Letters of Credit. (a) Subject to the terms and conditions of this Agreement, the Issuing Lender agrees to issue letters of credit for the account of Borrowers (each, an "L/C") or to purchase participations or execute indemnities or reimbursement obligations (each such undertaking, an "L/C Undertaking") with respect to letters of credit issued by an Underlying Issuer (as of the Closing Date, the prospective Underlying Issuer is to be Xxxxx Fargo) for the account of Borrowers. To request the issuance of an L/C or an L/C Undertaking (or the amendment, renewal, or extension of an outstanding L/C or L/C Undertaking), Administrative Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Lender) to the Issuing Lender and Agent (reasonably in advance of the requested date of issuance, amendment, renewal, or extension) a notice requesting the issuance of an L/C or L/C Undertaking, or identifying the L/C or L/C Undertaking to be amended, renewed, or extended, the date of issuance, amendment, renewal, or extension, the date on which such L/C or L/C Undertaking is to expire, the amount of such L/C or L/C Undertaking, the name and address of the beneficiary thereof (or of the Underlying Letter of Credit, as applicable), and such other information as shall be necessary to prepare, amend, renew, or extend such L/C or L/C Undertaking. If requested by the Issuing Lender, Borrowers also shall be an applicant under the application with respect to any Underlying Letter of Credit that is to be the subject of an L/C Undertaking. The Issuing Lender shall have no obligation to issue a Letter of Credit if any of the following would result after giving effect to the requested Letter of Credit:
Appears in 9 contracts
Samples: Loan and Security Agreement (Harolds Stores Inc), Loan and Security Agreement (Hudson Highland Group Inc), Loan and Security Agreement (Hypercom Corp)
Letters of Credit. (a) Subject to the terms and conditions of this Agreement, the Issuing Lender agrees to issue letters of credit for the account of Borrowers (each, an "“L/C"”) or to purchase participations or execute indemnities or reimbursement obligations (each such undertaking, an "“L/C Undertaking"”) with respect to letters of credit issued by an Underlying Issuer (as of the Closing Date, the prospective Underlying Issuer is to be Xxxxx Fargo) for the account of Borrowers. To request the issuance of an L/C or an L/C Undertaking (or the amendment, renewal, or extension of an outstanding L/C or L/C Undertaking), Administrative Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Lender) to the Issuing Lender and Agent (reasonably in advance of the requested date of issuance, amendment, renewal, or extension) a notice requesting the issuance of an L/C or L/C Undertaking, or identifying the L/C or L/C Undertaking to be amended, renewed, or extended, the date of issuance, amendment, renewal, or extension, the date on which such L/C or L/C Undertaking is to expire, the amount of such L/C or L/C Undertaking, the name and address of the beneficiary thereof (or of the Underlying Letter of Credit, as applicable), and such other information as shall be necessary to prepare, amend, renew, or extend such L/C or L/C Undertaking. If requested by the Issuing Lender, Borrowers also shall be an applicant under the application with respect to any Underlying Letter of Credit that is to be the subject of an L/C Undertaking. The Issuing Lender shall have no obligation to issue a Letter of Credit if any of the following would result after giving effect to the requested Letter of Credit:
Appears in 5 contracts
Samples: Loan and Security Agreement (Ultimate Electronics Inc), Loan and Security Agreement (Telos Corp), Loan and Security Agreement (Cellstar Corp)
Letters of Credit. (a) Subject to the terms and conditions of this Agreement, upon the request of Borrower made in accordance herewith, the Issuing Lender agrees to issue letters of credit for the account of Borrowers (eachissue, an "L/C") or to purchase participations cause an Underlying Issuer, as Issuing Lender’s agent, to issue, a requested Letter of Credit. If Issuing Lender, at its option, elects to cause an Underlying Issuer to issue a requested Letter of Credit, then Issuing Lender agrees that it will obligate itself to reimburse such Underlying Issuer (which may include, among, other means, by becoming an applicant with respect to such Letter of Credit or execute indemnities or reimbursement obligations (entering into undertakings which provide for reimbursements of such Underlying Issuer with respect to such Letter of Credit; each such obligation or undertaking, an "L/C irrespective of whether in writing, a “Reimbursement Undertaking"”) with respect to letters Letters of credit Credit issued by such Underlying Issuer. By submitting a request to Issuing Lender for the issuance of a Letter of Credit, Borrower shall be deemed to have requested that Issuing Lender issue or that an Underlying Issuer issue the requested Letter of Credit and to have requested Issuing Lender to issue a Reimbursement Undertaking with respect to such requested Letter of Credit if it is to be issued by an Underlying Issuer (as it being expressly acknowledged and agreed by Borrower that Borrower is and shall be deemed to be an applicant (within the meaning of Section 5-102(a)(2) of the Closing Date, the prospective Code) with respect to each Underlying Issuer is to be Xxxxx Fargo) Letter of Credit). Each request for the account of Borrowers. To request the issuance of an L/C or an L/C Undertaking (a Letter of Credit, or the amendment, renewal, or extension of any outstanding Letter of Credit, shall be made in writing by an outstanding L/C or L/C Undertaking), Administrative Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Lender) Authorized Person and delivered to the Issuing Lender and Agent (via hand delivery, telefacsimile, or other electronic method of transmission reasonably in advance of the requested date of issuance, amendment, renewal, or extension. Each such request shall be in form and substance reasonably satisfactory to the Issuing Lender and shall specify (i) a notice requesting the issuance amount of an L/C or L/C Undertakingsuch Letter of Credit, or identifying the L/C or L/C Undertaking to be amended, renewed, or extended, (ii) the date of issuance, amendment, renewal, or extension, the date on which such L/C or L/C Undertaking is to expire, the amount extension of such L/C or L/C UndertakingLetter of Credit, (iii) the expiration date of such Letter of Credit, (iv) the name and address of the beneficiary thereof (or of the Underlying Letter of Credit, as applicable), and (v) such other information (including, in the case of an amendment, renewal, or extension, identification of the Letter of Credit to be so amended, renewed, or extended) as shall be necessary to prepare, amend, renew, or extend such L/C or L/C UndertakingLetter of Credit. If requested by Anything contained herein to the contrary notwithstanding, the Issuing LenderLender may, Borrowers also but shall not be obligated to, issue or cause the issuance of a Letter of Credit or to issue a Reimbursement Undertaking in respect of an applicant under the application with respect to any Underlying Letter of Credit, in either case, that supports the obligations of Borrower or its Subsidiaries in respect of (1) a lease of real property, or (2) an employment contract. Borrower agrees that this Agreement (along with the terms of the applicable application) will govern each Letter of Credit that is to be the subject of an L/C Undertakingand its issuance. The Issuing Lender shall have no obligation to issue a Letter of Credit or a Reimbursement Undertaking in respect of an Underlying Letter of Credit, in either case, if any of the following would result after giving effect to the requested Letter of Creditissuance:
Appears in 5 contracts
Samples: Credit Agreement (TrueBlue, Inc.), Credit Agreement (Navarre Corp /Mn/), Credit Agreement (Stanadyne Holdings, Inc.)
Letters of Credit. (a) Subject to the terms and conditions of this Agreement, upon the request of Borrower made in accordance herewith, the Issuing Lender agrees to issue letters of credit for the account of Borrowers (eachissue, an "L/C") or to purchase participations cause an Underlying Issuer (including, as Issuing Lender’s agent) to issue, a requested Letter of Credit. If Issuing Lender, at its option, elects to cause an Underlying Issuer to issue a requested Letter of Credit, then Issuing Lender agrees that it will enter into arrangements relative to the reimbursement of such Underlying Issuer (which may include, among, other means, by becoming an applicant with respect to such Letter of Credit or execute indemnities or reimbursement obligations (entering into undertakings which provide for reimbursements of such Underlying Issuer with respect to such Letter of Credit; each such obligation or undertaking, an "L/C irrespective of whether in writing, a “Reimbursement Undertaking"”) with respect to letters Letters of credit Credit issued by such Underlying Issuer. By submitting a request to Issuing Lender for the issuance of a Letter of Credit, Borrower shall be deemed to have requested that Issuing Lender issue or that an Underlying Issuer issue the requested Letter of Credit and to have requested Issuing Lender to issue a Reimbursement Undertaking with respect to such requested Letter of Credit if it is to be issued by an Underlying Issuer (as it being expressly acknowledged and agreed by Borrower that Borrower is and shall be deemed to be an applicant (within the meaning of Section 5-102(a)(2) of the Closing Date, the prospective Code) with respect to each Underlying Issuer is to be Xxxxx Fargo) Letter of Credit). Each request for the account of Borrowers. To request the issuance of an L/C or an L/C Undertaking (a Letter of Credit, or the amendment, renewal, or extension of any outstanding Letter of Credit, shall be made in writing by an outstanding L/C or L/C Undertaking), Administrative Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Lender) Authorized Person and delivered to the Issuing Lender and Agent (via hand delivery, telefacsimile, or other electronic method of transmission reasonably in advance of the requested date of issuance, amendment, renewal, or extension. Each such request shall be in form and substance reasonably satisfactory to the Issuing Lender and shall specify (i) a notice requesting the issuance amount of an L/C or L/C Undertakingsuch Letter of Credit, or identifying the L/C or L/C Undertaking to be amended, renewed, or extended, (ii) the date of issuance, amendment, renewal, or extension, the date on which such L/C or L/C Undertaking is to expire, the amount extension of such L/C or L/C UndertakingLetter of Credit, (iii) the proposed expiration date of such Letter of Credit, (iv) the name and address of the beneficiary thereof (or of the Underlying Letter of Credit, as applicable), and (v) such other information (including, the conditions of drawing, and, in the case of an amendment, renewal, or extension, identification of the Letter of Credit to be so amended, renewed, or extended) as shall be necessary to prepare, amend, renew, or extend such L/C or L/C UndertakingLetter of Credit. If requested by Anything contained herein to the contrary notwithstanding, the Issuing LenderLender may, Borrowers also but shall not be obligated to, issue or cause the issuance of a Letter of Credit or to issue a Reimbursement Undertaking in respect of an applicant under the application with respect to any Underlying Letter of Credit Credit, in either case, that supports the obligations of Borrower or its Subsidiaries (1) in respect of (A) a lease of real property, or (B) an employment contract, or (2) at any time that one or more of the Lenders is to be the subject of an L/C Undertakinga Defaulting Lender. The Issuing Lender shall have no obligation to issue a Letter of Credit or a Reimbursement Undertaking in respect of an Underlying Letter of Credit, in either case, if any of the following would result after giving effect to the requested Letter of Creditissuance:
Appears in 4 contracts
Samples: Credit Agreement (Unify Corp), Credit Agreement (Daegis Inc.), Credit Agreement (Daegis Inc.)
Letters of Credit. (a) Subject to the terms and conditions of this Agreement, upon the request of Parent or a Borrower made in accordance herewith, the Issuing Lender agrees to issue letters of credit for the account of Borrowers (eachissue, an "L/C") or to purchase participations cause an Underlying Issuer (including, as Issuing Lender’s agent) to issue, a requested Letter of Credit. If Issuing Lender, at its option, elects to cause an Underlying Issuer to issue a requested Letter of Credit, then Issuing Lender agrees that it will enter into arrangements relative to the reimbursement of such Underlying Issuer (which may include, among, other means, by becoming an applicant with respect to such Letter of Credit or execute indemnities or reimbursement obligations (entering into undertakings which provide for reimbursements of such Underlying Issuer with respect to such Letter of Credit; each such obligation or undertaking, an "L/C irrespective of whether in writing, a “Reimbursement Undertaking"”) with respect to letters Letters of credit Credit issued by such Underlying Issuer. By Parent’s or a Borrower’s submission of a request to Issuing Lender for the issuance of a Letter of Credit, Borrowers shall be deemed to have requested that Issuing Lender issue or that an Underlying Issuer issue the requested Letter of Credit and to have requested Issuing Lender to issue a Reimbursement Undertaking with respect to such requested Letter of Credit if it is to be issued by an Underlying Issuer (as it being expressly acknowledged and agreed by Borrowers that Borrowers are and shall be deemed to be an applicant (within the meaning of Section 5-102(a)(2) of the Closing Date, the prospective Code) with respect to each Underlying Issuer is to be Xxxxx Fargo) Letter of Credit). Each request for the account of Borrowers. To request the issuance of an L/C or an L/C Undertaking (a Letter of Credit, or the amendment, renewal, or extension of any outstanding Letter of Credit, shall be made in writing by an outstanding L/C or L/C Undertaking), Administrative Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Lender) Authorized Person and delivered to the Issuing Lender and Agent (via hand delivery, telefacsimile, or other electronic method of transmission reasonably in advance of the requested date of issuance, amendment, renewal, or extension. Each such request shall be in form and substance reasonably satisfactory to the Issuing Lender and shall specify (i) a notice requesting the issuance amount of an L/C or L/C Undertakingsuch Letter of Credit, or identifying the L/C or L/C Undertaking to be amended, renewed, or extended, (ii) the date of issuance, amendment, renewal, or extension, the date on which such L/C or L/C Undertaking is to expire, the amount extension of such L/C or L/C UndertakingLetter of Credit, (iii) the expiration date of such Letter of Credit, (iv) the name and address of the beneficiary thereof (or of the Underlying Letter of Credit, as applicable), and (v) such other information (including, in the case of an amendment, renewal, or extension, identification of the Letter of Credit to be so amended, renewed, or extended) as shall be necessary to prepare, amend, renew, or extend such L/C or L/C UndertakingLetter of Credit. If requested by Anything contained herein to the contrary notwithstanding, the Issuing LenderLender may, Borrowers also but shall not be obligated to, issue or cause the issuance of a Letter of Credit or to issue a Reimbursement Undertaking in respect of an applicant under Underlying Letter of Credit, in either case, that supports the application with obligations of Parent or its Subsidiaries (1) in respect to any of (A) a lease of real property if the amount of the Letter of Credit or Underlying Letter of Credit is greater than the rent payable under such lease (without acceleration) for one year, or (B) an employment contract, or (2) at any time that one or more of the Lenders is to be the subject of an L/C Undertakinga Defaulting Lender. The Issuing Lender shall have no obligation to issue a Letter of Credit or a Reimbursement Undertaking in respect of an Underlying Letter of Credit, in either case, if any of the following would result after giving effect to the requested Letter of Creditissuance:
Appears in 4 contracts
Samples: Credit Agreement (Hampshire Group LTD), Credit Agreement (Hampshire Group LTD), Credit Agreement (Hampshire Group LTD)
Letters of Credit. (a) Subject to the terms and conditions of this Agreement, the Issuing Lender agrees to issue letters of credit for the account of Borrowers Borrower or, at the request of Borrower, for the account of Gordmans Management Company, Inc. (each, an "“L/C"”) or to purchase participations or execute indemnities or reimbursement obligations (each such undertaking, an "“L/C Undertaking"”) with respect to letters of credit issued by an Underlying Issuer (as of the Closing Date, the prospective Underlying Issuer is to be Xxxxx Fargo) for the account of Borrowers. Borrower or, at the request of Borrower, for the account of Gordmans Management Company, Inc. To request the issuance of an L/C or an L/C Undertaking (or the amendment, renewal, or extension of an outstanding L/C or L/C Undertaking), Administrative Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Lender) to the Issuing Lender and Agent (reasonably in advance of the requested date of issuance, amendment, renewal, or extension) a notice requesting the issuance of an L/C or L/C Undertaking, or identifying the L/C or L/C Undertaking to be amended, renewed, or extended, specifying the date of issuance, amendment, renewal, or extensionextension (which shall be a Business Day), the date on which such L/C or L/C Undertaking is to expire, the amount of such L/C or L/C Undertaking, the name and address of the beneficiary thereof (or the beneficiary of the Underlying Letter of Credit, as applicable), whether the Letter of Credit is for the account of the Borrower or Gordmans Management Company, Inc. and such other information as shall be necessary to prepare, amend, renew, or extend such L/C or L/C Undertaking. If requested by the Issuing Lender, Borrowers Borrower also shall be an applicant under the application with respect to any Underlying Letter of Credit that is to be the subject of an L/C Undertaking. The Issuing Lender shall have no obligation to issue a Letter of Credit if any of the following would result after giving effect to the issuance of such requested Letter of Credit:
Appears in 4 contracts
Samples: Loan, Guaranty and Security Agreement (Gordmans Stores, Inc.), Loan, Guaranty and Security Agreement (Gordmans Stores, Inc.), Loan, Guaranty and Security Agreement (Gordmans Stores, Inc.)
Letters of Credit. (a) Subject to the terms and conditions of this Agreement, the Issuing Lender agrees to issue letters of credit for the account of Borrowers (each, an "“L/C"”) or to purchase participations or execute indemnities or reimbursement obligations (each such undertaking, an "“L/C Undertaking"”) with respect to letters of credit issued by an Underlying Issuer (as of the Closing Date, the prospective Underlying Issuer is to be Xxxxx Fargo) for the account of Borrowers. To Each request for the issuance of an L/C or an L/C Undertaking (a Letter of Credit or the amendment, renewal, or extension of any outstanding Letter of Credit shall be made in writing by an outstanding L/C or L/C Undertaking), Administrative Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Lender) Authorized Person and delivered to the Issuing Lender and Agent (via hand delivery, telefacsimile, or other electronic method of transmission reasonably in advance of the requested date of issuance, amendment, renewal, or extension. Each such request shall be in form and substance satisfactory to the Issuing Lender in its Permitted Discretion and shall specify (i) a notice requesting the issuance amount of an L/C or L/C Undertakingsuch Letter of Credit, or identifying the L/C or L/C Undertaking to be amended, renewed, or extended, (ii) the date of issuance, amendment, renewal, or extension, the date on which such L/C or L/C Undertaking is to expire, the amount extension of such L/C or L/C UndertakingLetter of Credit, (iii) the expiration date of such Letter of Credit, (iv) the name and address of the beneficiary thereof (or the beneficiary of the Underlying Letter of Credit, as applicable), and (v) such other information (including, in the case of an amendment, renewal, or extension, identification of the outstanding Letter of Credit to be so amended, renewed, or extended) as shall be necessary to prepare, amend, renew, or extend such L/C or L/C UndertakingLetter of Credit. If requested by the Issuing Lender, Borrowers also shall be an applicant under the application with respect to any Underlying Letter of Credit that is to be the subject of an L/C Undertaking. The Issuing Lender shall have no obligation to issue a Letter of Credit if any of the following would result after giving effect to the issuance of such requested Letter of Credit:
Appears in 4 contracts
Samples: Credit Agreement (Oasis Interval Ownership, LLC), Credit Agreement (Buca Inc /Mn), Credit Agreement (Portrait Corp of America, Inc.)
Letters of Credit. (a) Subject to the terms and conditions of this Agreement, upon the request of US Borrowers made in accordance herewith, and prior to the Maturity Date, US Issuing Lender Bank agrees to issue letters a requested standby Letter of credit Credit or a sight commercial Letter of Credit for the account of US Borrowers (eachin Dollars, an "L/C") and UK Issuing Bank agrees to issue a requested standby Letter of Credit or to purchase participations or execute indemnities or reimbursement obligations (each such undertaking, an "L/C Undertaking") with respect to letters a sight Letter of credit issued by an Underlying Issuer (as of the Closing Date, the prospective Underlying Issuer is to be Xxxxx Fargo) Credit for the account of Borrowersthe UK Borrowers in an Applicable Currency (which UK Borrowers acknowledge that the UK Issuing Bank may at its option arrange for the issue of such Letter of Credit through one of its Affiliates). To If such Letter of Credit is arranged through an Affiliate of a UK Issuing Bank then in such event (i) such UK Borrower authorizes the UK Issuing Bank to provide such counter-indemnities and other undertakings as the issuing institution may require and (ii) the indemnities and other protections granted to the UK Issuing Bank pursuant to this Agreement shall apply equally to the counter-indemnities and other undertakings so given by the UK Issuing Bank to the issuing institution. By submitting a request to an Issuing Bank for the issuance of an L/C a Letter of Credit, US Borrowers or an L/C Undertaking (the UK Borrowers, as applicable, shall be deemed to have requested that such Issuing Bank issue the requested Letter of Credit. Each request for the issuance of a Letter of Credit, or the amendment, renewal, or extension of any outstanding Letter of Credit, shall be (x) irrevocable and made in writing by an outstanding L/C or L/C Undertaking), Authorized Person of US Administrative Borrower shall hand deliver or telecopy UK Administrative Borrower, (y) delivered to Agent and the applicable Issuing Bank via telefacsimile or transmit by other electronic communicationmethod of transmission reasonably acceptable to Agent and the applicable Issuing Bank, if arrangements for doing so have been approved by the Issuing Lender) to the Issuing Lender and Agent (reasonably in advance of the requested date of issuance, amendment, renewal, or extension, and (z) a notice requesting subject to the issuance applicable Issuing Bank’s authentication procedures with results satisfactory to the applicable Issuing Bank. Each such request shall be in form and substance reasonably satisfactory to Agent and the applicable Issuing Bank and (i) shall specify (A) the amount of an L/C or L/C Undertakingsuch Letter of Credit, or identifying the L/C or L/C Undertaking to be amended, renewed, or extended, (B) the date of issuance, amendment, renewal, or extension, the date on which such L/C or L/C Undertaking is to expire, the amount extension of such L/C or L/C UndertakingLetter of Credit, (C) the proposed expiration date of such Letter of Credit, (D) the name and address of the beneficiary thereof (or of the Underlying Letter of Credit, as applicable), and (E) such other information (including, the conditions to drawing, and, in the case of an amendment, renewal, or extension, identification of the Letter of Credit to be so amended, renewed, or extended) as shall be necessary to prepare, amend, renew, or extend such L/C or L/C Undertaking. If requested by the Issuing Lender, Borrowers also shall be an applicant under the application with respect to any Underlying Letter of Credit and (F) whether such Letter of Credit is for the account of a US Borrower or a UK Borrower, and (ii) shall be accompanied by such Issuer Documents as Agent or the applicable Issuing Bank may request or require, to the extent that is to be such requests or requirements are consistent with the subject Issuer Documents that the applicable Issuing Bank generally requests for Letters of an L/C UndertakingCredit in similar circumstances. The applicable Issuing Lender Bank’s records of the content of any such request will be conclusive. Anything contained herein to the contrary notwithstanding, the applicable Issuing Bank may, but shall have no obligation to not be obligated to, issue a Letter of Credit if that supports the obligations of any Borrower, Holdings or one of the following would result after giving effect to the requested Letter its Subsidiaries in respect of Credit:(x) a lease of real property, or (y) an employment contract.
Appears in 3 contracts
Samples: Credit Agreement (Concrete Pumping Holdings, Inc.), Credit Agreement (Concrete Pumping Holdings, Inc.), Credit Agreement (Concrete Pumping Holdings, Inc.)
Letters of Credit. (a) Subject to the terms and conditions of this Agreement, the Issuing Lender agrees to issue letters of credit for the account of Borrowers Borrower (each, an "L/C") or to purchase participations or execute indemnities or reimbursement obligations (each such undertaking, an "L/C Undertaking") with respect to letters of credit issued by an Underlying Issuer (as of the Closing Date, the prospective Underlying Issuer is to be Xxxxx Fargo) for the account of BorrowersBorrower. To Each request for the issuance of an L/C or an L/C Undertaking (a Letter of Credit, or the amendment, renewal, or extension of any outstanding Letter of Credit, shall be made in writing by an outstanding L/C Authorized Person and delivered to Lender via hand delivery, telefacsimile, or L/C Undertaking), Administrative Borrower shall hand deliver or telecopy (or transmit by other electronic communication, if arrangements for doing so have been approved by the Issuing Lender) to the Issuing Lender and Agent (method of transmission reasonably in advance of the requested date of issuance, amendment, renewal, or extension. Each such request shall be in form and substance reasonably satisfactory to Lender in its Permitted Discretion and shall specify (i) a notice requesting the issuance amount of an L/C or L/C Undertakingsuch Letter of Credit, or identifying the L/C or L/C Undertaking to be amended, renewed, or extended, (ii) the date of issuance, amendment, renewal, or extension, the date on which such L/C or L/C Undertaking is to expire, the amount extension of such L/C or L/C UndertakingLetter of Credit, (iii) the expiration of such Letter of Credit, (iv) the name and address of the beneficiary thereof (or the beneficiary of the Underlying Letter of Credit, as applicable), and (v) such other information (including, in the case of an amendment, renewal, or extension, identification of the outstanding Letter of Credit to be so amended, renewed, or extended) as shall be necessary to prepare, amend, renew, or extend such L/C or L/C UndertakingLetter of Credit. If requested by the Issuing Lender, Borrowers Borrower also shall be an applicant under the application with respect to any Underlying Letter of Credit that is to be the subject of an L/C Undertaking. The Issuing Lender shall have no obligation to issue a Letter of Credit if any of the following would result after giving effect to the issuance of such requested Letter of Credit:
Appears in 3 contracts
Samples: Loan and Security Agreement (Viskase Companies Inc), Loan and Security Agreement (Viskase Companies Inc), Loan and Security Agreement (Viskase Companies Inc)
Letters of Credit. (a) Subject to the terms and conditions of this Agreement, upon the request of Borrower made in accordance herewith, the Issuing Lender agrees to issue letters of credit for the account of Borrowers (eachissue, an "L/C") or to purchase participations cause an Underlying Issuer (including, as Issuing Lender’s agent) to issue, a requested Letter of Credit. If Issuing Lender, at its option, elects to cause an Underlying Issuer to issue a requested Letter of Credit, then Issuing Lender agrees that it will enter into arrangements relative to the reimbursement of such Underlying Issuer (which may include, among other means, by becoming an applicant with respect to such Letter of Credit or execute indemnities or reimbursement obligations (entering into undertakings which provide for reimbursements of such Underlying Issuer with respect to such Letter of Credit; each such obligation or undertaking, an "L/C irrespective of whether in writing, a “Reimbursement Undertaking"”) with respect to letters Letters of credit Credit issued by such Underlying Issuer. By submitting a request to Issuing Lender for the issuance of a Letter of Credit, Borrower shall be deemed to have requested that Issuing Lender issue or that an Underlying Issuer issue the requested Letter of Credit and to have requested Issuing Lender to issue a Reimbursement Undertaking with respect to such requested Letter of Credit if it is to be issued by an Underlying Issuer (as it being expressly acknowledged and agreed by Borrower that Borrower is and shall be deemed to be an applicant (within the meaning of Section 5-102(a)(2) of the Closing Date, the prospective Code) with respect to each Underlying Issuer is to be Xxxxx Fargo) Letter of Credit). Each request for the account of Borrowers. To request the issuance of an L/C or an L/C Undertaking (a Letter of Credit, or the amendment, renewal, or extension of any outstanding Letter of Credit, shall be made in writing by an outstanding L/C or L/C Undertaking), Administrative Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Lender) Authorized Person and delivered to the Issuing Lender and Agent (via hand delivery, telefacsimile, or other electronic method of transmission reasonably in advance of the requested date of issuance, amendment, renewal, or extension. Each such request shall be in form and substance reasonably satisfactory to the Issuing Lender and shall specify (i) a notice requesting the issuance amount of an L/C or L/C Undertakingsuch Letter of Credit, or identifying the L/C or L/C Undertaking to be amended, renewed, or extended, (ii) the date of issuance, amendment, renewal, or extension, the date on which such L/C or L/C Undertaking is to expire, the amount extension of such L/C or L/C UndertakingLetter of Credit, (iii) the proposed expiration date of such Letter of Credit, (iv) the name and address of the beneficiary thereof (or of the Underlying Letter of Credit, as applicable), and (v) such other information (including, the conditions of drawing, and, in the case of an amendment, renewal, or extension, identification of the Letter of Credit to be so amended, renewed, or extended) as shall be necessary to prepare, amend, renew, or extend such L/C or L/C UndertakingLetter of Credit. If requested by Anything contained herein to the contrary notwithstanding, the Issuing LenderLender may, Borrowers also but shall not be obligated to, issue or cause the issuance of a Letter of Credit or to issue a Reimbursement Undertaking in respect of an applicant under the application with respect to any Underlying Letter of Credit Credit, in either case, that supports the obligations of Parent or its Subsidiaries (1) in respect of (A) a lease of real property, or (B) an employment contract, or (2) at any time that one or more of the Lenders is to be the subject of an L/C Undertakinga Defaulting Lender. The Issuing Lender shall have no obligation to issue a Letter of Credit or a Reimbursement Undertaking in respect of an Underlying Letter of Credit, in either case, if any of the following would result after giving effect to the requested Letter of Creditissuance:
Appears in 3 contracts
Samples: Credit Agreement (Oclaro, Inc.), Credit Agreement (Oclaro, Inc.), Credit Agreement (Oclaro, Inc.)
