Common use of Letter of Credit Participations Clause in Contracts

Letter of Credit Participations. (a) Immediately upon the issuance by the US Letter of Credit Issuer of any US Letter of Credit, the US Letter of Credit Issuer shall be deemed to have sold and transferred to each other Lender that has a US Revolving Credit Commitment (each such other Lender, in its capacity under this Section 3.3, an “US L/C Participant”), and each such US L/C Participant shall be deemed irrevocably and unconditionally to have purchased and received from the US Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation (each an “US L/C Participation”), to the extent of such US L/C Participant’s US Revolving Credit Commitment Percentage in such Letter of Credit, each substitute letter of credit, each drawing made thereunder and the obligations of the Borrower under this Agreement with respect thereto, and any security therefor or guaranty pertaining thereto (although Letter of Credit Fees will be paid directly to the Administrative Agent for the ratable account of the US L/C Participants as provided in Section 4.1(b) and the US L/C Participants shall have no right to receive any portion of any Fronting Fees).

Appears in 4 contracts

Samples: Assignment and Acceptance (Sealy Corp), Credit Agreement (Sealy Corp), Credit Agreement (Sealy Corp)

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Letter of Credit Participations. (a) Immediately upon the issuance by the US Letter of Credit Issuer of any US Letter of Credit, the US Letter of Credit Issuer shall be deemed to have sold and transferred to each other Revolving Lender that has a US Revolving Credit Commitment (each such other Revolving Lender, in its capacity under this Section 3.3, an “US L/C Participant”) (regardless of whether the conditions set forth in Section 7 have been satisfied or waived), and each such US L/C Participant shall be deemed irrevocably and unconditionally to have purchased and received from the US Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation (each each, an “US L/C Participation”), to the extent of such US L/C Participant’s US Revolving Credit Commitment Percentage in such each Letter of Credit, each substitute letter of credittherefor, each drawing made thereunder and the obligations of the Borrower under this Agreement with respect thereto, and any security therefor or guaranty pertaining thereto (although thereto; provided, that the Letter of Credit Fees will be paid directly to the Administrative Agent for the ratable account of the US L/C Participants as provided in Section 4.1(b) and the US L/C Participants shall have no right to receive any portion of any Fronting Fees).

Appears in 3 contracts

Samples: First Lien Credit Agreement (Aveanna Healthcare Holdings, Inc.), First Lien Credit Agreement (Aveanna Healthcare Holdings, Inc.), Intercreditor Agreement (Aveanna Healthcare Holdings, Inc.)

Letter of Credit Participations. (a) Immediately upon the issuance by the US Letter of Credit Issuer of any US Letter of Credit, the US Letter of Credit Issuer shall be deemed to have sold and transferred to each other Lender that has a US Revolving Credit Commitment (each such other Lender, in its capacity under this Section 3.3, an “US "L/C Participant"), and each such US L/C Participant shall be deemed irrevocably and unconditionally to have purchased and received from the US Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation (each an “US "L/C Participation"), to the extent of such US L/C Participant’s US 's Revolving Credit Commitment Percentage in such Letter of Credit, each substitute letter of credit, each drawing made thereunder and the obligations of the US Borrower or the UK Borrower, as the case may be, under this Agreement with respect thereto, and any security therefor or guaranty pertaining thereto (although Letter of Credit Fees will be paid directly to the Administrative Agent for the ratable account of the US L/C Participants as provided in Section 4.1(b) and the US L/C Participants shall have no right to receive any portion of any Fronting Fees).

Appears in 3 contracts

Samples: Credit Agreement (Rockwood Specialties Group Inc), Credit Agreement (Rockwood Specialties Group Inc), Credit Agreement (Rockwood Specialties Group Inc)

Letter of Credit Participations. (a) Immediately upon the issuance by the US Letter of Credit Issuer of any US Letter of Credit, the US Letter of Credit Issuer shall be deemed to have sold and transferred to each other U.S. Dollar Lender that has a US Revolving Credit Commitment (each such other U.S. Dollar Lender, in its capacity under this Section 3.3, an “US L/C Participant”), and each such US L/C Participant shall be deemed irrevocably and unconditionally to have purchased and received from the US Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation (each an “US L/C Participation”), to the extent of such US L/C Participant’s US U.S. Dollar Revolving Credit Commitment Percentage in such Letter of Credit, each substitute letter of credit, each drawing made thereunder and the obligations of the Borrower Borrowers under this Agreement with respect thereto, and any security therefor or guaranty pertaining thereto (although thereto; provided that the Letter of Credit Fees will be paid directly to the Asian Administrative Agent for the ratable account of the US L/C Participants as provided in Section 4.1(b) and the US L/C Participants shall have no right to receive any portion of any Fronting Fees).

