Common use of Letter of Credit Participations Clause in Contracts

Letter of Credit Participations. (a) Immediately upon the issuance by the Letter of Credit Issuer of any Letter of Credit, the Letter of Credit Issuer shall be deemed to have sold and transferred to each other Revolving Credit Lender (each such Revolving Credit Lender, in its capacity under this Section 3.3(a), a “Letter of Credit Participant”), and each such Letter of Credit Participant shall be deemed irrevocably and unconditionally to have purchased and received from the Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation (each, a “Letter of Credit Participation”), to the extent of such Letter of Credit Participant’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 thereto (although Letter of Credit Fees will be paid directly to the Administrative Agent for the ratable account of the Letter of Credit Participants as provided in Section 4.1(c) and the Letter of Credit Participants shall have no right to receive any portion of any fees paid to the Administrative Agent for the account of the Letter of Credit Issuer in respect of each Letter of Credit issued hereunder).

Appears in 14 contracts

Samples: Credit Agreement (Snap One Holdings Corp.), Incremental Agreement (Snap One Holdings Corp.), Incremental Agreement (Grocery Outlet Holding Corp.)

AutoNDA by SimpleDocs

Letter of Credit Participations. (a) Immediately upon the issuance by the Letter of Credit Issuer an Issuing Lender of any Letter of Credit, the Letter of Credit Issuer such Issuing Lender shall be deemed to have sold and transferred to each other Revolving Credit RL Lender, and each such RL Lender (each such Revolving Credit Lender, in its capacity under this Section 3.3(a)2.04, a “Letter of Credit Participant”), and each such Letter of Credit Participant ) shall be deemed irrevocably and unconditionally to have purchased and received from the Letter of Credit Issuersuch Issuing Lender, without recourse or warranty, an undivided interest and participation (each, a “Letter of Credit Participation”)participation, to the extent of such Letter of Credit Participant’s Revolving Credit Commitment RL Percentage, in such Letter of Credit, each substitute letter of credit, each drawing or payment made thereunder and the obligations of the Borrower under this Agreement with respect thereto, and any security therefor or guaranty pertaining thereto (although Letter thereto. Upon any change in the Revolving Loan Commitments or RL Percentages of the Lenders pursuant to Section 1.13 or 13.04(b), it is hereby agreed that, with respect to all outstanding Letters of Credit Fees will and Unpaid Drawings relating thereto, there shall be paid directly an automatic adjustment to the Administrative Agent for participations pursuant to this Section 2.04 to reflect the ratable account new RL Percentages of the Letter of Credit Participants assignor and assignee Lender, as provided in Section 4.1(c) and the Letter of Credit Participants shall have no right to receive any portion of any fees paid to the Administrative Agent for the account of the Letter of Credit Issuer in respect of each Letter of Credit issued hereunder)case may be.

Appears in 6 contracts

Samples: Credit Agreement (Hughes Electronics Corp), Credit Agreement (RCN Corp /De/), Credit Agreement (Duratek Inc)

Letter of Credit Participations. (a) Immediately upon the issuance by the Letter of Credit Issuer of any Letter of Credit, the Letter of Credit Issuer shall be deemed to have sold and transferred to each other Lender that has a Revolving Credit Lender Commitment (each such Revolving Credit other Lender, in its capacity under this Section 3.3(a)3.3, a an Letter of Credit L/C Participant”), and each such Letter of Credit L/C Participant shall be deemed irrevocably and unconditionally to have purchased and received from the Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation (each, a each an Letter of Credit L/C Participation”), to the extent of such Letter of Credit L/C Participant’s Revolving Credit Commitment PercentagePercentage 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 Letter of Credit L/C Participants as provided in Section 4.1(c4.1(b) and the Letter of Credit L/C Participants shall have no right to receive any portion of any fees paid to the Administrative Agent for the account of the Letter of Credit Issuer in respect of each Letter of Credit issued hereunderFronting Fees).

Appears in 6 contracts

Samples: Revolving Credit Agreement (ITC Holdings Corp.), Revolving Credit Agreement (ITC Holdings Corp.), Revolving Credit Agreement (ITC Holdings Corp.)

Letter of Credit Participations. (a) Immediately upon the issuance by the Letter of Credit Issuer an Issuing Lender of any Letter of Credit, the Letter of Credit Issuer such Issuing Lender shall be deemed to have sold and transferred to each other Revolving Credit RL Lender, and each such RL Lender (each such Revolving Credit Lender, in its capacity under this Section 3.3(a)3.04, a “Letter of Credit Participant”), and each such Letter of Credit Participant ) shall be deemed irrevocably and unconditionally to have purchased and received from the Letter of Credit Issuersuch Issuing Lender, without recourse or warranty, an undivided interest and participation (each, a “Letter of Credit Participation”)participation, to the extent of such Letter of Credit Participant’s Revolving Credit Commitment RL Percentage, in such Letter of Credit, each substitute letter of credit, each drawing or payment made thereunder and the obligations of the Borrower under this Agreement with respect thereto, and any security therefor or guaranty pertaining thereto (although Letter thereto. Upon any change in the Revolving Loan Commitments or RL Percentages of the Lenders pursuant to Section 2.13 or 13.04(b), it is hereby agreed that, with respect to all outstanding Letters of Credit Fees will and Unpaid Drawings relating thereto, there shall be paid directly an automatic adjustment to the Administrative Agent for participations pursuant to this Section 3.04 to reflect the ratable account new RL Percentages of the Letter of Credit Participants assignor and assignee Lender, as provided in Section 4.1(c) and the Letter of Credit Participants shall have no right to receive any portion of any fees paid to the Administrative Agent for the account of the Letter of Credit Issuer in respect of each Letter of Credit issued hereunder)case may be.

Appears in 6 contracts

Samples: Credit Agreement (PAETEC Holding Corp.), Credit Agreement (Radio One, Inc.), Credit Agreement (Town Sports International Holdings Inc)

Letter of Credit Participations. (a) Immediately upon the issuance by the Letter of Credit Issuer of any Letter of Credit, the Letter of Credit Issuer shall be deemed to have sold and transferred to each other Revolving Credit Lender (each such Revolving Credit Lender, in its capacity under this Section 3.3(a), a “Letter of Credit Participant”), and each such Letter of Credit Participant shall be deemed irrevocably and unconditionally to have purchased and received from the Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation (each, a “Letter of Credit Participation”), to the extent of such Letter of Credit Participant’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 thereto (although Letter of Credit Fees will be paid directly to the Administrative Agent for the ratable account of the Letter of Credit Participants as provided in Section 4.1(c) and the Letter of Credit Participants shall have no right to receive any portion of any fees paid to the Administrative Agent for the account of the any Letter of Credit Issuer Issuers in respect of each Letter of Credit issued hereunder).

Appears in 5 contracts

Samples: Credit Agreement (LPL Financial Holdings Inc.), Fourth Amendment Agreement (LPL Financial Holdings Inc.), Credit Agreement (LPL Investment Holdings Inc.)

Letter of Credit Participations. (a) Immediately upon the issuance by the Letter of Credit Issuer an Issuing Lender of any Letter of Credit, the Letter of Credit Issuer such Issuing Lender shall be deemed to have sold and transferred to each other Revolving Credit Lender (Lender, and each such Revolving Credit Lender, Lender (in its capacity under this Section 3.3(a)3.4, a “Letter of Credit Participant”), and each such Letter of Credit Participant ) shall be deemed irrevocably and unconditionally to have purchased and received from the Letter of Credit Issuersuch Issuing Lender, without recourse or warranty, an undivided interest and participation (each, a “Letter of Credit Participation”)participation, to the extent of such Letter of Credit Participant’s Revolving Credit Commitment RL Percentage, in such Letter of Credit, each substitute letter of credit, each drawing or payment made thereunder and the obligations of the Borrower under this Agreement with respect thereto, and any security therefor or guaranty pertaining thereto (although Letter thereto. Upon any change in the Revolving Loan Commitments or RL Percentages of the Lenders pursuant to Section 2.14 or 13.4, it is hereby agreed that, with respect to all outstanding Letters of Credit Fees will and Unpaid Drawings relating thereto, there shall be paid directly an automatic adjustment to the Administrative Agent for participations pursuant to this Section 3.4 to reflect the ratable account new RL Percentages of the Letter of Credit Participants assignor and assignee Lender, as provided in Section 4.1(c) and the Letter of Credit Participants shall have no right to receive any portion of any fees paid to the Administrative Agent for the account of the Letter of Credit Issuer in respect of each Letter of Credit issued hereunder)case may be.