Letters of Credit. (a) Subject to the terms and conditions of this Agreement, the Issuing Lender agrees to issue letters of credit for the account of Borrowers Borrower (each, an "“L/C"”) or to purchase participations or execute indemnities or reimbursement obligations (each such undertaking, an "“L/C Undertaking"”) with respect to letters of credit issued by an Underlying Issuer (as of the Closing Date, the prospective Underlying Issuer is to be Xxxxx Fargo) for the account of BorrowersBorrower. To request the issuance of an L/C or an L/C Undertaking (or the amendment, renewal, or extension of an outstanding L/C or L/C Undertaking), Administrative Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Lender) to the Issuing Lender and Agent (reasonably in advance of the requested date of issuance, amendment, renewal, or extension) a notice requesting the issuance of an L/C or L/C Undertaking, or identifying the L/C or L/C Undertaking to be amended, renewed, or extended, specifying the date of issuance, amendment, renewal, or extensionextension (which shall be a Business Day), the date on which such L/C or L/C Undertaking is to expire, the amount of such L/C or L/C Undertaking, the name and address of the beneficiary thereof (or the beneficiary of the Underlying Letter of Credit, as applicable), and such other information as shall be necessary to prepare, amend, renew, or extend such L/C or L/C Undertaking. If requested by the Issuing Lender, Borrowers Borrower also shall be an applicant under the application with respect to any Underlying Letter of Credit that is to be the subject of an L/C Undertaking. The Issuing Lender shall have no obligation to issue a Letter of Credit if any of the following would result after giving effect to the issuance of such requested Letter of Credit:
Appears in 3 contracts
Samples: Loan and Guaranty Agreement (Payless Shoesource Inc /De/), Loan, Guaranty and Security Agreement (Design Within Reach Inc), Loan and Guaranty Agreement (Collective Brands, Inc.)
Letters of Credit. (a) Subject to the terms and conditions of this Agreement, upon the request of Borrower made in accordance herewith, and prior to the Maturity Date, Issuing Lender Bank agrees to issue letters issue, or to cause an Underlying Issuer (including, as Issuing Bank’s agent) to issue, a requested Letter of credit Credit for the account of Borrowers Borrower, Parent or any other Loan Party. If Issuing Bank, at its option, elects to cause an Underlying Issuer to issue a requested Letter of Credit, then Issuing Bank agrees that it will enter into arrangements relative to the reimbursement of such Underlying Issuer (eachwhich may include, among other means, by becoming an "L/C") applicant with respect to such Letter of Credit or entering into undertakings or other arrangements that provide for reimbursement of such Underlying Issuer with respect to purchase participations or execute indemnities or reimbursement obligations (drawings under such Letter of Credit; each such obligation or undertaking, an "L/C irrespective of whether in writing, a “Reimbursement Undertaking"”) with respect to letters Letters of credit Credit issued by an such Underlying Issuer (as of the Closing Date, the prospective Underlying Issuer is to be Xxxxx Fargo) for the account of BorrowersBorrower. To By submitting a request to Issuing Bank for the issuance of a Letter of Credit, Borrower shall be deemed to have requested that (i) Issuing Bank issue or (ii) an L/C or an L/C Underlying Issuer issue the requested Letter of Credit (and, in such case, to have requested Issuing Bank to issue a Reimbursement Undertaking (with respect to such requested Letter of Credit). Each request for the issuance of a Letter of Credit, or the amendment, renewal, or extension of any outstanding Letter of Credit, shall be irrevocable and shall be made in writing by an outstanding L/C Authorized Person and delivered to Issuing Bank via telefacsimile, or L/C Undertaking), Administrative Borrower shall hand deliver or telecopy (or transmit by other electronic communication, if arrangements for doing so have been approved by the method of transmission reasonably acceptable to Issuing Lender) to the Issuing Lender Bank and Agent (reasonably in advance of the requested date of issuance, amendment, renewal, or extension. Each such request shall be in form and substance reasonably satisfactory to Issuing Bank and (i) a notice requesting shall specify (A) the issuance amount and currency (CAD or Dollars) of an L/C or L/C Undertakingsuch Letter of Credit, or identifying the L/C or L/C Undertaking to be amended, renewed, or extended, (B) the date of issuance, amendment, renewal, or extension, the date on which such L/C or L/C Undertaking is to expire, the amount extension of such L/C or L/C UndertakingLetter of Credit, (C) the proposed expiration date of such Letter of Credit, (D) the name and address of the beneficiary thereof (or of the Underlying Letter of Credit, as applicable), and (E) such other information (including, the conditions to drawing, and, in the case of an amendment, renewal, or extension, identification of the Letter of Credit to be so amended, renewed, or extended) as shall be necessary to prepare, amend, renew, or extend such L/C or L/C Undertaking. If requested by the Issuing LenderLetter of Credit, Borrowers also and (ii) shall be an applicant under accompanied by such Issuer Documents as Agent, Issuing Bank or Underlying Issuer may request or require, to the application extent that such requests or requirements are consistent with respect to any the Issuer Documents that Issuing Bank or Underlying Letter Issuer generally requests for Letters of Credit that is in similar circumstances. Bank’s records of the content of any such request will be conclusive. Anything contained herein to the contrary notwithstanding, Issuing Bank may, but shall not be obligated to, issue or cause the subject issuance of an L/C Undertaking. The Issuing Lender shall have no obligation to issue a Letter of Credit if any or to issue a Reimbursement Undertaking in respect of the following would result after giving effect to the requested an Underlying Letter of Credit:, in either case, that supports the obligations of Parent, Borrower or their Subsidiaries in respect of (A) a lease of real property to the extent that the face amount of such Letter of Credit or the amount of such Reimbursement Undertaking exceeds the highest rent (including all rent-like charges) payable under such lease for a period of one year, or (B) an employment contract to the extent that the face amount of such Letter of Credit or the amount of such Reimbursement Undertaking exceeds the highest compensation payable under such contract for a period of one year.
Appears in 3 contracts
Samples: Credit Agreement (PointClickCare Corp.), Credit Agreement (PointClickCare Corp.), Credit Agreement (PointClickCare Corp.)
Letters of Credit. (a) Subject to the terms and conditions of this Agreement, the Issuing Lender agrees to issue letters of credit for the account of Borrowers Borrower (each, an "“L/C"”) or to purchase participations or execute indemnities or reimbursement obligations (each such undertaking, an "“L/C Undertaking"”) with respect to letters of credit issued by an Underlying Issuer (as of the Closing Restatement Effective Date, the prospective Underlying Issuer is to be Xxxxx Fargo) for the account of BorrowersBorrower. To Each request for the issuance of an L/C or an L/C Undertaking (a Letter of Credit, or the amendment, renewal, or extension of any outstanding Letter of Credit, shall be made in writing by an outstanding L/C or L/C Undertaking), Administrative Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Lender) Authorized Person and delivered to the Issuing Lender and Agent (via hand delivery, telefacsimile, or other electronic method of transmission reasonably in advance of the requested date of issuance, amendment, renewal, or extension. Each such request shall be in form and substance satisfactory to the Issuing Lender in its Permitted Discretion and shall specify (i) a notice requesting the issuance amount of an L/C or L/C Undertakingsuch Letter of Credit, or identifying the L/C or L/C Undertaking to be amended, renewed, or extended, (ii) the date of issuance, amendment, renewal, or extension, the date on which such L/C or L/C Undertaking is to expire, the amount extension of such L/C or L/C UndertakingLetter of Credit, (iii) the expiration date of such Letter of Credit, (iv) the name and address of the beneficiary thereof (or the beneficiary of the Underlying Letter of Credit, as applicable), and (v) such other information (including, in the case of an amendment, renewal, or extension, identification of the outstanding Letter of Credit to be so amended, renewed, or extended) as shall be necessary to prepare, amend, renew, or extend such L/C or L/C UndertakingLetter of Credit. If requested by the Issuing Lender, Borrowers Borrower also shall be an applicant under the application with respect to any Underlying Letter of Credit that is to be the subject of an L/C Undertaking. The Issuing Lender shall have no obligation to issue a Letter of Credit if any of the following would result after giving effect to the issuance of such requested Letter of Credit:
Appears in 3 contracts
Samples: Credit Agreement (Servicesource International LLC), Credit Agreement (Servicesource International LLC), Credit Agreement (Servicesource International LLC)
Letters of Credit. (a) Subject to the terms and conditions of this Agreement, the Issuing Lender agrees to issue letters of credit for the account of Borrowers (each, an "“L/C"”) or to purchase participations or execute indemnities or reimbursement obligations (each such undertaking, an "“L/C Undertaking"”) with respect to letters of credit issued by an Underlying Issuer (as of the Closing Date, the prospective Underlying Issuer is to be Xxxxx Wxxxx Fargo) for the account of Borrowers. To Each request for the issuance of an L/C or an L/C Undertaking (a Letter of Credit, or the amendment, renewal, or extension of any outstanding Letter of Credit, shall be made in writing by an outstanding L/C or L/C Undertaking), Administrative Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Lender) Authorized Person and delivered to the Issuing Lender and Agent (via hand delivery, telefacsimile, or other electronic method of transmission reasonably in advance of the requested date of issuance, amendment, renewal, or extension. Each such request shall be in form and substance satisfactory to the Issuing Lender in its Permitted Discretion and shall specify (i) a notice requesting the issuance amount of an L/C or L/C Undertakingsuch Letter of Credit, or identifying the L/C or L/C Undertaking to be amended, renewed, or extended, (ii) the date of issuance, amendment, renewal, or extension, the date on which such L/C or L/C Undertaking is to expire, the amount extension of such L/C or L/C UndertakingLetter of Credit, (iii) the expiration date of such Letter of Credit, (iv) the name and address of the beneficiary thereof (or the beneficiary of the Underlying Letter of Credit, as applicable), and (v) such other information (including, in the case of an amendment, renewal, or extension, identification of the outstanding Letter of Credit to be so amended, renewed, or extended) as shall be necessary to prepare, amend, renew, or extend such L/C or L/C UndertakingLetter of Credit. If requested by the Issuing Lender, Borrowers also shall be an applicant under the application with respect to any Underlying Letter of Credit that is to be the subject of an L/C Undertaking. The Issuing Lender shall have no obligation to issue a Letter of Credit if any of the following would result after giving effect to the issuance of such requested Letter of Credit:
Appears in 3 contracts
Samples: Credit Agreement (Bell Industries Inc /New/), Credit Agreement (Foothills Resources Inc), Trademark Security Agreement (Advent Software Inc /De/)
Letters of Credit. (a) Subject to the terms and conditions of this Agreement, upon the request of Borrower made in accordance herewith, Issuing Lender agrees to issue letters issue, or to cause an Underlying Issuer (including, as Issuing Lender's agent) to issue, a requested Letter of credit Credit for the account of Borrowers Borrower. If Issuing Lender, at its option, elects to cause an Underlying Issuer to issue a requested Letter of Credit, then Issuing Lender agrees that it will enter into arrangements relative to the reimbursement of such Underlying Issuer (eachwhich may include, among other means, by becoming an "L/C") applicant with respect to such Letter of Credit or entering into undertakings or other arrangements that provide for reimbursement of such Underlying Issuer with respect to purchase participations or execute indemnities or reimbursement obligations (drawings under such Letter of Credit; each such obligation or undertaking, an irrespective of whether in writing, a "L/C Reimbursement Undertaking") with respect to letters Letters of credit Credit issued by an such Underlying Issuer (as of the Closing Date, the prospective Underlying Issuer is to be Xxxxx Fargo) for the account of BorrowersBorrower. To By submitting a request to Issuing Lender for the issuance of a Letter of Credit, Borrower shall be deemed to have requested that (i) Issuing Lender issue or (ii) an L/C or Underlying Issuer issue the requested Letter of Credit (and, in such case, to have requested Issuing Lender to issue a Reimbursement Undertaking with respect to such requested Letter of Credit). Borrower acknowledges and agrees that Borrower is and shall be deemed to be an L/C Undertaking applicant (within the meaning of Section 5-102(a)(2) of the Code) with respect to each Underlying Letter of Credit. Each request for the issuance of a Letter of Credit, or the amendment, renewal, or extension of any outstanding Letter of Credit, shall be made in writing by an outstanding L/C or L/C Undertaking), Administrative Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Lender) Authorized Person and delivered to the Agent and Issuing Lender and Agent (via hand delivery, telefacsimile, or other electronic method of transmission reasonably in advance of the requested date of issuance, amendment, renewal, or extension. Each such request shall be in form and substance reasonably satisfactory to Agent and Issuing Lender and (i) a notice requesting shall specify (A) the issuance amount of an L/C or L/C Undertakingsuch Letter of Credit, or identifying the L/C or L/C Undertaking to be amended, renewed, or extended, (B) the date of issuance, amendment, renewal, or extension, the date on which such L/C or L/C Undertaking is to expire, the amount extension of such L/C or L/C UndertakingLetter of Credit, (C) the proposed expiration date of such Letter of Credit, (D) the name and address of the beneficiary thereof (or of the Underlying Letter of Credit, as applicable), and (E) such other information (including, the conditions to drawing, and, in the case of an amendment, renewal, or extension, identification of the Letter of Credit to be so amended, renewed, or extended) as shall be necessary to prepare, amend, renew, or extend such L/C Letter of Credit, (ii) shall be accompanied by such Issuer Documents as Agent, Issuing Lender or L/C Undertaking. If requested by Underlying Issuer may request or require, to the extent that such requests or requirements are consistent with the Issuer Documents that Issuing Lender or Underlying Issuer generally requests for Letters of Credit in similar circumstances and (iii) shall be subject to Issuing Lender's or Underlying Issuer's, Borrowers also shall be an applicant under the application as applicable, authentication procedures with respect results satisfactory to any Underlying Letter of Credit that is to be the subject of an L/C Undertaking. The Issuing Lender or Underlying Issuer, as applicable. Anything contained herein to the contrary notwithstanding, Issuing Lender may, but shall have no obligation to not be obligated to, issue or cause the issuance of a Letter of Credit if any or to issue a Reimbursement Undertaking in respect of the following would result after giving effect to the requested an Underlying Letter of Credit:, in either case, that supports the obligations of Parent or its Subsidiaries in respect of (A) a lease of real property, or (B) an employment contract.
Appears in 2 contracts
Samples: Credit Agreement (PROS Holdings, Inc.), Credit Agreement (PROS Holdings, Inc.)
Letters of Credit. (a) Subject to the terms and conditions of this Agreement, upon the request of Borrower made in accordance herewith, the Issuing Lender agrees to issue letters of credit for the account of Borrowers (eachissue, an "L/C") or to purchase participations cause an Underlying Issuer (including, as Issuing Lender’s agent) to issue, a requested Letter of Credit. If Issuing Lender, at its option, elects to cause an Underlying Issuer to issue a requested Letter of Credit, then Issuing Lender agrees that it will enter into arrangements relative to the reimbursement of such Underlying Issuer (which may include, among, other means, by becoming an applicant with respect to such Letter of Credit or execute indemnities or reimbursement obligations (entering into undertakings which provide for reimbursements of such Underlying Issuer with respect to such Letter of Credit; each such obligation or undertaking, an "L/C irrespective of whether in writing, a “Reimbursement Undertaking"”) with respect to letters Letters of credit Credit issued by such Underlying Issuer. By submitting a request to Issuing Lender for the issuance of a Letter of Credit, Borrower shall be deemed to have requested that Issuing Lender issue or that an Underlying Issuer issue the requested Letter of Credit and to have requested Issuing Lender to issue a Reimbursement Undertaking with respect to such requested Letter of Credit if it is to be issued by an Underlying Issuer (as it being expressly acknowledged and agreed by Borrower that Borrower is and shall be deemed to be an applicant (within the meaning of Section 5-102(a)(2) of the Closing Date, the prospective Code) with respect to each Underlying Issuer is to be Xxxxx Fargo) Letter of Credit). Each request for the account of Borrowers. To request the issuance of an L/C or an L/C Undertaking (a Letter of Credit, or the amendment, renewal, or extension of any outstanding Letter of Credit, shall be made in writing by an outstanding L/C or L/C Undertaking), Administrative Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Lender) Authorized Person and delivered to the Issuing Lender and Agent (via hand delivery, facsimile, or other electronic method of transmission reasonably in advance of the requested date of issuance, amendment, renewal, or extension. Each such request shall be in form and substance reasonably satisfactory to the Issuing Lender and shall specify (i) a notice requesting the issuance amount of an L/C or L/C Undertakingsuch Letter of Credit, or identifying the L/C or L/C Undertaking to be amended, renewed, or extended, (ii) the date of issuance, amendment, renewal, or extension, the date on which such L/C or L/C Undertaking is to expire, the amount extension of such L/C or L/C UndertakingLetter of Credit, (iii) the proposed expiration date of such Letter of Credit, (iv) the name and address of the beneficiary thereof (or of the Underlying Letter of Credit, as applicable), and (v) such other information (including, the conditions of drawing, and, in the case of an amendment, renewal, or extension, identification of the Letter of Credit to be so amended, renewed, or extended) as shall be necessary to prepare, amend, renew, or extend such L/C or L/C UndertakingLetter of Credit. If requested by Anything contained herein to the contrary notwithstanding, the Issuing LenderLender may, Borrowers also but shall not be obligated to, issue or cause the issuance of a Letter of Credit or to issue a Reimbursement Undertaking in respect of an applicant under the application with respect to any Underlying Letter of Credit Credit, in either case, that supports the obligations of Parent or its Subsidiaries (1) in respect of (A) a lease of real property, or (B) an employment contract, or (2) at any time that one or more of the Lenders is to be the subject of an L/C Undertakinga Defaulting Lender. The Issuing Lender shall have no obligation to issue a Letter of Credit or a Reimbursement Undertaking in respect of an Underlying Letter of Credit, in either case, if any of the following would result after giving effect to the requested Letter of Creditissuance:
Appears in 2 contracts
Samples: Credit Agreement (Horizon Lines, Inc.), Credit Agreement (Horizon Lines, Inc.)
Letters of Credit. (a) Subject to the terms and conditions of this Agreement, the Issuing Lender agrees to issue letters of credit for the account of Borrowers Borrower (each, an "“L/C"”) or to purchase participations or execute indemnities or reimbursement obligations (each such undertaking, an "“L/C Undertaking"”) with respect to letters of credit issued by an Underlying Issuer (as of the Closing Date, the prospective Underlying Issuer is to be Xxxxx Wxxxx Fargo) for the account of BorrowersBorrower. To Each request for the issuance of an L/C or an L/C Undertaking (a Letter of Credit, or the amendment, renewal, or extension of any outstanding Letter of Credit, shall be made in writing by an outstanding L/C Authorized Person and delivered to Lender via hand delivery, telefacsimile, or L/C Undertaking), Administrative Borrower shall hand deliver or telecopy (or transmit by other electronic communication, if arrangements for doing so have been approved by the Issuing Lender) to the Issuing Lender and Agent (method of transmission reasonably in advance of the requested date of issuance, amendment, renewal, or extension. Each such request shall be in form and substance satisfactory to Lender in its Permitted Discretion and shall specify (i) a notice requesting the issuance amount of an L/C or L/C Undertakingsuch Letter of Credit, or identifying the L/C or L/C Undertaking to be amended, renewed, or extended, (ii) the date of issuance, amendment, renewal, or extension, the date on which such L/C or L/C Undertaking is to expire, the amount extension of such L/C or L/C UndertakingLetter of Credit, (iii) the expiration of such Letter of Credit, (iv) the name and address of the beneficiary thereof (or the beneficiary of the Underlying Letter of Credit, as applicable), and (v) such other information (including, in the case of an amendment, renewal, or extension, identification of the outstanding Letter of Credit to be so amended, renewed, or extended) as shall be necessary to prepare, amend, renew, or extend such L/C or L/C UndertakingLetter of Credit. If requested by the Issuing Lender, Borrowers Borrower also shall be an applicant under the application with respect to any Underlying Letter of Credit that is to be the subject of an L/C Undertaking. The Issuing Lender shall have no obligation to issue a Letter of Credit if any of the following would result after giving effect to the issuance of such requested Letter of Credit:
Appears in 2 contracts
Samples: Loan and Security Agreement (Swank, Inc.), Loan and Security Agreement (Swank, Inc.)
Letters of Credit. (a) Subject to the terms and conditions of this Agreement, the Issuing Lender agrees to issue letters of credit for the account of Borrowers Subsidiary Borrower (each, an "L/C") or to purchase participations or execute indemnities or reimbursement obligations (each such undertaking, an "L/C Undertaking") with respect to letters of credit issued by an Underlying Issuer (as of the Closing Date, the prospective Underlying Issuer is to be Xxxxx Fargo) for the account of BorrowersSubsidiary Borrower. To request the issuance of an L/C or an L/C Undertaking (or the amendment, renewal, or extension of an outstanding L/C or L/C Undertaking), Administrative Subsidiary Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Lender) to the Issuing Lender and Agent (reasonably in advance of the requested date of issuance, amendment, renewal, or extension) a notice requesting the issuance of an L/C or L/C Undertaking, or identifying the L/C or L/C Undertaking to be amended, renewed, or extended, the date of issuance, amendment, renewal, or extension, the date on which such L/C or L/C Undertaking is to expire, the amount of such L/C or L/C Undertaking, the name and address of the beneficiary thereof (or the beneficiary of the Underlying Letter of Credit, as applicable), and such other information as shall be necessary to prepare, amend, renew, or extend such L/C or L/C Undertaking. If requested by the Issuing Lender, Borrowers Subsidiary Borrower also shall be an applicant under the application with respect to any Underlying Letter of Credit that is to be the subject of an L/C Undertaking. The Issuing Lender shall have no obligation to issue a Letter of Credit if any of the following would result after giving effect to the requested Letter of Credit:
Appears in 2 contracts
Samples: Loan Agreement (Palm Inc), Loan Agreement (Palm Inc)
Letters of Credit. (a) Subject to the terms and conditions of this Agreement, the Issuing Lender agrees to issue letters of credit (each, an “L/C”) for the account of Borrowers (each, an "L/C") or to purchase participations or execute indemnities or reimbursement obligations (each such undertaking, an "“L/C Undertaking"”) with respect to letters of credit issued by an Underlying Issuer (as of the Closing Restatement Effective Date, the prospective Underlying Issuer is to be Xxxxx Fargo) for the account of Borrowers. To request the issuance of an L/C or an L/C Undertaking (or the amendment, renewal, or extension of an outstanding L/C or L/C Undertaking), Administrative Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Lender) to the Issuing Lender and Agent (reasonably in advance of the requested date of issuance, amendment, renewal, or extension) a notice requesting the issuance of an L/C or L/C Undertaking, or identifying the L/C or L/C Undertaking to be amended, renewed, or extended, the date of issuance, amendment, renewal, or extension, the date on which such L/C or L/C Undertaking is to expire, the amount of such L/C or L/C Undertaking, the name and address of the beneficiary thereof (or of the Underlying Letter of Credit, as applicable), and such other information as shall be necessary to prepare, amend, renew, or extend such L/C or L/C Undertaking. If requested by the Issuing Lender, Borrowers also shall be an applicant under the application with respect to any Underlying Letter of Credit that is to be the subject of an L/C Undertaking. The Issuing Lender shall have no obligation to issue a Letter of Credit if any of the following would result after giving effect to the requested Letter of Credit:
Appears in 2 contracts
Samples: Loan and Security Agreement (LSB Industries Inc), Loan and Security Agreement (LSB Industries Inc)
Letters of Credit. (a) Subject to the terms and conditions of this Agreement, the Issuing Lender agrees to issue letters of credit for the account of Borrowers (each, an "L/C") or to purchase participations or execute indemnities or reimbursement obligations (each such undertaking, an "L/C Undertaking") with respect to letters of credit issued by an Underlying Issuer (as of the Closing Date, the prospective Underlying Issuer is to be Xxxxx Wells Fargo) for the account of Borrowers. To request the issuance of an ox xx L/C or an L/C Undertaking (or the amendment, renewal, or extension of an outstanding L/C or L/C Undertaking), Administrative Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Lender) to the Issuing Lender and Agent (reasonably in advance of the requested date of issuance, amendment, renewal, or extension) a notice requesting the issuance of an L/C or L/C Undertaking, or identifying the L/C or L/C Undertaking to be amended, renewed, or extended, the date of issuance, amendment, renewal, or extension, the date on which such L/C or L/C Undertaking is to expire, the amount of such L/C or L/C Undertaking, the name and address of the beneficiary thereof (or of the Underlying Letter of Credit, as applicable), and such other information as shall be necessary to prepare, amend, renew, or extend such L/C or L/C Undertaking. If requested by the Issuing Lender, Borrowers also shall be an applicant under the application with respect to any Underlying Letter of Credit that is to be the subject of an L/C Undertaking. The Issuing Lender shall have no obligation to issue a Letter of Credit if any of the following would result after giving effect to the requested Letter of Credit:
Appears in 2 contracts
Samples: Loan and Security Agreement (U Haul International Inc), Loan Agreement (Source Interlink Companies Inc)
Letters of Credit. (a) Subject to the terms and conditions of this Agreement, the Issuing Lender agrees to issue letters of credit for the account of Borrowers (each, an "“L/C"”) or to purchase participations or execute indemnities or reimbursement obligations (each such undertaking, an "“L/C Undertaking"”) with respect to letters of credit issued by an Underlying Issuer (as of the Closing Date, the prospective Underlying Issuer is to be Xxxxx Fargo) for the account of Borrowers. To Each request for the issuance of an L/C or an L/C Undertaking (a Letter of Credit or the amendment, renewal, or extension of any outstanding Letter of Credit, shall be made in writing by an outstanding L/C or L/C Undertaking), Administrative Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Lender) Authorized Person and delivered to the Issuing Lender and Agent (via hand delivery, telefacsimile, or other electronic method of transmission reasonably in advance of the requested date of issuance, amendment, renewal, or extension. Each such request shall be in form and substance satisfactory to the Issuing Lender in its Permitted Discretion and shall specify (i) a notice requesting the issuance amount of an L/C or L/C Undertakingsuch Letter of Credit, or identifying the L/C or L/C Undertaking to be amended, renewed, or extended, (ii) the date of issuance, amendment, renewal, or extension, the date on which such L/C or L/C Undertaking is to expire, the amount extension of such L/C or L/C UndertakingLetter of Credit, (iii) the expiration date of such Letter of Credit, (iv) the name and address of the beneficiary thereof (or the beneficiary of the Underlying Letter of Credit, as applicable), and (v) such other information (including, in the case of an amendment, renewal, or extension, identification of the outstanding Letter of Credit to be so amended, renewed, or extended) as shall be necessary to prepare, amend, renew, or extend such L/C or L/C UndertakingLetter of Credit. If requested by the Issuing Lender, Borrowers also shall be an applicant under the application with respect to any Underlying Letter of Credit that is to be the subject of an L/C Undertaking. The Issuing Lender shall have no obligation to issue a Letter of Credit if any of the following would result after giving effect to the issuance of such requested Letter of Credit:
Appears in 2 contracts
Samples: Credit Agreement (SoftBrands, Inc.), Credit Agreement (TRC Companies Inc /De/)
Letters of Credit. (a) Subject to the terms and conditions of this Agreement, the Issuing Lender agrees to issue letters of credit for the account of Borrowers (each, an "“L/C"”) or to purchase participations or execute indemnities or reimbursement obligations (each such undertaking, an "“L/C Undertaking"”) with respect to letters of credit issued by an Underlying Issuer (as of the Closing Date, the prospective Underlying Issuer is to be Xxxxx Wxxxx Fargo) for the account of Borrowers. To Each request for the issuance of an L/C or an L/C Undertaking (a Letter of Credit or the amendment, renewal, or extension of any outstanding Letter of Credit, shall be made in writing by an outstanding L/C or L/C Undertaking), Administrative Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Lender) Authorized Person and delivered to the Issuing Lender and Agent (via hand delivery, telefacsimile, or other electronic method of transmission reasonably in advance of the requested date of issuance, amendment, renewal, or extension. Each such request shall be in form and substance satisfactory to the Issuing Lender in its Permitted Discretion and shall specify (i) a notice requesting the issuance amount of an L/C or L/C Undertakingsuch Letter of Credit, or identifying the L/C or L/C Undertaking to be amended, renewed, or extended, (ii) the date of issuance, amendment, renewal, or extension, the date on which such L/C or L/C Undertaking is to expire, the amount extension of such L/C or L/C UndertakingLetter of Credit, (iii) the expiration date of such Letter of Credit, (iv) the name and address of the beneficiary thereof (or the beneficiary of the Underlying Letter of Credit, as applicable), and (v) such other information (including, in the case of an amendment, renewal, or extension, identification of the outstanding Letter of Credit to be so amended, renewed, or extended) as shall be necessary to prepare, amend, renew, or extend such L/C or L/C UndertakingLetter of Credit. If requested by the Issuing Lender, Borrowers also shall be an applicant under the application with respect to any Underlying Letter of Credit that is to be the subject of an L/C Undertaking. The Issuing Lender shall have no obligation to issue a Letter of Credit if any of the following would result after giving effect to the issuance of such requested Letter of Credit:
Appears in 2 contracts
Samples: Credit Agreement (Bookham, Inc.), Credit Agreement (Youbet Com Inc)
Letters of Credit. (a) Subject to the terms and conditions of this Agreement, the Issuing Lender agrees to issue letters of credit for the account of Borrowers Borrower (each, an "“L/C"”) or to purchase participations or execute indemnities indemnities, guarantees, or reimbursement obligations (each such undertaking, an "“L/C Undertaking"”) with respect to letters of credit issued by an Underlying Issuer (as of the Closing Date, the prospective Underlying Issuer is to be Xxxxx Fargo) for the account of BorrowersBorrower. To Each request for the issuance of an L/C or an L/C Undertaking (a Letter of Credit, or the amendment, renewal, or extension of any outstanding Letter of Credit, shall be made in writing by an outstanding L/C or L/C Undertaking), Administrative Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Lender) Authorized Person and delivered to the Issuing Lender and Agent (via hand delivery, telefacsimile, or other electronic method of transmission reasonably in advance of the requested date of issuance, amendment, renewal, or extension. Each such request shall be in form and substance reasonably satisfactory to the Issuing Lender and shall specify (i) a notice requesting the issuance amount of an L/C or L/C Undertakingsuch Letter of Credit, or identifying the L/C or L/C Undertaking to be amended, renewed, or extended, (ii) the date of issuance, amendment, renewal, or extension, the date on which such L/C or L/C Undertaking is to expire, the amount extension of such L/C or L/C UndertakingLetter of Credit, (iii) the expiration date of such Letter of Credit, (iv) the name and address of the beneficiary thereof (or the beneficiary of the Underlying Letter of Credit, as applicable), and (v) such other information (including, in the case of an amendment, renewal, or extension, identification of the outstanding Letter of Credit to be so amended, renewed, or extended) as shall be necessary to prepare, amend, renew, or extend such L/C Letter of Credit. Anything contained herein to the contrary notwithstanding, the Issuing Lender may, but shall not be obligated to issue a Letter of Credit that supports the obligations of a Loan Party or L/C Undertakingits Subsidiaries in respect of a lease of real property. If requested by the Issuing Lender, Borrowers Borrower also shall be an applicant under the application with respect to any Underlying Letter of Credit that is to be the subject of an L/C Undertaking. The Issuing Lender shall have no obligation to issue a Letter of Credit if any of the following would result after giving effect to the issuance of such requested Letter of Credit:
Appears in 2 contracts
Samples: Credit Agreement (Landrys Restaurants Inc), Credit Agreement (Landrys Restaurants Inc)
Letters of Credit. (a) Subject to the terms and conditions of this Agreement, the Issuing Lender agrees to issue letters of credit for the account of Borrowers Borrower (each, an "“L/C"”) or to purchase participations or execute indemnities or reimbursement obligations (each such undertaking, an "“L/C Undertaking"”) with respect to letters of credit issued by an Underlying Issuer (as of the Closing Date, the prospective Underlying Issuer is to be Xxxxx Fargo) for the account of BorrowersBorrower. To request the issuance of an L/C or an L/C Undertaking (or the amendment, renewal, or extension of an outstanding L/C or L/C Undertaking), Administrative Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Lender) to the Issuing Lender and Agent (reasonably in advance of the requested date of issuance, amendment, renewal, or extension) a notice requesting the issuance of an L/C or L/C Undertaking, or identifying the L/C or L/C Undertaking to be amended, renewed, or extended, the date of issuance, amendment, renewal, or extension, the date on which such L/C or L/C Undertaking is to expire, the amount of such L/C or L/C Undertaking, the name and address of the beneficiary thereof (or the beneficiary of the Underlying Letter of Credit, as applicable), and such other information as shall be necessary to prepare, amend, renew, or extend such L/C or L/C Undertaking. If requested by the Issuing Lender, Borrowers Borrower also shall be an applicant under the application with respect to any Underlying Letter of Credit that is to be the subject of an L/C Undertaking. The Issuing Lender shall have no obligation to issue a Letter of Credit if any of the following would result after giving effect to the requested Letter of Credit:
Appears in 2 contracts
Samples: Loan and Security Agreement (BGF Industries Inc), Loan and Security Agreement (MSC Software Corp)
Letters of Credit. (a) Subject to the terms and conditions of this Agreement, the Issuing Lender agrees to issue letters of credit for the account of Borrowers Borrower (each, an "“L/C"”) or to purchase participations or execute indemnities indemnities, guarantees, or reimbursement obligations (each such undertaking, an "“L/C Undertaking"”) with respect to letters of credit issued by an Underlying Issuer (as of the Closing Date, the prospective Underlying Issuer is to be Xxxxx Fargo) for the account of BorrowersBorrower. To Each request for the issuance of an L/C or an L/C Undertaking (a Letter of Credit, or the amendment, renewal, or extension of any outstanding Letter of Credit, shall be made in writing by an outstanding L/C or L/C Undertaking), Administrative Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Lender) Authorized Person and delivered to the Issuing Lender and Agent (via hand delivery, telefacsimile, or other electronic method of transmission reasonably in advance of the requested date of issuance, amendment, renewal, or extension. Each such request shall be in form and substance reasonably satisfactory to the Issuing Lender in its Permitted Discretion and shall specify (i) a notice requesting the issuance amount of an L/C or L/C Undertakingsuch Letter of Credit, or identifying the L/C or L/C Undertaking to be amended, renewed, or extended, (ii) the date of issuance, amendment, renewal, or extension, the date on which such L/C or L/C Undertaking is to expire, the amount extension of such L/C or L/C UndertakingLetter of Credit, (iii) the expiration date of such Letter of Credit, (iv) the name and address of the beneficiary thereof (or the beneficiary of the Underlying Letter of Credit, as applicable), and (v) such other information (including, in the case of an amendment, renewal, or extension, identification of the outstanding Letter of Credit to be so amended, renewed, or extended) as shall be necessary to prepare, amend, renew, or extend such L/C or L/C UndertakingLetter of Credit. If requested by the Issuing Lender, Borrowers Borrower also shall be an applicant under the application with respect to any Underlying Letter of Credit that is to be the subject of an L/C Undertaking. The Issuing Lender shall have no obligation to issue a Letter of Credit if any of the following would result after giving effect to the issuance of such requested Letter of Credit:
Appears in 2 contracts
Samples: Credit Agreement (Utstarcom Inc), Credit Agreement (Actuate Corp)
Letters of Credit. (a) Subject to the terms and conditions of this Agreement, the Issuing Lender agrees to issue letters of credit for the account of Borrowers (each, an "“L/C"”) or to purchase participations or execute indemnities or reimbursement obligations (each such undertaking, an "“L/C Undertaking"”) with respect to letters of credit issued by an Underlying Issuer (as of the Closing Date, the prospective Underlying Issuer is to be Xxxxx Fargo) for the account of Borrowers. To Each request for the issuance of an L/C or an L/C Undertaking (a Letter of Credit or the amendment, renewal, or extension of any outstanding Letter of Credit shall be made in writing by an outstanding L/C or L/C Undertaking), Administrative Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Lender) Authorized Person and delivered to the Issuing Lender and Agent (via hand delivery, telefacsimile, or other electronic method of transmission reasonably in advance of the requested date of issuance, amendment, renewal, or extension. Each such request shall be in form and substance satisfactory to the Issuing Lender in its reasonable discretion and shall specify (i) a notice requesting the issuance amount of an L/C or L/C Undertakingsuch Letter of Credit, or identifying the L/C or L/C Undertaking to be amended, renewed, or extended, (ii) the date of issuance, amendment, renewal, or extension, the date on which such L/C or L/C Undertaking is to expire, the amount extension of such L/C or L/C UndertakingLetter of Credit, (iii) the expiration date of such Letter of Credit, (iv) the name and address of the beneficiary thereof (or the beneficiary of the Underlying Letter of Credit, as applicable), and (v) such other information (including, in the case of an amendment, renewal, or extension, identification of the outstanding Letter of Credit to be so amended, renewed, or extended) as shall be necessary to prepare, amend, renew, or extend such L/C or L/C UndertakingLetter of Credit. If requested by the Issuing Lender, Borrowers also shall be an applicant under the application with respect to any Underlying Letter of Credit that is to be the subject of an L/C Undertaking. The Issuing Lender shall have no obligation to issue a Letter of Credit if any of the following would result after giving effect to the issuance of such requested Letter of Credit:
Appears in 2 contracts
Samples: Credit Agreement (Altra Industrial Motion, Inc.), Credit Agreement (Boston Gear LLC)
Letters of Credit. (a) Subject to the terms and conditions of this Agreement, upon the request of Administrative Borrower made in accordance herewith, the Issuing Lender agrees to issue letters of credit for the account of Borrowers (eachissue, an "L/C") or to purchase participations cause an Underlying Issuer, as Issuing Lender’s agent, to issue, a requested Letter of Credit. If Issuing Lender, at its option, elects to cause an Underlying Issuer to issue a requested Letter of Credit, then Issuing Lender agrees that it will obligate itself to reimburse such Underlying Issuer (which may include, among, other means, by becoming an applicant with respect to such Letter of Credit or execute indemnities or reimbursement obligations (entering into undertakings which provide for reimbursements of such Underlying Issuer with respect to such Letter of Credit; each such obligation or undertaking, an "L/C irrespective of whether in writing, a “Reimbursement Undertaking"”) with respect to letters Letters of credit Credit issued by such Underlying Issuer. By submitting a request to Issuing Lender for the issuance of a Letter of Credit, Administrative Borrower shall be deemed to have requested that Issuing Lender issue or that an Underlying Issuer issue the requested Letter of Credit and to have requested Issuing Lender to issue a Reimbursement Undertaking with respect to such requested Letter of Credit if it is to be issued by an Underlying Issuer (as it being expressly acknowledged and agreed by Borrowers that Administrative Borrower is and shall be deemed to be an applicant (within the meaning of Section 5-102(a)(2) of the Closing Date, the prospective Code) with respect to each Underlying Issuer is to be Xxxxx Fargo) Letter of Credit). Each request for the account of Borrowers. To request the issuance of an L/C or an L/C Undertaking (a Letter of Credit, or the amendment, renewal, or extension of any outstanding Letter of Credit, shall be made in writing by an outstanding L/C or L/C Undertaking), Administrative Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Lender) Authorized Person and delivered to the Issuing Lender and Agent (via hand delivery, telefacsimile, or other electronic method of transmission reasonably in advance of the requested date of issuance, amendment, renewal, or extension. Each such request shall be in form and substance reasonably satisfactory to the Issuing Lender and shall specify (i) a notice requesting the issuance amount of an L/C or L/C Undertakingsuch Letter of Credit, or identifying the L/C or L/C Undertaking to be amended, renewed, or extended, (ii) the date of issuance, amendment, renewal, or extension, the date on which such L/C or L/C Undertaking is to expire, the amount extension of such L/C or L/C UndertakingLetter of Credit, (iii) the expiration date of such Letter of Credit, (iv) the name and address of the beneficiary thereof (or of the Underlying Letter of Credit, as applicable), and (v) such other information (including, in the case of an amendment, renewal, or extension, identification of the Letter of Credit to be so amended, renewed, or extended) as shall be necessary to prepare, amend, renew, or extend such L/C or L/C UndertakingLetter of Credit. If requested by Anything contained herein to the contrary notwithstanding, the Issuing LenderLender may, Borrowers also but shall not be obligated to, issue or cause the issuance of a Letter of Credit or to issue a Reimbursement Undertaking in respect of an applicant under the application with respect to any Underlying Letter of Credit, in either case, that supports the obligations of Parent or its Subsidiaries in respect of (1) a lease of real property, or (2) an employment contract. Borrowers agree that this Agreement (along with the terms of the applicable application) will govern each Letter of Credit that is to be the subject of an L/C Undertakingand its issuance. The Issuing Lender shall have no obligation to issue a Letter of Credit or a Reimbursement Undertaking in respect of an Underlying Letter of Credit, in either case, if any of the following would result after giving effect to the requested Letter of Creditissuance:
Appears in 2 contracts
Samples: Credit Agreement (Finisar Corp), Credit Agreement (Finisar Corp)
Letters of Credit. (a) Subject to the terms and conditions of this Agreement, upon the request of Administrative Borrower made in accordance herewith, the Issuing Lender agrees to issue letters issue, or to cause an Underlying Issuer (including, as Issuing Lender’s agent) to issue, a requested Letter of credit Credit for the account of Borrowers a Borrower. If Issuing Lender, at its option, elects to cause an Underlying Issuer to issue a requested Letter of Credit, then Issuing Lender agrees that it will enter into arrangements relative to the reimbursement of such Underlying Issuer (eachwhich may include, among other means, by becoming an "L/C") applicant with respect to such Letter of Credit or entering into undertakings or other arrangements that provide for reimbursement of such Underlying Issuer with respect to purchase participations or execute indemnities or reimbursement obligations (drawings under such Letter of Credit; each such obligation or undertaking, an "L/C irrespective of whether in writing, a “Reimbursement Undertaking"”) with respect to letters Letters of credit Credit issued by such Underlying Issuer. By submitting a request to Issuing Lender for the issuance of a Letter of Credit, Borrowers shall be deemed to have requested that (i) Issuing Lender issue or (ii) an Underlying Issuer issue the requested Letter of Credit (as and, in such case, to have requested Issuing Lender to issue a Reimbursement Undertaking with respect to such requested Letter of Credit). Borrowers acknowledge and agree that Borrowers are and shall be deemed to be applicants (within the meaning of Section 5-102(a)(2) of the Closing Date, the prospective Code) with respect to each Underlying Issuer is to be Xxxxx Fargo) Letter of Credit. Each request for the account of Borrowers. To request the issuance of an L/C or an L/C Undertaking (a Letter of Credit, or the amendment, renewal, or extension of any outstanding Letter of Credit, shall be made in writing by an outstanding L/C or L/C Undertaking), Administrative Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Lender) Authorized Person and delivered to the Issuing Lender and Agent (via hand delivery, telefacsimile, or other electronic method of transmission reasonably in advance of the requested date of issuance, amendment, renewal, or extension. Each such request shall be in form and substance reasonably satisfactory to the Issuing Lender and shall (x) a notice requesting specify (A) the issuance amount of an L/C or L/C Undertakingsuch Letter of Credit, or identifying the L/C or L/C Undertaking to be amended, renewed, or extended, (B) the date of issuance, amendment, renewal, or extension, the date on which such L/C or L/C Undertaking is to expire, the amount extension of such L/C or L/C UndertakingLetter of Credit, (C) the proposed expiration date of such Letter of Credit, (D) the name and address of the beneficiary thereof (or of the Underlying Letter of Credit, as applicable), and (E) such other information (including, the conditions to drawing, and, in the case of an amendment, renewal, or extension, identification of the Letter of Credit to be so amended, renewed, or extended) as shall be necessary to prepare, amend, renew, or extend such L/C Letter of Credit, and (y) shall be accompanied by such Issuer Documents as Agent, Issuing Lender or L/C UndertakingUnderlying Issuer may request or require, to the extent that such requests or requirements are consistent with the Issuer Documents that Issuing Lender or Underlying Issuer generally requests for Letters of Credit in similar circumstances. If requested by Anything contained herein to the contrary notwithstanding, the Issuing LenderLender may, Borrowers also but shall not be an applicant under obligated to, issue or cause the application with respect to any Underlying Letter issuance of Credit that is to be the subject of an L/C Undertaking. The Issuing Lender shall have no obligation to issue a Letter of Credit if any or to issue a Reimbursement Undertaking in respect of the following would result after giving effect to the requested an Underlying Letter of Credit:, in either case, that supports the obligations of Parent or its Subsidiaries (1) in respect of (A) a lease of real property, or (B) an employment contract, or (2) at any time that one or more of the Lenders is a Defaulting Lender.
Appears in 2 contracts
Samples: Credit Agreement (Jack Cooper Holdings Corp.), Credit Agreement (Jack Cooper Logistics, LLC)
Letters of Credit. (a) Subject to the terms and conditions of this Agreement, upon the request of Administrative Borrower made in accordance herewith, the Issuing Lender agrees to issue letters of credit for the account of Borrowers (eachissue, an "L/C") or to purchase participations cause an Underlying Issuer (including, as Issuing Lender’s agent) to issue, a requested Letter of Credit. If Issuing Lender, at its option, elects to cause an Underlying Issuer to issue a requested Letter of Credit, then Issuing Lender agrees that it will enter into arrangements relative to the reimbursement of such Underlying Issuer (which may include, among, other means, by becoming an applicant with respect to such Letter of Credit or execute indemnities or reimbursement obligations (entering into undertakings which provide for reimbursements of such Underlying Issuer with respect to such Letter of Credit; each such obligation or undertaking, an "L/C irrespective of whether in writing, a “Reimbursement Undertaking"”) with respect to letters Letters of credit Credit issued by such Underlying Issuer. By submitting a request to Issuing Lender for the issuance of a Letter of Credit, Borrowers shall be deemed to have requested that Issuing Lender issue or that an Underlying Issuer issue the requested Letter of Credit and to have requested Issuing Lender to issue a Reimbursement Undertaking with respect to such requested Letter of Credit if it is to be issued by an Underlying Issuer (as it being expressly acknowledged and agreed by each Borrower that Borrowers are and shall be deemed to be applicants (within the meaning of Section 5-102(a)(2) of the Closing Date, the prospective Code) with respect to each Underlying Issuer is to be Xxxxx Fargo) Letter of Credit). Each request for the account of Borrowers. To request the issuance of an L/C or an L/C Undertaking (a Letter of Credit, or the amendment, renewal, or extension of any outstanding Letter of Credit, shall be made in writing by an outstanding L/C or L/C Undertaking), Administrative Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Lender) Authorized Person and delivered to the Issuing Lender and Agent (via hand delivery, telefacsimile, or other electronic method of transmission reasonably in advance of the requested date of issuance, amendment, renewal, or extension. Each such request shall be in form and substance reasonably satisfactory to the Issuing Lender and shall specify (i) the amount of such Letter of Credit and whether such Letter of Credit shall be a notice requesting US Letter of Credit or a Canadian Letter of Credit, (ii) in the issuance case of an L/C a Canadian Letter of Credit, whether such Canadian Letter of Credit shall be denominated in US Dollars or L/C UndertakingCanadian Dollars, or identifying the L/C or L/C Undertaking to be amended, renewed, or extended, (iii) the date of issuance, amendment, renewal, or extension, the date on which such L/C or L/C Undertaking is to expire, the amount extension of such L/C or L/C UndertakingLetter of Credit, (iv) the proposed expiration date of such Letter of Credit, (v) the name and address of the beneficiary thereof (or of the Underlying Letter of Credit, as applicable), and (vi) such other information (including, the conditions of drawing, and in the case of an amendment, renewal, or extension, identification of the Letter of Credit to be so amended, renewed, or extended) as shall be necessary to prepare, amend, renew, or extend such L/C or L/C UndertakingLetter of Credit. If requested by the Issuing Lender, Borrowers also shall be an applicant under the application with respect to any Underlying Each US Letter of Credit that is shall be denominated in US Dollars. Anything contained herein to be the subject of an L/C Undertaking. The contrary notwithstanding, the Issuing Lender may, but shall have no obligation to not be obligated to, issue or cause the issuance of a Letter of Credit if any or to issue a Reimbursement Undertaking in respect of the following would result after giving effect to the requested an Underlying Letter of Credit:, in either case, that supports the obligations of a Loan Party (a) in respect of a lease of Real Property or an employment contract, (i) in the case of a Letter of Credit in connection with such a lease, with a face amount in excess of the amount equal to (x) the amount of rent under such lease, without acceleration, for the greater of one year or fifteen (15%) percent, not to exceed three (3) years, of the remaining term of such lease minus (y) the amount of any cash or other collateral to secure the obligations of a Loan Party in respect of such lease and (ii) in the case of a Letter of Credit in connection with an employment contract, with a face amount in excess of the compensation provided by such contract, without acceleration, for a one year period, or (b) at any time that one or more of the Lenders is a Defaulting Lender.
Appears in 2 contracts
Samples: Credit Agreement (Colt Finance Corp.), Credit Agreement (Colt Defense LLC)
Letters of Credit. (a) Subject to the terms and conditions of this Agreement, the Issuing Lender agrees to issue letters of credit for the account of Borrowers Subsidiary Borrower (each, an "L/C") or to purchase participations or execute indemnities or reimbursement obligations (each such undertaking, an "L/C Undertaking") with respect to letters of credit issued by an Underlying Issuer (as of the Closing Date, the prospective Underlying Issuer is to be Xxxxx Fargo) for the account of BorrowersSubsidiary Borrower. To request the issuance of an L/C or an L/C Undertaking (or the amendment, renewal, or extension of an outstanding L/C or L/C Undertaking), Administrative Subsidiary Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Lender) to the Issuing Lender and Agent (reasonably in advance of the requested date of issuance, amendment, renewal, or extension) a notice requesting the issuance of an L/C or L/C Undertaking, or identifying the L/C or L/C Undertaking to be amended, renewed, or extended, the date of issuance, amendment, renewal, or extension, the date on which such L/C or L/C Undertaking is to expire, the amount of such L/C or L/C Undertaking, the name and address of the beneficiary thereof (or the beneficiary of the Underlying Letter of Credit, as applicable), and such other information as shall be necessary to prepare, amend, renew, or extend such L/C or L/C Undertaking. If requested by the Issuing Lender, Borrowers Subsidiary Borrower also shall be an applicant under the application with respect to any Underlying Letter of Credit that is to be the subject of an L/C Undertaking. The Issuing Lender shall have no obligation to issue issue, or to participate in, a Letter of Credit if any of the following would result after giving effect to the requested Letter of Credit:
Appears in 2 contracts
Samples: Loan Agreement (Palm Inc), Loan Agreement (Palm Inc)
Letters of Credit. (a) Subject to the terms and conditions of this Agreement, upon the request of Borrower made in accordance herewith, Issuing Lender agrees to issue letters issue, or to cause an Underlying Issuer (including, as Issuing Lender's agent) to issue, a requested Letter of credit Credit for the account of Borrowers Borrower. If Issuing Lender, at its option, elects to cause an Underlying Issuer to issue a requested Letter of Credit, then Issuing Lender agrees that it will enter into arrangements relative to the reimbursement of such Underlying Issuer (eachwhich may include, among other means, by becoming an "L/C") applicant with respect to such Letter of Credit or entering into undertakings or other arrangements that provide for reimbursement of such Underlying Issuer with respect to purchase participations or execute indemnities or reimbursement obligations (such drawings under Letter of Credit; each such obligation or undertaking, an irrespective of whether in writing, a "L/C Reimbursement Undertaking") with respect to letters Letters of credit Credit issued by an such Underlying Issuer (as of the Closing Date, the prospective Underlying Issuer is to be Xxxxx Fargo) for the account of BorrowersBorrower. To By submitting a request to Issuing Lender for the issuance of a Letter of Credit, Borrower shall be deemed to have requested that (i) Issuing Lender issue or (ii) an L/C or Underlying Issuer issue the requested Letter of Credit (and, in such case, to have requested Issuing Lender to issue a Reimbursement Undertaking with respect to such requested Letter of Credit). Borrower acknowledges and agrees that Borrower is and shall be deemed to be an L/C Undertaking applicant (within the meaning of Section 5-102(a)(2) of the Code) with respect to each Underlying Letter of Credit. Each request for the issuance of a Letter of Credit, or the amendment, renewal, or extension of any outstanding Letter of Credit, shall be made in writing by an outstanding L/C or L/C Undertaking), Administrative Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Lender) Authorized Person and delivered to the Issuing Lender and Agent (via hand delivery, telefacsimile, or other electronic method of transmission reasonably in advance of the requested date of issuance, amendment, renewal, or extension. Each such request shall be in form and substance reasonably satisfactory to Issuing Lender and (i) a notice requesting shall specify (A) the issuance amount of an L/C or L/C Undertakingsuch Letter of Credit, or identifying the L/C or L/C Undertaking to be amended, renewed, or extended, (B) the date of issuance, amendment, renewal, or extension, the date on which such L/C or L/C Undertaking is to expire, the amount extension of such L/C or L/C UndertakingLetter of Credit, (C) the proposed expiration date of such Letter of Credit, (D) the name and address of the beneficiary thereof (or of the Underlying Letter of Credit, as applicable), and (E) such other information (including, the conditions to drawing, and, in the case of an amendment, renewal, or extension, identification of the Letter of Credit to be so amended, renewed, or extended) as shall be necessary to prepare, amend, renew, or extend such L/C or L/C Undertaking. If requested by the Issuing LenderLetter of Credit, Borrowers also and (ii) shall be an applicant under accompanied by such Issuer Documents as Agent, Issuing Lender or Underlying Issuer may request or require, to the application extent that such requests or requirements are consistent with respect to any the Issuer Documents that Issuing Lender or Underlying Letter Issuer generally requests for Letters of Credit that is in similar circumstances. Anything contained herein to be the subject of an L/C Undertaking. The contrary notwithstanding, Issuing Lender may, but shall have no obligation to not be obligated to, issue or cause the issuance of a Letter of Credit if any or to issue a Reimbursement Undertaking in respect of the following would result after giving effect to the requested an Underlying Letter of Credit:, in either case, that supports the obligations of Borrower or its Subsidiaries in respect of (A) a lease of real property to the extent that the face amount of such Letter of Credit or the amount of such Reimbursement Undertaking exceeds the highest rent (including all rent-like charges) payable under such lease for a period of one year, or (B) an employment contract.
Appears in 2 contracts
Samples: Credit Agreement (Quantum Corp /De/), Credit Agreement (Quantum Corp /De/)
Letters of Credit. (a) Subject to the terms and conditions of this Agreement, the Issuing Lender agrees to issue letters of credit for the account of Borrowers (each, an "“L/C"”) or to purchase participations or execute indemnities or reimbursement obligations (each such undertaking, an "“L/C Undertaking"”) with respect to letters of credit issued by an Underlying Issuer (as of the Closing Date, the prospective Underlying Issuer is to be Xxxxx Fargo) for the account of Borrowers. To Each request for the issuance of an L/C or an L/C Undertaking (a Letter of Credit or the amendment, renewal, or extension of any outstanding Letter of Credit shall be made in writing by an outstanding L/C or L/C Undertaking), Administrative Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Lender) Authorized Person and delivered to the Issuing Lender and Agent (via hand delivery, telefacsimile, or other electronic method of transmission reasonably in advance of the requested date of issuance, amendment, renewal, or extension. Each such request shall be in form and substance satisfactory to the Issuing Lender in its Permitted Discretion and shall specify (i) a notice requesting the issuance amount of an L/C or L/C Undertakingsuch Letter of Credit, or identifying the L/C or L/C Undertaking to be amended, renewed, or extended, (ii) the date of issuance, amendment, renewal, or extension, the date on which such L/C or L/C Undertaking is to expire, the amount extension of such L/C or L/C UndertakingLetter of Credit, (iii) the expiration of such Letter of Credit, (iv) the name and address of the beneficiary thereof (or the beneficiary of the Underlying Letter of Credit, as applicable), and (v) such other information (including, in the case of an amendment, renewal, or extension, identification of the outstanding Letter of Credit to be so amended, renewed, or extended) as shall be necessary to prepare, amend, renew, or extend such L/C or L/C UndertakingLetter of Credit. If requested by the Issuing Lender, Borrowers also shall be an applicant under the application with respect to any Underlying Letter of Credit that is to be the subject of an L/C Undertaking. The Issuing Lender shall have no obligation to issue a Letter of Credit if any of the following would result after giving effect to the issuance of such requested Letter of Credit:
Appears in 2 contracts
Samples: Loan and Security Agreement (Evergreen Holdings Inc), Loan and Security Agreement (Trust Created February 25 1986)
Letters of Credit. (a) Subject to the terms and conditions of this Agreement, upon the request of Administrative Borrower made in accordance herewith, Issuing Lender agrees to issue letters of credit for the account of Borrowers (eachissue, an "L/C") or to purchase participations or execute indemnities or reimbursement obligations (each such undertaking, an "L/C Undertaking") with respect to letters of credit issued by cause an Underlying Issuer (including, as Issuing Lender’s agent) to issue, a requested Letter of the Closing Date, the prospective Underlying Issuer is to be Xxxxx Fargo) Credit for the account of Borrowers. To If Issuing Lender, at its option, elects to cause an Underlying Issuer to issue a requested Letter of Credit, then Issuing Lender agrees that it will enter into arrangements relative to the reimbursement of such Underlying Issuer (which may include, among other means, by becoming an applicant with respect to such Letter of Credit or entering into undertakings or other arrangements that provide for reimbursement of such Underlying Issuer with respect to such drawings under Letter of Credit; each such obligation or undertaking, irrespective of whether in writing, a “Reimbursement Undertaking”) with respect to Letters of Credit issued by such Underlying Issuer for the account of Borrowers. By submitting a request to Issuing Lender for the issuance of a Letter of Credit, Borrowers shall be deemed to have requested that (i) Issuing Lender issue or (ii) an L/C or Underlying Issuer issue the requested Letter of Credit (and, in such case, to have requested Issuing Lender to issue a Reimbursement Undertaking with respect to such requested Letter of Credit). Each Borrower acknowledges and agrees that such Borrower is and shall be deemed to be an L/C Undertaking applicant (within the meaning of Section 5-102(a)(2) of the Code) with respect to each Underlying Letter of Credit. Each request for the issuance of a Letter of Credit, or the amendment, renewal, or extension of any outstanding Letter of Credit, shall be made in writing by an outstanding L/C or L/C Undertaking), Administrative Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Lender) Authorized Person and delivered to the Issuing Lender and Agent (via hand delivery, telefacsimile, or other electronic method of transmission reasonably in advance of the requested date of issuance, amendment, renewal, or extension. Each such request shall be in form and substance reasonably satisfactory to Issuing Lender and (i) a notice requesting shall specify (A) the issuance amount of an L/C or L/C Undertakingsuch Letter of Credit, or identifying the L/C or L/C Undertaking to be amended, renewed, or extended, (B) the date of issuance, amendment, renewal, or extension, the date on which such L/C or L/C Undertaking is to expire, the amount extension of such L/C or L/C UndertakingLetter of Credit, (C) the proposed expiration date of such Letter of Credit, (D) the name and address of the beneficiary thereof (or of the Underlying Letter of Credit, as applicable), and (E) such other information (including, the conditions to drawing, and, in the case of an amendment, renewal, or extension, identification of the Letter of Credit to be so amended, renewed, or extended) as shall be necessary to prepare, amend, renew, or extend such L/C or L/C Undertaking. If requested by the Issuing LenderLetter of Credit, Borrowers also and (ii) shall be an applicant under accompanied by such Issuer Documents as Agent, Issuing Lender or Underlying Issuer may request or require, to the application extent that such requests or requirements are consistent with respect to any the Issuer Documents that Issuing Lender or Underlying Letter Issuer generally requests for Letters of Credit that is in similar circumstances. Anything contained herein to be the subject of an L/C Undertaking. The contrary notwithstanding, Issuing Lender may, but shall have no obligation to not be obligated to, issue or cause the issuance of a Letter of Credit if any or to issue a Reimbursement Undertaking in respect of the following would result after giving effect to the requested an Underlying Letter of Credit:, in either case, that supports the obligations of Parent or its Subsidiaries in respect of (A) a lease of real property to the extent that the face amount of such Letter of Credit or the amount of such Reimbursement Undertaking exceeds the highest rent (including all rent-like charges) payable under such lease for a period of one year, or (B) an employment contract to the extent that the face amount of such Letter of Credit or the amount of such Reimbursement Undertaking exceeds the highest compensation payable under such contract for a period of one year.