Appears in 2 contracts

Samples: Credit Agreement (Avago Technologies LTD), Credit Agreement (Avago Technologies Manufacturing (Singapore) Pte. Ltd.)

Letter of Credit Participations. (a) Immediately upon the issuance by the US Letter of Credit Issuer of any US Letter of Credit, the US Letter of Credit Issuer shall be deemed to have sold and transferred to each other Lender that has a US Revolving Credit Commitment or an Extended Revolving Credit Commitment, as applicable (each such other Lender, in its capacity under this Section 3.3, an “US L/C Participant”), and each such US L/C Participant shall be deemed irrevocably and unconditionally to have purchased and received from the US Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation (each an “US L/C Participation”), to the extent of such US L/C Participant’s US Revolving Credit Commitment Percentage or Revolving Credit Commitment Percentage, as applicable, in such Letter of Credit, each substitute letter of credit, each drawing made thereunder and the obligations of the US Borrower or the UK Borrower, as the case may be, under this Agreement with respect thereto, and any security therefor or guaranty pertaining thereto (although Letter of Credit Fees will be paid directly to the Administrative Agent for the ratable account of the US L/C Participants as provided in Section 4.1(b4.1(c) and the US L/C Participants shall have no right to receive any portion of any Fronting Fees).

Appears in 2 contracts

Samples: Credit Agreement (Rockwood Holdings, Inc.), Security Agreement (Rockwood Specialties Group Inc)

Letter of Credit Participations. (a) Immediately upon the issuance by the US Letter of Credit Issuer of any US Letter of Credit (and on the Closing Date in respect of Existing Letters of Credit), the US Letter of Credit Issuer shall be deemed to have sold and transferred to each other Lender that has a US Revolving Credit Commitment (each such other Lender, in its capacity under this Section 3.3, an “US L/C Participant”), and each such US L/C Participant shall be deemed irrevocably and unconditionally to have purchased and received from the US Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation (each an “US L/C Participation”), to the extent of such US L/C Participant’s US Revolving Credit Commitment Percentage in such Letter of Credit, each substitute letter of credit, each drawing made thereunder and the obligations of the Borrower under this Agreement with respect thereto, and any security therefor or guaranty pertaining thereto (although thereto; provided that the Letter of Credit Fees will be paid directly to the Administrative Agent for the ratable account of the US L/C Participants as provided in Section 4.1(b) and the US L/C Participants shall have no right to receive any portion of any Fronting Fees).

Appears in 1 contract

Samples: Revolving Loan Credit Agreement (McJunkin Red Man Holding Corp)

Letter of Credit Participations. (a) Immediately upon the issuance by the US Letter of Credit Issuer of any US Letter of Credit, the US Letter of Credit Issuer shall be deemed to have sold and transferred to each other Lender that has a US Renewed Revolving Credit Commitment (each such other Lender, in its capacity under this Section 3.3, an “US "L/C Participant”PARTICIPANT"), and each such US L/C Participant shall be deemed irrevocably and unconditionally to have purchased and received from the US Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation (each an “US "L/C Participation”PARTICIPATION"), to the extent of such US L/C Participant’s US 's Renewed Revolving Credit Commitment Percentage in such Letter of Credit, each substitute letter of credit, each drawing made thereunder and the obligations of the Borrower under this Agreement with respect thereto, and any security therefor or guaranty pertaining thereto (although Letter of Credit Fees will be paid directly to the Administrative Agent for the ratable account of the US L/C Participants as provided in Section 4.1(b) and the US L/C Participants shall have no right to receive any portion of any Fronting Fees).

Appears in 1 contract

Samples: Credit Agreement (PanAmSat Holding CORP)

Letter of Credit Participations. (a) Immediately upon the issuance by the US Letter of Credit Issuer of any US Letter of Credit, the US Letter of Credit Issuer shall be deemed to have sold and transferred to each other Lender that has a US Revolving Credit Commitment (each such other Lender, in its capacity under this Section 3.3, an “US "L/C Participant”PARTICIPANT"), and each such US L/C Participant shall be deemed irrevocably and unconditionally to have purchased and received from the US Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation (each an “US "L/C Participation”PARTICIPATION"), to the extent of such US L/C Participant’s US 's Revolving Credit Commitment Percentage Percentage, in such Letter of Credit, each substitute letter of credit, each drawing made thereunder and the obligations of the Borrower under this Agreement with respect thereto, and any security therefor or guaranty pertaining thereto (although Letter of Credit Fees will be paid directly to the Administrative Agent for the ratable account of the US L/C Participants as provided in Section 4.1(b) and the US L/C Participants shall have no right to receive any portion of any Fronting Fees).

