Common use of Available Commitment Clause in Contracts

Available Commitment. The aggregate principal amount of the Commercial Paper Notes to be issued and the interest to accrue to the maturity date of each such Commercial Paper Note does not exceed the amount of the Available Commitment then in effect, and the City shall be in compliance with Section 6.24 hereof immediately after giving effect to such issuance. Unless the City shall have previously advised the Bank in writing that one or more conditions set forth in subsections (a), (b), (c), (d) and (f) of this Section 4.04 have not been satisfied, the City shall be deemed to have represented and warranted that on the date of such issuance or authentication of any Commercial Paper Note the above conditions have been satisfied. The Bank may deliver a Notice of No-Issuance to the Issuing and Paying Agent and to the City directing the City not to cause to be issued and the Issuing and Paying Agent not to authenticate any Commercial Paper Note at any time that the Bank shall have determined that any condition to the issuance of any Commercial Paper Note has not been satisfied. The Notice of No-Issuance may be delivered by telecopy, by e-mail or by messenger, and may also be given by telephone, but if delivered by telephone shall be promptly confirmed in writing, provided that the failure to confirm such Notice of No-Issuance promptly in writing shall not render any telephonic notice ineffective or invalid in any respect. A No-Issuance Notice shall be effective when received by the Issuing and Paying Agent. Any such Notice of No-Issuance received after 10:00 a.m. on any day on which Commercial Paper Notes are being issued, shall be deemed to have been received on the next following Business Day. Upon receipt of such Notice of No-Issuance, the City shall not issue and the Issuing and Paying Agent shall not authenticate any Commercial Paper Note, in each case unless and until such Notice of No-Issuance is rescinded by the Bank. The City shall use its best efforts to cause the Issuing and Paying Agent to comply immediately with any such Notice of No- Issuance. The Bank shall not incur any liability as a result of the Bank’s giving any Notice of No- Issuance that, in its good faith judgment, the Bank determines to be in accordance with this Section 4.04. The Bank agrees that if, after the delivery of a Notice of No-Issuance, the Bank determines that the conditions to the issuance of any Commercial Paper Note have been satisfied and the Bank has received a notice from an Authorized Representative to such effect, then the Bank shall promptly deliver a notice (a copy of which shall be delivered by the Bank to the City and each Dealer) to the Issuing and Paying Agent, rescinding such Notice of No-Issuance. The Bank will furnish a copy of any Notice of No-Issuance to the Dealer(s) promptly following delivery thereof to the City and the Issuing and Paying Agent, but the failure to furnish any such copy shall not render ineffective such Notice of No-Issuance.

Available Commitment. The After the issuance of the Commercial Paper Notes, the aggregate principal amount of the all Commercial Paper Notes to that will be issued and outstanding immediately after such issuance together with the interest to that will accrue to the maturity date of each such Commercial Paper Note does thereon will not exceed the amount of the Available Commitment then in effect, and the City shall be in compliance with Section 6.24 hereof immediately after giving effect to such issuanceCommitment. Unless the City shall have previously advised the Bank JPMC in writing that one or more conditions set forth in subsections (a), (b), (c), (d) and (f) of this Section 4.04 have not been satisfied, the City shall be deemed to have represented and warranted that on the date of such issuance or authentication of any Commercial Paper Note the above conditions have been satisfied. The Bank JPMC may deliver a Notice of No-Issuance notice to the Issuing and Paying Agent and to the City City, in the form of Exhibit A attached hereto directing the City not to cause to be issued issue and the Issuing and Paying Agent not to authenticate any Commercial Paper Note (a “Non-Issuance Instruction”), at any time that the Bank JPMC shall have determined that any condition to the issuance of any Commercial Paper Note has not been satisfied. The Notice of NoNon-Issuance Instruction may be delivered by telecopy, by e-mail or by messenger, and may also be given by telephone, but telephone if delivered by telephone shall be promptly confirmed in writing, provided that the failure to confirm such Notice of NoNon-Issuance Instruction promptly in writing shall not render any telephonic notice ineffective or invalid in any respect. A No-Issuance Notice shall be effective when received by the Issuing and Paying Agent. Any such Notice of No-Issuance received after 10:00 a.m. on any day on which Commercial Paper Notes are being issued, shall be deemed to have been received on the next following Business Day. Upon receipt of such Notice of NoNon-IssuanceIssuance Instruction, the City shall not issue and the Issuing and Paying Agent shall not authenticate any Commercial Paper Note, in each case unless and until JPMC rescinds such Notice of NoNon-Issuance is rescinded by the BankInstruction. The City shall use its best efforts to cause the Issuing and Paying Agent to comply immediately with any such Notice of No- IssuanceNon-Issuance Instruction. The Bank JPMC shall not incur any liability as a result of the BankJPMC’s giving any Notice of No- Non-Issuance Instruction that, in its good faith judgment, the Bank JPMC determines to be in accordance with this Section 4.04. The Bank JPMC agrees that if, after the delivery of a Notice of NoNon-IssuanceIssuance Instruction, the Bank JPMC determines that the conditions to the issuance of any Commercial Paper Note have been satisfied and the Bank JPMC has received a notice from an Authorized Representative to such effect, then the Bank JPMC shall promptly deliver a notice (a copy of which shall be delivered by the Bank JPMC to the City and each the Dealer) to the Issuing and Paying Agent, rescinding such Notice of No-Issuance. The Bank will furnish a copy of any Notice of NoNon-Issuance to Instruction. Notwithstanding the Dealer(s) promptly following delivery thereof to foregoing, the City and shall provide no fewer than ninety (90) days’ written notice to JPMC of its intention to increase the Issuing and Paying Agentamount of the Commercial Paper Notes outstanding; provided, but that the failure of the City to furnish any provide such copy written notice, or the issuance of Commercial Paper Notes in excess of the amount reflected in the notice, shall not render ineffective such Notice result, in and of Noitself, in JPMC having the ability to issue a Non-IssuanceIssuance Instruction. Failure to provide notice as provided above shall not constitute a Default or an Event of Default hereunder.

