been delivered to Citibank or such deposit to the appropriate L/C Cash Deposit Account shall not have been made, Citibank may, in accordance with and to the extent permitted under the terms of such Backstop Letter of Credit, draw the full Available Amount thereunder for deposit into the appropriate L/C Cash Deposit Account.

• Upon payment in full to the L/C Issuer of any Reimbursement Obligation, the Account Party shall be subrogated to all of the L/C Issuer’s rights against the Backstop L/C Issuer in respect of the Backstop Letter of Credit, including without limitation the L/C Issuer’s rights under the Credit Agreement, the Backstop Letter of Credit and the First Lien Security Agreement.

More Definitions of Backstop Letter of Credit

Backstop Letter of Credit means any irrevocable standby letter of credit (including, for the avoidance of doubt, the Initial Backstop Letters of Credit), issued in favor of Citibank (on its own behalf and/or on behalf of any of its Affiliates issuing a Letter of Credit hereunder), substantially in the form of Exhibit A hereto or in such other form as shall be reasonably satisfactory to Citibank, by any Backstop L/C Issuer.

Backstop Letter of Credit means the Sterling L/C Backstop Letter of Credit and each Dollar L/C Backstop Letter of Credit.

Backstop Letter of Credit means that certain Letter of Credit issued by the Issuing Bank in the original face amount of $48,655,242.85 to secure the outstanding letters of credit issued by Royal Bank of Canada and reduced by the amount of each such letter of credit upon its expiration or termination by the beneficiary thereof.

Backstop Letter of Credit has the meaning assigned to such term in Section 2.06(j).

Backstop Letter of Credit means (a) on the Closing Date, the letter of credit issued by the Issuing Bank under the Backstop LC Facility to Credit Suisse, in the form attached hereto as Exhibit S-1, as contemplated by the Pay-off Agreement and (b) thereafter and as a replacement for the letter of credit referred to in clause (a) and as contemplated by the Mandatory Tender, the letter of credit issued by the Issuing Bank under the Backstop LC Facility to the Trustee, in the form attached hereto as Exhibit S-2.

Backstop Letter of Credit means that certain Letter of Credit issued by First Chicago to Boatmen's National Bank on the Closing Date.

Backstop Letter of Credit shall have the meaning set forth in Section 1.03(b)(iii).