Appears in 2 contracts
Samples: Patent Security Agreement (School Specialty Inc), Possession Credit Agreement (School Specialty Inc)
Letters of Credit. (a) Subject to the terms and conditions of this Agreement, the Issuing Lender agrees to issue letters of credit for the account of Borrowers (each, an "“L/C"”) or to purchase participations or execute indemnities or reimbursement obligations (each such undertaking, an "“L/C Undertaking"”) with respect to letters of credit issued by an Underlying Issuer (as of the Closing Date, the prospective Underlying Issuer is to be Xxxxx Fargo) for the account of Borrowers. To Each request for the issuance of an L/C or an L/C Undertaking (a Letter of Credit or the amendment, renewal, or extension of any outstanding Letter of Credit shall be made in writing by an outstanding L/C or L/C Undertaking), Administrative Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Lender) Authorized Person and delivered to the Issuing Lender and Agent (via hand delivery, telefacsimile, or other electronic method of transmission reasonably in advance of the requested date of issuance, amendment, renewal, or extension. Each such request shall be in form and substance reasonably satisfactory to the Issuing Lender in its Permitted Discretion and shall specify (i) a notice requesting the issuance amount of an L/C or L/C Undertakingsuch Letter of Credit, or identifying the L/C or L/C Undertaking to be amended, renewed, or extended, (ii) the date of issuance, amendment, renewal, or extension, the date on which such L/C or L/C Undertaking is to expire, the amount extension of such L/C or L/C UndertakingLetter of Credit, (iii) the expiration date of such Letter of Credit, (iv) the name and address of the beneficiary thereof (or the beneficiary of the Underlying Letter of Credit, as applicable), and (v) such other information (including, in the case of an amendment, renewal, or extension, identification of the outstanding Letter of Credit to be so amended, renewed, or extended) as shall be necessary to prepare, amend, renew, or extend such L/C or L/C UndertakingLetter of Credit. If requested by the Issuing Lender, Borrowers also shall be an applicant under the application with respect to any Underlying Letter of Credit that is to be the subject of an L/C Undertaking. The Issuing Lender shall have no obligation to issue a Letter of Credit if any of the following would result after giving effect to the issuance of such requested Letter of Credit:
Appears in 2 contracts
Samples: Credit Agreement (Silicon Graphics Inc), Credit Agreement (Silicon Graphics Inc)
Letters of Credit. (a) Subject to the terms and conditions of this Agreement, the Issuing Lender agrees to issue letters of credit for the account of Borrowers Borrower (each, an "L/C") or to purchase participations or execute indemnities or reimbursement obligations (each such undertaking, an "L/C Undertaking") with respect to letters of credit issued by an Underlying Issuer (as of the Closing Date, the prospective Underlying Issuer is such issuing bank to be Xxxxx Fargo) for the account of BorrowersBorrower. To request the issuance of an L/C or an L/C Undertaking (or the amendment, renewal, or extension of an outstanding L/C or L/C Undertaking), Administrative Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Lender) to the Issuing Lender and Agent Lender (reasonably in advance of the requested date of issuance, amendment, renewal, or extension) a notice requesting the issuance of an L/C or L/C Undertaking, or identifying the L/C or L/C Undertaking to be amended, renewed, or extended, the date of issuance, amendment, renewal, or extension, the date on which such L/C or L/C Undertaking is to expire, the amount of such L/C or L/C Undertaking, the name and address of the beneficiary thereof (or the beneficiary of the Underlying Letter of Credit, as applicable), and such other information as shall be necessary to prepare, amend, renew, or extend such L/C or L/C Undertaking. If requested by the Issuing Lender, Borrowers Borrower also shall be an applicant under the application with respect to any Underlying Letter of Credit that is to be the subject of an L/C Undertaking. The Issuing Lender shall have no obligation to issue a Letter of Credit if any of the following would result after giving effect to the requested Letter of Credit:
Appears in 2 contracts
Samples: Credit Agreement (Piccadilly Cafeterias Inc), Loan and Security Agreement (Brio Software Inc)
Letters of Credit. (a) Subject to the terms and conditions of this Agreement, upon the request of Borrower made in accordance herewith, the Issuing Lender agrees to issue letters of credit for the account of Borrowers (eachissue, an "L/C") or to purchase participations cause an Underlying Issuer, as Issuing Lender’s agent, to issue, a requested Letter of Credit. If Issuing Lender, at its option, elects to cause an Underlying Issuer to issue a requested Letter of Credit, then Issuing Lender agrees that it will obligate itself to reimburse such Underlying Issuer (which may include, among, other means, by becoming an applicant with respect to such Letter of Credit or execute indemnities or reimbursement obligations (entering into undertakings which provide for reimbursements of such Underlying Issuer with respect to such Letter of Credit; each such obligation or undertaking, an "L/C irrespective of whether in writing, a “Reimbursement Undertaking"”) with respect to letters Letters of credit Credit issued by such Underlying Issuer. By submitting a request to Issuing Lender for the issuance of a Letter of Credit, Borrower shall be deemed to have requested that Issuing Lender issue or that an Underlying Issuer issue the requested Letter of Credit and to have requested Issuing Lender to issue a Reimbursement Undertaking with respect to such requested Letter of Credit if it is to be issued by an Underlying Issuer (as it being expressly acknowledged and agreed by Borrower that Borrower is and shall be deemed to be an applicant (within the meaning of Section 5-102(a)(2) of the Closing Date, the prospective Code) with respect to each Underlying Issuer is to be Xxxxx Fargo) Letter of Credit). Each request for the account of Borrowers. To request the issuance of an L/C or an L/C Undertaking (a Letter of Credit, or the amendment, renewal, or extension of any outstanding Letter of Credit, shall be made in writing by an outstanding L/C or L/C Undertaking), Administrative Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Lender) Authorized Person and delivered to the Issuing Lender and Agent (via hand delivery, telefacsimile, or other electronic method of transmission reasonably in advance of the requested date of issuance, amendment, renewal, or extension. Each such request shall be in form and substance reasonably satisfactory to the Issuing Lender and shall specify (i) a notice requesting the issuance amount of an L/C or L/C Undertakingsuch Letter of Credit, or identifying the L/C or L/C Undertaking to be amended, renewed, or extended, (ii) the date of issuance, amendment, renewal, or extension of such Letter of Credit, (iii) the expiration date of such Letter of Credit (which shall not be later than the Business Day prior to the Maturity Date or, if earlier, one year from the date of issuance or extension, in the case of standby Letters of Credit, and 120 days from the date on which such Lof issuance or extension, in the case of commercial/C or L/C Undertaking is to expiredocumentary Letters of Credit), the amount of such L/C or L/C Undertaking, (iv) the name and address of the beneficiary thereof (or of the Underlying Letter of Credit, as applicable), and (v) such other information (including, in the case of an amendment, renewal, or extension, identification of the Letter of Credit to be so amended, renewed, or extended) as shall be necessary to prepare, amend, renew, or extend such L/C or L/C UndertakingLetter of Credit. If requested by Borrower agrees that this Agreement (along with the Issuing Lender, Borrowers also shall be an applicant under terms of the application with respect to any Underlying applicable application) will govern each Letter of Credit that is to be the subject of an L/C Undertakingand its issuance. The Issuing Lender shall have no obligation to issue a Letter of Credit or a Reimbursement Undertaking in respect of an Underlying Letter of Credit, in either case, if any of the following would result after giving effect to the requested Letter of Creditissuance:
Appears in 2 contracts
Samples: Credit Agreement (Watsco Inc), Credit Agreement (Watsco Inc)
Letters of Credit. (a) Subject to the terms and conditions of this Agreement, the Issuing Lender agrees to issue letters of credit for the account of Borrowers Borrower (each, an "“L/C"”) or to purchase participations or execute indemnities or reimbursement obligations (each such undertaking, an "“L/C Undertaking"”) with respect to letters of credit issued by an Underlying Issuer (as of the Closing Restatement Date, the prospective Underlying Issuer is to be Xxxxx Fargo) for the account of BorrowersBorrower. To request the issuance of an L/C or an L/C Undertaking (or the amendment, renewal, or extension of an outstanding L/C or L/C Undertaking), Administrative Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Lender) to the Issuing Lender and Agent (reasonably in advance of the requested date of issuance, amendment, renewal, or extension) a notice requesting the issuance of an L/C or L/C Undertaking, or identifying the L/C or L/C Undertaking to be amended, renewed, or extended, specifying the date of issuance, amendment, renewal, or extensionextension (which shall be a Business Day), the date on which such L/C or L/C Undertaking is to expire, the amount of such L/C or L/C Undertaking, the name and address of the beneficiary thereof (or the beneficiary of the Underlying Letter of Credit, as applicable), and such other information as shall be necessary to prepare, amend, renew, or extend such L/C or L/C Undertaking. If requested by the Issuing Lender, Borrowers Borrower also shall be an applicant under the application with respect to any Underlying Letter of Credit that is to be the subject of an L/C Undertaking. The Issuing Lender shall have no obligation to issue a Letter of Credit if any of the following would result after giving effect to the issuance of such requested Letter of Credit:
Appears in 2 contracts
Samples: Loan and Security Agreement (Sharper Image Corp), Loan and Security Agreement (Sharper Image Corp)
Letters of Credit. (a) Subject to the terms and conditions of this Agreement, upon the request of Borrower made in accordance herewith, the Issuing Lender agrees to issue letters of credit for the account of Borrowers (eachissue, an "L/C") or to purchase participations cause an Underlying Issuer (including, as Issuing Lender’s agent) to issue, a requested Letter of Credit. If Issuing Lender, at its option, elects to cause an Underlying Issuer to issue a requested Letter of Credit, then Issuing Lender agrees that it will enter into arrangements relative to the reimbursement of such Underlying Issuer (which may include, among, other means, by becoming an applicant with respect to such Letter of Credit or execute indemnities or reimbursement obligations (entering into undertakings which provide for reimbursements of such Underlying Issuer with respect to such Letter of Credit; each such obligation or undertaking, an "L/C irrespective of whether in writing, a “Reimbursement Undertaking"”) with respect to letters Letters of credit Credit issued by such Underlying Issuer. By submitting a request to Issuing Lender for the issuance of a Letter of Credit, Borrower shall be deemed to have requested that Issuing Lender issue or that an Underlying Issuer issue the requested Letter of Credit and to have requested Issuing Lender to issue a Reimbursement Undertaking with respect to such requested Letter of Credit if it is to be issued by an Underlying Issuer (as it being expressly acknowledged and agreed by Borrower that Borrower is and shall be deemed to be an applicant (within the meaning of Section 5-102(a)(2) of the Closing Date, the prospective Code) with respect to each Underlying Issuer is to be Xxxxx Fargo) Letter of Credit). Each request for the account of Borrowers. To request the issuance of an L/C or an L/C Undertaking (a Letter of Credit, or the amendment, renewal, or extension of any outstanding Letter of Credit, shall be made in writing by an outstanding L/C or L/C Undertaking), Administrative Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Lender) Authorized Person and delivered to the Issuing Lender and Agent (via hand delivery, telefacsimile, or other electronic method of transmission reasonably in advance of the requested date of issuance, amendment, renewal, or extension. Each such request shall be in form and substance reasonably satisfactory to the Issuing Lender and shall specify (i) a notice requesting the issuance amount of an L/C or L/C Undertakingsuch Letter of Credit, or identifying the L/C or L/C Undertaking to be amended, renewed, or extended, (ii) the date of issuance, amendment, renewal, or extension, the date on which such L/C or L/C Undertaking is to expire, the amount extension of such L/C or L/C UndertakingLetter of Credit, (iii) the expiration date of such Letter of Credit, (iv) the name and address of the beneficiary thereof (or of the Underlying Letter of Credit, as applicable), and (v) such other information (including, in the case of an amendment, renewal, or extension, identification of the Letter of Credit to be so amended, renewed, or extended) as shall be necessary to prepare, amend, renew, or extend such L/C or L/C UndertakingLetter of Credit. If requested by Anything contained herein to the contrary notwithstanding, the Issuing LenderLender may, Borrowers also but shall not be obligated to, issue or cause the issuance of a Letter of Credit or to issue a Reimbursement Undertaking in respect of an applicant under the application with respect to any Underlying Letter of Credit Credit, in either case, that supports the obligations of Borrower or its Subsidiaries (1) in respect of (A) a lease of real property, or (B) an employment contract, or (2) at any time that one or more of the Lenders is to be the subject of an L/C Undertakinga Defaulting Lender. The Issuing Lender shall have no obligation to issue a Letter of Credit or a Reimbursement Undertaking in respect of an Underlying Letter of Credit, in either case, if any of the following would result after giving effect to the requested Letter of Creditissuance:
Appears in 2 contracts
Samples: Credit Agreement (American Pacific Corp), Credit Agreement (Internap Network Services Corp)
Letters of Credit. (a) Subject to the terms and conditions of this Agreement, upon the request of Borrower made in accordance herewith, the Issuing Lender agrees to issue letters of credit for the account of Borrowers (eachissue, an "L/C") or to purchase participations cause an Underlying Issuer (including, as Issuing Lender’s agent) to issue, a requested Letter of Credit. If Issuing Lender, at its option, elects to cause an Underlying Issuer to issue a requested Letter of Credit, then Issuing Lender agrees that it will enter into arrangements relative to the reimbursement of such Underlying Issuer (which may include, among, other means, by becoming an applicant with respect to such Letter of Credit or execute indemnities or reimbursement obligations (entering into undertakings which provide for reimbursements of such Underlying Issuer with respect to such Letter of Credit; each such obligation or undertaking, an "L/C irrespective of whether in writing, a “Reimbursement Undertaking"”) with respect to letters Letters of credit Credit issued by such Underlying Issuer. By submitting a request to Issuing Lender for the issuance of a Letter of Credit, Borrower shall be deemed to have requested that Issuing Lender issue or that an Underlying Issuer issue the requested Letter of Credit and to have requested Issuing Lender to issue a Reimbursement Undertaking with respect to such requested Letter of Credit if it is to be issued by an Underlying Issuer (as it being expressly acknowledged and agreed by Borrower that Borrower is and shall be deemed to be the applicant (within the meaning of Section 5-102(a)(2) of the Closing Date, the prospective Code) with respect to each Underlying Issuer is to be Xxxxx Fargo) Letter of Credit). Each request for the account of Borrowers. To request the issuance of an L/C or an L/C Undertaking (a Letter of Credit, or the amendment, renewal, or extension of any outstanding Letter of Credit, shall be made in writing by an outstanding L/C or L/C Undertaking), Administrative Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Lender) Authorized Person and delivered to the Issuing Lender and Agent (via hand delivery, telefacsimile, or other electronic method of transmission reasonably in advance of the requested date of issuance, amendment, renewal, or extension. Each such request shall be in form and substance reasonably satisfactory to the Issuing Lender and shall specify (i) a notice requesting the issuance amount of an L/C or L/C Undertakingsuch Letter of Credit, or identifying the L/C or L/C Undertaking to be amended, renewed, or extended, (ii) the date of issuance, amendment, renewal, or extension, the date on which such L/C or L/C Undertaking is to expire, the amount extension of such L/C or L/C UndertakingLetter of Credit, (iii) the proposed expiration date of such Letter of Credit, (iv) the name and address of the beneficiary thereof (or of the Underlying Letter of Credit, as applicable), and (v) such other information (including, the conditions to drawing, and, in the case of an amendment, renewal, or extension, identification of the Letter of Credit to be so amended, renewed, or extended) as shall be necessary to prepare, amend, renew, or extend such L/C or L/C UndertakingLetter of Credit. If requested by Anything contained herein to the contrary notwithstanding, the Issuing LenderLender may, Borrowers also but shall not be obligated to, issue or cause the issuance of a Letter of Credit or to issue a Reimbursement Undertaking in respect of an applicant under the application with respect to any Underlying Letter of Credit Credit, in either case, that supports the obligations of Borrower or its Restricted Subsidiaries (1) in respect of (A) a lease of real property, or (B) an employment contract, or (2) at any time that one or more of the Lenders is to be the subject of an L/C Undertakinga Defaulting Lender. The Issuing Lender shall have no obligation to issue a Letter of Credit or a Reimbursement Undertaking in respect of an Underlying Letter of Credit, in either case, if any either of the following would result after giving effect to the requested Letter of Creditissuance:
Appears in 2 contracts
Samples: Credit Agreement (Jda Software Group Inc), Credit Agreement (Jda Software Group Inc)
Letters of Credit. (a) Subject to the terms and conditions of this Agreement, the Issuing Lender agrees to issue letters of credit for the account of Borrowers (each, an "L/C") or to purchase participations or execute indemnities or reimbursement obligations (each such undertaking, an "L/C Undertaking") with respect to letters of credit issued by an Underlying Issuer (as of the Closing Date, the prospective Underlying Issuer is to be Xxxxx FargoWellx Xxxgo) for the account of Borrowers. To request the issuance of an L/C or an L/C Undertaking (or the amendment, renewal, or extension of an outstanding L/C or L/C Undertaking), Administrative Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Lender) to the Issuing Lender and Agent Lender (reasonably in advance of the requested date of issuance, amendment, renewal, or extension) a notice requesting the issuance of an L/C or L/C Undertaking, or identifying the L/C or L/C Undertaking to be amended, renewed, or extended, the date of issuance, amendment, renewal, or extension, the date on which such L/C or L/C Undertaking is to expire, the amount of such L/C or L/C Undertaking, the name and address of the beneficiary thereof (or of the Underlying Letter of Credit, as applicable), and such other information as shall be necessary to prepare, amend, renew, or extend such L/C or L/C Undertaking. If requested by the Issuing Lender, Borrowers also shall be an applicant under the application with respect to any Underlying Letter of Credit that is to be the subject of an L/C Undertaking. The Issuing Lender shall have no obligation to issue a Letter of Credit if any of the following would result after giving effect to the requested Letter of Credit:
Appears in 2 contracts
Samples: Loan and Security Agreement (Futurelink Corp), Loan and Security Agreement (Cray Inc)
Letters of Credit. (a) Subject to the terms and conditions of this Agreement, upon the request of Borrower made in accordance herewith, Issuing Lender agrees to issue letters issue, or to cause an Underlying Issuer (including, as Issuing Lender’s agent) to issue, a requested Letter of credit Credit for the account of Borrowers Borrower. If Issuing Lender, at its option, elects to cause an Underlying Issuer to issue a requested Letter of Credit, then Issuing Lender agrees that it will enter into arrangements relative to the reimbursement of such Underlying Issuer (eachwhich may include, among other means, by becoming an "L/C") applicant with respect to such Letter of Credit or entering into undertakings or other arrangements that provide for reimbursement of such Underlying Issuer with respect to purchase participations or execute indemnities or reimbursement obligations (drawings under such Letter of Credit; each such obligation or undertaking, an "L/C irrespective of whether in writing, a “Reimbursement Undertaking"”) with respect to letters Letters of credit Credit issued by an such Underlying Issuer (as of the Closing Date, the prospective Underlying Issuer is to be Xxxxx Fargo) for the account of BorrowersBorrower. To By submitting a request to Issuing Lender for the issuance of a Letter of Credit, Borrower shall be deemed to have requested that (i) Issuing Lender issue or (ii) an L/C or Underlying Issuer issue the requested Letter of Credit (and, in such case, to have requested Issuing Lender to issue a Reimbursement Undertaking with respect to such requested Letter of Credit). Borrower acknowledges and agrees that Borrower is and shall be deemed to be an L/C Undertaking applicant (within the meaning of Section 5-102(a)(2) of the Code) with respect to each Underlying Letter of Credit. Each request for the issuance of a Letter of Credit, or the amendment, renewal, or extension of any outstanding Letter of Credit, shall be made in writing by an outstanding L/C or L/C Undertaking), Administrative Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Lender) Authorized Person and delivered to the Issuing Lender and Agent (via hand delivery, telefacsimile, or other electronic method of transmission reasonably in advance of the requested date of issuance, amendment, renewal, or extension. Each such request shall be in form and substance reasonably satisfactory to Issuing Lender and (i) a notice requesting shall specify (A) the issuance amount of an L/C or L/C Undertakingsuch Letter of Credit, or identifying the L/C or L/C Undertaking to be amended, renewed, or extended, (B) the date of issuance, amendment, renewal, or extension, the date on which such L/C or L/C Undertaking is to expire, the amount extension of such L/C or L/C UndertakingLetter of Credit, (C) the proposed expiration date of such Letter of Credit, (D) the name and address of the beneficiary thereof (or of the Underlying Letter of Credit, as applicable), and (E) such other information (including, the conditions to drawing, and, in the case of an amendment, renewal, or extension, identification of the Letter of Credit to be so amended, renewed, or extended) as shall be necessary to prepare, amend, renew, or extend such L/C or L/C Undertaking. If requested by the Issuing LenderLetter of Credit, Borrowers also and (ii) shall be an applicant under accompanied by such Issuer Documents as Agent, Issuing Lender or Underlying Issuer may reasonably request or require, to the application extent that such requests or requirements are consistent with respect to any the Issuer Documents that Issuing Lender or Underlying Letter Issuer generally requests for Letters of Credit that is in similar circumstances. Anything contained herein to be the subject of an L/C Undertaking. The contrary notwithstanding, Issuing Lender may, but shall have no obligation to not be obligated to, issue or cause the issuance of a Letter of Credit if any or to issue a Reimbursement Undertaking in respect of the following would result after giving effect to the requested an Underlying Letter of Credit:, in either case, that supports the obligations of Borrower or its Subsidiaries in respect of (A) a lease of real property, or (B) an employment contract.
Appears in 2 contracts
Samples: Credit Agreement (FleetMatics Group PLC), Credit Agreement (FleetMatics Group PLC)
Letters of Credit. (a) Subject to the terms and conditions of this Agreement, and prior to the Maturity Date, upon the request of Borrower made in accordance herewith, Issuing Lender agrees to issue letters issue, or to cause an Underlying Issuer (including as Issuing Lender’s agent) to issue, a requested Letter of credit Credit for the account of Borrowers Borrower, which Letter of Credit may be issued for the benefit of any Loan Party. If Issuing Lender, at its option, elects to cause an Underlying Issuer to issue a requested Letter of Credit, then Issuing Lender agrees that it will enter into arrangements relative to the reimbursement of such Underlying Issuer (eachwhich may include, among other means, by becoming an "L/C") applicant with respect to such Letter of Credit or entering into undertakings or other arrangements that provide for reimbursement of such Underlying Issuer with respect to purchase participations or execute indemnities or reimbursement obligations (drawings under Letters of Credit; each such obligation or undertaking, an "L/C irrespective of whether in writing, a “Reimbursement Undertaking"”) with respect to letters Letters of credit Credit issued by an such Underlying Issuer (as of the Closing Date, the prospective Underlying Issuer is to be Xxxxx Fargo) for the account of BorrowersBorrower. To By submitting a request to Issuing Lender for the issuance of a Letter of Credit, Borrower shall be deemed to have requested that (i) Issuing Lender issue or (ii) an L/C or Underlying Issuer issue the requested Letter of Credit (and, in each such case, to have requested Issuing Lender to issue a Reimbursement Undertaking with respect to such requested Letter of Credit). Borrower acknowledges and agrees that Borrower is and shall be deemed to be an L/C Undertaking applicant (within the meaning of Section 5-102(a)(2) of the Code) with respect to each Underlying Letter of Credit. Each request for the issuance of a Letter of Credit, or the amendment, renewal, or extension of any outstanding Letter of Credit, shall be (i) irrevocable and shall be made in writing by an outstanding L/C Authorized Person and, (ii) delivered to Issuing Lender via telefacsimile or L/C Undertaking), Administrative Borrower shall hand deliver or telecopy (or transmit by other electronic communication, if arrangements for doing so have been approved by the Issuing Lender) method of transmission reasonably acceptable to the Issuing Lender and Agent (reasonably in advance of the requested date of issuance, amendment, renewal, or extension, and (iii) a notice requesting subject to Issuing Lender’s authentication procedures with results satisfactory to Issuing Lender. Each such request shall be in form and substance reasonably satisfactory to the issuance Issuing Lender in its Permitted Discretion and (i) shall specify (A) the amount of an L/C or L/C Undertakingsuch Letter of Credit, or identifying the L/C or L/C Undertaking to be amended, renewed, or extended, (B) the date of issuance, amendment, renewal, or extension, the date on which such L/C or L/C Undertaking is to expire, the amount extension of such L/C or L/C UndertakingLetter of Credit, (C) the proposed expiration date of such Letter of Credit, (D) the name and address of the beneficiary thereof (or of the Underlying Letter of Credit, as applicable), and (E) such other information (including the conditions to drawing and, in the case of an amendment, renewal, or extension, identification of the Letter of Credit to be so amended, renewed, or extended) as shall be necessary to prepare, amend, renew, or extend such L/C or L/C Undertaking. If requested by the Issuing Lender, Borrowers also shall be an applicant under the application with respect to any Underlying Letter of Credit that is to and (ii) shall be the subject of an L/C Undertaking. The accompanied by such Issuer Documents as Agent, Issuing Lender or Underlying Issuer, as applicable, may request or require, providedto the extent that such requests or requirements are consistent with the Issuer Documents that Issuing Lender or Underlying Issuer, as applicable, generally requests for Letters of Credit in similar circumstances. Issuing Lender’s records of the content of any such request will be conclusive. Anything contained herein to the contrary notwithstanding, the Issuing Lender may, but shall have no obligation to not be obligated to, issue or cause the issuance of a Letter of Credit if any or to issue a Reimbursement Undertaking in respect of the following would result after giving effect to the requested an Underlying Letter of Credit:, in either case, that supports the obligations of Borrower ora Loan Party or one of its Subsidiaries in respect of (x) a lease of real property to the extent that the face amount of such Letter of Credit exceeds the highest rent (including all rent-like charges) payable under such lease for a period of one year, or (y) an employment contract to the extent that the face amount of such Letter of Credit exceeds the highest compensation payable under such contract for a period of one year. Borrower agrees that this Agreement (along with the terms of the applicable application) will govern each Letter of Credit and its issuance.
Appears in 2 contracts
Samples: Credit Agreement (AdvancePierre Foods Holdings, Inc.), Credit Agreement (AdvancePierre Foods Holdings, Inc.)
