Common use of Letters of Credit Issued for Account of Subsidiaries Clause in Contracts

Letters of Credit Issued for Account of Subsidiaries. Notwithstanding that a Letter of Credit issued or outstanding hereunder supports any obligations of, or is for the account of, a Subsidiary, or states that a Subsidiary is the “account party,” “applicant,” “customer,” “instructing party,” or the like of or for such Letter of Credit, and without derogating from any rights of the applicable Issuing Bank (whether arising by contract, at law, in equity or otherwise) against such Subsidiary in respect of such Letter of Credit, the Borrower (i) shall reimburse, indemnify and compensate the applicable Issuing Bank hereunder for such Letter of Credit (including to reimburse any and all drawings thereunder) as if such Letter of Credit had been issued solely for the account of the Borrower and (ii) irrevocably waives any and all defenses that might otherwise be available to it as a guarantor or surety of any or all of the obligations of such Subsidiary in respect of such Letter of Credit. The Borrower hereby acknowledges that the issuance of such Letters of Credit for its Subsidiaries inures to the benefit of the Borrower, and that the Borrower’s business derives substantial benefits from the businesses of such Subsidiaries. Notwithstanding anything to the contrary herein, in the event any Letter of Credit issued or outstanding hereunder supports any obligations of, or is for the account of, a Subsidiary, or states that a Subsidiary is the “account party,” “applicant,” “customer,” “instructing party,” or the like of or for such Letter of Credit, the Borrower agrees to provide or cause such Subsidiary to provide the applicable Issuing Bank all information as shall be necessary for such Issuing Bank to comply with “know your customer” and anti-money laundering rules and regulations, including without limitation, the Patriot Act and the Beneficial Ownership Regulation.

Letters of Credit Issued for Account of Subsidiaries. Notwithstanding that a Letter of Credit issued or outstanding hereunder supports is in support of any obligations of, or is for the account of, a Subsidiary, or states that Borrower shall be obligated as a Subsidiary is the “account party,” “applicant,” “customer,” “instructing party,” or the like of or primary obligor as set forth herein for any and all drawings under such Letter of Credit, and without derogating from any rights of the applicable Issuing Bank (whether arising by contract, at law, in equity or otherwise) against such Subsidiary in respect of such Letter of Credit, the Borrower (i) shall reimburse, indemnify and compensate the applicable Issuing Bank hereunder for such Letter of Credit (including to reimburse any and all drawings thereunder) as if such Letter of Credit had been issued solely for the account of the Borrower and (ii) irrevocably waives any and all defenses that might otherwise be available to it as a guarantor or surety of any or all of the obligations of such Subsidiary in respect of such Letter of CreditSubsidiary. The Borrower hereby acknowledges that the issuance of such Letters of Credit for its the account of Subsidiaries inures to the benefit of the Borrower, and that the BorrowerXxxxxxxx’s business derives substantial benefits from the businesses of such Subsidiaries. Notwithstanding anything to To the contrary herein, in the event extent that any Letter of Credit is issued or outstanding hereunder supports any obligations of, or is for the account ofof any Subsidiary of Borrower, a SubsidiaryXxxxxxxx agrees that (i) such Subsidiary shall have no rights against L/C Issuer, Agent, or states that a any Lender and Borrower shall hold L/C Issuer, Agent and any such Lender harmless with respect to any claim or other attempted exercise of rights by such Subsidiary is against any of them, (ii) Borrower shall be responsible for the “account party,” “applicant,” “customer,” “instructing party,” obligations in respect of such Letter of Credit under this Agreement and any application or reimbursement agreement, (iii) Borrower shall have the like of or for such sole right to give instructions and make agreements with respect to this Agreement and the Letter of Credit, and the disposition of documents related thereto, and (iv) Borrower agrees to provide or shall have all powers and rights in respect of any security arising in connection with the Letter of Credit and the transactions related thereto. Borrower shall, at the request of L/C Issuer, cause such Subsidiary to provide execute and deliver an agreement confirming the applicable Issuing Bank all information as shall be necessary for such Issuing Bank to comply with “know your customer” terms specified in the immediately preceding sentence and anti-money laundering rules and regulations, including without limitation, the Patriot Act and the Beneficial Ownership Regulationacknowledging that it is bound thereby.