Appears in 5 contracts

Samples: Credit and Guaranty Agreement (Anvilire), Credit and Guaranty Agreement (Ancestry.com LLC), Credit and Guaranty Agreement (Ancestry.com LLC)

Letter of Credit Participations. (a) Immediately upon the issuance by the any Letter of Credit Issuer of any a Letter of Credit, the such Letter of Credit Issuer shall be deemed to have sold and transferred to each other Bank with a Revolving Credit Lender (each such Revolving Credit Lender, in its capacity under this Section 3.3(a), a “Letter of Credit Participant”)Commitment, and each such Letter of Credit Participant Bank (each an “L/C Participant”) shall be deemed irrevocably and unconditionally to have purchased and received from the such Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation (each, a “Letter of Credit Participation”)participation, to the extent of such Letter of Credit ParticipantBank’s Revolving Credit Commitment Revolver 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 Letter of Credit Participants Banks as provided in Section 4.1(c2.7(b) and the Letter of Credit L/C Participants shall have no right to receive any portion of any fees paid Fronting Fees) and any security therefor or guaranty pertaining thereto. Upon any change in the Revolving Credit Commitments or Revolver Percentages of the Banks pursuant to Section 2.16 or 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 Administrative Agent for participations pursuant to this Section 2A.5 to reflect the account new Revolver Percentages of the Letter of Credit Issuer in respect of each Letter of Credit issued hereunder)Banks.

Appears in 4 contracts

Samples: Credit Agreement (Alliance Data Systems Corp), Credit Agreement (Bread Financial Holdings, Inc.), Credit Agreement (Alliance Data Systems Corp)

Letter of Credit Participations. (a) Immediately upon the issuance by the Letter of Credit Issuer of any Letter of Credit, the Letter of Credit Issuer shall be deemed to have sold and transferred to each other Lender that has a Revolving Credit Lender Commitment (each such Revolving Credit other Lender, in its capacity under this Section 3.3(a)3.3, a an Letter of Credit L/C Participant”), and each such Letter of Credit L/C Participant shall be deemed irrevocably and unconditionally to have purchased and received from the Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation (each, a each an Letter of Credit L/C Participation”), to the extent of such Letter of Credit L/C Participant’s Revolving Credit Commitment Percentage, Percentage in such Letter of CreditCredit (on a pro rata basis between such Lender’s Tranche R-1 Revolving Credit Commitments and Tranche R-2 Revolving Credit Commitments), 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 Letter of Credit L/C Participants as provided in Section 4.1(c4.1(b) and the Letter of Credit L/C Participants shall have no right to receive any portion of any fees paid to the Administrative Agent for the account of the Letter of Credit Issuer in respect of each Letter of Credit issued hereunderFronting Fees).

Appears in 4 contracts

Samples: Credit Agreement (Intelsat S.A.), Credit Agreement (Intelsat S.A.), Credit Agreement (Intelsat S.A.)

Letter of Credit Participations. (a) Immediately upon the issuance by the Letter of Credit Issuer of any Letter of Credit, the Letter of Credit Issuer shall be deemed to have sold and transferred to each other Revolving Credit Lender Bank (each such Revolving Credit Lenderother Bank, in its capacity under this Section 3.3(a)2.02, a “Letter of Credit Participant”"Participating Bank"), and each such Letter of Credit Participant Participating Bank shall be deemed irrevocably and unconditionally to have purchased and received from the Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation (each, a “Letter of Credit Participation”)participation, to the extent of such Letter of Credit Participant’s Revolving Credit Commitment Participating Bank's Adjusted 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 L/C Fees will be paid directly to the Administrative Agent for the ratable account of the Letter of Credit Participants Participating Banks as provided in Section 4.1(c3.01(b) and the Letter of Credit Participants Participating Banks shall have no right to receive any portion of any fees paid Facing Fees). Upon any change in the Revolving Commitments of the Banks pursuant to Section 1.14 or 12.04 or upon the occurrence of a Bank Default, it is hereby agreed that, with respect to all outstanding Letters of Credit and Unpaid Drawings, there shall be an automatic adjustment to the Administrative Agent for participations pursuant to this Section 2.02 to reflect the account new Adjusted Percentages of the Letter assignor and assignee Bank or of Credit Issuer in respect of each Letter of Credit issued hereunder)all Non-Defaulting Banks, as the case may be.

Appears in 2 contracts

Samples: Pledge Agreement (Pueblo Xtra International Inc), Credit Agreement (Pueblo Xtra International Inc)

Letter of Credit Participations. (a) Immediately upon the issuance by the Letter of Credit Issuer of any Letter of Credit, the Letter of Credit Issuer shall be deemed to have sold and transferred to each other Revolving Lender that has a Letter of Credit Lender Commitment (each such Revolving Credit other Lender, in its capacity under this Section 3.3(a), a “Letter of Credit Participant”), and each such Letter of Credit Participant shall be deemed irrevocably and unconditionally to have purchased and received from the Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation (each, a “Letter of Credit Participation”), to the extent of such Letter of Credit Participant’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 Letter of Credit Participants as provided in Section 4.1(c) and the Letter of Credit Participants shall have no right to receive any portion of any fees paid to the Administrative Agent for the account of the Letter of Credit Issuer in respect of each Letter of Credit issued hereunderFronting Fees).

Appears in 2 contracts

Samples: Credit Agreement (LPL Investment Holdings Inc.), Credit Agreement (LPL Investment Holdings Inc.)

Letter of Credit Participations. (a) Immediately upon the issuance by the Letter of Credit Issuer an Issuing Bank of any Letter of Credit, the Letter of Credit Issuer such Issuing Bank shall be deemed to have sold and transferred to each other Revolving Credit Lender (other than such Issuing Bank in its capacity (if any) as a Lender) and each such Revolving Credit Lender, Lender (in its capacity under this Section 3.3(a3.4, an "LC Participant"), a “Letter of Credit Participant”), and each such Letter of Credit Participant shall be deemed irrevocably and unconditionally to have purchased and received from the Letter of Credit Issuersuch Issuing Bank, without recourse or warranty, an undivided interest and participation (each, a “Letter of Credit Participation”)participation, to the extent of such Letter of Credit LC Participant’s Revolving Credit Commitment Percentage's Proportionate Share, in such Letter of Credit, each substitute letter of credit, each drawing Drawing or payment made thereunder and the joint and several obligations of the Borrower respective Borrowers under this Credit Agreement with respect thereto, and any security therefor or guaranty pertaining thereto (although thereto. Upon any change in the Commitments or Proportionate Shares of the respective Lenders pursuant to the terms of this Credit Agreement, it is hereby agreed that, with respect to all Letter of Credit Fees will Obligations, there shall be paid directly an automatic adjustment to the Administrative Agent for participations pursuant to this Section 3.4 to reflect the ratable account new Proportionate Shares of the Letter of Credit Participants assignor and assignee Lender, as provided in Section 4.1(c) and the Letter of Credit Participants shall have no right to receive any portion of any fees paid to the Administrative Agent for the account of the Letter of Credit Issuer in respect of each Letter of Credit issued hereunder)case may be.