Letters of Credit. (a) Subject to the terms and conditions of this Agreement, the Issuing Lender agrees to issue letters of credit for the account of Borrowers (each, an "L/C") or to purchase participations or execute indemnities or reimbursement obligations (each such undertaking, an "L/C Undertaking") with respect to letters of credit issued by an Underlying Issuer (as of the Closing Date, the prospective Underlying Issuer is to be Xxxxx Wells Fargo) for the account of Borrowers. To request the issuance of an Lxx X/C or an L/C Undertaking (or the amendment, renewal, or extension of an outstanding L/C or L/C Undertaking), Administrative Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Lender) to the Issuing Lender and Agent (reasonably in advance of the requested date of issuance, amendment, renewal, or extension) a notice requesting the issuance of an L/C or L/C Undertaking, or identifying the L/C or L/C Undertaking to be amended, renewed, or extended, the date of issuance, amendment, renewal, or extension, the date on which such L/C or L/C Undertaking is to expire, the amount of such L/C or L/C Undertaking, the name and address of the beneficiary thereof (or of the Underlying Letter of Credit, as applicable), and such other information as shall be necessary to prepare, amend, renew, or extend such L/C or L/C Undertaking. If requested by the Issuing Lender, Borrowers also shall be an applicant under the application with respect to any Underlying Letter of Credit that is to be the subject of an L/C Undertaking. The Issuing Lender shall have no obligation to issue a Letter of Credit if any of the following would result after giving effect to the requested Letter of Credit:
Appears in 2 contracts
Samples: Loan and Security Agreement (Mercury Air Group Inc), Loan and Security Agreement (Majestic Star Casino LLC)
Letters of Credit. (a) Subject to the terms and conditions of this Agreement, upon the request of either U.S. Administrative Borrower or Foreign Administrative Borrower made in accordance herewith, the Issuing Lender agrees to issue letters of credit for the account of Borrowers (eachissue, an "L/C") or to purchase participations cause an Underlying Issuer, as Issuing Lender’s agent, to issue, a requested Letter of Credit. If Issuing Lender, at its option, elects to cause an Underlying Issuer to issue a requested Letter of Credit, then Issuing Lender agrees that it will obligate itself to reimburse such Underlying Issuer (which may include, among, other means, by becoming an applicant with respect to such Letter of Credit or execute indemnities or reimbursement obligations (entering into undertakings which provide for reimbursements of such Underlying Issuer with respect to such Letter of Credit; each such obligation or undertaking, an "L/C irrespective of whether in writing, a “Reimbursement Undertaking"”) with respect to letters Letters of credit Credit issued by such Underlying Issuer. By submitting a request to Issuing Lender for the issuance of a Letter of Credit, the U.S. Administrative Borrower or the Foreign Administrative Borrower, as applicable, shall be deemed to have requested that Issuing Lender issue or that an Underlying Issuer issue the requested Letter of Credit and to have requested Issuing Lender to issue a Reimbursement Undertaking with respect to such requested Letter of Credit if it is to be issued by an Underlying Issuer (as it being expressly acknowledged and agreed by each Borrower that such Borrower is and shall be deemed to be an applicant (within the meaning of Section 5-102(a)(2) of the Closing Date, the prospective Code) with respect to each Underlying Issuer is to be Xxxxx Fargo) Letter of Credit). Each request for the account of Borrowers. To request the issuance of an L/C or an L/C Undertaking (a Letter of Credit, or the amendment, renewal, or extension of any outstanding Letter of Credit, shall be made in writing by an outstanding L/C or L/C Undertaking), Administrative Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Lender) Authorized Person and delivered to the Issuing Lender and Agent (via hand delivery, telefacsimile, or other electronic method of transmission reasonably in advance of the requested date of issuance, amendment, renewal, or extension. Each such request shall be in form and substance reasonably satisfactory to the Issuing Lender and shall specify (i) a notice requesting the issuance amount of an L/C such U.S. Letter of Credit or L/C UndertakingForeign Letter of Credit, or identifying the L/C or L/C Undertaking to be amended, renewed, or extended, (ii) the date of issuance, amendment, renewal, or extension, the date on which such L/C or L/C Undertaking is to expire, the amount extension of such L/C U.S. Letter of Credit or L/C UndertakingForeign Letter of Credit, (iii) the expiration date of such U.S. Letter of Credit or Foreign Letter of Credit, (iv) the name and address of the beneficiary thereof (or of the Underlying U.S. Letter of Credit or Foreign Letter of Credit, as applicable), and (v) such other information (including, in the case of an amendment, renewal, or extension, identification of the U.S. Letter of Credit or Foreign Letter of Credit to be so amended, renewed, or extended) as shall be necessary to prepare, amend, renew, or extend such L/C or L/C UndertakingLetter of Credit. If requested by Anything contained herein to the contrary notwithstanding, the Issuing LenderLender may, Borrowers also but shall not be obligated to, issue or cause the issuance of a Letter of Credit or to issue a Reimbursement Undertaking in respect of an applicant under the application with respect to any Underlying Letter of Credit Credit, in either case, that is to be supports the subject obligations of Parent or its Subsidiaries in respect of an L/C Undertakingemployment contract. Each U.S. Borrower and Foreign Borrower agrees that this Agreement (along with the terms of the applicable application) will govern each Letter of Credit and its issuance. The Issuing Lender shall have no obligation to issue a Letter of Credit or a Reimbursement Undertaking in respect of an Underlying Letter of Credit, in either case, if any of the following would result after giving effect to the requested Letter of Creditissuance:
Appears in 2 contracts
Samples: Credit Agreement (Stream Global Services, Inc.), Credit Agreement (Stream Global Services, Inc.)
Letters of Credit. (a) Subject to the terms and conditions of this Agreement, upon the request of Borrowers made in accordance herewith, and prior to the Maturity Date, Issuing Lender agrees to issue letters issue, or to cause an Underlying Issuer (including, as Issuing Xxxxxx’s agent) to issue, a requested standby Letter of credit Credit or a sight commercial Letter of Credit for the account of Borrowers Borrowers. If Issuing Lender, at its option (eachand, if other than WFCF, with Borrowers’ consent), elects to cause an "L/C") Underlying Issuer to issue a requested Letter of Credit, then Issuing Xxxxxx agrees that it will enter into arrangements relative to the reimbursement of such Underlying Issuer (which may include, among, other means, by becoming an applicant with respect to such Letter of Credit or entering into undertakings which provide for reimbursements of such Underlying Issuer with respect to purchase participations or execute indemnities or reimbursement obligations (such Letter of Credit; each such obligation or undertaking, an "L/C irrespective of whether in writing, a “Reimbursement Undertaking"”) with respect to letters Letters of credit Credit issued by such Underlying Issuer. By submitting a request to Issuing Lender for the issuance of a Letter of Credit, Borrowers shall be deemed to have requested that Issuing Lender issue or that an Underlying Issuer issue the requested Letter of Credit and to have requested Issuing Lender to issue a Reimbursement Undertaking with respect to such requested Letter of Credit if it is to be issued by an Underlying Issuer (as it being expressly acknowledged and agreed by each Borrower that Borrowers are and shall be deemed to be applicants (within the meaning of Section 5-102(a)(2) of the Closing Date, the prospective Code) with respect to each Underlying Issuer is to be Xxxxx Fargo) Letter of Credit). Each request for the account of Borrowers. To request the issuance of an L/C or an L/C Undertaking (a Letter of Credit, or the amendment, renewal, amendment or extension of any outstanding Letter of Credit, shall be (i) irrevocable and made in writing by an outstanding L/C Authorized Person, (ii) delivered to Agent and Issuing Lender via telefacsimile or L/C Undertaking), Administrative Borrower shall hand deliver or telecopy (or transmit by other electronic communication, if arrangements for doing so have been approved by the Issuing Lender) method of transmission reasonably acceptable to the Agent and Issuing Lender and Agent (reasonably in advance of the requested date of issuance, amendment, renewal, or extension, and (iii) a notice requesting subject to Issuing Lender’s authentication procedures with results satisfactory to Issuing Lender. Each such request shall be in form and substance reasonably satisfactory to Agent and Issuing Lender and (i) shall specify (A) the issuance amount of an L/C or L/C Undertakingsuch Letter of Credit, or identifying the L/C or L/C Undertaking to be amended, renewed, or extended, (B) the date of issuance, amendment, renewal, or extension, the date on which such L/C or L/C Undertaking is to expire, the amount extension of such L/C or L/C UndertakingLetter of Credit, (C) the proposed expiration date of such Letter of Credit, (D) the name and address of the beneficiary thereof (or of the Underlying Letter of Credit, as applicable), and (E) such other information (including, the conditions to drawing, and, in the case of an amendment or extension, identification of the Letter of Credit to be so amended or extended) as shall be necessary to prepare, amend, renew, or extend such L/C or L/C Undertaking. If requested by the Issuing LenderLetter of Credit, Borrowers also and (ii) shall be an applicant under accompanied by such Issuer Documents as Agent, Issuing Lender or Underlying Issuer may request or require, to the application extent that such requests or requirements are consistent with respect to any the Issuer Documents that Issuing Lender or Underlying Letter Issuer, as applicable, generally requests for Letters of Credit that is in similar circumstances. Issuing Xxxxxx’s records of the content of any such request will be conclusive. Anything contained herein to be the subject of an L/C Undertaking. The contrary notwithstanding, Issuing Lender may, but shall have no obligation to not be obligated to, issue a Letter of Credit if any or cause the issuance of the following would result after giving effect to the requested a Letter of Credit or issue a Reimbursement Undertaking in respect of an Underlying Letter of Credit:, in either case, that supports the obligations of Borrowers in respect of (x) a lease of real property, or (y) an employment contract.
Appears in 2 contracts
Samples: Credit Agreement (BOISE CASCADE Co), Credit Agreement (BOISE CASCADE Co)
Letters of Credit. (a) Subject to the terms and conditions of this Agreement, the Issuing Lender agrees to issue letters of credit for the account of Borrowers Borrower (each, an "“L/C"”) or to purchase participations or execute indemnities or reimbursement obligations (each such undertaking, an "“L/C Undertaking"”) with respect to letters of credit issued by an Underlying Issuer (as of the Closing Date, the prospective Underlying Issuer is to be Xxxxx Fargo) for the account of BorrowersBorrower. To Each request for the issuance of an L/C or an L/C Undertaking (a Letter of Credit, or the amendment, renewal, or extension of any outstanding Letter of Credit, shall be made in writing by an outstanding L/C or L/C Undertaking), Administrative Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Lender) Authorized Person and delivered to the Issuing Lender and Agent (via hand delivery, telefacsimile, or other electronic method of transmission reasonably in advance of the requested date of issuance, amendment, renewal, or extension. Each such request shall be in form and substance satisfactory to the Issuing Lender in its Permitted Discretion and shall specify (i) a notice requesting the issuance amount of an L/C or L/C Undertakingsuch Letter of Credit, or identifying the L/C or L/C Undertaking to be amended, renewed, or extended, (ii) the date of issuance, amendment, renewal, or extension, the date on which such L/C or L/C Undertaking is to expire, the amount extension of such L/C or L/C UndertakingLetter of Credit, (iii) the expiration date of such Letter of Credit, (iv) the name and address of the beneficiary thereof (or the beneficiary of the Underlying Letter of Credit, as applicable), and (v) such other information (including, in the case of an amendment, renewal, or extension, identification of the outstanding Letter of Credit to be so amended, renewed, or extended) as shall be necessary to prepare, amend, renew, or extend such L/C or L/C UndertakingLetter of Credit. If requested by the Issuing Lender, Borrowers Borrower also shall be an applicant under the application with respect to any Underlying Letter of Credit that is to be the subject of an L/C Undertaking. The Issuing Lender shall have no obligation to issue a Letter of Credit if any of the following would result after giving effect to the issuance of such requested Letter of Credit:
Appears in 2 contracts
Samples: Credit Agreement (SAVVIS, Inc.), Credit Agreement (Infocus Corp)
Letters of Credit. (a) Subject to the terms and conditions of this Agreement, the Issuing Lender agrees to issue letters of credit for the account of Borrowers (each, an "L/C") or to purchase participations or execute indemnities or ---- reimbursement obligations (each such undertaking, an "L/C Undertaking") with --------------- respect to letters of credit issued by an Underlying Issuer (as of the Closing Date, the prospective Underlying Issuer is to be Xxxxx Fargo) for the account of Borrowers. To request the issuance of an L/C or an L/C Undertaking (or the amendment, renewal, or extension of an outstanding L/C or L/C Undertaking), the Administrative Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Lender) to the Issuing Lender and Agent (reasonably in advance of the requested date of issuance, amendment, renewal, or extension) a notice requesting the issuance of an L/C or L/C Undertaking, or identifying the L/C or L/C Undertaking to be amended, renewed, or extended, the date of issuance, amendment, renewal, or extension, the date on which such L/C or L/C Undertaking is to expire, the amount of such L/C or L/C Undertaking, the name and address of the beneficiary thereof (or the beneficiary of the Underlying Letter of Credit, as applicable), and such other information as shall be necessary to prepare, amend, renew, or extend such L/C or L/C Undertaking. If requested by the Issuing Lender, Borrowers also shall be an applicant under the application with respect to any Underlying Letter of Credit that is to be the subject of an L/C Undertaking. The Issuing Lender shall have no obligation to issue a Letter of Credit if any of the following would result after giving effect to the requested Letter of Credit:
Appears in 1 contract
Letters of Credit. (a) Subject to the terms and conditions of this Agreement, the Issuing Lender agrees to issue letters of credit for the account of Borrowers Borrower (each, an "L/C") or to purchase participations or execute indemnities or reimbursement obligations (each such undertaking, an "L/C Undertaking") with respect to letters of credit issued by an Underlying Issuer (as of the Closing Date, the prospective Underlying Issuer is to be Xxxxx Fargo) for the account of BorrowersBorrower. To Each request for the issuance of an L/C or an L/C Undertaking (a Letter of Credit, or the amendment, renewal, or extension of any outstanding Letter of Credit, shall be made in writing by an outstanding L/C or L/C Undertaking), Administrative Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Lender) Authorized Person and delivered to the Issuing Lender and Agent (via hand delivery, telefacsimile, or other electronic method of transmission reasonably in advance of the requested date of issuance, amendment, renewal, or extension. Each such request shall be in form satisfactory to the Issuing Lender in its Permitted Discretion and shall specify (i) a notice requesting the issuance amount of an L/C or L/C Undertakingsuch Letter of Credit, or identifying the L/C or L/C Undertaking to be amended, renewed, or extended, (ii) the date of issuance, amendment, renewal, or extension, the date on which such L/C or L/C Undertaking is to expire, the amount extension of such L/C or L/C UndertakingLetter of Credit, (iii) the expiration date of such Letter of Credit, (iv) the name and address of the beneficiary thereof (or the beneficiary of the Underlying Letter of Credit, as applicable), and (v) such other information (including, in the case of an amendment, renewal, or extension, identification of the outstanding Letter of Credit to be so amended, renewed, or extended) as shall be necessary to prepare, amend, renew, or extend such L/C or L/C UndertakingLetter of Credit. If requested by the Issuing Lender, Borrowers Borrower also shall be an applicant under the application with respect to any Underlying Letter of Credit that is to be the subject of an L/C Undertaking. The Issuing Lender shall have no obligation to issue a Letter of Credit if any of the following would result after giving effect to the issuance of such requested Letter of Credit:
Appears in 1 contract
Letters of Credit. (a) Subject to the terms and conditions of this Agreement, the Issuing Lender agrees to issue letters of credit for the account of Borrowers Borrower (each, an "“L/C"”) or to purchase participations or execute indemnities or reimbursement obligations (each such undertaking, an "“L/C Undertaking"”) with respect to letters of credit issued by an Underlying Issuer (as of the Third Restatement Closing Date, the prospective Underlying Issuer is to shall be Xxxxx Fargo) for the account of BorrowersBorrower. To request the issuance of an L/C or an L/C Undertaking (or the amendment, renewal, or extension of an outstanding L/C or L/C Undertaking), Administrative Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Lender) to the Issuing Lender and Agent (reasonably in advance of the requested date of issuance, amendment, renewal, or extension) a notice requesting the issuance of an L/C or L/C Undertaking, or identifying the L/C or L/C Undertaking to be amended, renewed, or extended, the date of issuance, amendment, renewal, or extension, the date on which such L/C or L/C Undertaking is to expire, the amount of such L/C or L/C Undertaking, the name and address of the beneficiary thereof (or the beneficiary of the Underlying Letter of Credit, as applicable), and such other information as shall be necessary to prepare, amend, renew, or extend such L/C or L/C Undertaking. If requested by the Issuing Lender, Borrowers Borrower also shall be an applicant under the application with respect to any Underlying Letter of Credit that is to be the subject of an L/C Undertaking. The Issuing Lender shall have no obligation to issue a Letter of Credit if any of the following would result after giving effect to the requested Letter of Credit:
Appears in 1 contract
Samples: Loan and Security Agreement (Acme Communications Inc)
Letters of Credit. (a) Subject to the terms and conditions of this Agreement, the Issuing Lender agrees to issue letters of credit for the account of Borrowers (each, an "L/C") or to purchase participations or execute indemnities or reimbursement obligations (each such undertaking, an "L/C Undertaking") with respect to letters of credit issued by an Underlying Issuer (as of the Closing Date, the prospective Underlying Issuer is to be Xxxxx Wells Fargo) for the account of Borrowers. To request the issuance ixxxxxce of an L/C or an L/C Undertaking (or the amendment, renewal, or extension of an outstanding L/C or L/C Undertaking), Administrative Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Lender) to the Issuing Lender and Agent Lender (reasonably in advance of the requested date of issuance, amendment, renewal, or extension) a notice requesting the issuance of an L/C or L/C Undertaking, or identifying the L/C or L/C Undertaking to be amended, renewed, or extended, the date of issuance, amendment, renewal, or extension, the date on which such L/C or L/C Undertaking is to expire, the amount of such L/C or L/C Undertaking, the name and address of the beneficiary thereof (or of the Underlying Letter of Credit, as applicable), and such other information as shall be necessary to prepare, amend, renew, or extend such L/C or L/C Undertaking. If requested by the Issuing Lender, Borrowers also shall be an applicant under the application with respect to any Underlying Letter of Credit that is to be the subject of an L/C Undertaking. The Issuing Lender shall have no obligation to issue a Letter of Credit if any of the following would result after giving effect to the requested Letter of Credit:
Appears in 1 contract
Samples: Loan and Security Agreement (Peninsula Gaming Corp)
Letters of Credit. (a) Subject to the terms and conditions of this AgreementAgreement and the Orders, on and after the Entry Date the Issuing Lender agrees to issue letters of credit for the account of Borrowers Borrower (each, an "L/C") or to purchase participations or execute indemnities or reimbursement obligations (each such undertaking, an "L/C Undertaking") with respect to letters of credit issued by an Underlying Issuer (as of the Closing Date, the prospective Underlying Issuer is to be Xxxxx FargoWellx Xxxgo) for the account of BorrowersBorrower, provided that, on and after the Closing Date and prior to the Revolver Facility Effective Date, the Issuing Lender agrees to issue L/Cs or L/C Undertakings, provided that, prior to the issuance of any such L/C or L/C Undertaking, the Borrower repays the Advances in an amount equal to the requested L/C or L/C Undertaking. To request the issuance of an L/C or an L/C Undertaking (or the amendment, renewal, or extension of an outstanding L/C or L/C Undertaking), Administrative Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Lender) to the Issuing Lender and Agent (reasonably in advance of the requested date of issuance, amendment, renewal, or extension) a notice requesting the issuance of an L/C or L/C Undertaking, or identifying the L/C or L/C Undertaking to be amended, renewed, or extended, the date of issuance, amendment, renewal, or extension, the date on which such L/C or L/C Undertaking is to expire, the amount of such L/C or L/C Undertaking, the name and address of the beneficiary thereof (or the beneficiary of the Underlying Letter of Credit, as applicable), and such other information as shall be necessary to prepare, amend, renew, or extend such L/C or L/C Undertaking. If requested by the Issuing Lender, Borrowers Borrower also shall be an applicant under the application with respect to any Underlying Letter of Credit that is to be the subject of an L/C Undertaking. The Issuing Lender shall have no obligation to issue a Letter of Credit if any of the following would result after giving effect to the requested Letter of Credit:
Appears in 1 contract
Samples: Loan and Security Agreement (E Spire Communications Inc)
Letters of Credit. If any change in any Legal Requirement or in the interpretation thereof by any court or administrative or Governmental Authority charged with the administration thereof shall either (ai) Subject to the terms and conditions of this Agreementimpose, the Issuing Lender agrees to issue letters of credit for the account of Borrowers (eachmodify, an "L/C") or to purchase participations deem applicable any reserve, special deposit, or execute indemnities or reimbursement obligations (each such undertaking, an "L/C Undertaking") with respect to similar requirement against letters of credit issued by an Underlying Issuer or risk participated in by, or assets held by, or deposits in or for the account of, any Issuing Lender or any Lender or (as ii) impose on any Issuing Lender or any Lender any other condition regarding the provisions of this Agreement relating to the Letters of Credit or any Letter of Credit Obligations, and the result of any event referred to in the preceding clause (i) or (ii) shall be to increase the cost to any Issuing Lender of issuing or maintaining any Letter of Credit, or increase the cost to such Lender of its risk participation in any Letter of Credit (which increase in cost shall be determined by such Issuing Lender’s or such Lender’s reasonable allocation of the Closing Dateaggregate of such cost increases resulting from such event), then, upon demand by such Issuing Lender or such Lender (with a copy sent to the Administrative Agent), as the case may be, the prospective Underlying Issuer is Borrower shall pay to be Xxxxx Fargo) the Administrative Agent (for the account of Borrowers. To request the issuance of an L/C such Issuing Lender or an L/C Undertaking (or the amendment, renewal, or extension of an outstanding L/C or L/C UndertakingLender), Administrative Borrower as the case may be, from time to time as specified by such Issuing Lender or such Lender, additional amounts which shall hand deliver be sufficient to compensate such Issuing Lender or telecopy (or transmit by electronic communication, if arrangements such Lender for doing so have been approved by the Issuing Lender) to the such increased cost. Each Issuing Lender and Agent each Lender agrees to use commercially reasonable efforts (reasonably in advance consistent with internal policy and legal and regulatory restrictions) to designate a different Lending Office for the booking of its Letters of Credit or risk participations if the requested date of issuance, amendment, renewal, or extension) a notice requesting the issuance of an L/C or L/C Undertaking, or identifying the L/C or L/C Undertaking to be amended, renewed, or extended, the date of issuance, amendment, renewal, or extension, the date on which such L/C or L/C Undertaking is to expire, the amount making of such L/C designation would avoid the effect of this paragraph and would not, in the reasonable judgment of such Issuing Lender or L/C Undertakingsuch Lender, the name and address of the beneficiary thereof (be otherwise disadvantageous to such Issuing Lender or of the Underlying Letter of Creditsuch Lender, as applicable)the case may be. A certificate as to such increased cost incurred by such Issuing Lender or such Lender, as the case may be, as a result of any event mentioned in clause (i) or (ii) above, and detailing the calculation of such other information as increased costs submitted by such Issuing Lender or such Lender to the Borrower, shall be necessary to prepareconclusive and binding for all purposes, amend, renew, or extend such L/C or L/C Undertaking. If requested by the Issuing Lender, Borrowers also shall be an applicant under the application with respect to any Underlying Letter of Credit that is to be the subject of an L/C Undertaking. The Issuing Lender shall have no obligation to issue a Letter of Credit if any of the following would result after giving effect to the requested Letter of Credit:absent manifest error.
Appears in 1 contract
Letters of Credit. (a) Subject to the terms and conditions of this Agreement, the Issuing Lender agrees to issue letters of credit for the account of Borrowers Borrower (each, an "“L/C"”) or to purchase participations or execute indemnities or reimbursement obligations (each such undertaking, an "“L/C Undertaking"”) with respect to letters of credit issued by an Underlying Issuer (as of the Closing Date, the prospective Underlying Issuer is to be Xxxxx Fargo) for the account of BorrowersBorrower. To request the issuance of an L/C or an L/C Undertaking (or the amendment, renewal, or extension of an outstanding L/C or L/C Undertaking), Administrative Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Lender) to the Administrative Agent and Issuing Lender and Agent or the Underlying Issuer, as appropriate, (reasonably in advance of the requested date of issuance, amendment, renewal, or extensionextension but in no event less than five (5) Business Days in advance) a notice requesting the issuance of an L/C or L/C Undertaking, or identifying the L/C or L/C Undertaking to be amended, renewed, or extended, the date of issuance, amendment, renewal, or extension, the date on which such L/C or L/C Undertaking is to expireexpire (which date shall be no later than 60 days prior to the date on which this Agreement is scheduled to terminate under Section 3.3 (without regard to any potential renewal term)), the amount of such L/C or L/C Undertaking, the name and address of the beneficiary thereof (or the beneficiary of the Underlying Letter of Credit, as applicable), and such other information as shall be necessary to prepare, amend, renew, or extend such L/C or L/C Undertaking. If requested by Issuing Lender or the Issuing LenderUnderlying Issuer, Borrowers Borrower also shall be an applicant under the application with respect to any Underlying Letter of Credit that is to be the subject of an L/C Undertaking. The Issuing Lender and the Underlying Issuer shall have no obligation to issue a Letter of Credit if any of the following would result after giving effect to the requested Letter of Credit:: the Letter of Credit Usage would exceed the Availability, or the Letter of Credit Usage would exceed $5,000,000 in excess of any L/Cs issued as credit support for the Coral Hedging Agreements. Borrower and Issuing Lender acknowledge and agree that certain Underlying Letters of Credit may be issued to support letters of credit that already are outstanding as of the Closing Date. Each Letter of Credit (and corresponding Underlying Letter of Credit) shall be in form and substance acceptable to Issuing Lender in its good faith discretion, including the requirement that the amounts payable thereunder must be payable in Dollars. If Issuing Lender is obligated to advance funds under a Letter of Credit, Borrower immediately shall reimburse such L/C Disbursement to Issuing Lender by paying to Issuing Lender an amount equal to such L/C Disbursement not later than 12:00 p.m., New York City time, on the date that such L/C Disbursement is made, if Borrower shall have received written or telephonic notice of such L/C Disbursement prior to 10:00 a.m., New York City time, on such date, or, if such notice has not been received by Borrower prior to such time on such date, then not later than 12:00 p.m., New York City time, on the Business Day immediately following the day that Borrower receives such notice pursuant to the foregoing, and, in the absence of such reimbursement, the L/C Disbursement immediately and automatically shall be deemed to be an Advance hereunder and, thereafter, shall bear interest at the rate then applicable to Advances under Section 2.6. To the extent an L/C Disbursement is deemed to be an Advance hereunder, Borrower’s obligation to reimburse such L/C Disbursement shall be discharged and replaced by the resulting Advance. Borrower hereby agrees to indemnify, save, defend, and hold Issuing Lender and the Underlying Issuer harmless from any loss, cost, expense, or liability, and reasonable attorneys fees incurred by Issuing Lender or the Underlying Issuer arising out of or in connection with any Letter of Credit; provided, however, that Borrower shall not be obligated hereunder to indemnify for any loss, cost, expense, or liability that is caused by the gross negligence or willful misconduct of Issuing Lender or the Underlying Issuer. Borrower agrees to be bound by the Underlying Issuer’s regulations and interpretations of any Underlying Letter of Credit or by Issuing Lender’s interpretations of any L/C issued by Issuing Lender to or for Borrower’s account, even though this interpretation may be different from Borrower’s own, and Borrower understands and agrees that Issuing Lender and the Underlying Issuer shall not be liable for any error, negligence, or mistake, whether of omission or commission, in following Borrower’s instructions or those contained in the Letter of Credit or any modifications, amendments, or supplements thereto. Borrower understands that the L/C Undertakings may require Issuing Lender to indemnify the Underlying Issuer for certain costs or liabilities arising out of claims by Borrower against such Underlying Issuer. Borrower hereby agrees to indemnify, save, defend, and hold Issuing Lender harmless with respect to any loss, cost, expense (including reasonable attorneys fees), or liability incurred by Issuing Lender under any L/C Undertaking as a result of Issuing Lender’s indemnification of any Underlying Issuer; provided, however, that Borrower shall not be obligated hereunder to indemnify for any loss, cost, expense, or liability that is caused by the gross negligence or willful misconduct of Issuing Lender. Borrower hereby authorizes and directs any Underlying Issuer to deliver to Issuing Lender all instruments, documents, and other writings and property received by such Underlying Issuer pursuant to such Underlying Letter of Credit and to accept and rely upon Issuing Lender’s instructions with respect to all matters arising in connection with such Underlying Letter of Credit and the related application. Any and all charges, commissions, fees, and costs incurred by Issuing Lender relating to Underlying Letters of Credit shall be Lender Group Expenses for purposes of this Agreement and immediately shall be reimbursable by Borrower to Issuing Lender for the account of the Lenders; it being acknowledged and agreed by Borrower that, as of the Closing Date, the issuance charge imposed by the prospective Underlying Issuer is .825% per annum times the face amount of each Underlying Letter of Credit, that such issuance charge may be changed from time to time, and that the Underlying Issuer also imposes a schedule of charges for amendments, extensions, drawings, and renewals. If by reason of (i) any change in any applicable law, treaty, rule, or regulation or any change in the interpretation or application thereof by any Governmental Authority, or (ii) compliance by the Underlying Issuer or Lender with any direction, request, or requirement (irrespective of whether having the force of law) of any Governmental Authority or monetary authority including, Regulation D of the Federal Reserve Board as from time to time in effect (and any successor thereto): any reserve, deposit, or similar requirement is or shall be imposed or modified in respect of any Letter of Credit issued hereunder, or there shall be imposed on the Underlying Issuer or Issuing Lender any other condition regarding any Underlying Letter of Credit or any Letter of Credit issued pursuant hereto, and the result of the foregoing is to increase, directly or indirectly, the cost to Issuing Lender of issuing, making, guaranteeing, or maintaining any Letter of Credit or to reduce the amount receivable in respect thereof by Issuing Lender, then, and in any such case, Issuing Lender may, at any time within a reasonable period after the additional cost is incurred or the amount received is reduced, notify Borrower, and Borrower shall pay on demand such amounts as Issuing Lender may specify to be necessary to compensate Issuing Lender for such additional cost or reduced receipt, together with interest on such amount from the date of such demand until payment in full thereof at the rate then applicable to Advances hereunder. The determination by Issuing Lender of any amount due pursuant to this Section 2.12, as set forth in a certificate setting forth the calculation thereof in reasonable detail, shall, in the absence of manifest or demonstrable error, be final and conclusive and binding on all of the parties hereto. Noteless Agreement; Registered Notes. Except as otherwise provided in Section 2.13(b), no promissory notes shall evidence the payment obligations of any Advances to Borrower. Administrative Agent shall maintain in accordance with its usual practice an account or accounts on its books evidencing the obligations of Borrower resulting from the Term Loan B and each Revolving Advance from time to time, including the amounts of principal and interest payable and paid to each Lender hereunder. The entries maintained in said accounts shall be prima facie evidence of the existence and amounts of the Term Loan B and the Revolving Advances and the payment obligations of Borrower; provided, however, that the failure of Administrative Agent to maintain such accounts or any error therein shall not in any manner affect the obligation of Borrower to repay the Revolving Advances and the Term Loan B. Administrative Agent, acting solely for this purpose as a non-fiduciary agent on behalf of Borrower, agrees to record the Commitments, Revolving Advances and Term Loan B on the Register. Once recorded on the Register, no Commitment, Revolving Advance or Term Loan B may be removed from the Register so long as it remains outstanding.