Letters of Credit Issued for Account of Subsidiaries. Notwithstanding that a Letter of Credit issued or outstanding hereunder supports is in support of any obligations of, or is for the account of, a Subsidiary, or states that Borrower shall be obligated as a Subsidiary is the “account party,” “applicant,” “customer,” “instructing party,” or the like of or primary obligor as set forth herein for any and all drawings under such Letter of Credit, and without derogating from any rights of the applicable Issuing Bank (whether arising by contract, at law, in equity or otherwise) against such Subsidiary in respect of such Letter of Credit, the Borrower (i) shall reimburse, indemnify and compensate the applicable Issuing Bank hereunder for such Letter of Credit (including to reimburse any and all drawings thereunder) as if such Letter of Credit had been issued solely for the account of the Borrower and (ii) irrevocably waives any and all defenses that might otherwise be available to it as a guarantor or surety of any or all of the obligations of such Subsidiary in respect of such Letter of CreditSubsidiary. The Borrower hereby acknowledges that the issuance of such Letters of Credit for its the account of Subsidiaries inures to the benefit of the Borrower, and that the BorrowerXxxxxxxx’s business derives substantial benefits from the businesses of such Subsidiaries. Notwithstanding anything to To the contrary herein, in the event extent that any Letter of Credit is issued or outstanding hereunder supports any obligations of, or is for the account ofof any Subsidiary of Borrower, a SubsidiaryXxxxxxxx agrees that (i) such Subsidiary shall have no rights against Lender, and Borrower shall hold Lender harmless with respect to any claim or states that a other attempted exercise of rights by such Subsidiary is against Lender, (ii) Borrower shall be responsible for the “account party,” “applicant,” “customer,” “instructing party,” obligations in respect of such Letter of Credit under this Agreement and any application or reimbursement agreement, (iii) Borrower shall have the like of or for such sole right to give instructions and make agreements with respect to this Agreement and the Letter of Credit, and the disposition of documents related thereto, and (iv) Borrower agrees to provide or shall have all powers and rights in respect of any security arising in connection with the Letter of Credit and the transactions related thereto. Borrower shall, at the request of Lender, cause such Subsidiary to provide execute and deliver an agreement confirming the applicable Issuing Bank all information as shall be necessary for such Issuing Bank to comply with “know your customer” terms specified in the immediately preceding sentence and anti-money laundering rules and regulations, including without limitation, the Patriot Act and the Beneficial Ownership Regulationacknowledging that it is bound thereby.

Letters of Credit Issued for Account of Subsidiaries. Notwithstanding that a Letter of Credit issued or outstanding hereunder supports is in support of any obligations of, or is for the account of, a Subsidiary, or states that a Subsidiary is the “account party,” “applicant,” “customer,” “instructing party,” or the like of or for such Letter of Credit, and without derogating from any rights of the applicable Issuing Bank Lender (whether arising by contract, at law, in equity or otherwise) against such Subsidiary in respect of such Letter of Credit, the Borrower (i) Borrowers shall reimbursecompensate, indemnify and compensate the applicable reimburse Issuing Bank Lender hereunder for such Letter of Credit (including to reimburse any and all drawings thereunder) as if such Letter of Credit had been issued solely for the account of the a Borrower. Additionally, each Borrower and (ii) irrevocably waives (to the extent permitted by applicable Law) any and all defenses that might otherwise be available to it as a guarantor or surety of any or all of the obligations of such Subsidiary in respect of such Letter of Credit. The Borrower Borrowers hereby acknowledges acknowledge that the issuance of such Letters of Credit for its the account of Subsidiaries inures to the benefit of the BorrowerBorrowers, and that the Borrower’s Borrowers’ business derives substantial benefits from the businesses of such Subsidiaries. Notwithstanding anything to To the contrary herein, in the event extent that any Letter of Credit is issued or outstanding hereunder supports any obligations of, or is for the account ofof any Subsidiary of a Borrower, a SubsidiaryBorrowers agree that (i) such Subsidiary shall have no rights against Issuing Lender, Administrative Agent or states that a Subsidiary is any Lender, (ii) Borrowers shall be responsible for the “account party,” “applicant,” “customer,” “instructing party,” obligations in respect of such Letter of Credit under this Agreement and any application or reimbursement agreement, (iii) Borrowers shall have sole right to give instructions and make agreements with respect to this Agreement and the like of or for such Letter of Credit, and the Borrower agrees to provide or disposition of documents related thereto, and (iv) Borrowers shall have all powers and rights in respect of any security arising in connection with the Letter of Credit and the transaction related thereto. Borrowers shall, at the request of Issuing Lender, cause such Subsidiary to provide execute and deliver an agreement confirming the applicable Issuing Bank all information as shall be necessary for such Issuing Bank to comply with “know your customer” terms specified in the immediately preceding sentence and anti-money laundering rules and regulations, including without limitation, the Patriot Act and the Beneficial Ownership Regulationacknowledging that it is bound thereby.