Appears in 1 contract

Samples: Credit Agreement (Corning Consumer Products Co)

Letter of Credit Participations. (a) Immediately upon the issuance by the US any Letter of Credit Issuer of any US a Letter of Credit, the US such Letter of Credit Issuer shall be deemed to have sold and transferred to each other Lender that has Bank with a US Revolving Credit Commitment Commitment, and each such Bank (each such other Lender, in its capacity under this Section 3.3, an “US L/C Participant”), and each such US L/C Participant ) shall be deemed irrevocably and unconditionally to have purchased and received from the US such Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation (each an “US L/C Participation”)participation, to the extent of such US L/C ParticipantBank’s US Revolving Credit Commitment Percentage Percentage, in such Letter of Credit, each substitute letter of credit, each drawing payment made thereunder and the obligations of the Borrower under this Agreement with respect thereto, and any security therefor or guaranty pertaining thereto (although the Letter of Credit Fees will Fee shall be paid payable directly to the Administrative Agent for the ratable account of the US L/C Participants Banks as provided in Section 4.1(b2.7(c) and the US L/C Participants shall have no right to receive any portion of any Fronting Fees) and any security therefor or guaranty pertaining thereto. Upon any change in the Commitments or Percentages of the Banks pursuant to Section 10.6(c), it is hereby agreed that, with respect to all outstanding Letters of Credit and Unpaid Drawings, there shall be an automatic adjustment to the participations pursuant to this Section 2A.5 to reflect the new Percentages of the assigning and assignee Bank or of all Banks, as the case may be.

Appears in 1 contract

Samples: Credit Agreement (Alliance Data Systems Corp)

Letter of Credit Participations. (a) Immediately upon the issuance by the US Letter of Credit Issuer of any US Letter of Credit, the US Letter of Credit Issuer shall be deemed to have sold and transferred to each other Lender that has a US Revolving Credit Commitment (each such other Lender, in its capacity under this Section 3.3, an “US "L/C Participant”PARTICIPANT"), and each such US L/C Participant shall be deemed irrevocably and unconditionally to have purchased and received from the US Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation (each an “US "L/C Participation”PARTICIPATION"), to the extent of such US L/C Participant’s US 's Revolving Credit Commitment Percentage in such Letter of Credit, each substitute letter of credit, each drawing made thereunder and the obligations of the Borrower under this Agreement with respect thereto, and any security therefor or guaranty pertaining per- taining thereto (although Letter of Credit Fees will be paid directly to the Administrative Agent for the ratable account of the US L/C Participants as provided in Section 4.1(b) and the US L/C Participants shall have no right to receive any portion of any Fronting Fees).

Appears in 1 contract

Samples: Credit Agreement (Intelsat LTD)

Letter of Credit Participations. (a) Immediately upon the issuance by the US Letter of Credit Issuer of any US Letter of Credit, the US Letter of Credit Issuer shall be deemed to have sold and transferred to each other Lender that has a US Revolving Credit Commitment (each such other Lender, in its capacity under this Section 3.3, an “US "L/C Participant”PARTICIPANT"), and each such US L/C Participant shall be deemed irrevocably and unconditionally to have purchased and received from the US Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation (each an “US "L/C Participation”PARTICIPATION"), to the extent of such US L/C Participant’s US 's Revolving Credit Commitment Percentage Percentage, in such Letter of Credit, each substitute letter of credit, each drawing made thereunder and the obligations of the Borrower under this Agreement with respect thereto, and any security therefor or guaranty pertaining thereto (although Letter of Credit Fees will be paid directly to the Administrative Agent for the ratable account of the US L/C Participants as provided in Section 4.1(b4.1 (b) and the US L/C Participants shall have no right to receive any portion of any Fronting Fees).

Appears in 1 contract

Samples: Credit Agreement (Wki Holding Co Inc)

Letter of Credit Participations. (a) (a) Immediately upon the issuance by the US Letter of Credit Issuer of any US Letter of Credit, the US Letter of Credit Issuer shall be deemed to have sold and transferred to each other Lender that has a US Revolving Credit Commitment Lender (each such other Revolving Credit Lender, in its capacity under this Section 3.3, an “US L/C Participant”), and each such US L/C Participant shall be deemed irrevocably and unconditionally to have purchased and received from the US Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation (each an “US L/C Participation”), to the extent of such US L/C Participant’s US Revolving Credit Commitment Percentage (determined after giving effect to clause (f) below) in such each Letter of Credit, each substitute letter of credittherefor, each drawing made thereunder and the obligations of the Borrower under this Agreement with respect thereto, and any security therefor or guaranty pertaining thereto (although thereto; provided that the Letter of Credit Fees will be paid directly to the Administrative Agent for the ratable account of the US L/C Participants as provided in Section 4.1(b) and the US L/C Participants shall have no right to receive any portion of any Fronting Fees).