Appears in 2 contracts

Samples: Credit Agreement (Metal Management Inc), Credit Agreement (Metal Management Inc)

Letter of Credit Participations. (ai) Immediately upon the issuance by each Letter of Credit Issuance, the Letter of Credit Issuer of any Letter of Credit, the such Letter of Credit Issuer shall be deemed to have sold and transferred to each other Revolving Credit Lender with a Commitment, and each such Lender (each such Revolving Credit Lender, in its capacity under this Section 3.3(a), a “Letter of Credit Participant”), and each such Letter of Credit Participant ) shall be deemed irrevocably and unconditionally to have purchased and received from the such Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation (each, a “Letter of Credit Participation”), to the extent of such Lender’s Revolving Facility Percentage of the Stated Amount of such Letter of Credit Participant’s Revolving Credit Commitment Percentagein effect at such time of issuance, in such Letter of Credit, each substitute letter Letter of creditCredit, each drawing made thereunder and thereunder, 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 relating thereto shall be paid payable directly to the Administrative Agent for the ratable account of the Letter of Credit Participants Lenders as provided in Section 4.1(c2.15(a) and the Letter of Credit Participants shall have no right to receive any portion of any fees paid to the Administrative Agent for the account of the nature contemplated by Section 2.15(b)), the obligations of the Borrower under any Letter of Credit Issuer in respect Documents pertaining thereto, the obligations of each the Borrower under any Letter of Credit issued hereunder)Documents pertaining thereto, and any security for, or guaranty pertaining to, any of the foregoing.

Appears in 2 contracts

Samples: Revolving Asset Based Loan Agreement (Andersons, Inc.), Loan Agreement (Andersons, Inc.)

Letter of Credit Participations. (ai) Immediately upon the issuance by the a Letter of Credit Issuer of any Letter of Credit, the such Letter of Credit Issuer shall be deemed to have sold and transferred to each other U.S. Revolving Credit Lender Lender, in the case of any U.S. Letter of Credit, or each Canadian Revolving Lender, in the case of any Canadian Letter of Credit, as applicable (each such Revolving Credit Lender, in its capacity under this Section 3.3(a)2.4, a “Letter of Credit Participant”), and each such Letter of Credit Participant shall be deemed irrevocably and unconditionally to have purchased and received from the such Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation (each, a “Letter of Credit Participation”), to the extent of such Letter of Credit Participant’s Revolving Credit Commitment PercentagePro Rata Share, in each such Letter of Credit, each substitute letter of credittherefor, 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 applicable Administrative Agent for the ratable account of the applicable Letter of Credit Participants as provided in Section 4.1(c) 3.3 and the Letter of Credit Participants shall have no right to receive any portion of any fees paid to the Administrative Agent for the account of the Letter of Credit Issuer in respect of each Letter of Credit issued hereunder)Fronting Fees.

Appears in 2 contracts

Samples: Abl Credit Agreement (Univar Inc.), Abl Credit Agreement (Univar Inc.)

Letter of Credit Participations. (ai) Immediately upon the issuance by the Letter of Credit Issuer any Facing Agent of any Letter of Credit, the Letter of Credit Issuer such Facing Agent shall be deemed to have sold and transferred to each Lender, other Revolving Credit Lender than such Facing Agent (each such Revolving Credit Lender, in its capacity under this Section 3.3(a2.10(e), a “Letter of Credit an "LC Participant"), and each such Letter of Credit LC Participant shall be deemed irrevocably and unconditionally to have purchased and received from the Letter of Credit Issuersuch Facing Agent, without recourse or warranty, an undivided interest and participation (each, a “Letter of Credit Participation”)participation, to the extent of such Letter of Credit Participant’s Revolving Credit Commitment PercentageLender's Pro Rata Share, in such Letter of Credit, each substitute letter Letter of creditCredit, each drawing Drawing made thereunder and the obligations of the Borrower Company under this Agreement with respect thereto, and any security therefor or guaranty pertaining thereto (although Letter of Credit Fees will fees shall be paid payable directly to the Administrative Agent for the ratable account of the Letter of Credit Participants Lenders as provided in Section 4.1(c2.10(g) and the Letter of Credit LC Participants shall have no right to receive any portion of the facing fees), and any fees paid to security therefor or guaranty pertaining thereto. Upon any change in the Administrative Agent for the account Revolving Commitments of the Letter Lenders pursuant to this Agreement or as a result of a Lender Default, it is hereby agreed that, with respect to all outstanding Letters of Credit Issuer in respect and Unpaid Drawings relating to Letters of each Letter Credit, there shall be an automatic adjustment pursuant to this Section 2.10(e) to reflect the new Pro Rata Share of Credit issued hereunder)the assignor and assignee Lender or of all Lenders with Revolving Commitments, as the case may be.

Appears in 2 contracts

Samples: Credit Agreement (Glatfelter P H Co), Credit Agreement (Glatfelter P H Co)

Letter of Credit Participations. (a) Immediately upon the issuance by each Letter of Credit Issuance, the Letter of Credit Issuer of any Letter of Credit, the such Letter of Credit Issuer shall be deemed to have sold and transferred to each other Lender with a Revolving Credit Commitment, and each such Lender (each such Revolving Credit Lender, in its capacity under this Section 3.3(a), a “Letter of Credit Participant”), and each such Letter of Credit Participant ) shall be deemed irrevocably and unconditionally to have purchased and received from the such Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation (each, a an “Letter of Credit Participation”), to the extent of such Lender’s Revolving Facility Percentage of the Stated Amount of such Letter of Credit Participant’s Revolving Credit Commitment Percentagein effect at such time of issuance, in such Letter of Credit, each substitute letter Letter of creditCredit, each drawing made thereunder and thereunder, the obligations of the Borrower any Letter of Credit Obligor under this Agreement with respect thereto, and any security therefor or guaranty pertaining thereto (although Letter of Credit Fees will relating thereto shall be paid payable directly to the Administrative Agent for the ratable account of the Letter of Credit Participants Lenders as provided in Section 4.1(c) 4.1 and the Letter of Credit Participants shall have no right to receive any portion of any fees paid to the Administrative Agent for the account of the nature contemplated by Section 4.1(c) or Section 4.1(e)), the obligations of any Letter of Credit Issuer in respect of each Obligor under any Letter of Credit issued hereunder)Documents pertaining thereto, and any security for, or guaranty pertaining to, any of the foregoing.

Appears in 2 contracts

Samples: Pledge and Security Agreement (American Dental Partners Inc), Credit Agreement (American Dental Partners Inc)

Letter of Credit Participations. (a) Immediately upon the issuance by the Letter of Credit Issuer Issuing Lender of any Letter of Credit, the Letter of Credit Issuer Issuing Lender shall be deemed to have sold and transferred to each other Revolving Credit RC Lender (each such Revolving Credit RC Lender, in its capacity under this Section 3.3(a2.03(a), a “Letter of Credit "Participant"), and each such Letter of Credit Participant shall be deemed irrevocably and unconditionally to have purchased and received from the Letter of Credit IssuerIssuing Lender, without recourse or warranty, an undivided interest and participation (each, each a “Letter of Credit "Participation"), to the extent of such Letter of Credit Participant’s '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 Letter of Credit Participants as provided in Section 4.1(c3.01(b) and the Letter of Credit Participants shall have no right to receive any portion of any fees paid to Facing Fees). Upon any change in the Administrative Agent for the account Revolving Loan Commitments of the Letter Lenders pursuant to Section 1.13 or 14.04, it is hereby agreed that, with respect to all outstanding Letters of Credit Issuer Credit, and Unpaid Drawings in respect of each Letter Letters of Credit issued hereunder)Credit, there shall be an automatic adjustment to the Participations pursuant to this Section 2.03 to reflect the new Revolving Percentages of the assignor and assignee Lender.