Appears in 1 contract
Letters of Credit. (a) Subject to the terms and conditions of this Agreement, the Issuing Lender agrees to issue letters of credit for the account of Borrowers Borrower (each, an "“L/C"”) or to purchase participations or execute indemnities or reimbursement obligations (each such undertaking, an "“L/C Undertaking"”) with respect to letters of credit issued by an Underlying Issuer (as of the Closing Date, the prospective Underlying Issuer is to be Xxxxx Fargo) for the account of BorrowersBorrower. To request the issuance of an L/C or an L/C Undertaking a Letter of Credit, (or the amendment, renewal, or extension of an outstanding L/C or L/C UndertakingLetter of Credit), Administrative Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Lender) to the Issuing Lender and Agent (reasonably in advance of the requested date of issuance, amendment, renewal, or extension) a notice requesting the issuance of an L/C or L/C Undertakinga Letter of Credit, or identifying the L/C or L/C Undertaking Letter of Credit to be amended, renewed, or extended, the date of issuance, amendment, renewal, or extension, the date on which such L/C or L/C Undertaking Letter of Credit is to expire, the amount of such L/C or L/C UndertakingLetter of Credit, the name and address of the beneficiary thereof (or of the Underlying Letter of Credit, as applicable), and such other information as shall be necessary to prepare, amend, renew, or extend such L/C or L/C UndertakingLetter of Credit. If requested by the Issuing Lender, Borrowers Borrower also shall be an applicant under the application with respect to any Underlying Letter of Credit that is to be the subject of an L/C Undertakinga Letter of Credit. The Issuing Lender shall have no obligation to issue a Letter of Credit if any of the following would result after giving effect to the requested Letter of Credit:
Appears in 1 contract
Letters of Credit. (a) Subject to the terms and conditions of this Agreement, the Issuing Lender agrees to issue letters of credit for the account of Borrowers Borrower (each, an "“L/C"”) or to purchase participations or execute indemnities to indemnify, guarantee, or reimbursement obligations agree to reimburse the Underlying Issuer (including by way of being a co-applicant with respect to an Underlying Letter of Credit) (each such undertaking, an "“L/C Undertaking"”) with respect to letters of credit issued by an Underlying Issuer (as of the Closing Date, the prospective Underlying Issuer is to be Xxxxx Wxxxx Fargo) for the account of BorrowersBorrower. To Each request for the issuance of an L/C or an L/C Undertaking (a Letter of Credit, or the amendment, renewal, or extension of any outstanding Letter of Credit, shall be made in writing by an outstanding L/C or L/C Undertaking), Administrative Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Lender) Authorized Person and delivered to the Issuing Lender and Agent (via hand delivery, telefacsimile, or other electronic method of transmission reasonably in advance of the requested date of issuance, amendment, renewal, or extension. Each such request shall be in form and substance reasonably satisfactory to the Issuing Lender in its Permitted Discretion and shall specify (i) a notice requesting the issuance amount of an such L/C or L/C UndertakingUnderlying Letter of Credit, or identifying the L/C or L/C Undertaking to be amended, renewed, or extended, (ii) the date of issuance, amendment, renewal, or extension, the date on which such L/C or L/C Undertaking is to expire, the amount extension of such L/C or Underlying Letter of Credit, (iii) the expiration date of such L/C Undertakingor Underlying Letter of Credit, (iv) the name and address of the beneficiary thereof of the L/C (or the beneficiary of the Underlying Letter of Credit, as applicable), and (v) such other information (including, in the case of an amendment, renewal, or extension, identification of the outstanding Letter of Credit to be so amended, renewed, or extended) as shall be necessary to prepare, amend, renew, or extend such L/C or L/C UndertakingUnderlying Letter of Credit. Anything contained herein to the contrary notwithstanding, the Issuing Lender may, but shall not be obligated to issue a Letter of Credit that supports the obligations of Borrower or its Subsidiaries in respect of (1) a lease of real property, or (2) an employment contract. If requested by the Issuing Lender, Borrowers Borrower also shall be an applicant under the application with respect to any Underlying Letter of Credit that is to be the subject of an L/C Undertaking. The Issuing Lender shall have no obligation to issue a Letter of Credit if any of the following would result after giving effect to the issuance of such requested Letter of Credit:
Appears in 1 contract
Letters of Credit. (a) Subject to the terms and conditions of this Agreement, upon the request of Borrower made in accordance herewith, and prior to the Maturity Date, Issuing Lender agrees to issue letters of credit L/Cs for the account of Borrowers (each, an "L/C") Borrower or to purchase participations or execute indemnities or reimbursement obligations (each such undertaking, an "L/C Undertaking") with respect to letters of credit issued by an Underlying Issuer (as of the Closing Restatement Effective Date, the prospective Underlying Issuer is to be Xxxxx Fargo) for the account of BorrowersBorrower. To By submitting a request to Issuing Lender for the issuance of a Letter of Credit, Borrower shall be deemed to have requested that (x) Issuing Lender issue the requested Letter of Credit or (y) in the case in which WFCF is the Issuing Lender, that an L/C or an Underlying Issuer issue the requested Letter of Credit (and, in such case, to have requested WFCF to issue a L/C Undertaking (with respect to such requested Letter of Credit). Each request for the issuance of a Letter of Credit, or the amendment, renewal, or extension of an any outstanding L/C or L/C Undertaking)Letter of Credit, Administrative Borrower shall hand deliver or telecopy be (or transmit i) irrevocable, unless otherwise consented to in writing by electronic communication, if arrangements for doing so have been approved by the Issuing Lender, and shall be made in writing by an Authorized Person, (ii) delivered to the Agent and Issuing Lender via telefacsimile or other electronic method of transmission reasonably acceptable to Agent and Issuing Lender and Agent (reasonably in advance of the requested date of issuance, amendment, renewal, or extension, and (iii) a notice requesting subject to Issuing Lender's authentication procedures with results satisfactory to Issuing Lender. Each such request shall be in form and substance reasonably satisfactory to Issuing Lender and (i) shall specify (A) the issuance amount of an L/C or L/C Undertakingsuch Letter of Credit, or identifying the L/C or L/C Undertaking to be amended, renewed, or extended, (B) the date of issuance, amendment, renewal, or extension, the date on which such L/C or L/C Undertaking is to expire, the amount extension of such L/C or L/C UndertakingLetter of Credit, (C) the proposed expiration date of such Letter of Credit, (D) the name and address of the beneficiary thereof (or of the Underlying Letter of Credit, as applicable), and (E) such other information (including, the conditions to drawing, and, in the case of an amendment, renewal, or extension, identification of the Letter of Credit to be so amended, renewed, or extended) as shall be necessary to prepare, amend, renew, or extend such L/C Letter of Credit, and (ii) shall be accompanied by such Issuer Documents as Agent or L/C UndertakingIssuing Lender or Underlying Issuer may request or require, to the extent that such requests or requirements are consistent with the Issuer Documents that Issuing Lender or Underlying Issuer generally requests for Letters of Credit in similar circumstances. If requested by the Issuing Lender's records of the content of any such request will be conclusive. Anything contained herein to the contrary notwithstanding, Borrowers also shall be an applicant under the application with respect to any Underlying Letter of Credit that is to be the subject of an L/C Undertaking. The Issuing Lender may, but shall have no obligation to not be obligated to, issue a Letter of Credit if any that supports the obligations of the following would result after giving effect to the requested Letter Borrower or one of Credit:their Subsidiaries in respect of (x) a lease of real property, or (y) an employment contract.
Appears in 1 contract
Letters of Credit. (a) Subject to the terms and conditions of this Agreement, the Issuing Lender agrees to issue letters of credit for the account of Borrowers Borrower (each, an "L/C") or to purchase participations or execute indemnities or reimbursement obligations (each such undertaking, an "L/C Undertaking") with respect to letters of credit issued by an Underlying Issuer (as of the Closing Date, Date the prospective Underlying Issuer is to shall be Xxxxx Wells Fargo) for the account of BorrowersBorrower. To request the issuance of an Lxx X/C or an L/C Undertaking (or the amendment, renewal, or extension of an outstanding L/C or L/C Undertaking), Administrative Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Lender) to the Issuing Lender and Agent (reasonably in advance of the requested date of issuance, amendment, renewal, or extension) a notice requesting the issuance of an L/C or L/C Undertaking, or identifying the L/C or L/C Undertaking to be amended, renewed, or extended, the date of issuance, amendment, renewal, or extension, the date on which such L/C or L/C Undertaking is to expire, the amount of such L/C or L/C Undertaking, the name and address of the beneficiary thereof (or the beneficiary of the Underlying Letter of Credit, as applicable), and such other information as shall be necessary to prepare, amend, renew, or extend such L/C or L/C Undertaking. If requested by the Issuing Lender, Borrowers Borrower also shall be an applicant under the application with respect to any Underlying Letter of Credit that is to be the subject of an L/C Undertaking. The Issuing Lender shall have no obligation to issue a Letter of Credit if any of the following would result after giving effect to the requested Letter of Credit:
Appears in 1 contract
Letters of Credit. (a) Subject to the terms and conditions of this Agreement, the Issuing Lender agrees to issue letters of credit for the account of Borrowers Subsidiary Borrower (each, an "L/C") or to purchase participations or execute indemnities or reimbursement obligations (each such undertaking, an "L/C Undertaking") with respect to letters of credit issued by an Underlying Issuer (as of the Closing Date, the prospective Underlying Issuer is to be Xxxxx FargoWellx Xxxgo) for the account of BorrowersSubsidiary Borrower. To request the issuance of an L/C or an L/C Undertaking (or the amendment, renewal, or extension of an outstanding L/C or L/C Undertaking), Administrative Subsidiary Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Lender) to the Issuing Lender and Agent Lender (reasonably in advance of the requested date of issuance, amendment, renewal, or extension) a notice requesting the issuance of an L/C or L/C Undertaking, or identifying the L/C or L/C Undertaking to be amended, renewed, or extended, the date of issuance, amendment, renewal, or extension, the date on which such L/C or L/C Undertaking is to expire, the amount of such L/C or L/C Undertaking, the name and address of the beneficiary thereof (or of the Underlying Letter of Credit, as applicable), and such other information as shall be necessary to prepare, amend, renew, or extend such L/C or L/C Undertaking. If requested by the Issuing Lender, Borrowers Subsidiary Borrower also shall be an applicant under the application with respect to any Underlying Letter of Credit that is to be the subject of an L/C Undertaking. The Issuing Lender shall have no obligation to issue a Letter of Credit if any of the following would result after giving effect to the requested Letter of Credit:
Appears in 1 contract
Samples: Loan Agreement (Futurelink Corp)
Letters of Credit. (a) Subject to the terms and conditions of this Agreement, the Issuing Lender agrees to issue letters of credit for the account of Borrowers (each, an "“L/C"”) or to purchase participations or execute indemnities or reimbursement obligations (each such undertaking, an "“L/C Undertaking"”) with respect to letters of credit issued by an Underlying Issuer (as of the Closing Date, the prospective Underlying Issuer is to be Xxxxx Wxxxx Fargo) for the account of Borrowers. To request the issuance of an L/C or an L/C Undertaking (or the amendment, renewal, or extension of an outstanding L/C or L/C Undertaking), Administrative Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Lender) to the Issuing Lender and Agent (reasonably in advance of the requested date of issuance, amendment, renewal, or extension) a notice requesting the issuance of an L/C or L/C Undertaking, or identifying the L/C or L/C Undertaking to be amended, renewed, or extended, the date of issuance, amendment, renewal, or extension, the date on which such L/C or L/C Undertaking is to expire, the amount of such L/C or L/C Undertaking, the name and address of the beneficiary thereof (or of the Underlying Letter of Credit, as applicable), and such other information as shall be necessary to prepare, amend, renew, or extend such L/C or L/C Undertaking. If requested by the Issuing Lender, Borrowers Administrative Borrower also shall be an applicant under the application with respect to any Underlying Letter of Credit that is to be the subject of an L/C Undertaking. The Issuing Lender shall have no obligation to issue a Letter of Credit if any of the following would result after giving effect to the requested Letter of Credit:
Appears in 1 contract
Letters of Credit. (a) Subject to the terms and conditions of this Agreement, the Issuing Lender agrees to issue letters of credit for the account of Borrowers Borrower (each, an "“L/C"”) or to purchase participations or execute indemnities or reimbursement obligations (each such undertaking, an "“L/C Undertaking"”) with respect to letters of credit issued by an Underlying Issuer (as of the Restatement Closing Date, Date the prospective Underlying Issuer is to shall be Xxxxx Fargo) for the account of BorrowersBorrower. To request the issuance of an L/C or an L/C Undertaking (or the amendment, renewal, or extension of an outstanding L/C or L/C Undertaking), Administrative Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Lender) to the Issuing Lender and Agent (reasonably in advance of the requested date of issuance, amendment, renewal, or extension) a notice requesting the issuance of an L/C or L/C Undertaking, or identifying the L/C or L/C Undertaking to be amended, renewed, or extended, the date of issuance, amendment, renewal, or extension, the date on which such L/C or L/C Undertaking is to expire, the amount of such L/C or L/C Undertaking, the name and address of the beneficiary thereof (or the beneficiary of the Underlying Letter of Credit, as applicable), and such other information as shall be necessary to prepare, amend, renew, or extend such L/C or L/C Undertaking. If requested by the Issuing Lender, Borrowers Borrower also shall be an applicant under the application with respect to any Underlying Letter of Credit that is to be the subject of an L/C Undertaking. The Issuing Lender shall have no obligation to issue a Letter of Credit if any of the following would result after giving effect to the requested Letter of Credit:
Appears in 1 contract
Samples: Loan and Security Agreement (Acme Communications Inc)
Letters of Credit. (a) Subject to the terms and conditions of this Agreement, the Issuing Lender agrees to issue letters of credit for the account of Borrowers the Borrower (each, an "L/C") or to purchase participations or execute indemnities or reimbursement obligations (each such undertaking, an "L/C Undertaking") with respect to letters of credit issued by an Underlying Issuer (as of the Closing Date, the prospective Underlying Issuer is to be Xxxxx Fargo) for the account of BorrowersBorrower. To request the issuance of an L/C or an L/C Undertaking (or the amendment, renewal, or extension of an outstanding L/C or L/C Undertaking), Administrative Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Lender) to the Issuing Lender and Agent (reasonably in advance of the requested date of issuance, amendment, renewal, or extension) a notice requesting the issuance of an L/C or L/C Undertaking, or identifying the L/C or L/C Undertaking to be amended, renewed, or extended, the date of issuance, amendment, renewal, or extension, the date on which such L/C or L/C Undertaking is to expire, the amount of such L/C or L/C Undertaking, the name and address of the beneficiary thereof (or of the Underlying Letter of Credit, as applicable), and such other information as shall be necessary to prepare, amend, renew, or extend such L/C or L/C Undertaking. If requested by the Issuing Lender, Borrowers Borrower also shall be an applicant under the application with respect to any Underlying Letter of Credit that is to be the subject of an L/C Undertaking. The Issuing Lender shall have no obligation to issue a Letter of Credit if any of the following would result after giving effect to the requested Letter of Credit:
Appears in 1 contract
Letters of Credit. (a) Subject to the terms and conditions of this Agreement, upon the request of Borrower made in accordance herewith, the Issuing Lender agrees to issue letters of credit for the account of Borrowers (eachissue, an "L/C") or to purchase participations cause an Underlying Issuer, as Issuing Lender's agent, to issue, a requested Letter of Credit. If Issuing Lender, at its option, elects to cause an Underlying Issuer to issue a requested Letter of Credit, then Issuing Lender agrees that it will obligate itself to reimburse such Underlying Issuer (which may include, among, other means, by becoming an applicant with respect to such Letter of Credit or execute indemnities or reimbursement obligations (entering into undertakings which provide for reimbursements of such Underlying Issuer with respect to such Letter of Credit; each such obligation or undertaking, an irrespective of whether in writing, a "L/C Reimbursement Undertaking") with respect to letters Letters of credit Credit issued by such Underlying Issuer. By submitting a request to Issuing Lender for the issuance of a Letter of Credit, Borrower shall be deemed to have requested that Issuing Lender issue or that an Underlying Issuer issue the requested Letter of Credit and to have requested Issuing Lender to issue a Reimbursement Undertaking with respect to such requested Letter of Credit if it is to be issued by an Underlying Issuer (as it being expressly acknowledged and agreed by Borrower that Borrower is and shall be deemed to be an applicant (within the meaning of Section 5-102(a)(2) of the Closing Date, the prospective Code) with respect to each Underlying Issuer is to be Xxxxx Fargo) Letter of Credit). Each request for the account of Borrowers. To request the issuance of an L/C or an L/C Undertaking (a Letter of Credit, or the amendment, renewal, or extension of any outstanding Letter of Credit, shall be made in writing by an outstanding L/C or L/C Undertaking), Administrative Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Lender) Authorized Person and delivered to the Issuing Lender and Agent (via hand delivery, telefacsimile, or other electronic method of transmission reasonably in advance of the requested date of issuance, amendment, renewal, or extension. Each such request shall be in form and substance reasonably satisfactory to the Issuing Lender and shall specify (i) a notice requesting the issuance amount of an L/C or L/C Undertakingsuch Letter of Credit, or identifying the L/C or L/C Undertaking to be amended, renewed, or extended, (ii) the date of issuance, amendment, renewal, or extension, the date on which such L/C or L/C Undertaking is to expire, the amount extension of such L/C or L/C UndertakingLetter of Credit, (iii) the expiration date of such Letter of Credit, (iv) the name and address of the beneficiary thereof (or of the Underlying Letter of Credit, as applicable)(v) the Loan Party for whose account the Letter of Credit is to be issued, and (vi) such other information (including, in the case of an amendment, renewal, or extension, identification of the Letter of Credit to be so amended, renewed, or extended) as shall be necessary to prepare, amend, renew, or extend such L/C or L/C UndertakingLetter of Credit. If requested by Anything contained herein to the contrary notwithstanding, the Issuing LenderLender may, Borrowers also but shall not be obligated to, issue or cause the issuance of a Letter of Credit or to issue a Reimbursement Undertaking in respect of an applicant under the application with respect to any Underlying Letter of Credit, in either case, that supports the obligations of Parent or its Subsidiaries at any time that one or more of the Lenders is a Defaulting Lender. Borrower agrees that this Agreement (along with the terms of the applicable application) will govern each Letter of Credit that is to be the subject of an L/C Undertakingand its issuance. The Issuing Lender shall have no obligation to issue a Letter of Credit or a Reimbursement Undertaking in respect of an Underlying Letter of Credit, in either case, if any of the following would result after giving effect to the requested Letter of Creditissuance:
Appears in 1 contract
Samples: Credit Agreement (MDC Partners Inc)
Letters of Credit. (a) Subject to the terms and conditions of this Agreement, the Issuing Lender agrees to issue letters of credit for the account of Borrowers (each, an "L/C") or to purchase participations or execute indemnities or reimbursement obligations (each such undertaking, an "L/C Undertaking") with respect to letters of credit issued by an Underlying Issuer (as of the Closing Date, the prospective Underlying Issuer is to be Xxxxx Fargo) for the account of Borrowers. To request the issuance of an L/C or an L/C Undertaking (or the amendment, renewal, or extension of an outstanding L/C or L/C Undertaking), Administrative Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Lender) to the Issuing Lender and Agent Lender (reasonably in advance of the requested date of issuance, amendment, renewal, or extension) a notice requesting the issuance of an L/C or L/C Undertaking, or identifying the L/C or L/C Undertaking to be amended, renewed, or extended, the date of issuance, amendment, renewal, or extension, the date on which such L/C or L/C Undertaking is to expire, the amount of such L/C or L/C Undertaking, the name and address of the beneficiary thereof (or of the Underlying Letter of Credit, as applicable), and such other information as shall be necessary to prepare, amend, renew, or extend such L/C or L/C Undertaking. If requested by the Issuing Lender, Borrowers also shall be an applicant under the application with respect to any Underlying Letter of Credit that is to be the subject of an L/C Undertaking. The Issuing Lender shall have no obligation to issue a Letter of Credit if any of the following would result after giving effect to the requested Letter of Credit:
Appears in 1 contract
Letters of Credit. (a) Subject to the terms and conditions of this Agreement, the Issuing Lender agrees to issue letters of credit for the account of Borrowers Borrower (each, an "L/C") or to purchase participations or execute indemnities or reimbursement obligations (each such undertaking, an "L/C UndertakingUNDERTAKING") with respect to letters of credit issued by an Underlying Issuer (as of the Closing Date, the prospective Underlying Issuer is to be Xxxxx Fargo) for the account of BorrowersBorrower. To request the issuance of an L/C or an L/C Undertaking (or the amendment, renewal, or extension of an outstanding L/C or L/C Undertaking), Administrative Borrower shall -47- hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Lender) to the Issuing Lender and Agent (reasonably in advance of the requested date of issuance, amendment, renewal, or extension) a notice requesting the issuance of an L/C or L/C Undertaking, or identifying the L/C or L/C Undertaking to be amended, renewed, or extended, the date of issuance, amendment, renewal, or extension, the date on which such L/C or L/C Undertaking is to expire, the amount of such L/C or L/C Undertaking, the name and address of the beneficiary thereof (or the beneficiary of the Underlying Letter of Credit, as applicable), and such other information as shall be necessary to prepare, amend, renew, or extend such L/C or L/C Undertaking. If requested by the Issuing Lender, Borrowers Borrower also shall be an applicant under the application with respect to any Underlying Letter of Credit that is to be the subject of an L/C Undertaking. The Issuing Lender shall have no obligation to issue a Letter of Credit if any of the following would result after giving effect to the requested Letter of Credit:
Appears in 1 contract
Samples: Loan and Security Agreement (Abraxas Petroleum Corp)
Letters of Credit. (a) Subject to the terms and conditions of this Agreement, the Issuing Lender agrees to issue letters of credit for the account of Borrowers Borrower (each, an "“L/C"”) or to purchase participations or execute indemnities to indemnify, guarantee, or reimbursement obligations agree to reimburse the Underlying Issuer (including by way of being a co-applicant with respect to an Underlying Letter of Credit) (each such undertaking, an "“L/C Undertaking"”) with respect to letters of credit issued by an Underlying Issuer (as of the Closing Date, the prospective Underlying Issuer is to be Xxxxx Fargo) for the account of BorrowersBorrower. To Each request for the issuance of an L/C or an L/C Undertaking (a Letter of Credit, or the amendment, renewal, or extension of any outstanding Letter of Credit, shall be made in writing by an outstanding L/C or L/C Undertaking), Administrative Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Lender) Authorized Person and delivered to the Issuing Lender and Agent (via hand delivery, telefacsimile, or other electronic method of transmission reasonably in advance of the requested date of issuance, amendment, renewal, or extension. Each such request shall be in form and substance reasonably satisfactory to the Issuing Lender in its Permitted Discretion and shall specify (i) a notice requesting the issuance amount of an such L/C or L/C UndertakingUnderlying Letter of Credit, or identifying the L/C or L/C Undertaking to be amended, renewed, or extended, (ii) the date of issuance, amendment, renewal, or extension, the date on which such L/C or L/C Undertaking is to expire, the amount extension of such L/C or Underlying Letter of Credit, (iii) the expiration date of such L/C Undertakingor Underlying Letter of Credit, (iv) the name and address of the beneficiary thereof of the L/C (or the beneficiary of the Underlying Letter of Credit, as applicable), and (v) such other information (including, in the case of an amendment, renewal, or extension, identification of the outstanding Letter of Credit to be so amended, renewed, or extended) as shall be necessary to prepare, amend, renew, or extend such L/C or L/C UndertakingUnderlying Letter of Credit. Anything contained herein to the contrary notwithstanding, the Issuing Lender may, but shall not be obligated to issue a Letter of Credit that supports the obligations of Borrower or its Subsidiaries in respect of (1) a lease of real property, or (2) an employment contract. If requested by the Issuing Lender, Borrowers Borrower also shall be an applicant under the application with respect to any Underlying Letter of Credit that is to be the subject of an L/C Undertaking. The Issuing Lender shall have no obligation to issue a Letter of Credit if any of the following would result after giving effect to the issuance of such requested Letter of Credit:
Appears in 1 contract
Letters of Credit. (a) Subject to the terms and conditions of this Agreement, the Issuing Lender agrees to issue letters of credit for the account of Borrowers Borrower (each, an "“L/C"”) or to purchase participations or execute indemnities or reimbursement obligations (each such undertaking, an "“L/C Undertaking"”) with respect to letters of credit issued by an Underlying Issuer (as of the Closing Date, the prospective Underlying Issuer is to be Xxxxx Fargo) for the account of BorrowersBorrower. To Each request for the issuance of an L/C or an L/C Undertaking (a Letter of Credit, or the amendment, renewal, or extension of any outstanding Letter of Credit, shall be made in writing by an outstanding L/C or L/C Undertaking), Administrative Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Lender) Authorized Person and delivered to the Issuing Lender and Agent (via hand delivery, telefacsimile, or other electronic method of transmission reasonably in advance of the requested date of issuance, amendment, BN 0000000x0 renewal, or extension. Each such request shall be in form and substance satisfactory to the Issuing Lender in its Permitted Discretion and shall specify (i) a notice requesting the issuance amount of an L/C or L/C Undertakingsuch Letter of Credit, or identifying the L/C or L/C Undertaking to be amended, renewed, or extended, (ii) the date of issuance, amendment, renewal, or extension, the date on which such L/C or L/C Undertaking is to expire, the amount extension of such L/C or L/C UndertakingLetter of Credit, (iii) the expiration date of such Letter of Credit, (iv) the name and address of the beneficiary thereof (or the beneficiary of the Underlying Letter of Credit, as applicable), and (v) such other information (including, in the case of an amendment, renewal, or extension, identification of the outstanding Letter of Credit to be so amended, renewed, or extended) as shall be necessary to prepare, amend, renew, or extend such L/C or L/C UndertakingLetter of Credit. If requested by the Issuing Lender, Borrowers Borrower also shall be an applicant under the application with respect to any Underlying Letter of Credit that is to be the subject of an L/C Undertaking. The Issuing Lender shall have no obligation to issue a Letter of Credit if any of the following would result after giving effect to the issuance of such requested Letter of Credit:
Appears in 1 contract
Samples: Credit Agreement (Teltronics Inc)
Letters of Credit. (a) Subject to the terms and conditions of this Agreement, the Issuing Lender agrees to issue letters of credit for the account of Borrowers (each, an "“L/C"”) or to purchase participations or execute indemnities or reimbursement obligations (each such undertaking, an "“L/C Undertaking"”) with respect to letters of credit issued by an Underlying Issuer (as of the Closing Date, the prospective Underlying Issuer is to be Xxxxx Wxxxx Fargo) for the account of Borrowers. To request the issuance of an L/C or an L/C Undertaking (or the amendment, renewal, or extension of an outstanding L/C or L/C Undertaking), Administrative Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Lender) to the Issuing Lender and Agent (reasonably in advance of the requested date of issuance, amendment, renewal, or extension) a notice requesting the issuance of an L/C or L/C Undertaking, or identifying the L/C or L/C Undertaking to be amended, renewed, or extended, the date of issuance, amendment, renewal, or extension, the date on which such L/C or L/C Undertaking is to expire, the amount of such L/C or L/C Undertaking, the name and address of the beneficiary thereof (or of the Underlying Letter of Credit, as applicable), and such other information as shall be necessary to prepare, amend, renew, or extend such L/C or L/C Undertaking. If requested by the Issuing Lender, Borrowers also shall be an applicant under the application with respect to any Underlying Letter of Credit that is to be the subject of an L/C Undertaking. The Issuing Lender shall have no obligation to issue a Letter of Credit if any of the following would result after giving effect to the requested Letter of Credit:
Appears in 1 contract
Samples: Loan and Security Agreement (Mercator Software Inc)
Letters of Credit. (a) Subject to the terms and conditions of this Agreement, the Issuing Lender L/C Bank agrees to issue letters of credit for the account of Borrowers (each, an "L/C") Cs or to purchase participations or execute indemnities or reimbursement obligations (each such undertaking, an "L/C UndertakingGuaranty") with respect to letters of credit L/C's issued by an Underlying Issuer (as of the Closing Date, the prospective Underlying Issuer is to be Xxxxx Fargo) for the account of Borrowers. To request the issuance of an L/C or an L/C Undertaking Guaranty (or the amendment, renewal, or extension of an outstanding L/C or L/C UndertakingGuaranty), Administrative Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing LenderL/C Bank) to the Issuing Lender L/C Bank and Agent (reasonably in advance of the requested date of issuance, amendment, renewal, or extension) a notice requesting the issuance of an L/C or L/C UndertakingGuaranty, or identifying the L/C or L/C Undertaking Guaranty to be amended, renewed, or extended, the date of issuance, amendment, renewal, or extension, the date on which such L/C or L/C Undertaking Guaranty is to expire, the amount of such L/C or L/C UndertakingGuaranty, the name and address of the beneficiary thereof (or of the Underlying Letter of Credit, as applicable), and such other information as shall be necessary to prepare, amend, renew, or extend such L/C or L/C UndertakingGuaranty. Borrower shall also comply with Section 4.2. If requested by the Issuing LenderL/C Bank, Borrowers also shall be an applicant under the application with respect to any Underlying Letter of Credit that is to be the subject of an L/C UndertakingGuaranty. The Issuing Lender L/C Bank shall have no obligation to issue a Letter of Credit if any of the following would result after giving effect to the requested Letter of Credit:: the L/C Exposure (i) exceeds the L/C Sublimit, or (ii) taken together with the outstanding Advances, would exceed the lesser of the Facility Cap or the Availability, without duplication. Borrower acknowledges that Availability shall be reduced by a reserve in the full face amount of any Letter of Credit. Borrowers and the Lenders acknowledge and agree that certain Underlying Letters of Credit may be issued to support letters of credit that already are outstanding. Each Letter of Credit (and corresponding Underlying Letter of Credit) shall be in form and substance acceptable to the L/C Bank (in the exercise of its Permitted Discretion) and the beneficiary of such Letter of Credit, including the requirement that the amounts payable thereunder must be payable in Dollars. If L/C Bank receives any inquiries from any appropriate third party regarding any Letter of Credit, or receives any notice prior to advancing funds under a Letter of Credit, L/C Bank agrees to use reasonable efforts to inform Borrower of such inquiry or notice, but L/C Bank shall have no liability for any failure to so inform Borrower. If L/C Bank is obligated to advance funds under a Letter of Credit, Borrowers immediately shall reimburse such L/C Disbursement to L/C Bank by paying to Agent (for the account of L/C Bank) an amount equal to such L/C Disbursement not later than 2:00 p.m., New York time, on the date that such L/C Disbursement is made, if Borrower shall have received written or telephonic notice of such L/C Disbursement prior to 1:00 p.m., New York time, on such date, or, if such notice has not been received by Borrower prior to such time on such date, then not later than 2:00 p.m., New York time, on (i) the Business Day that Borrower receives such notice, if such notice is received prior to 1:00 p.m., New York time, on the date of receipt, and, in the absence of such reimbursement, the L/C Disbursement immediately and automatically shall be deemed to be an Advance hereunder and, thereafter, shall bear interest at the rate then applicable to Advances under Section 2.3. To the extent an L/C Disbursement is deemed to be an Advance hereunder, Borrowers' obligation to reimburse such L/C Disbursement shall be discharged and replaced by the resulting Advance. Promptly following receipt by Agent of any payment from Borrowers pursuant to this paragraph, Agent shall distribute such payment to the L/C Bank or, to the extent that Lenders have made payments pursuant to Section 2.18(b) to reimburse the L/C Bank, then to such Lenders and the L/C Bank as their interest may appear.