Appears in 1 contract

Samples: Credit Agreement (First Data Corp)

Letter of Credit Participations. (a) Immediately upon the issuance by the US Letter of Credit Issuer of any US Letter of Credit, the US Letter of Credit Issuer shall be deemed to have sold and transferred to each other Lender that has a US Revolving Credit Commitment (each such other Lender, in its capacity under this Section 3.3, an a “US L/C Participant”), and each such US L/C Participant shall be deemed irrevocably and unconditionally to have purchased and received from the US Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation (each an a “US L/C Participation”), to the extent of such US L/C Participant’s US Revolving Credit Commitment Percentage in such US Letter of Credit, each substitute letter of credit, each drawing made thereunder and the obligations of the US Borrower under this Agreement with respect thereto, and any security therefor or guaranty pertaining thereto (although Letter of Credit Fees will be paid directly to the Administrative Agent for the ratable account of the US L/C Participants as provided in Section 4.1(b) and the US L/C Participants shall have no right to receive any portion of any Fronting Fees)thereto.

Appears in 1 contract

Samples: Credit Agreement (Premdor Finace LLC)

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Letter of Credit Participations. (a) Immediately upon the issuance by the US Letter of Credit Issuer of any US Letter of Credit, the US Letter of Credit Issuer shall be deemed to have sold and transferred to each other Lender that has a US Revolving Credit Commitment (each such other Lender, in its capacity under this Section 3.3, an a “US L/C Participant”), and each such US L/C Participant shall be deemed irrevocably and unconditionally to have purchased and received from the US Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation (each an a “US L/C Participation”), to the extent of such US L/C Participant’s US Revolving Credit Commitment Percentage in such US Letter of Credit, each substitute letter of credit, each drawing made thereunder and the obligations of the Borrower under this Agreement with respect thereto, and any security therefor or guaranty pertaining thereto (although Letter of Credit Fees will be paid directly to the Administrative Agent for the ratable account of the US L/C Participants as provided in Section 4.1(b) and the US L/C Participants shall have no right to receive any portion of any Fronting Fees)thereto.

Appears in 1 contract

Samples: Credit Agreement (Jostens IH Corp.)

Letter of Credit Participations. (a) Immediately upon the issuance by the US any Letter of Credit Issuer of any US Letter of Credit, the US such Letter of Credit Issuer shall be deemed to have sold and transferred to each other Revolving Lender that has a US Revolving Credit Commitment (each such other Revolving Lender, in its capacity under this Section 3.3, an “US L/C Participant”) (regardless of whether the conditions set forth in Section 7 have been satisfied or waived), and each such US L/C Participant shall be deemed irrevocably and unconditionally to have purchased and received from the US applicable Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation (each each, an “US L/C Participation”), to the extent of such US L/C Participant’s US Revolving Credit Commitment Percentage in such each Letter of Credit, each substitute letter of credittherefor, each drawing made thereunder and the obligations of the Borrower under this Agreement with respect thereto, and any security therefor or guaranty pertaining thereto (although thereto; provided that the Letter of Credit Fees will be paid directly to the Administrative Agent for the ratable account of the US L/C Participants as provided in Section 4.1(b) and the US L/C Participants shall have no right to receive any portion of any Fronting Fees).

Appears in 1 contract

Samples: Credit Agreement (Surgery Partners, Inc.)

Letter of Credit Participations. (a) Immediately upon the issuance by the US Letter of Credit Issuer of any US Letter of Credit, the US Letter of Credit Issuer shall be deemed to have sold and transferred to each other Lender that has a US Revolving Credit Commitment (each such other Lender, in its capacity under this Section 3.3, an “US "L/C Participant”PARTICIPANT"), and each such US L/C Participant shall be deemed irrevocably and unconditionally to have purchased and received from the US Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation (each an “US "L/C Participation”PARTICIPATION"), to the extent of such US L/C Participant’s US 's Revolving Credit Commitment Percentage from time to time, in such Letter of Credit, each substitute letter of credit, each drawing made thereunder and the obligations of the Borrower under this Agreement with respect thereto, and any security therefor or guaranty pertaining thereto (although Letter of Credit Fees will be paid directly to the Administrative Agent for the ratable account of the US L/C Participants as provided in Section 4.1(b) and the US L/C Participants shall have no right to receive any portion of any Fronting Fees).