Available Commitment. The After the issuance of the Commercial Paper Notes, the aggregate principal amount of the all Commercial Paper Notes to that will be issued and outstanding immediately after such issuance together with the interest to that will accrue to the maturity date of each such Commercial Paper Note does thereon will not exceed the amount of the Available Commitment then in effect, and the City shall be in compliance with Section 6.24 hereof immediately after giving effect to such issuanceCommitment. Unless the City shall have previously advised the Bank in writing that one or more conditions set forth in subsections (a), (b), (c), (d) and (f) of this Section 4.04 have not been satisfied, the City shall be deemed to have represented and warranted that on the date of such issuance or authentication of any Commercial Paper Note the above conditions have been satisfied. The Bank may deliver a Notice of No-Issuance notice to the Issuing and Paying Agent and to the City City, in the form of Exhibit A attached hereto directing the City not to cause to be issued issue and the Issuing and Paying Agent not to authenticate any Commercial Paper Note (a “Non-Issuance Instruction”), at any time that the Bank shall have determined that any condition to the issuance of any Commercial Paper Note has not been satisfied. The Notice of NoNon-Issuance Instruction may be delivered by telecopy, by e-mail or by messenger, and may also be given by telephone, but telephone if delivered by telephone shall be promptly confirmed in writing, provided that the failure to confirm such Notice of NoNon-Issuance Instruction promptly in writing shall not render any telephonic notice ineffective or invalid in any respect. A No-Issuance Notice shall be effective when received by the Issuing and Paying Agent. Any such Notice of No-Issuance received after 10:00 a.m. on any day on which Commercial Paper Notes are being issued, shall be deemed to have been received on the next following Business Day. Upon receipt of such Notice of NoNon-IssuanceIssuance Instruction, the City shall not issue and the Issuing and Paying Agent shall not authenticate any Commercial Paper Note, in each case unless and until the Bank rescinds in writing such Notice of NoNon-Issuance is rescinded by the BankInstruction. The City shall use its best efforts to cause the Issuing and Paying Agent to comply immediately with any such Notice of No- IssuanceNon-Issuance Instruction. The Bank shall not incur any liability as a result of the Bank’s giving any Notice of No- Non-Issuance Instruction that, in its good faith judgment, the Bank determines to be in accordance with this Section 4.04. The Bank agrees that if, after the delivery of a Notice of NoNon-IssuanceIssuance Instruction, the Bank determines that the conditions to the issuance of any Commercial Paper Note have been satisfied and the Bank has received a notice from an Authorized Representative to such effect, then the Bank shall promptly deliver a notice (a copy of which shall be delivered by the Bank to the City and each the Dealer) to the Issuing and Paying Agent, rescinding such Notice of No-Issuance. The Bank will furnish a copy of any Notice of NoNon-Issuance Instruction. Notwithstanding the foregoing, the City shall provide no fewer than ninety (90) days’ written notice to the Dealer(s) promptly following delivery thereof Bank of its intention to increase the amount of the Commercial Paper Notes outstanding; provided, that the failure of the City and to provide such written notice, or the Issuing and Paying Agentissuance of Commercial Paper Notes in excess of the amount reflected in the notice, but the failure to furnish any such copy shall not render ineffective such Notice result, in and of Noitself, in the Bank having the ability to issue a Non-IssuanceIssuance Instruction. Failure to provide notice as provided above shall not constitute a Default or an Event of Default hereunder.