Letters of Credit Issued for Account of Subsidiaries. Notwithstanding that a Letter of Credit issued or outstanding hereunder supports any obligations of, or is for the account of, a Subsidiary, or states that a Subsidiary is the “account party,” “applicant,” “customer,” “instructing party,” or the like of or for such Letter of Credit, and without derogating from any rights of the applicable Issuing Bank (whether arising by contract, at law, in equity or otherwise) against such Subsidiary in respect of such Letter of Credit, the Borrower (i) shall reimburse, indemnify and compensate the applicable Issuing Bank hereunder for such Letter of Credit (including to reimburse any and all drawings thereunder) as if such Letter of Credit had been issued solely for the account of the Borrower and (ii) irrevocably waives any and all defenses that might otherwise be available to it as a guarantor or surety of any or all of the obligations of such Subsidiary in respect of such Letter of Credit. In addition, the Borrower shall be responsible for delivery of any LC Application with respect to any Letter of Credit issued for the account of a Subsidiary and other obligations under this Agreement, and all communications (including notices) related to any such Letter of Credit shall be among the applicable Issuing Bank and the Borrower. The Borrower hereby acknowledges that the issuance of such Letters of Credit for its Subsidiaries inures to the benefit of the Borrower, and that the Borrower’s business derives substantial benefits from the businesses of such Subsidiaries. Notwithstanding anything to the contrary herein, in the event an Issuing Bank shall not be under any obligation to issue any Letter of Credit issued or outstanding hereunder supports any obligations of, or is for the account of, a Subsidiary, or states that of a Subsidiary is the “account party,” “applicant,” “customer,” “instructing party,” or the like of or for such Letter of Credit, the Borrower agrees to provide or cause such Subsidiary to provide the applicable Issuing Bank all information as shall be necessary for unless such Issuing Bank has received all documentation and other information with respect to comply with such Subsidiary required by regulatory authorities under applicable “know your customer” and anti-money laundering rules and regulations, including without limitationlimitation the USA PATRIOT Act and, the Patriot Act and if applicable, the Beneficial Ownership Regulation.

Letters of Credit Issued for Account of Subsidiaries. Notwithstanding that a Letter of Credit issued or outstanding hereunder supports is in support of any obligations of, or is for the account of, a Subsidiary, or states that the Parent Borrower shall be obligated as a Subsidiary is the “account party,” “applicant,” “customer,” “instructing party,” or the like of or for such Letter of Credit, and without derogating from any rights of the applicable Issuing Bank (whether arising by contract, at law, in equity or otherwise) against such Subsidiary in respect of such Letter of Credit, the Borrower (i) shall reimburse, indemnify and compensate primary obligor to reimburse the applicable Issuing Bank hereunder for any and all drawings under such Letter of Credit (including to reimburse any and all drawings thereunder) as if such Letter of Credit had been issued solely for the account of the Borrower and (ii) irrevocably waives any and all defenses that might otherwise be available to it as a guarantor or surety of any or all of the obligations of such Subsidiary in respect of such Letter of CreditSubsidiary. The Parent Borrower hereby acknowledges that the issuance of such Letters of Credit for its the account of Subsidiaries inures to the benefit of the Parent Borrower, and that the Parent Borrower’s business derives substantial benefits from the businesses of such Subsidiaries. Notwithstanding anything to To the contrary herein, in the event extent that any Letter of Credit is issued or outstanding hereunder supports any obligations of, or is for the account ofof any Subsidiary of the Parent Borrower which is not a Loan Party, a Subsidiarythe Parent Borrower agrees that (i) such Subsidiary shall have no rights against the Issuing Bank, the Administrative Agent or states that a Subsidiary is any Lender, (ii) the “account party,” “applicant,” “customer,” “instructing party,” Parent Borrower shall be responsible for the obligations in respect of such Letter of Credit under this Agreement and any application or reimbursement agreement, (iii) the like of or for such Parent Borrower shall have sole right to give instructions and make agreements with respect to this Agreement and the Letter of Credit, and the disposition of documents related thereto, and (iv) the Parent Borrower agrees to provide or shall have all powers and rights in respect of any security arising in connection with the Letter of Credit and the transaction related thereto. The Parent Borrower shall, at the request of the Issuing Bank, cause such Subsidiary to provide execute and deliver an agreement confirming the applicable Issuing Bank all information as shall be necessary for such Issuing Bank to comply with “know your customer” terms specified in the immediately preceding sentence and anti-money laundering rules and regulations, including without limitation, the Patriot Act and the Beneficial Ownership Regulationacknowledging that it is bound thereby.