Appears in 1 contract
Letters of Credit. (a) Subject to the terms and conditions of this Agreement, the Issuing Lender agrees to issue letters of credit for the account of Borrowers Borrower (each, an "“L/C"”) or to purchase participations or execute indemnities or reimbursement obligations (each such undertaking, an "“L/C Undertaking"”) with respect to letters of credit issued by an Underlying Issuer (as of the Closing Date, the prospective Underlying Issuer is to be Xxxxx Fargo) for the account of BorrowersBorrower. To Each request for the issuance of an L/C or an L/C Undertaking (a Letter of Credit, or the amendment, renewal, or extension of any outstanding Letter of Credit, shall be made in writing by an outstanding L/C or L/C Undertaking), Administrative Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Lender) Authorized Person and delivered to the Issuing Lender and Agent (via hand delivery, telefacsimile, or other electronic method of transmission reasonably in advance of the requested date of issuance, amendment, renewal, or extension. Each such request shall be in form satisfactory to the Issuing Lender in its Permitted Discretion and shall specify (i) a notice requesting the issuance amount of an L/C or L/C Undertakingsuch Letter of Credit, or identifying the L/C or L/C Undertaking to be amended, renewed, or extended, (ii) the date of issuance, amendment, renewal, or extension, the date on which such L/C or L/C Undertaking is to expire, the amount extension of such L/C or L/C UndertakingLetter of Credit, (iii) the expiration date of such Letter of Credit, (iv) the name and address of the beneficiary thereof (or the beneficiary of the Underlying Letter of Credit, as applicable), and (v) such other information (including, in the case of an amendment, renewal, or extension, identification of the outstanding Letter of Credit to be so amended, renewed, or extended) as shall be necessary to prepare, amend, renew, or extend such L/C or L/C UndertakingLetter of Credit. If requested by the Issuing Lender, Borrowers Borrower also shall be an applicant under the application with respect to any Underlying Letter of Credit that is to be the subject of an L/C Undertaking. The Issuing Lender shall have no obligation to issue a Letter of Credit if any of the following would result after giving effect to the issuance of such requested Letter of Credit:
Appears in 1 contract
Letters of Credit. (a) Subject to the terms and conditions of this Agreement, upon the request of Borrower made in accordance herewith, Issuing Lender agrees to issue letters issue, or to cause an Underlying Issuer (including, as Issuing Lender’s agent) to issue, a requested Letter of credit Credit for the account of Borrowers Borrower. If Issuing Lender, at its option, elects to cause an Underlying Issuer to issue a requested Letter of Credit, then Issuing Lender agrees that it will enter into arrangements relative to the reimbursement of such Underlying Issuer (eachwhich may include, among other means, by becoming an "L/C") applicant with respect to such Letter of Credit or entering into undertakings or other arrangements that provide for reimbursement of such Underlying Issuer with respect to purchase participations or execute indemnities or reimbursement obligations (such drawings under Letter of Credit; each such obligation or undertaking, an "L/C irrespective of whether in writing, a “Reimbursement Undertaking"”) with respect to letters Letters of credit Credit issued by an such Underlying Issuer (as of the Closing Date, the prospective Underlying Issuer is to be Xxxxx Fargo) for the account of BorrowersBorrower. To By submitting a request to Issuing Lender for the issuance of a Letter of Credit, Borrower shall be deemed to have requested that (i) Issuing Lender issue or (ii) an L/C or Underlying Issuer issue the requested Letter of Credit (and, in such case, to have requested Issuing Lender to issue a Reimbursement Undertaking with respect to such requested Letter of Credit). Borrower acknowledges and agrees that Borrower is and shall be deemed to be an L/C Undertaking applicant (within the meaning of Section 5-102(a)(2) of the Code) with respect to each Underlying Letter of Credit. Each request for the issuance of a Letter of Credit, or the amendment, renewal, or extension of any outstanding Letter of Credit, shall be made in writing by an outstanding L/C or L/C Undertaking), Administrative Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Lender) Authorized Person and delivered to the Issuing Lender and Agent (via hand delivery, telefacsimile, or other electronic method of transmission reasonably in advance of the requested date of issuance, amendment, renewal, or extension. Each such request shall be in form and substance reasonably satisfactory to Issuing Lender and (i) a notice requesting shall specify (A) the issuance amount of an L/C or L/C Undertakingsuch Letter of Credit, or identifying the L/C or L/C Undertaking to be amended, renewed, or extended, (B) the date of issuance, amendment, renewal, or extension, the date on which such L/C or L/C Undertaking is to expire, the amount extension of such L/C or L/C UndertakingLetter of Credit, (C) the proposed expiration date of such Letter of Credit, (D) the name and address of the beneficiary thereof (or of the Underlying Letter of Credit, as applicable), and (E) such other information (including, the conditions to drawing, and, in the case of an amendment, renewal, or extension, identification of the Letter of Credit to be so amended, renewed, or extended) as shall be necessary to prepare, amend, renew, or extend such L/C or L/C Undertaking. If requested by the Issuing LenderLetter of Credit, Borrowers also and (ii) shall be an applicant under accompanied by such Issuer Documents as Agent, Issuing Lender or Underlying Issuer may reasonably request or require, to the application extent that such requests or requirements are consistent with respect to any the Issuer Documents that Issuing Lender or Underlying Letter Issuer generally requests for Letters of Credit that is in similar circumstances. Anything contained herein to be the subject of an L/C Undertaking. The contrary notwithstanding, Issuing Lender may, but shall have no obligation to not be obligated to, issue or cause the issuance of a Letter of Credit if any or to issue a Reimbursement Undertaking in respect of the following would result after giving effect to the requested an Underlying Letter of Credit:, in either case, that supports the obligations of Borrower or its Subsidiaries in respect of (A) a lease of real property, or (B) an employment contract.
Appears in 1 contract
Letters of Credit. (a) Subject to the terms and conditions of this Agreement, the Issuing Lender agrees to issue letters of credit for the account of each of the Borrowers (each, an "L/C") or to purchase participations or execute indemnities or reimbursement obligations (each such undertaking, an "L/C Undertaking") with respect to letters of credit issued by an Underlying Issuer (as of the Closing Date, the prospective Underlying Issuer is such issuing bank to be Xxxxx Wells Fargo) for the account of each of the Borrowers. To request the issuance xxxxance of an L/C or an L/C Undertaking (or the amendment, renewal, or extension of an outstanding L/C or L/C Undertaking), Administrative the applicable Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Lender) to the Issuing Lender and Agent (reasonably in advance of the requested date of issuance, amendment, renewal, or extension) a notice requesting the issuance of an L/C or L/C Undertaking, or identifying the L/C or L/C Undertaking to be amended, renewed, or extended, the date of issuance, amendment, renewal, or extension, the date on which such L/C or L/C Undertaking is to expire, the amount of such L/C or L/C Undertaking, the name and address of the beneficiary thereof (or the beneficiary of the Underlying Letter of Credit, as applicable), and such other information as shall be necessary to prepare, amend, renew, or extend such L/C or L/C Undertaking. If requested by the Issuing Lender, Borrowers the applicable Borrower also shall be an applicant under the application with respect to any Underlying Letter of Credit that is to be the subject of an L/C Undertaking. The Issuing Lender shall have no obligation to issue a Letter of Credit if any of the following would result after giving effect to the requested Letter of Credit:
Appears in 1 contract
Samples: Loan and Security Agreement (Majestic Investor Capital Corp)
Letters of Credit. (a) Subject to the terms and conditions of this Agreement, upon the request of Borrowers made in accordance herewith, the Issuing Lender agrees to issue letters of credit for the account of Borrowers (eachissue, an "L/C") or to purchase participations cause an Underlying Issuer (including, as Issuing Lender’s agent) to issue, a requested Letter of Credit. If Issuing Lender, at its option (and, if other than WFCF, with Borrowers’ consent), elects to cause an Underlying Issuer to issue a requested Letter of Credit, then Issuing Lender agrees that it will enter into arrangements relative to the reimbursement of such Underlying Issuer (which may include, among, other means, by becoming an applicant with respect to such Letter of Credit or execute indemnities or reimbursement obligations (entering into undertakings which provide for reimbursements of such Underlying Issuer with respect to such Letter of Credit; each such obligation or undertaking, an "L/C irrespective of whether in writing, a “Reimbursement Undertaking"”) with respect to letters Letters of credit Credit issued by such Underlying Issuer. By submitting a request to Issuing Lender for the issuance of a Letter of Credit, Borrowers shall be deemed to have requested that Issuing Lender issue or that an Underlying Issuer issue the requested Letter of Credit and to have requested Issuing Lender to issue a Reimbursement Undertaking with respect to such requested Letter of Credit if it is to be issued by an Underlying Issuer (as it being expressly acknowledged and agreed by each Borrower that Borrowers are and shall be deemed to be applicants (within the meaning of Section 5-102(a)(2) of the Closing Date, the prospective Code) with respect to each Underlying Issuer is to be Xxxxx Fargo) Letter of Credit). Each request for the account of Borrowers. To request the issuance of an L/C or an L/C Undertaking (a Letter of Credit, or the amendment, renewal, or extension of any outstanding Letter of Credit, shall be made in writing by an outstanding L/C or L/C Undertaking), Administrative Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Lender) Authorized Person and delivered to the Issuing Lender and Agent (via hand delivery, telefacsimile, or other electronic method of transmission reasonably in advance of the requested date of issuance, amendment, renewal, or extension. Each such request shall be in form and substance reasonably satisfactory to the Issuing Lender and shall specify (i) a notice requesting the issuance amount of an L/C or L/C Undertakingsuch Letter of Credit, or identifying the L/C or L/C Undertaking to be amended, renewed, or extended, (ii) the date of issuance, amendment, renewal, or extension, the date on which such L/C or L/C Undertaking is to expire, the amount extension of such L/C or L/C UndertakingLetter of Credit, (iii) the proposed expiration date of such Letter of Credit, (iv) the name and address of the beneficiary thereof (or of the Underlying Letter of Credit, as applicable), and (v) such other information (including, the conditions of drawing, and, in the case of an amendment, renewal, or extension, identification of the Letter of Credit to be so amended, renewed, or extended) as shall be necessary to prepare, amend, renew, or extend such L/C or L/C UndertakingLetter of Credit. If requested by Anything contained herein to the contrary notwithstanding, the Issuing Lender, Borrowers also Lender may (but shall not be obligated to) issue or cause the issuance of a Letter of Credit or to issue a Reimbursement Undertaking in respect of an applicant under the application with respect to any Underlying Letter of Credit Credit, in either case, that supports the obligations of Borrowers (1) outside the Ordinary Course of Business, or (2) at any time that one or more of the Lenders is to be the subject of an L/C Undertakinga Defaulting Lender. The Issuing Lender shall have no obligation to issue a Letter of Credit or a Reimbursement Undertaking in respect of an Underlying Letter of Credit, in either case, if any of the following would result after giving effect to the requested Letter of Creditissuance:
Appears in 1 contract
Letters of Credit. (a) Subject to the terms and conditions of this Agreement, upon the request of Administrative Borrower made in accordance herewith, Issuing Lender agrees to issue letters issue, or to cause an Underlying Issuer (including, as Issuing Lender's agent) to issue, a requested Letter of credit Credit for the account of Borrowers Borrowers. If Issuing Lender, at its option, elects to cause an Underlying Issuer to issue a requested Letter of Credit, then Issuing Lender agrees that it will enter into arrangements relative to the reimbursement of such Underlying Issuer (eachwhich may include, among other means, by becoming an "L/C") applicant with respect to such Letter of Credit or entering into undertakings or other arrangements that provide for reimbursement of such Underlying Issuer with respect to purchase participations or execute indemnities or reimbursement obligations (such drawings under Letter of Credit; each such obligation or undertaking, an irrespective of whether in writing, a "L/C Reimbursement Undertaking") with respect to letters Letters of credit Credit issued by an such Underlying Issuer (as of the Closing Date, the prospective Underlying Issuer is to be Xxxxx Fargo) for the account of Borrowers. To By submitting a request to Issuing Lender for the issuance of a Letter of Credit, Borrowers shall be deemed to have requested that (i) Issuing Lender issue or (ii) an L/C or Underlying Issuer issue the requested Letter of Credit (and, in such case, to have requested Issuing Lender to issue a Reimbursement Undertaking with respect to such requested Letter of Credit). Each Borrower acknowledges and agrees that such Borrower is and shall be deemed to be an L/C Undertaking applicant (within the meaning of Section 5-102(a)(2) of the Code) with respect to each Underlying Letter of Credit. Each request for the issuance of a Letter of Credit, or the amendment, renewal, or extension of any outstanding Letter of Credit, shall be made in writing by an outstanding L/C or L/C Undertaking), Administrative Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Lender) Authorized Person and delivered to the Issuing Lender and Agent (via hand delivery, telefacsimile, or other electronic method of transmission reasonably in advance of the requested date of issuance, amendment, renewal, or extension. Each such request shall be in form and substance reasonably satisfactory to Issuing Lender and (i) a notice requesting shall specify (A) the issuance amount of an L/C or L/C Undertakingsuch Letter of Credit, or identifying the L/C or L/C Undertaking to be amended, renewed, or extended, (B) the date of issuance, amendment, renewal, or extension, the date on which such L/C or L/C Undertaking is to expire, the amount extension of such L/C or L/C UndertakingLetter of Credit, (C) the proposed expiration date of such Letter of Credit, (D) the name and address of the beneficiary thereof (or of the Underlying Letter of Credit, as applicable), and (E) such other information (including, the conditions to drawing, and, in the case of an amendment, renewal, or extension, identification of the Letter of Credit to be so amended, renewed, or extended) as shall be necessary to prepare, amend, renew, or extend such L/C or L/C Undertaking. If requested by the Issuing LenderLetter of Credit, Borrowers also and (ii) shall be an applicant under accompanied by such Issuer Documents as Agent, Issuing Lender or Underlying Issuer may request or require, to the application extent that such requests or requirements are consistent with respect to any the Issuer Documents that Issuing Lender or Underlying Letter Issuer generally requests for Letters of Credit that is in similar circumstances. Anything contained herein to be the subject of an L/C Undertaking. The contrary notwithstanding, Issuing Lender may, but shall have no obligation to not be obligated to, issue or cause the issuance of a Letter of Credit if any or to issue a Reimbursement Undertaking in respect of the following would result after giving effect to the requested an Underlying Letter of Credit:, in either case, that supports the obligations of Parent or its Subsidiaries in respect of (A) a lease of real property to the extent that the face amount of such Letter of Credit or the amount of such Reimbursement Undertaking exceeds the highest rent (including all rent-like charges) payable under such lease for a period of one year, or (B) an employment contract to the extent that the face amount of such Letter of Credit or the amount of such Reimbursement Undertaking exceeds the highest compensation payable under such contract for a period of one year.
Appears in 1 contract
Letters of Credit. (a) Subject to the terms and conditions of this Agreement, the Issuing Lender agrees to issue letters of credit for the account of Borrowers Borrower (each, an "L/C") or to purchase participations or execute indemnities or reimbursement obligations (each such undertaking, an "L/C Undertaking") with respect to letters of credit issued by an Underlying Issuer (as of the Closing Date, the prospective Underlying Issuer is to be Xxxxx Fargo) for the account of BorrowersBorrower. To request the issuance of an L/C or an L/C Undertaking (or the amendment, renewal, or extension of an outstanding L/C or L/C Undertaking), Administrative Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Lender) to the Issuing Lender and Administrative Agent (reasonably in advance of the requested date of issuance, amendment, renewal, or extension) a notice requesting the issuance of an L/C or L/C Undertaking, or identifying the L/C or L/C Undertaking to be amended, renewed, or extended, the date of issuance, amendment, renewal, or extension, the date on which such L/C or L/C Undertaking is to expire, the amount of such L/C or L/C Undertaking, the name and address of the beneficiary thereof (or the beneficiary of the Underlying Letter of Credit, as applicable), and such other information as shall be necessary to prepare, amend, renew, or extend such L/C or L/C Undertaking. If requested by the Issuing Lender, Borrowers Borrower also shall be an applicant under the application with respect to any Underlying Letter of Credit that is to be the subject of an L/C Undertaking. The Issuing Lender shall have no obligation to issue a Letter of Credit if any of the following would result after giving effect to the requested Letter of Credit:
Appears in 1 contract
Letters of Credit. (a) Subject to the terms and conditions of this Agreement, upon the request of Borrowers made in accordance herewith, the Issuing Lender agrees to issue letters of credit for the account of Borrowers (eachissue, an "L/C") or to purchase participations cause an Underlying Issuer, as Issuing Lender’s agent, to issue, a requested Letter of Credit. If Issuing Lender, at its option, elects to cause an Underlying Issuer to issue a requested Letter of Credit, then Issuing Lender agrees that it will obligate itself to reimburse such Underlying Issuer (which may include, among, other means, by becoming an applicant with respect to such Letter of Credit or execute indemnities or reimbursement obligations (entering into undertakings which provide for reimbursements of such Underlying Issuer with respect to such Letter of Credit; each such obligation or undertaking, an "L/C irrespective of whether in writing, a “Reimbursement Undertaking"”) with respect to letters Letters of credit Credit issued by such Underlying Issuer. By submitting a request to Issuing Lender for the issuance of a Letter of Credit, Borrowers shall be deemed to have requested that Issuing Lender issue or that an Underlying Issuer issue the requested Letter of Credit and to have requested Issuing Lender to issue a Reimbursement Undertaking with respect to such requested Letter of Credit if it is to be issued by an Underlying Issuer (as it being expressly acknowledged and agreed by Borrowers that Borrowers are and shall each be deemed to be an applicant (within the meaning of Section 5-102(a)(2) of the Closing Date, the prospective Code) with respect to each Underlying Issuer is to be Xxxxx Fargo) Letter of Credit). Each request for the account of Borrowers. To request the issuance of an L/C or an L/C Undertaking (a Letter of Credit, or the amendment, renewal, or extension of any outstanding Letter of Credit, shall be made in writing by an outstanding L/C or L/C Undertaking), Administrative Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Lender) Authorized Person and delivered to the Issuing Lender and Agent (via hand delivery, telefacsimile, or other electronic method of transmission reasonably in advance of the requested date of issuance, amendment, renewal, or extension. Each such request shall be in form and substance reasonably satisfactory to the Issuing Lender and shall specify (i) a notice requesting the issuance amount of an L/C or L/C Undertakingsuch Letter of Credit, or identifying the L/C or L/C Undertaking to be amended, renewed, or extended, (ii) the date of issuance, amendment, renewal, or extension, the date on which such L/C or L/C Undertaking is to expire, the amount extension of such L/C or L/C UndertakingLetter of Credit, (iii) the expiration date of such Letter of Credit, (iv) the name and address of the beneficiary thereof (or of the Underlying Letter of Credit, as applicable), and (v) such other information (including, in the case of an amendment, renewal, or extension, identification of the Letter of Credit to be so amended, renewed, or extended) as shall be necessary to prepare, amend, renew, or extend such L/C or L/C UndertakingLetter of Credit. If requested by Anything contained herein to the contrary notwithstanding, the Issuing LenderLender may, Borrowers also but shall not be obligated to, issue or cause the issuance of a Letter of Credit or to issue a Reimbursement Undertaking in respect of an applicant under the application with respect to any Underlying Letter of Credit, in either case, that supports the obligations of Parent or its Subsidiaries(E) in respect of (1) a lease of real property, or (2) an employment contract. Borrowers agree that this Agreement (along with the terms of letter of credit application in Issuing Bank’s standard form, as may be required by such Issuing Bank) will govern each Letter of Credit that is to be the subject of an L/C Undertakingand its issuance. The Issuing Lender shall have no obligation to issue a Letter of Credit or a Reimbursement Undertaking in respect of an Underlying Letter of Credit, in either case, if any of the following would result after giving effect to the requested Letter of Creditissuance:
Appears in 1 contract
Letters of Credit. (a) Subject to the terms and conditions of this Agreement, the Issuing Lender agrees to issue letters of credit for the account of each of the Borrowers (each, an "L/C") or to purchase participations or execute indemnities --- or reimbursement obligations (each such undertaking, an "L/C Undertaking") with --------------- respect to letters of credit issued by an Underlying Issuer (as of the Closing Date, the prospective Underlying Issuer is to be Xxxxx Fargo) for the account of each of the Borrowers. To request the issuance of an L/C or an L/C Undertaking (or the amendment, renewal, or extension of an outstanding L/C or L/C Undertaking), Administrative the applicable Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Lender) to the Issuing Lender and Agent (reasonably in advance of the requested date of issuance, amendment, renewal, or extension) a notice requesting the issuance of an L/C or L/C Undertaking, or identifying the L/C or L/C Undertaking to be amended, renewed, or extended, the date of issuance, amendment, renewal, or extension, the date on which such L/C or L/C Undertaking is to expire, the amount of such L/C or L/C Undertaking, the name and address of the beneficiary thereof (or of the Underlying Letter of Credit, as applicable), and such other information as shall be necessary to prepare, amend, renew, or extend such L/C or L/C Undertaking. If requested by the Issuing Lender, Borrowers the applicable Borrower also shall be an applicant under the application with respect to any Underlying Letter of Credit that is to be the subject of an L/C Undertaking. The Issuing Lender shall have no obligation to issue a Letter of Credit if any of the following would result after giving effect to the requested Letter of Credit:
Appears in 1 contract
Letters of Credit. (a) Subject to the terms and conditions of this Agreement, upon the request of Administrative Borrower made in accordance herewith, the Issuing Lender agrees to issue letters of credit for the account of Borrowers (eachissue, an "L/C") or to purchase participations cause an Underlying Issuer, as Issuing Lender’s agent, to issue, a requested Letter of Credit. If Issuing Lender, at its option, elects to cause an Underlying Issuer to issue a requested Letter of Credit, then Issuing Lender agrees that it will enter into arrangements relative to the reimbursement of such Underlying Issuer (which may include, among, other means, by becoming an applicant with respect to such Letter of Credit or execute indemnities or reimbursement obligations (entering into undertakings which provide for reimbursements of such Underlying Issuer with respect to such Letter of Credit; each such obligation or undertaking, an "L/C irrespective of whether in writing, a “Reimbursement Undertaking"”) with respect to letters Letters of credit Credit issued by such Underlying Issuer. By submitting a request to Issuing Lender for the issuance of a Letter of Credit, Borrowers shall be deemed to have requested that Issuing Lender issue or that an Underlying Issuer issue the requested Letter of Credit and to have requested Issuing Lender to issue a Reimbursement Undertaking with respect to such requested Letter of Credit if it is to be issued by an Underlying Issuer (as it being expressly acknowledged and agreed by Borrowers that Borrowers are and shall be deemed to be applicants (within the meaning of Section 5-102(a)(2) of the Closing Date, the prospective UCC) with respect to each Underlying Issuer is to be Xxxxx Fargo) Letter of Credit. Each request for the account of Borrowers. To request the issuance of an L/C or an L/C Undertaking (a Letter of Credit, or the amendment, renewal, or extension of any outstanding Letter of Credit, shall be made in writing by an outstanding L/C or L/C Undertaking), Administrative Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Lender) Authorized Person and delivered to the Issuing Lender and Agent (via hand delivery, telefacsimile, or other electronic method of transmission reasonably in advance of the requested date of issuance, amendment, renewal, or extension. Each such request shall be in form and substance reasonably satisfactory to the Issuing Lender and shall specify (i) a notice requesting the issuance amount of an L/C or L/C Undertakingsuch Letter of Credit, or identifying the L/C or L/C Undertaking to be amended, renewed, or extended, (ii) the date of issuance, amendment, renewal, or extension, the date on which such L/C or L/C Undertaking is to expire, the amount extension of such L/C or L/C UndertakingLetter of Credit, (iii) the expiration date of such Letter of Credit, (iv) the name and address of the beneficiary thereof (or of the Underlying Letter of Credit, as applicable), and (v) such other information (including, in the case of an amendment, renewal, or extension, identification of the Letter of Credit to be so amended, renewed, or extended) as shall be necessary to prepare, amend, renew, or extend such L/C or L/C UndertakingLetter of Credit. If requested by Anything contained herein to the contrary notwithstanding, the Issuing Lender, Borrowers also Lender shall not be obligated to issue or cause the issuance of a Letter of Credit or issue a Reimbursement Undertaking in respect of an applicant under the application with respect to any Underlying Letter of Credit that at any time if any Lender is a Defaulting Lender at such time unless Agent has received cash collateral from Borrowers in an amount equal to be the subject Pro Rata Share of an L/C Undertakingsuch Defaulting Lender (calculated as in effect immediately prior to such Lender becoming a Defaulting Lender) of the face amount of such Letter of Credit. The Issuing Lender shall have no obligation to issue a Letter of Credit or a Reimbursement Undertaking in respect of an Underlying Letter of Credit, in either case, if any of the following would result after giving effect to the requested Letter of Creditissuance:
Appears in 1 contract
Samples: Credit Agreement (Tronox Inc)
Letters of Credit. (a) Subject to the terms and conditions of this Agreement, upon the request of Borrowers made in accordance herewith, the Issuing Lender agrees to issue letters of credit for the account of Borrowers (eachissue, an "L/C") or to purchase participations cause an Underlying Issuer (including, as Issuing Lender’s agent) to issue, a requested Letter of Credit. If Issuing Lender, at its option (and, if other than WFCF, with Borrowers’ consent), elects to cause an Underlying Issuer to issue a requested Letter of Credit, then Issuing Lender agrees that it will enter into arrangements relative to the reimbursement of such Underlying Issuer (which may include, among, other means, by becoming an applicant with respect to such Letter of Credit or execute indemnities or reimbursement obligations (entering into undertakings which provide for reimbursements of such Underlying Issuer with respect to such Letter of Credit; each such obligation or undertaking, an "L/C irrespective of whether in writing, a “Reimbursement Undertaking"”) with respect to letters Letters of credit Credit issued by such Underlying Issuer. By submitting a request to Issuing Lender for the issuance of a Letter of Credit, Borrowers shall be deemed to have requested that Issuing Lender issue or that an Underlying Issuer issue the requested Letter of Credit and to have requested Issuing Lender to issue a Reimbursement Undertaking with respect to such requested Letter of Credit if it is to be issued by an Underlying Issuer (as it being expressly acknowledged and agreed by each Borrower that Borrowers are and shall be deemed to be applicants (within the meaning of Section 5-102(a)(2) of the Closing Date, the prospective Code) with respect to each Underlying Issuer is to be Xxxxx Fargo) Letter of Credit). Each request for the account of Borrowers. To request the issuance of an L/C or an L/C Undertaking (a Letter of Credit, or the amendment, renewal, or extension of any outstanding Letter of Credit, shall be made in writing by an outstanding L/C or L/C Undertaking), Administrative Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Lender) Authorized Person and delivered to the Issuing Lender and Agent (via hand delivery, telefacsimile, or other electronic method of transmission reasonably in advance of the requested date of issuance, amendment, renewal, or extension. Each such request shall be in form and substance reasonably satisfactory to the Issuing Lender and shall specify (i) a notice requesting the issuance amount of an L/C or L/C Undertakingsuch Letter of Credit, or identifying the L/C or L/C Undertaking to be amended, renewed, or extended, (ii) the date of issuance, amendment, renewal, or extension, the date on which such L/C or L/C Undertaking is to expire, the amount extension of such L/C or L/C UndertakingLetter of Credit, (iii) the proposed expiration date of such Letter of Credit, (iv) the name and address of the beneficiary thereof (or of the Underlying Letter of Credit, as applicable), and (v) such other information (including, the conditions of drawing, and, in the case of an amendment, renewal, or extension, identification of the Letter of Credit to be so amended, renewed, or extended) as shall be necessary to prepare, amend, renew, or extend such L/C or L/C UndertakingLetter of Credit. If requested by Anything contained herein to the contrary notwithstanding, the Issuing Lender, Borrowers also Lender may (but shall not be an applicant under obligated to) issue or cause the application with respect to any Underlying Letter issuance of Credit that is to be the subject of an L/C Undertaking. The Issuing Lender shall have no obligation to issue a Letter of Credit if any or to issue a Reimbursement Undertaking in respect of the following would result after giving effect to the requested an Underlying Letter of Credit:, in either case, that supports the obligations of Borrowers \66176107.6