Appears in 1 contract

Samples: Credit Agreement (Aearo CO I)

Letter of Credit Participations. (a) Immediately upon the issuance by the a Letter of Credit Issuer of any Letter of Credit, the such Letter of Credit Issuer shall be deemed to have sold and transferred to each other Revolving Credit Lender (each such Revolving Credit Working Capital Lender, in its capacity under this Section 3.3(a), a “Letter of Credit Participant”), and each such Letter of Credit Participant Working Capital Lender (each, a "Participant") shall be deemed irrevocably and unconditionally to have purchased and received from the such Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation (each, a “Letter of Credit Participation”)participation, to the extent of such Letter of Credit Participant’s Revolving Credit Commitment 's Percentage, if any, 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 shall be paid payable directly to the Administrative Agent for the ratable account of the Letter of Credit Participants Working Capital Lenders as provided in clause (b) of Section 4.1(c) and 4.01, the Letter of Credit Participants shall have no right to receive any portion of any fees paid Facing Fees with respect to such Letters of Credit) and any security therefor or guaranty pertaining thereto. Upon any change in the Commitments or the Percentages of the Working Capital Lenders in accordance with this Agreement, it is hereby agreed that, with respect to all outstanding Letters of Credit and Unpaid Drawings with respect thereto, there shall be an automatic adjustment to the Administrative Agent for the account of the Letter of Credit Issuer in respect of each Letter of Credit issued hereunder)participations pursuant to this Section 3.03 to reflect such change.

Appears in 1 contract

Samples: Neches River Holding Corp

Letter of Credit Participations. (a) Immediately upon the ------------------------------- issuance by the a Letter of Credit Issuer of any Letter of Credit, the such Letter of Credit Issuer shall be deemed to have sold and transferred to each other Revolving Credit Lender (each such Revolving Credit Lender, in its capacity under this Section 3.3(a), a “Letter of Credit Participant”)A RL Bank, and each such Letter of Credit Participant A RL Bank (each, a "Participant") shall be deemed irrevocably and unconditionally to have purchased and received from the such Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation (each, a “Letter of Credit Participation”)participation, to the extent of such Letter of Credit Participant’s Revolving Credit Commitment 's A RL Percentage, in such Letter of Credit, each substitute letter of credit, each drawing made thereunder and the obligations of the U.S. Borrower under this Agreement with respect thereto, and any security therefor or guaranty pertaining thereto (although Letter of Credit Fees will shall be paid payable directly to the Administrative Agent for the ratable account of the Letter of Credit Participants A XX Xxxxx as provided in Section 4.1(c3.01(c) and the Letter of Credit Participants shall have no right to receive any portion of any fees paid Facing Fees) and any security therefor or guaranty pertaining thereto. Upon any change in the A Revolving Loan Commitments of the A XX Xxxxx pursuant to Section 1.13 or 12.04(b) or otherwise, it is hereby agreed that, with respect to all outstanding Letters of Credit and Unpaid Drawings, there shall be an automatic adjustment to the Administrative Agent for participations pursuant to this Section 2.04 to reflect the account new A RL Percentages of the Letter of Credit Issuer in respect of each Letter of Credit issued hereunder)assigning and assignee Banks.

Appears in 1 contract

Samples: Credit Agreement (Dade Behring Inc)

Letter of Credit Participations. (a) Immediately upon the issuance by the Letter of Credit Issuer Issuing Bank of any Letter of Credit, the Letter of Credit Issuer Issuing Bank shall be deemed to have sold and transferred to each other Revolving Credit Lender RC Bank (each such Revolving Credit LenderRC Bank, in its capacity under this Section 3.3(a2.03(a), a “Letter of Credit "Participant"), and each such Letter of Credit Participant shall be deemed irrevocably and unconditionally to have purchased and received from the Letter of Credit IssuerIssuing Bank, without recourse or warranty, an undivided interest and participation (each, each a “Letter of Credit "Participation"), to the extent of such Letter of Credit Participant’s '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 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 Letter of Credit Participants as provided in Section 4.1(c3.01(b) and the Letter of Credit Participants shall have no right to receive any portion of any fees paid to Facing Fees). Upon any change in the Administrative Agent for the account Revolving Loan Commitments of the Letter Banks pursuant to Section 1.13 or 13.04, it is hereby agreed that, with respect to all outstanding Letters of Credit Issuer Credit, and Unpaid Drawings in respect of each Letter Letters of Credit issued hereunder)Credit, there shall be an automatic adjustment to the Participations pursuant to this Section 2.03 to reflect the new Revolving Percentages of the assignor and assignee Bank.

Appears in 1 contract

Samples: Credit Agreement (Aearo Corp)

Letter of Credit Participations. (a) Immediately upon the issuance by the Letter of Credit Issuer of any Letter of Credit, the Letter of Credit Issuer shall be deemed to have sold and transferred to each other Revolving Credit Lender (each such Revolving Credit Lender, in its capacity under this Section 3.3(a‎3.3(a), a “Letter of Credit Participant”), and each such Letter of Credit Participant shall be deemed irrevocably and unconditionally to have purchased and received from the Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation (each, a “Letter of Credit Participation”), to the extent of such Letter of Credit Participant’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 thereto (although Letter of Credit Fees will be paid directly to the Administrative Agent for the ratable account of the Letter of Credit Participants as provided in Section 4.1(c) and the Letter of Credit Participants shall have no right to receive any portion of any fees paid to the Administrative Agent for the account of the Letter of Credit Issuer in respect of each Letter of Credit issued hereunder).

Appears in 1 contract

Samples: Credit Agreement (MultiPlan Corp)

Letter of Credit Participations. (a) Immediately upon the issuance by the Letter of Credit Issuer of any Letter of Credit, the Letter of Credit Issuer shall be deemed to have sold and transferred to each other Revolving Credit Lender (each such Revolving Credit Lender, in its capacity under this Section 3.3(a), a “Letter of Credit Participant”), and each such Letter of Credit Participant shall be deemed irrevocably and unconditionally to have purchased and received from the Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation (each, a “Letter of Credit Participation”), to the extent of such Letter of Credit Participant’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 LPL – Conformed A&R Credit Agreement 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 Letter of Credit Participants as provided in Section 4.1(c) and the Letter of Credit Participants shall have no right to receive any portion of any fees paid to the Administrative Agent for the account of the any Letter of Credit Issuer Issuers in respect of each Letter of Credit issued hereunder).

Appears in 1 contract

Samples: Credit Agreement (LPL Financial Holdings Inc.)

Letter of Credit Participations. (a) Immediately upon the issuance by the a Letter of Credit Issuer of any Letter of Credit, the respective Letter of Credit Issuer shall be deemed to have sold and transferred to each other Revolving Credit Lender Bank (each such Revolving Credit Lenderother Bank, in its capacity under this Section 3.3(a)2.02, a “Letter of Credit Participant”"Participating Bank"), and each such Letter of Credit Participant Participating Bank shall be deemed irrevocably and unconditionally to have purchased and received from the such Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation (each, a “Letter of Credit Participation”)participation, to the extent of such Letter of Credit Participant’s Revolving Credit Commitment Participating Bank's 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 L/C Fees will be paid directly to the Administrative Agent for the ratable account of the Letter of Credit Participants Participating Banks as provided in Section 4.1(c3.01(b) and the Letter of Credit Participants Participating Banks shall have no right to receive any portion of any fees paid L/C Facing Fees). Upon any change in the Commitments of the Banks pursuant to Section 12.04, it is hereby agreed that, with respect to all outstanding Letters of Credit and Unpaid Drawings, there shall be an automatic adjustment to the Administrative Agent for participations pursuant to this Section 2.02 to reflect the account new Percentages of the Letter of Credit Issuer in respect of each Letter of Credit issued hereunder)assignor and assignee Banks.