Letters of Credit Issued for Account of Subsidiaries. Notwithstanding that a Letter of Credit issued or outstanding hereunder supports is in support of any obligations of, or is for the account of, a Subsidiary, or states that a Subsidiary is the “account party,” “applicant,” “customer,” “instructing party,” or the like of or for such Letter of Credit, and without derogating from any rights of the applicable Issuing Bank (whether arising by contract, at law, in equity or otherwise) against such Subsidiary in respect of such Letter of Credit, the Borrower (i) shall reimburse, indemnify and compensate be obligated as a primary obligor to reimburse the applicable Issuing Bank hereunder for any and all drawings under such Letter of Credit (including to reimburse any and all drawings thereunder) as if such Letter of Credit had been issued solely for the account of the Borrower and (ii) irrevocably waives any and all defenses that might otherwise be available to it as a guarantor or surety of any or all of the obligations of such Subsidiary in respect of such Letter of CreditSubsidiary. The Borrower hereby acknowledges that the issuance of such Letters of Credit for its the account of Subsidiaries inures to the benefit of the Borrower, and that the Borrower’s business derives substantial benefits from the businesses of such Subsidiaries. Notwithstanding anything to To the contrary herein, in the event extent that any Letter of Credit is issued or outstanding hereunder supports any obligations of, or is for the account ofof any Subsidiary of the Borrower which is not a Guarantor, a Subsidiarythe Borrower agrees that (i) such Subsidiary shall have no rights against the Issuing Bank, the Administrative Agent or states that a Subsidiary is any Lender, (ii) the “account party,” “applicant,” “customer,” “instructing party,” Borrower shall be responsible for the obligations in respect of such Letter of Credit under this Agreement and any application or reimbursement agreement, (iii) the like of or for such Borrower shall have sole right to give instructions and make agreements with respect to this Agreement and the Letter of Credit, and the disposition of documents related thereto, and (iv) the Borrower agrees to provide or shall have all powers and rights in respect of any security arising in connection with the Letter of Credit and the transaction related thereto. The Borrower shall, at the request of the Issuing Bank, cause such Subsidiary to provide execute and deliver an agreement confirming the applicable Issuing Bank all information as shall be necessary for such Issuing Bank to comply with “know your customer” terms specified in the immediately preceding sentence and anti-money laundering rules and regulations, including without limitation, the Patriot Act and the Beneficial Ownership Regulationacknowledging that it is bound thereby.