Appears in 1 contract

Samples: Credit Agreement (Willis Corroon Group LTD)

Letter of Credit Participations. (a) Immediately upon the issuance by the US Letter of Credit Issuer of any US Letter of Credit, the US Letter of Credit Issuer shall be deemed to have sold and transferred to each other Lender that has a US Revolving Credit Commitment (each such other Lender, in its capacity under this Section 3.3, an “US "L/C Participant”PARTICIPANT"), and each such US L/C Participant shall be deemed irrevocably and unconditionally to have purchased and received from the US Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation (each an “US "L/C Participation”PARTICIPATION"), to the extent of such US L/C Participant’s US 's Revolving Credit Commitment Percentage from time to time, in such Letter of Credit, each substitute letter of credit, each drawing made thereunder and the obligations of the Borrower under this Agreement with respect thereto, and any security therefor or guaranty pertaining thereto (although the Letter of Credit Fees Fee will be paid directly to the Administrative Agent for the ratable account of the US L/C Participants as provided in Section 4.1(b) and the US L/C Participants shall have no right to receive any portion of any Fronting Fees).

Appears in 1 contract

Samples: Revolving Credit Agreement (ITC Holdings Corp.)

Letter of Credit Participations. (a) Immediately upon the issuance by the US Letter of Credit Issuer of any US Letter of Credit, the US Letter of Credit Issuer shall be deemed to have sold and transferred to each other Lender that has a US Revolving Credit Commitment (each such other Lender, in its capacity under this Section 3.3, an “US "L/C Participant”PARTICIPANT"), and each such US L/C Participant shall be deemed irrevocably and unconditionally to have purchased and received from the US Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation (each an “US "L/C Participation”PARTICIPATION"), to the extent of such US L/C Participant’s US 's Revolving Credit Commitment Percentage from time to time, in such Letter of Credit, each substitute letter of credit, each drawing made thereunder and the obligations of the relevant Borrower under this Agreement with respect thereto, and any security therefor or guaranty pertaining thereto (although the Letter of Credit Fees Fee will be paid directly to the Administrative Agent for the ratable account of the US L/C Participants as provided in Section 4.1(b) and the US L/C Participants shall have no right to receive any portion of any Fronting Fees).

Appears in 1 contract

Samples: Revolving Credit Agreement (ITC Holdings Corp.)

Letter of Credit Participations. (a) Immediately upon the issuance by the US Letter of Credit Issuer of any US Letter of Credit, the US Letter of Credit Issuer shall be deemed to have sold and transferred to each other Revolving Lender that has a US Revolving Credit Commitment (each such other Revolving Lender, in its capacity under this Section 3.3, an “US L/C Participant”) (regardless of whether the conditions set forth in Section 7 have been satisfied), and each such US L/C Participant shall be deemed irrevocably and unconditionally to have purchased and received from the US Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation (each each, an “US L/C Participation”), to the extent of such US L/C Participant’s US Revolving Credit Commitment Percentage in such each Letter of Credit, each substitute letter of credittherefor, each drawing made thereunder and the obligations of the Borrower under this Agreement with respect thereto, and any security therefor or guaranty pertaining thereto (although thereto; provided that the Letter of Credit Fees will be paid directly to the Administrative Agent for the ratable account of the US L/C Participants as provided in Section 4.1(b) and the US L/C Participants shall have no right to receive any portion of any Fronting Fees).

Appears in 1 contract

Samples: Credit Agreement (Blue Coat, Inc.)

Letter of Credit Participations. (a) Immediately upon the issuance by the US Letter of Credit Issuer of any US Letter of Credit, the US Letter of Credit Issuer shall be deemed to have sold and transferred to each other Lender that has a US Tranche A Revolving Credit Commitment (each such other Lender, in its capacity under this Section 3.3, an “US "L/C Participant"), and each such US L/C Participant shall be deemed irrevocably and unconditionally to have purchased and received from the US Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation (each an “US "L/C Participation"), to the extent of such US L/C Participant’s US 's Tranche A Revolving Credit Commitment Percentage Percentage, in such Letter of Credit, each substitute letter of credit, each drawing made thereunder and the obligations of the Borrower under this Agreement with respect thereto, and any security therefor or guaranty pertaining thereto (although Letter of Credit Fees will be paid directly to the Administrative Agent for the ratable account of the US L/C Participants as provided in Section 4.1(b) and the US L/C Participants shall have no right to receive any portion of any Fronting Fees).

Appears in 1 contract

Samples: Credit Agreement (Wki Holding Co Inc)

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