Appears in 1 contract

Samples: Credit Agreement (Ametek Inc/)

Letter of Credit Participations. (a) Immediately upon the issuance by the Letter of Credit Issuer Issuing Lender of any Letter of Credit, the Letter of Credit Issuer Issuing Lender shall be deemed to have sold and transferred to each R/C Lender, other Revolving Credit than the Issuing Lender (each such Revolving Credit Lender, in its capacity under this Section 3.3(a)2.20, a “Letter of Credit "Participant"), and each such Letter of Credit Participant shall be deemed irrevocably and unconditionally to have purchased and received from the Letter of Credit IssuerIssuing Lender, without recourse or warranty, an undivided interest and participation (each, a “Letter of Credit Participation”)participation, to the extent of such Letter of Credit Participant’s Revolving Credit Commitment Percentage's Ratable Portion, 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 theretothereto (excluding the Facing Fee), and any security therefor or guaranty pertaining thereto (although Letter thereto. Upon any change in the Revolving Credit Commitments of the R/C Lenders, it is hereby agreed that, with respect to any outstanding Letters of Credit Fees will and Unpaid Drawings, there shall be paid directly an automatic adjustment to the Administrative Agent for participations pursuant to this Section 2.20 to reflect the ratable account new Ratable Portions of the Letter of Credit Participants as provided in Section 4.1(c) and the Letter of Credit Participants shall have no right to receive any portion of any fees paid to the Administrative Agent for the account of the Letter of Credit Issuer in respect of each Letter of Credit issued hereunder)R/C Lenders.

Appears in 1 contract

Samples: Credit Agreement (Felcor Lodging Trust Inc)

Letter of Credit Participations. (a) Immediately upon the issuance by Each Lender that has a Revolving Credit Commitment (other than the Letter of Credit Issuer of any Letter of Credit, the Letter of Credit Issuer shall be deemed to have sold and transferred to each other Revolving Credit Lender Issuer) (each such Revolving Credit other Lender, in its capacity under this Section 3.3(a3.03(a), a “Letter of Credit Participant”)) irrevocably agrees to accept and purchase and hereby accepts and purchases, on the terms and each conditions set forth below, for such Letter of Credit Participant shall be deemed irrevocably Participant’s own account and unconditionally to have purchased and received from the Letter of Credit Issuer, without recourse or warranty, risk an undivided interest and participation (each, a “Letter of Credit Participation”), to the extent of such Letter of Credit Participant’s Revolving Credit Commitment Percentage, in such Letter of CreditCredit and the amount of each draft paid by the Letter of Credit Issuer thereunder (which shall include the Lender’s obligation to reimburse such applicable Letter of Credit Issuer for the amount of such Drawing), each substitute letter of credit, each drawing 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 Letter of Credit Fees will be paid directly to the Administrative Agent for the ratable account of the Letter of Credit Participants as provided in Section 4.1(c4.01(a)(ii) and the Letter of Credit Participants shall have no right to receive any portion of any fees paid to the Administrative Agent for the account of the Letter of Credit Issuer in respect of each Letter of Credit issued hereunderFronting Fees).

Appears in 1 contract

Samples: Credit Agreement (Instructure Holdings, Inc.)

Letter of Credit Participations. (a) Immediately upon the issuance by the Letter of Credit Issuer of any Letter of Credit, the Letter of Credit Issuer shall be deemed to have sold and transferred to each other Revolving Credit Lender (each such Revolving Credit Lender, in its capacity under this Section 3.3(a), a “Letter of Credit Participant”), and each such Letter of Credit Participant shall be deemed irrevocably and unconditionally to have purchased and received from the Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation (each, a “Letter of Credit Participation”), to the extent of such Letter of Credit Participant’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 thereto (although Letter of Credit Fees will be paid directly to the Administrative Agent for the ratable account of the Letter of Credit Participants as provided in Section 4.1(c) and the Letter of Credit Participants shall have no right to receive any portion of any fees paid to the Administrative Agent for the account of the any Letter of Credit Issuer Issuers in respect of each Letter of Credit issued hereunder).. 119

Appears in 1 contract

Samples: Credit Agreement (LPL Financial Holdings Inc.)

Letter of Credit Participations. (a) Immediately upon the issuance by the Letter of Credit Issuer of any Letter of Credit, the Letter of Credit Issuer shall be deemed to have sold and transferred to each other Revolving Credit Lender (each such Revolving Credit Lender, in its capacity under this Section 3.3(a), a “Letter of Credit Participant”), and each such Letter of Credit Participant shall be deemed irrevocably and unconditionally to have purchased and received from the Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation (each, a “Letter of Credit Participation”), to the extent of such Letter of Credit Participant’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 thereto (although Letter of Credit Fees will be paid directly to the Administrative Agent for the ratable account of the Letter of Credit Participants as provided in Section 4.1(c) and the Letter of Credit Participants shall have no right to receive any portion of any fees paid to the Administrative Agent for the account of the any Letter of Credit Issuer Issuers in respect of each Letter of Credit issued hereunder).. 115 LPL – Conformed A&R Credit Agreement

Appears in 1 contract

Samples: Credit Agreement (LPL Financial Holdings Inc.)

Letter of Credit Participations. (a) Immediately upon the issuance by the Letter of Credit Issuer any Issuing Lender of any Letter of Credit, the Letter of Credit Issuer such Issuing Lender shall be deemed to have sold and transferred to each Lender with a Revolving Loan Commitment, other Revolving Credit than such Issuing Lender (each such Revolving Credit Lender, in its capacity under this Section 3.3(a)2.03, a “Letter of Credit "Participant"), and each such Letter of Credit Participant shall be deemed irrevocably and unconditionally to have purchased and received from the Letter of Credit Issuersuch Issuing Lender, without recourse or warranty, an undivided interest and participation (each, a “Letter of Credit Participation”)participation, to the extent of such Letter of Credit Participant’s Revolving Credit Commitment Percentage, 's 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 the Letter of Credit Fees will Fee shall be paid payable directly to the Administrative Agent for the ratable account of the Letter of Credit Participants as provided in Section 4.1(c3.01(b) and the Letter of Credit Participants shall have no right to receive any portion of any fees paid Facing Fees). Upon any change in the respective Revolving Loan Commitments or Revolving Loan Percentages of the Lenders pursuant to Section 1.13 or 13.04, it is hereby agreed that, with respect to all such outstanding Letters of Credit and Unpaid Drawings, there shall be an automatic adjustment to the Administrative Agent for participations pursuant to this Section 2.03 to reflect the account new Percentages of the Letter assignor and assignee Lender or of Credit Issuer in respect of each Letter of Credit issued hereunder)all Lenders with respective Revolving Loan Commitments.

Appears in 1 contract

Samples: Credit Agreement (Ameristar Casinos Inc)

Letter of Credit Participations. (a) (i) Immediately upon the ------------------------------- issuance by the US Letter of Credit Issuer of any US Letter of Credit, the such Letter of Credit Issuer shall be deemed to have sold and transferred to each other Revolving Credit Lender (each such Revolving Credit Lender, in its capacity under this Section 3.3(a), a “Letter of Credit Participant”)RL Bank, and each such Letter of Credit Participant RL Bank (each, a "L/C Participant") shall be deemed irrevocably and unconditionally to have purchased and received from the such Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation (each, a “Letter of Credit Participation”)participation, to the extent of such Letter of Credit L/C Participant’s Revolving Credit Commitment 's RL 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 Letter of Credit Fees will shall be paid payable directly to the Administrative Agent for the ratable account of the Letter of Credit Participants XX Xxxxx as provided in Section 4.1(c3.01(b) and the Letter of Credit L/C Participants shall have no right to receive any portion of any fees paid Facing Fees with respect to the Administrative Agent for the account such Letters of the Letter of Credit Issuer in respect of each Letter of Credit issued hereunder)Credit) and any security therefor or guaranty pertaining thereto.