Letters of Credit Issued for Account of Subsidiaries. Notwithstanding that a Letter of Credit issued or outstanding hereunder supports is in support of any obligations of, or is for the account of, a Subsidiary, or states that Borrower shall be obligated as a Subsidiary is the “account party,” “applicant,” “customer,” “instructing party,” or the like of or primary obligor as set forth herein for any and all drawings under such Letter of Credit, and without derogating from any rights of the applicable Issuing Bank (whether arising by contract, at law, in equity or otherwise) against such Subsidiary in respect of such Letter of Credit, the Borrower (i) shall reimburse, indemnify and compensate the applicable Issuing Bank hereunder for such Letter of Credit (including to reimburse any and all drawings thereunder) as if such Letter of Credit had been issued solely for the account of the Borrower and (ii) irrevocably waives any and all defenses that might otherwise be available to it as a guarantor or surety of any or all of the obligations of such Subsidiary in respect of such Letter of CreditSubsidiary. The Borrower hereby acknowledges that the issuance of such Letters of Credit for its the account of Subsidiaries inures to the benefit of the Borrower, and that the BorrowerXxxxxxxx’s business derives substantial benefits from the businesses of such Subsidiaries. Notwithstanding anything to To the contrary herein, in the event extent that any Letter of Credit is issued or outstanding hereunder supports any obligations of, or is for the account ofof any Subsidiary of Borrower, a SubsidiaryXxxxxxxx agrees that (i) such Subsidiary shall have no rights against L/C Issuer, Administrative Agent, or states that a any Lender and Borrower shall hold L/C Issuer, Administrative Agent and any such Lender harmless with respect to any claim or other attempted exercise of rights by such Subsidiary is against any of them, (ii) Borrower shall be responsible for the “account party,” “applicant,” “customer,” “instructing party,” obligations in respect of such Letter of Credit under this Agreement and any application or reimbursement agreement, (iii) Borrower shall have the like of or for such sole right to give instructions and make agreements with respect to this Agreement and the Letter of Credit, and the disposition of documents related thereto, and (iv) Borrower agrees to provide or shall have all powers and rights in respect of any security arising in connection with the Letter of Credit and the transactions related thereto. Borrower shall, at the request of L/C Issuer, cause such Subsidiary to provide execute and deliver an agreement confirming the applicable Issuing Bank all information as shall be necessary for such Issuing Bank to comply with “know your customer” terms specified in the immediately preceding sentence and anti-money laundering rules and regulations, including without limitation, the Patriot Act and the Beneficial Ownership Regulationacknowledging that it is bound thereby.

Letters of Credit Issued for Account of Subsidiaries. Notwithstanding that a Letter of Credit issued or outstanding hereunder supports is in support of any obligations of, or is for the account of, a Subsidiary, or states that a Subsidiary is the “account party,” “applicant,” “customer,” “instructing party,” or the like of or for such Letter of Credit, and without derogating from any rights of the applicable Issuing Bank (whether arising by contract, at law, in equity or otherwise) against such Subsidiary in respect of such Letter of Credit, the Borrower (i) shall reimburse, indemnify and compensate be obligated as a primary obligor to reimburse the applicable Issuing Bank hereunder for any and all drawings under such Letter of Credit (including to reimburse any and all drawings thereunder) as if such Letter of Credit had been issued solely for the account of the Borrower and (ii) irrevocably waives any and all defenses that might otherwise be available to it as a guarantor or surety of any or all of the obligations of such Subsidiary in respect of such Letter of CreditSubsidiary. The Borrower hereby acknowledges that the issuance of such Letters of Credit for its the account of Subsidiaries inures to the benefit of the Borrower, and that the Borrower’s business derives substantial benefits from the businesses of such Subsidiaries. Notwithstanding anything to To the contrary herein, in the event extent that any Letter of Credit is issued or outstanding hereunder supports any obligations of, or is for the account ofof any Subsidiary of the Borrower, a Subsidiarythe Borrower agrees that (i) such Subsidiary shall have no rights against the Issuing Bank, the Administrative Agent or states that a Subsidiary is any Lender, (ii) the “account party,” “applicant,” “customer,” “instructing party,” Borrower shall be responsible for the obligations in respect of such Letter of Credit under this Agreement and any application or reimbursement agreement, (iii) the like of or for such Borrower shall have sole right to give instructions and make agreements with respect to this Agreement and the Letter of Credit, and the disposition of documents related thereto, and (iv) the Borrower agrees to provide or shall have all powers and rights in respect of any security arising in connection with the Letter of Credit and the transaction related thereto. The Borrower shall, at the request of the Issuing Bank, cause such Subsidiary to provide execute and deliver an agreement confirming the applicable Issuing Bank all information as shall be necessary for such Issuing Bank to comply with “know your customer” terms specified in the immediately preceding sentence and anti-money laundering rules and regulations, including without limitation, the Patriot Act and the Beneficial Ownership Regulationacknowledging that it is bound thereby.