Appears in 1 contract

Samples: Credit Agreement (Modus Media International Holdings Inc)

AutoNDA by SimpleDocs

Letter of Credit Participations. (a) Immediately upon the issuance by the a Letter of Credit Issuer of any Letter of Credit, the respective Letter of Credit Issuer shall be deemed to have sold and transferred to each other Revolving Credit Lender Bank (each such Revolving Credit Lenderother Bank, in its capacity under this Section 3.3(a)2.02, a “Letter of Credit ParticipantParticipating Bank”), and each such Letter of Credit Participant Participating Bank shall be deemed irrevocably and unconditionally to have purchased and received from the such Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation (each, a “Letter of Credit Participation”)participation, to the extent of such Letter of Credit ParticipantParticipating Bank’s Revolving Credit Commitment Percentage, in such Letter of Credit, each substitute letter of credit, each drawing made thereunder and the obligations of the respective Borrower under this Agreement with respect thereto, and any security therefor or guaranty pertaining thereto (although Letter of Credit L/C Fees will be paid directly to the Administrative Agent for the ratable account of the Letter of Credit Participants Participating Banks as provided in Section 4.1(c3.01(b) and the Letter of Credit Participants Participating Banks shall have no right to receive any portion of any fees paid L/C Facing Fees). Upon any change in the Commitments of the Banks pursuant to Section 12.04, it is hereby agreed that, with respect to all outstanding Letters of Credit and Unpaid Drawings, there shall be an automatic adjustment to the Administrative Agent for participations pursuant to this Section 2.02 to reflect the account new Percentages of the Letter of Credit Issuer in respect of each Letter of Credit issued hereunder)assignor and assignee Banks.

Appears in 1 contract

Samples: Credit Agreement (Ametek Inc/)

Letter of Credit Participations. (a) Immediately upon the issuance by the any Letter of Credit Issuer of any Letter of Credit, the such Letter of Credit Issuer shall be deemed to have sold and transferred to each other Lender that has a Revolving Credit Lender Commitment (each such Revolving Credit other Lender, in its capacity under this Section 3.3(a)3.3, a an Letter of Credit L/C Participant”), and each such Letter of Credit L/C Participant shall be deemed irrevocably and unconditionally to have purchased and received from the such Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation (each, a each an Letter of Credit L/C Participation”), to the extent of such Letter of Credit L/C Participant’s Revolving Credit Commitment PercentagePercentage from time to time, in such Letter of Credit, each substitute letter of credit, each drawing made thereunder and the obligations of the applicable 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 Letter of Credit L/C Participants as provided in Section 4.1(c4.1(b) and the Letter of Credit L/C Participants shall have no right to receive any portion of any fees paid to the Administrative Agent for the account of the Letter of Credit Issuer in respect of each Letter of Credit issued hereunderFronting Fees).

Appears in 1 contract

Samples: Credit Agreement (ITC Holdings Corp.)

Letter of Credit Participations. (a) Immediately upon the issuance (or deemed issuance pursuant to Section 2.01(d)) by the Letter of Credit Issuer any Issuing Bank of any Letter of Credit, the Letter of Credit Issuer such Issuing Bank shall be deemed to have sold and transferred to each Bank with a Revolving Loan Commitment, other Revolving Credit Lender than such Issuing Bank (each such Revolving Credit LenderBank, in its capacity under this Section 3.3(a)2.03, a “Letter of Credit "Participant"), and each such Letter of Credit Participant shall be deemed irrevocably and unconditionally to have purchased and received from the Letter of Credit Issuersuch Issuing Bank, without recourse or warranty, an undivided interest and participation (each, a “Letter of Credit Participation”)participation, to the extent of such Letter of Credit Participant’s Revolving Credit Commitment 's Adjusted RL 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 the Letter of Credit Fees will Fee shall be paid payable directly to the Administrative Agent for the ratable account of the Letter of Credit Participants as provided in Section 4.1(c3.01(b) and the Letter of Credit Participants shall have no right to receive any portion of any fees paid Facing Fees). Upon any change in the respective Revolving Loan Commitments of the Banks pursuant to Section 1.13 or 13.04(b), it is hereby agreed that, with respect to all such outstanding Letters of Credit and Unpaid Drawings, there shall be an automatic adjustment to the Administrative Agent for participations pursuant to this Section 2.03 to reflect the account new Adjusted RL Percentages of the Letter of Credit Issuer in respect of each Letter of Credit issued hereunder)assignor and assignee Bank.

Appears in 1 contract

Samples: Credit Agreement (Capstar Broadcasting Corp)

Letter of Credit Participations. (a) Immediately upon the issuance by the a Letter of Credit Issuer of any Letter of Credit, the such Letter of Credit Issuer shall be deemed to have sold and transferred to each other Revolving Credit Lender (each such Revolving Credit Lender, in its capacity under this Section 3.3(a), a “Letter of Credit Participant”), and each such Letter of Credit Participant Lender (each a "Participant") shall be deemed irrevocably and unconditionally to have purchased and received from the such Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation (each, a “Letter of Credit Participation”)participation, to the extent of such Letter of Credit Participant’s Revolving Credit Lender's Commitment Percentage, in such Letter of Credit, each substitute letter of credit, each drawing made thereunder and thereunder, the obligations of the Borrower Borrowers under this Agreement with respect thereto, and any security therefor or guaranty pertaining thereto (although Letter of Credit Fees will shall be paid payable directly to the Administrative Agent for the ratable account of the Letter of Credit Participants Lenders as provided in Section 4.1(c4.1(b) and the Letter of Credit Participants shall have no right to receive any portion of any fees paid to the Administrative Agent for the account of the nature contemplated by Section 4.1(c)), the obligations of any Letter of Credit Issuer in respect of each Obligor under any Letter of Credit issued hereunderDocuments pertaining thereto, and any security for, or guaranty pertaining to, any of the foregoing. Upon any change in the Commitments of the Lenders pursuant to Section 12.4(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 3.4 to reflect the new Commitment Percentages of the assigning and assignee Lender.

Appears in 1 contract

Samples: Credit Agreement (Gibraltar Industries, Inc.)

Letter of Credit Participations. (a) Immediately upon the issuance by Each Lender that has a Revolving Loan Commitment (other than the Letter of Credit Issuer of any Letter of Credit, the Letter of Credit Issuer shall be deemed to have sold and transferred to each other Revolving Credit Lender Issuer) (each such Revolving Credit other Lender, in its capacity under this Section 3.3(a3.03(a), a “Letter of Credit Participant”)) irrevocably agrees to accept and purchase and hereby accepts and purchases, on the terms and each conditions set forth below, for such Letter of Credit Participant shall be deemed irrevocably Participant’s own account and unconditionally to have purchased and received from the Letter of Credit Issuer, without recourse or warranty, risk an undivided interest and participation (each, a “Letter of Credit Participation”), to the extent of such Letter of Credit Participant’s Revolving Credit Loan Commitment Percentage, in such Letter of CreditCredit and the amount of each draft paid by the applicable Letter of Credit Issuer thereunder (which shall include the Lender’s obligation to reimburse such applicable Letter of Credit Issuer for the amount of such Drawing), each substitute letter of credit, each drawing 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 Letter of Credit Participants as provided in Section 4.1(c4.01(a)(i) and the Letter of Credit Participants shall have no right to receive any portion of any fees paid to the Administrative Agent for the account of the Letter of Credit Issuer in respect of each Letter of Credit issued hereunderFronting Fees).

Appears in 1 contract

Samples: Credit Agreement (Airsculpt Technologies, Inc.)

Letter of Credit Participations. (a) Immediately upon the issuance by the Letter of Credit Issuer of any Letter of CreditCredit (or an amendment to a Letter of Credit increasing the amount or extending the expiration date thereof), the Letter of Credit Issuer shall be deemed to have sold and transferred to each other Revolving Credit Lender (each such Revolving Credit Lender, in its capacity under this Section 3.3(a), a “Letter of Credit Participant”), and each such Letter of Credit Participant shall be deemed irrevocably and unconditionally to have purchased and received from the Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation (each, a “Letter of Credit Participation”), to the extent of such Letter of Credit Participant’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 thereto (although Letter of Credit Fees will be paid directly to the Administrative Agent for the ratable account of the Letter of Credit Participants as provided in Section 4.1(c) and the Letter of Credit Participants shall have no right to receive any portion of any fees paid to the Administrative Agent for the account of the Letter of Credit Issuer in respect of each Letter of Credit issued hereunder).

Appears in 1 contract

Samples: Credit Agreement (Grocery Outlet Holding Corp.)

Letter of Credit Participations. (a) Immediately upon the issuance by the Letter of Credit Issuer Issuing Bank of any Letter of Credit, the Letter of Credit Issuer Issuing Bank shall be deemed to have sold and transferred to each other Revolving Credit Lender RC Bank (each such Revolving Credit LenderRC Bank, in its capacity under this Section 3.3(a2.03(a), a “Letter of Credit "Participant"), and each such Letter of Credit Participant shall be deemed irrevocably and unconditionally to have purchased and received from the Letter of Credit IssuerIssuing Bank, without recourse or warranty, an undivided interest and participation (each, each a “Letter of Credit "Participation"), to the extent of such Letter of Credit Participant’s '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 Letter of Credit Participants as provided in Section 4.1(c3.01(b) and the Letter of Credit Participants shall have no right to receive any portion of any fees paid to Facing Fees). Upon any change in the Administrative Agent for the account Revolving Loan Commitments of the Letter Banks pursuant to Section 1.13 or 13.04, it is hereby agreed that, with respect to all outstanding Letters of Credit Issuer Credit, and Unpaid Drawings in respect of each Letter Letters of Credit issued hereunder)Credit, there shall be an automatic adjustment to the Participations pursuant to this Section 2.03 to reflect the new Revolving Percentages of the assignor and assignee Bank.

Appears in 1 contract

Samples: Security Agreement (Vestar Capital Partners Iv Lp)

Letter of Credit Participations. (a) Immediately upon the issuance by the Letter of Credit Issuer of any Letter of Credit, the Letter of Credit Issuer shall be deemed to have sold and transferred to each other Revolving Credit Lender (each such Revolving Credit Lender, in its capacity under this Section 3.3(a), a “Letter of Credit Participant”), and each such Letter of Credit Participant shall be deemed irrevocably and unconditionally to have purchased and received from the Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation (each, a “Letter of Credit Participation”), to the extent of such Letter of Credit Participant’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 thereto (although Letter of Credit Fees will be paid directly to the Administrative Agent for the ratable account of the Letter of Credit Participants as provided in Section 4.1(c) and the Letter of Credit Participants shall have no right to receive any portion of any fees paid to the Administrative Agent for the account of the any Letter of Credit Issuer Issuers in respect of each Letter of Credit issued hereunder).. Table of Contents

Appears in 1 contract

Samples: Credit Agreement (Amsurg Corp)

Letter of Credit Participations. (a) Immediately upon the issuance by the Letter of Credit Issuer of any Letter of Credit, the Letter of Credit Issuer shall be deemed to have sold and transferred to each other Revolving Credit Lender (each such Revolving Credit Lender, in its capacity under this Section 3.3(a3.3(a)3.3(a), a “Letter of Credit Participant”), and each such Letter of Credit Participant shall be deemed irrevocably and unconditionally to have purchased and received from the Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation (each, a “Letter of Credit Participation”), to the extent of such Letter of Credit Participant’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 thereto (although Letter of Credit Fees will be paid directly to the Administrative Agent for the ratable account of the Letter of Credit Participants as provided in Section 4.1(c) and the Letter of Credit Participants shall have no right to receive any portion of any fees paid to the Administrative Agent for the account of the any Letter of Credit Issuer Issuers in respect of each Letter of Credit issued hereunder).

Appears in 1 contract

Samples: Fourth Amendment (LPL Financial Holdings Inc.)

Letter of Credit Participations. (a) Immediately upon the issuance (or deemed issuance pursuant to Section 2.01(d)) by the Letter of Credit Issuer any Issuing Bank of any Letter of Credit, the Letter of Credit Issuer such Issuing Bank shall be deemed to have sold and transferred to each Bank with a Revolving Loan Commitment, other Revolving Credit Lender than such Issuing Bank (each such Revolving Credit LenderBank, in its capacity under this Section 3.3(a)2.03, a “Letter of Credit "Participant"), and each such Letter of Credit Participant shall be deemed irrevocably and unconditionally to have purchased and received from the Letter of Credit Issuersuch Issuing Bank, without recourse or warranty, an undivided interest and participation (each, a “Letter of Credit Participation”)participation, to the extent of such Letter of Credit Participant’s Revolving Credit Commitment 's Adjusted RL 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 the Letter of Credit Fees will Fee shall be paid payable directly to the Administrative Agent for the ratable account of the Letter of Credit Participants as provided in Section 4.1(c3.01(b) and the Letter of Credit Participants shall have no right to receive any portion of any fees paid Facing Fees). Upon any change in the respective Revolving Loan Commitments of the Banks pursuant to Section 1.13 or 12.04(b), it is hereby agreed that, with respect to all such outstanding Letters of Credit and Unpaid Drawings, there shall be an automatic adjustment to the Administrative Agent for participations pursuant to this Section 2.03 to reflect the account new Adjusted RL Percentages of the Letter of Credit Issuer in respect of each Letter of Credit issued hereunder)assignor and assignee Bank.

Appears in 1 contract

Samples: Credit Agreement (Capstar Radio Broadcasting Partners Inc)

Letter of Credit Participations. (a) Immediately upon the issuance by the a Letter of Credit Issuer of any Letter of Credit, the such Letter of Credit Issuer shall be deemed to have sold and transferred to each other Lender that has a Revolving Credit Lender Commitment (each such Revolving Credit other Lender, in its capacity under this Section 3.3(a)3.3, a an Letter of Credit L/C Participant”), and each such Letter of Credit L/C Participant shall be deemed irrevocably and unconditionally to have purchased and received from the such Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation (each, a each an Letter of Credit L/C Participation”), to the extent of such Letter of Credit L/C Participant’s Revolving Credit Commitment PercentagePercentage 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 Letter of Credit L/C Participants as provided in Section 4.1(c4.1(b) and the Letter of Credit L/C Participants shall have no right to receive any portion of any fees paid to the Administrative Agent for the account of the Letter of Credit Issuer in respect of each Letter of Credit issued hereunderFronting Fees).

Appears in 1 contract

Samples: Revolving Credit Agreement (ITC Holdings Corp.)

Letter of Credit Participations. (a) Immediately Effective immediately upon the issuance by the Letter of Credit Issuer of any Letter of Credit, the Letter of Credit Issuer in respect of such Letter of Credit shall be deemed to have sold and transferred to each other Revolving Credit Lender (each such Revolving Credit Lender, in its capacity under this Section 3.3(a), a “Letter of Credit Participant”)Bank, and each such Letter of Credit Participant Revolving Bank (each a "Participant") shall be deemed irrevocably and unconditionally to have purchased and received from the such Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation (each, a “Letter of Credit Participation”)participation, to the extent of such Letter of Credit Participant’s '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 Company under this Agreement with respect thereto, and any security therefor or guaranty pertaining thereto (although Letter of Credit Fees will shall be paid payable directly to the Administrative Agent for the ratable account of the Letter of Credit Participants Revolving Banks as provided in Section 4.1(c3.01(b) and the Letter of Credit Participants shall have no right to receive any portion of any fees paid Fronting Fees with respect to such Letters of Credit) and any security therefor or guaranty pertaining thereto. Upon any change in the Revolving Credit Commitments of the Revolving Banks pursuant to Section 1.13 or 12.04(b), it is hereby agreed that, with respect to all outstanding Letters of Credit and Unpaid Drawings with respect thereto, there shall be an automatic adjustment to the Administrative Agent for participations pursuant to this Section 2.04 to reflect the account new Revolving Percentages of the Letter of Credit Issuer in respect of each Letter of Credit issued hereunder)assigning and assignee Bank.

Appears in 1 contract

Samples: Credit Agreement (Fisher Scientific International Inc)

Letter of Credit Participations. (a) Immediately upon the issuance by the any Letter of Credit Issuer of any a Letter of Credit, the such Letter of Credit Issuer shall be deemed to have sold and transferred to each other Bank with a Revolving Credit Lender (each such Revolving Credit Lender, in its capacity under this Section 3.3(a), a “Letter of Credit Participant”)Commitment, and each such Letter of Credit Participant Bank (each an "L/C Participant") shall be deemed irrevocably and unconditionally to have purchased and received from the such Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation (each, a “Letter of Credit Participation”)participation, to the extent of such Letter of Credit Participant’s Revolving Credit Commitment Bank's Revolver 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 Letter of Credit Participants Banks as provided in Section 4.1(c2.7(b) and the Letter of Credit L/C Participants shall have no right to receive any portion of any fees paid Fronting Fees) and any security therefor or guaranty pertaining thereto. Upon any change in the Revolving Credit Commitments or Revolver Percentages of the Banks pursuant to Section 2.16 or 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 Administrative Agent for participations pursuant to this Section 2A.5 to reflect the account new Revolver Percentages of the Letter of Credit Issuer in respect of each Letter of Credit issued hereunder)Banks.

Appears in 1 contract

Samples: Credit Agreement (Alliance Data Systems Corp)

Letter of Credit Participations. (a) Immediately upon the issuance by the a Letter of Credit Issuer of any Letter of Credit, the respective Letter of Credit Issuer shall be deemed to have sold and transferred to each other Revolving Credit Lender Bank (each such Revolving Credit Lenderother Bank, in its capacity under this Section 3.3(a)2.02, a “Letter of Credit ParticipantParticipating Bank”), and each such Letter of Credit Participant Participating Bank shall be deemed irrevocably and unconditionally to have purchased and received from the such Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation (each, a “Letter of Credit Participation”)participation, to the extent of such Letter of Credit ParticipantParticipating Bank’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 thereto (although Letter of Credit L/C Fees will be paid directly to the Administrative Agent for the ratable account of the Letter of Credit Participants Participating Banks as provided in Section 4.1(c3.01(b) and the Letter of Credit Participants Participating Banks shall have no right to receive any portion of any fees paid L/C Facing Fees). Upon any change in the Commitments of the Banks pursuant to Section 12.04, it is hereby agreed that, with respect to all outstanding Letters of Credit and Unpaid Drawings, there shall be an automatic adjustment to the Administrative Agent for participations pursuant to this Section 2.02 to reflect the account new Percentages of the Letter of Credit Issuer in respect of each Letter of Credit issued hereunder)assignor and assignee Banks.

Appears in 1 contract

Samples: Credit Agreement (Ametek Inc/)

Letter of Credit Participations. (a) Immediately upon the issuance by the Letter of Credit Issuer any Issuing Bank of any Letter of Credit, the Letter of Credit Issuer such Issuing Bank shall be deemed to have sold and transferred to each other Revolving Credit Lender RC Bank (each such Revolving Credit Lenderother RC Bank, in its capacity under this Section 3.3(a)2.03, a “Letter of Credit Participant”), and each such Letter of Credit Participant shall be deemed irrevocably and unconditionally to have purchased and received from the Letter of Credit Issuersuch Issuing Bank, without recourse or warranty, an undivided interest and participation (each, each a “Letter of Credit Participation”), to the extent of such Letter of Credit Participant’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 Letter of Credit Participants as provided in Section 4.1(c3.01(b) and the Letter of Credit Participants shall have no right to receive any portion of any fees paid Facing Fees). Upon any change in the Revolving Loan Commitments of the Banks pursuant to Section 1.13 or 14.04, it is hereby agreed that, with respect to all outstanding Letters of Credit, and Unpaid Drawings, there shall be an automatic adjustment to the Administrative Agent for Participations pursuant to this Section 2.03 to reflect the account new Revolving Percentages of the Letter of Credit Issuer in respect of each Letter of Credit issued hereunder)assignor and assignee Bank.

Appears in 1 contract

Samples: Credit Agreement (Consolidated Container Co LLC)

Letter of Credit Participations. (a) Immediately upon the issuance by the Letter of Credit Issuer Agent of any Letter of Credit, the Letter of Credit Issuer Agent shall be deemed to have sold and transferred to each other Revolving Credit Lender (each such Revolving Letter of Credit Lender, in its capacity under this Section 3.3(a), a “and each Letter of Credit Participant”), and each such Letter of Credit Participant Lender shall be deemed irrevocably and unconditionally to have purchased and received from the Letter of Credit IssuerAgent, without recourse or warranty, an undivided interest and participation (each, a “Letter of Credit Participation”)participation, to the extent of such Letter of Credit ParticipantLender’s Revolving Credit Commitment Percentagepro rata share, in such Letter of Credit, each substitute letter Letter of creditCredit, each drawing Letter of Credit Advance made thereunder and the obligations of the Revolving/LC Borrower under this Financing Agreement with respect thereto, and any security therefor or guaranty pertaining thereto (although Letter of Credit Fees will fees shall be paid payable directly to the Administrative Agent for the ratable account of the Letter of Credit Participants as provided in Section 4.1(c) and the Letter of Credit Participants shall have no right to receive any portion of any fees paid to the Administrative Agent for the account of the Letter of Credit Issuer Lender as provided in respect Section 8.3(a)), and any security therefor or guaranty pertaining thereto. Upon any change in the commitments of each the Letter of Credit issued hereunder)Lenders, it is hereby agreed that, with respect to all outstanding Letters of Credit and Letter of Credit Advances relating to Letters of Credit, there shall be an automatic adjustment pursuant to this Section 5.3 to reflect the new pro rata share of the assignor and assignee Letter of Credit Lender or of all Lenders with commitments, as the case may be.

Appears in 1 contract

Samples: Financing Agreement (Sand Springs Railway CO)

Letter of Credit Participations. (a) Immediately upon the issuance by the Letter of Credit Issuer of any Letter of Credit, the Letter of Credit Issuer shall be deemed to have sold and transferred to each other Revolving Credit Lender (each such Revolving Credit Lender, in its capacity under this Section 3.3(a), a “Letter of Credit Participant”), and each such Letter of Credit Participant shall be deemed irrevocably and unconditionally to have purchased and received from the Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation (each, a “Letter of Credit Participation”), to the extent of such Letter of Credit Participant’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 thereto (although Letter of Credit Fees will be paid directly to the Administrative Agent for the ratable account of the Letter of Credit Participants as provided in Section 4.1(c) and the Letter of Credit Participants shall have no right to receive any portion of any fees paid to the Administrative Agent for the account of the any Letter of Credit Issuer Issuers in respect of each Letter of Credit issued hereunder).

Appears in 1 contract

Samples: Credit Agreement (Amsurg Corp)

Letter of Credit Participations. (a) Immediately upon the issuance by the a Letter of Credit Issuer of any Letter of Credit, the such Letter of Credit Issuer shall be deemed to have sold and transferred to each other Revolving Credit Lender, and each Lender (each such Revolving Credit Lender, in its capacity under this Section 3.3(a), a “Letter of Credit "Participant”), and each such Letter of Credit Participant ") shall be deemed irrevocably and unconditionally to have purchased and received from the such Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation (each, a “Letter of Credit Participation”)participation, to the extent of such Letter of Credit Participant’s Revolving Credit Commitment Lender's 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 shall be paid payable directly to the Administrative Agent for the ratable account of the Letter of Credit Participants Lenders as provided in Section 4.1(csection 3.1(b) and the Letter of Credit Participants shall have no right to receive any portion of any fees paid Facing Fees) and any security therefor or guaranty pertaining thereto. Upon any change in the Commitments of the Lenders pursuant to section 12.4(b), it is hereby agreed that, with respect to all outstanding Letters of Credit and Unpaid Drawings, there shall be an automatic adjustment to the Administrative Agent for participations pursuant to this section 2.4 to reflect the account new Percentages of the Letter of Credit Issuer in respect of each Letter of Credit issued hereunder)assigning and assignee Lender.

Appears in 1 contract

Samples: Credit Agreement (Vencor Inc)

Time is Money Join Law Insider Premium to draft better contracts faster.