Appears in 1 contract
Samples: Credit Agreement (BOISE CASCADE Co)
Letters of Credit. (a) Subject to the terms and conditions of this Agreement, the Issuing Lender agrees to issue letters of credit for the account of Borrowers Borrower (each, an "L/C") or to purchase participations or execute indemnities or reimbursement obligations (each such undertaking, an "L/C Undertaking") with respect to letters of credit issued by an Underlying Issuer (as of the Closing Date, the prospective Underlying Issuer is to be Xxxxx Fargo) for the account of BorrowersBorrower. To request the issuance of an L/C or an L/C Undertaking (or the amendment, renewal, or extension of an outstanding L/C or L/C Undertaking), Administrative Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Lender) to the Issuing Lender and Agent (reasonably in advance of the requested date of issuance, amendment, renewal, or extension) a notice requesting the issuance of an L/C or L/C Undertaking, or identifying the L/C or L/C Undertaking to be amended, renewed, or extended, specifying the date of issuance, amendment, renewal, or extensionextension (which shall be a Business Day), the date on which such L/C or L/C Undertaking is to expire, the amount of such L/C or L/C Undertaking, the name and address of the beneficiary thereof (or the beneficiary of the Underlying Letter of Credit, as applicable), and such other information as shall be necessary to prepare, amend, renew, or extend such L/C or L/C Undertaking. If requested by the Issuing Lender, Borrowers Borrower also shall be an applicant under the application with respect to any Underlying Letter of Credit that is to be the subject of an L/C Undertaking. The Issuing Lender shall have no obligation to issue a Letter of Credit if any of the following would result after giving effect to the issuance of such requested Letter of Credit:
Appears in 1 contract
Samples: Guaranty and Security Agreement (Payless Shoesource Inc /De/)
Letters of Credit. (a) Subject to the terms and conditions of this Agreement, the Issuing Lender agrees to issue letters of credit for the account of Borrowers Borrower (each, an "L/C") or to purchase participations or execute indemnities or reimbursement obligations (each such undertaking, an "L/C Undertaking") with respect to letters of credit issued by an Underlying Issuer (as of the Closing Date, the prospective Underlying Issuer is to be Xxxxx Wells Fargo) for the account of BorrowersBorrower. To request the issuance of an ox xx L/C or an L/C Undertaking (or the amendment, renewal, or extension of an outstanding L/C or L/C Undertaking), Administrative Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Lender) to the Issuing Lender and Agent (reasonably in advance of the requested date of issuance, amendment, renewal, or extension) a notice requesting the issuance of an L/C or L/C Undertaking, or identifying the L/C or L/C Undertaking to be amended, renewed, or extended, the date of issuance, amendment, renewal, or extension, the date on which such L/C or L/C Undertaking is to expire, the amount of such L/C or L/C Undertaking, the name and address of the beneficiary thereof (or of the Underlying Letter of Credit, as applicable), and such other information as shall be necessary to prepare, amend, renew, or extend such L/C or L/C Undertaking. If requested by the Issuing Lender, Borrowers Borrower also shall be an applicant under the application with respect to any Underlying Letter of Credit that is to be the subject of an L/C Undertaking. The Issuing Lender shall have no obligation to issue a Letter of Credit if any of the following would result after giving effect to the requested Letter of Credit:
Appears in 1 contract
Letters of Credit. (a) Subject to the terms and conditions of this Agreement, the Issuing Lender agrees to issue letters of credit for the account of Borrowers (each, an "L/C") or to purchase participations or execute indemnities or reimbursement obligations (each such undertaking, an "L/C Undertaking") with respect to letters of credit issued by an Underlying Issuer (as of the Closing Date, the prospective Underlying Issuer is to be Xxxxx Wells Fargo) for the account of Borrowers. To request the issuance of an xx xn L/C or an L/C Undertaking (or the amendment, renewal, or extension of an outstanding L/C or L/C Undertaking), Administrative Borrower Parent shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Lender) to the Issuing Lender and Agent (reasonably in advance of the requested date of issuance, amendment, renewal, or extension) a notice requesting the issuance of an L/C or L/C Undertaking, or identifying the L/C or L/C Undertaking to be amended, renewed, or extended, the date of issuance, amendment, renewal, or extension, the date on which such L/C or L/C Undertaking is to expire, the amount of such L/C or L/C Undertaking, the name and address of the beneficiary thereof (or of the Underlying Letter of Credit, as applicable), and such other information as shall be necessary to prepare, amend, renew, or extend such L/C or L/C Undertaking. If requested by the Issuing Lender, Borrowers also shall be an applicant under the application with respect to any Underlying Letter of Credit that is to be the subject of an L/C Undertaking. The Issuing Lender shall have no obligation to issue a Letter of Credit if any of the following would result after giving effect to the requested Letter of Credit:
Appears in 1 contract
Samples: Loan and Security Agreement (Outsourcing Services Group Inc)
Letters of Credit. (a) Subject to the terms and conditions of this Agreement, the Issuing Lender agrees to issue letters of credit for the account of Borrowers (each, an "“L/C"”) or to purchase participations or execute indemnities or reimbursement obligations (each such undertaking, an "L/C Undertaking"”) with respect to letters of credit issued by an Underlying Issuer (as of the Closing Date, the prospective Underlying Issuer is to be Xxxxx Fargo) for the account of Borrowers. To request the issuance of an L/C or an L/C Undertaking (or the amendment, renewal, or extension of an outstanding L/C or L/C Undertaking), Administrative Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Lender) to the Issuing Lender and Agent (reasonably in advance of the requested date of issuance, amendment, renewal, or extension) a notice requesting the issuance of an L/C or L/C Undertaking, or identifying the L/C or L/C Undertaking to be amended, renewed, or extended, the date of issuance, amendment, renewal, or extension, the date on which such L/C or L/C Undertaking is to expire, the amount of such L/C or L/C Undertaking, the name and address of the beneficiary thereof (or of the Underlying Letter of Credit, as applicable), and such other information as shall be necessary to prepare, amend, renew, or extend such L/C or L/C Undertaking. If requested by the Issuing Lender, Borrowers also shall be an applicant under the application with respect to any Underlying Letter of Credit that is to be the subject of an L/C Undertaking. The Issuing Lender shall have no obligation to issue a Letter of Credit if any of the following would result after giving effect to the requested Letter of Credit:
Appears in 1 contract
Letters of Credit. (a) Subject to the terms and conditions of this Agreement, the Issuing Lender agrees to issue letters of credit for the account of Borrowers (each, an "L/C") or to purchase participations or execute indemnities or reimbursement obligations (each such undertaking, an "L/C Undertaking") with respect to letters of credit issued by an Underlying Issuer (as of the Closing Date, the prospective Underlying Issuer is such issuing bank to be Xxxxx Fargo) for the account of Borrowers. To request the issuance of an L/C or an L/C Undertaking (or the amendment, renewal, or extension of an outstanding L/C or L/C Undertaking), Administrative Borrower Borrowers shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Lender) to the Issuing Lender and Agent (reasonably in advance of the requested date of issuance, amendment, renewal, or extension) a notice requesting the issuance of an L/C or L/C Undertaking, or identifying the L/C or L/C Undertaking to be amended, renewed, or extended, the date of issuance, amendment, renewal, or extension, the date on which such L/C or L/C Undertaking is to expire, the amount of such L/C or L/C Undertaking, the name and address of the beneficiary thereof (or the beneficiary of the Underlying Letter of Credit, as applicable), and such other information as shall be necessary to prepare, amend, renew, or extend such L/C or L/C Undertaking. If requested by the Issuing Lender, Borrowers also shall be an applicant under the application with respect to any Underlying Letter of Credit that is to be the subject of an L/C Undertaking. The Issuing Lender shall have no obligation to issue a Letter of Credit if any of the following would result after giving effect to the requested Letter of Credit:
Appears in 1 contract
Letters of Credit. (a) Subject to the terms and conditions of this Agreement, the Issuing Lender agrees to issue letters of credit for the account of Borrowers (each, an "L/C") or to purchase participations or execute indemnities or reimbursement obligations (each such undertaking, an "L/C Undertaking") with respect to letters of credit issued by an Underlying Issuer (as of the Closing Date, the prospective Underlying Issuer is to be Xxxxx Fargo) for the account of Borrowers. To Each request for the issuance of an L/C or an L/C Undertaking (a Letter of Credit or the amendment, renewal, or extension of any outstanding Letter of Credit shall be made in writing by an outstanding L/C Authorized Person and delivered to Lender via hand delivery, facsimile, or L/C Undertaking), Administrative Borrower shall hand deliver or telecopy (or transmit by other electronic communication, if arrangements for doing so have been approved by the Issuing Lender) to the Issuing Lender and Agent (method of transmission reasonably in advance of the requested date of issuance, amendment, renewal, or extension. Each such request shall be in form and substance satisfactory to Lender in its Permitted Discretion and shall specify (i) a notice requesting the issuance amount of an L/C or L/C Undertakingsuch Letter of Credit, or identifying the L/C or L/C Undertaking to be amended, renewed, or extended, (ii) the date of issuance, amendment, renewal, or extension, the date on which such L/C or L/C Undertaking is to expire, the amount extension of such L/C or L/C UndertakingLetter of Credit, (iii) the expiration date of such Letter of Credit, (iv) the name and address of the beneficiary thereof (or the beneficiary of the Underlying Letter of Credit, as applicable), and (v) such other information (including, in the case of an amendment, renewal, or extension, identification of the outstanding Letter of Credit to be so amended, renewed, or extended) as shall be necessary to prepare, amend, renew, or extend such L/C or L/C UndertakingLetter of Credit. If requested by the Issuing Lender, Borrowers also shall be an applicant under the application with respect to any Underlying Letter of Credit that is to be the subject of an L/C Undertaking. The Issuing Lender shall have no obligation to issue a Letter of Credit if any of the following would result after giving effect to the issuance of such requested Letter of Credit:
Appears in 1 contract
Letters of Credit. (a) Subject to the terms and conditions of this Agreement, the Issuing Lender agrees to issue letters of credit for the account of Borrowers (each, an "L/C") or to purchase participations or execute indemnities or reimbursement obligations (each such undertaking, an "L/C Undertaking") with respect to letters of credit issued by an Underlying Issuer (as of the Closing Date, the prospective Underlying Issuer is to be Xxxxx Wells Fargo) for the account of BorrowersBorrowers (allocated among the Bxxxxxers as set forth in the applicable request for issuance delivered by Administrative Borrower). To request the issuance of an L/C or an L/C Undertaking (or the amendment, renewal, or extension of an outstanding L/C or L/C Undertaking), Administrative Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Lender) to the Issuing Lender and Agent (reasonably in advance of the requested date of issuance, amendment, renewal, or extension) a notice requesting the issuance of an L/C or L/C Undertaking, or identifying the L/C or L/C Undertaking to be amended, renewed, or extended, the date of issuance, amendment, renewal, or extension, the date on which such L/C or L/C Undertaking is to expire, the amount of such L/C or L/C Undertaking, the name and address of the beneficiary thereof (or of the Underlying Letter of Credit, as applicable), the Borrower(s) for whose account such L/C or L/C Undertaking is being requested (and amount attributable, without duplication, to each such Borrower) and such other information as shall be necessary to prepare, amend, renew, or extend such L/C or L/C Undertaking. If requested by the Issuing Lender, Borrowers also shall be an applicant under the application with respect to any Underlying Letter of Credit that is to be the subject of an L/C Undertaking. The Issuing Lender shall have no obligation to issue a Letter of Credit if any of the following would result after giving effect to the requested Letter of Credit:
Appears in 1 contract
Letters of Credit. (a) Subject to the terms and conditions of this Agreement, the Issuing Lender agrees to issue letters of credit for the account of Borrowers Borrower (each, an "L/C") or to purchase participations or execute indemnities or reimbursement obligations (each such undertaking, an "L/C Undertaking") with respect to letters of credit issued by an Underlying Issuer (as of the Closing Date, the prospective Underlying Issuer is to be Xxxxx Wells Fargo) for the account of Borrowersaccounx xx Borrower. To request the issuance of an L/C or an L/C Undertaking (or the amendment, renewal, or extension of an outstanding L/C or L/C Undertaking), Administrative Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Lender) to the Issuing Lender and Agent (reasonably in advance of the requested date of issuance, amendment, renewal, or extension) a notice requesting the issuance of an L/C or L/C Undertaking, or identifying the L/C or L/C Undertaking to be amended, renewed, or extended, the date of issuance, amendment, renewal, or extension, the date on which such L/C or L/C Undertaking is to expire, the amount of such L/C or L/C Undertaking, the name and address of the beneficiary thereof (or the beneficiary of the Underlying Letter of Credit, as applicable), and such other information as shall be necessary to prepare, amend, renew, or extend such L/C or L/C Undertaking. If requested by the Issuing Lender, Borrowers Borrower also shall be an applicant under the application with respect to any Underlying Letter of Credit that is to be the subject of an L/C Undertaking. The Issuing Lender shall have no obligation to issue a Letter of Credit if any of the following would result after giving effect to the requested Letter of Credit:
Appears in 1 contract
Samples: Loan and Security Agreement (Northland Cranberries Inc /Wi/)
Letters of Credit. (a) Subject to the terms and conditions of this Agreement, upon the request of Borrower Agent made in accordance herewith, the Issuing Lender agrees to issue letters of credit for the account of Borrowers (eachissue, an "L/C") or to purchase participations cause an Underlying Issuer (including, as Issuing Lender’s agent) to issue, a requested Letter of Credit. Issuing Lender shall not, and shall be under no obligation to, issue or execute indemnities cause to be issued any Letter of Credit if any of the conditions set forth in Section 3.2 herein will not be satisfied immediately prior to, or immediately after giving effect to, the issuance of such Letter of Credit. If Issuing Lender, at its option, elects to cause an Underlying Issuer to issue a requested Letter of Credit, then Issuing Lender agrees that it will enter into arrangements relative to the reimbursement obligations of such Underlying Issuer (which may include, among, other means, by becoming an applicant with respect to such Letter of Credit or entering into undertakings which provide for reimbursements of such Underlying Issuer with respect to such Letter of Credit; each such obligation or undertaking, an "L/C irrespective of whether in writing, a “Reimbursement Undertaking"”) with respect to letters Letters of credit Credit issued by such Underlying Issuer. By submitting a request to Issuing Lender for the issuance of a Letter of Credit, Borrowers shall be deemed to have requested that Issuing Lender issue or that an Underlying Issuer issue the requested Letter of Credit and to have requested Issuing Lender to issue a Reimbursement Undertaking with respect to such requested Letter of Credit if it is to be issued by an Underlying Issuer (as it being expressly acknowledged and agreed by each Borrower that Borrowers are and shall be deemed to be applicants (within the meaning of Section 5-102(a)(2) of the Closing Date, the prospective Code) with respect to each Underlying Issuer is to be Xxxxx Fargo) Letter of Credit). Each request for the account of Borrowers. To request the issuance of an L/C or an L/C Undertaking (a Letter of Credit, or the amendment, renewal, or extension of any outstanding Letter of Credit, shall be made in writing by an outstanding L/C or L/C Undertaking), Administrative Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Lender) Authorized Person and delivered to the Issuing Lender and Agent (via hand delivery, telefacsimile, or other electronic method of transmission reasonably in advance of the requested date of issuance, amendment, renewal, or extension. Each such request shall be in form and substance reasonably satisfactory to the Issuing Lender and shall specify (i) a notice requesting the issuance amount of an L/C or L/C Undertakingsuch Letter of Credit, or identifying the L/C or L/C Undertaking to be amended, renewed, or extended, (ii) the date of issuance, amendment, renewal, or extension, the date on which such L/C or L/C Undertaking is to expire, the amount extension of such L/C or L/C UndertakingLetter of Credit, (iii) the proposed expiration date of such Letter of Credit, (iv) the name and address of the beneficiary thereof (or of the Underlying Letter of Credit, as applicable), and (v) such other information (including, in the case of an amendment, renewal, or extension, identification of the Letter of Credit to be so amended, renewed, or extended) as shall be necessary to prepare, amend, renew, or extend such L/C or L/C UndertakingLetter of Credit. If requested by Anything contained herein to the contrary notwithstanding, the Issuing Lender may, but shall not be obligated to, issue or cause the issuance of a Letter of Credit or to issue a Reimbursement Undertaking in respect of an Underlying Letter of Credit, in either case, that supports the obligations of a Loan Party (A) in respect of a lease of Real Property or an employment contract, (1) in the case of a Letter of Credit in connection with such a lease, with a face amount in excess of the amount equal to (x) the amount of rent under such lease, without acceleration, for the greater of one year or fifteen percent (15%), not to exceed three (3) years, of the remaining term of such lease minus (y) the amount of any cash or other collateral to secure the obligations of a Loan Party in respect of such lease and (2) in the case of a Letter of Credit in connection with an employment contract, with a face amount in excess of the compensation provided by such contract, without acceleration, for a one year period, or (B) at any time that one or more of the Lenders is a Defaulting Lender. Each standby Letter of Credit shall expire not later than the date that is 12 months after the date of the issuance of such Letter of Credit; provided, Borrowers also shall be an applicant under that any standby Letter of Credit may provide for the application automatic extension thereof for any number of additional periods each of up to one year in duration; provided further, that with respect to any Underlying Letter of Credit that is to be which extends beyond the subject of an L/C Undertaking. The Issuing Lender shall have no obligation to issue a Maturity Date, Letter of Credit if any Collateralization shall be provided therefor on or before the date that is five (5) Business Days prior to the Maturity Date. Each commercial Letter of Credit shall expire on the earlier of (i) 120 days after the date of the following would result after giving effect issuance of such commercial Letter of Credit and (ii) five (5) Business Days prior to the requested Letter of Credit:Maturity Date.
Appears in 1 contract
Letters of Credit. (a) Subject to the terms and conditions of this Agreement, upon the request of Borrower made in accordance herewith, the Issuing Lender agrees to issue letters of credit for the account of Borrowers (eachissue, an "L/C") or to purchase participations cause an Underlying Issuer, as Issuing Lender's agent, to issue, a requested Letter of Credit. If Issuing Lender, at its option, elects to cause an Underlying Issuer to issue a requested Letter of Credit, then Issuing Lender agrees that it will obligate itself to reimburse such Underlying Issuer (which may include, among, other means, by becoming an applicant with respect to such Letter of Credit or execute indemnities or reimbursement obligations (entering into undertakings which provide for reimbursements of such Underlying Issuer with respect to such Letter of Credit; each such obligation or undertaking, an irrespective of whether in writing, a "L/C Reimbursement Undertaking") with respect to letters Letters of credit Credit issued by such Underlying Issuer. By submitting a request to Issuing Lender for the issuance of a Letter of Credit, Borrower shall be deemed to have requested that Issuing Lender issue or that an Underlying Issuer issue the requested Letter of Credit and to have requested Issuing Lender to issue a Reimbursement Undertaking with respect to such requested Letter of Credit if it is to be issued by an Underlying Issuer (as it being expressly acknowledged and agreed by Borrower that Borrower is and shall be deemed to be an applicant (within the meaning of Section 5-102(a)(2) of the Closing Date, the prospective Code) with respect to each Underlying Issuer is to be Xxxxx Fargo) Letter of Credit). Each request for the account of Borrowers. To request the issuance of an L/C or an L/C Undertaking (a Letter of Credit, or the amendment, renewal, or extension of any outstanding Letter of Credit, shall be (i) irrevocable and made in writing by an outstanding L/C or L/C Undertaking)Authorized Person< and>, Administrative Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by ii) delivered to the Issuing Lender) to Agent and the Issuing Lender and Agent (via hand delivery, telefacsimile, or other electronic method of transmission reasonably in advance of the requested date of issuance, amendment, renewal, or extensionextension and (iii) a notice requesting subject to Issuing Lender's authentication procedures with results satisfactory to Issuing Lender. Each such request shall be in form and substance reasonably satisfactory to the issuance Issuing Lender and shall specify (A) (i) the amount of an L/C or L/C Undertakingsuch Letter of Credit, or identifying (ii) the L/C or L/C Undertaking to be amendedcurrency payable under such Letter of Credit, renewed, or extended, (iii) the date of issuance, amendment, renewal, or extension, the date on which such L/C or L/C Undertaking is to expire, the amount extension of such L/C or L/C UndertakingLetter of Credit, (iv) the expiration date of such Letter of Credit, (v) the name and address of the beneficiary thereof (or of the Underlying Letter of Credit, as applicable)(vi) the Loan Party for whose account the Letter of Credit is to be issued, and (vii) such other information (including, in the case of an amendment, renewal, or extension, identification of the Letter of Credit to be so amended, renewed, or extended) as shall be necessary to prepare, amend, renew, or extend such L/C Letter of Credit and (B) shall be accompanied by such Issuer Documents as Agent or L/C UndertakingIssuing Lender may request or require, to the extent that such requests or requirements are consistent with the Issuer Documents that Issuing Lender generally requests for Letters of Credit in similar circumstances. If requested by Issuing Lender's records of the content of any such request will be conclusive. Anything contained herein to the contrary notwithstanding, the Issuing LenderLender may, Borrowers also but shall not be obligated to, issue or cause the issuance of a Letter of Credit or to issue a Reimbursement Undertaking in respect of an applicant under the application with respect to any Underlying Letter of Credit, in either case, that supports the obligations of Parent or its Subsidiaries at any time that one or more of the Lenders is a Defaulting Lender. Borrower agrees that this Agreement (along with the terms of the applicable application) will govern each Letter of Credit that is to be the subject of an L/C Undertakingand its issuance. The Issuing Lender shall have no obligation to issue a Letter of Credit or a Reimbursement Undertaking in respect of an Underlying Letter of Credit, in either case, if any of the following would result after giving effect to the requested Letter of Creditissuance:
Appears in 1 contract
Samples: Credit Agreement (MDC Partners Inc)
Letters of Credit. (a) Subject to the terms and conditions of this Agreement, upon the request of Borrower made in accordance herewith, the Issuing Lender agrees to issue letters of credit for the account of Borrowers (eachissue, an "L/C") or to purchase participations cause an Underlying Issuer (including as Issuing Lender's agent), to issue, a requested Letter of Credit. If Issuing Lender, at its option, elects to cause an Underlying Issuer to issue a requested Letter of Credit, then Issuing Lender agrees that it will enter into arrangements relative to the reimbursement of such Underlying Issuer (which may include, among, other means, by becoming an applicant with respect to such Letter of Credit or execute indemnities or reimbursement obligations (entering into undertakings which provide for reimbursements of such Underlying Issuer with respect to such Letter of Credit; each such obligation or undertaking, an irrespective of whether in writing, a "L/C Reimbursement Undertaking") with respect to letters Letters of credit Credit issued by such Underlying Issuer. By submitting a request to Issuing Lender for the issuance of a Letter of Credit, Borrower shall be deemed to have requested that Issuing Lender issue or that an Underlying Issuer issue the requested Letter of Credit and to have requested Issuing Lender to issue a Reimbursement Undertaking with respect to such requested Letter of Credit if it is to be issued by an Underlying Issuer (as it being expressly acknowledged and agreed by Borrower that Borrower is and shall be deemed to be an applicant (within the meaning of Section 5-102(a)(2) of the Closing Date, the prospective Code) with respect to each Underlying Issuer is to be Xxxxx Fargo) Letter of Credit). Each request for the account of Borrowers. To request the issuance of an L/C or an L/C Undertaking (a Letter of Credit, or the amendment, renewal, or extension of any outstanding Letter of Credit, shall be made in writing by an outstanding L/C or L/C Undertaking), Administrative Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Lender) Authorized Person and delivered to the Issuing Lender and Agent (via hand delivery, telefacsimile, or other electronic method of transmission reasonably in advance of the requested date of issuance, amendment, renewal, or extension. Each such request shall be in form and substance reasonably satisfactory to the Issuing Lender and shall specify (i) a notice requesting the issuance amount of an L/C or L/C Undertakingsuch Letter of Credit, or identifying the L/C or L/C Undertaking to be amended, renewed, or extended, (ii) the date of issuance, amendment, renewal, or extension, the date on which such L/C or L/C Undertaking is to expire, the amount extension of such L/C or L/C UndertakingLetter of Credit, (iii) the proposed expiration date of such Letter of Credit, (iv) the name and address of the beneficiary thereof (or of the Underlying Letter of Credit, as applicable), and (v) such other information (including, the conditions of drawing, and, in the case of an amendment, renewal, or extension, identification of the Letter of Credit to be so amended, renewed, or extended) as shall be necessary to prepare, amend, renew, or extend such L/C or L/C UndertakingLetter of Credit. If requested by Anything contained herein to the contrary notwithstanding, the Issuing LenderLender may, Borrowers also but shall not be obligated to, issue or cause the issuance of a Letter of Credit or to issue a Reimbursement Undertaking in respect of an applicant under the application with respect to any Underlying Letter of Credit Credit, in either case, that supports the obligations of Borrower or its Subsidiaries (1) in respect of (A) a lease of real property, or (B) an employment contract, or (2) at any time that one or more of the Lenders is a Defaulting Lender (unless Borrower provides cash collateral in an amount equal to be the subject any such Defaulting Lender's Pro Rata Share of an L/C Undertakingsuch Letter of Credit). The Issuing Lender shall have no obligation to issue a Letter of Credit or a Reimbursement Undertaking in respect of an Underlying Letter of Credit, in either case, if any of the following would result after giving effect to the requested Letter of Creditissuance:
Appears in 1 contract
Samples: Credit Agreement (Realpage Inc)
Letters of Credit. (a) Subject to the terms and conditions of this Agreement, upon the request of Borrowers made in accordance herewith, and prior to the Maturity Date, Issuing Lender agrees to issue letters issue, or to cause an Underlying Issuer (including, as Issuing Lender’s agent) to issue, a requested standby Letter of credit Credit or a sight commercial Letter of Credit for the account of Borrowers Borrowers. If Issuing Lender, at its option (eachand, if other than WFCF, with Borrowers’ consent), elects to cause an "L/C") Underlying Issuer to issue a requested Letter of Credit, then Issuing Lender agrees that it will enter into arrangements relative to the reimbursement of such Underlying Issuer (which may include, among, other means, by becoming an applicant with respect to such Letter of Credit or entering into undertakings which provide for reimbursements of such Underlying Issuer with respect to purchase participations or execute indemnities or reimbursement obligations (such Letter of Credit; each such obligation or undertaking, an "L/C irrespective of whether in writing, a 127044148_2 127255152_10 “Reimbursement Undertaking"”) with respect to letters Letters of credit Credit issued by such Underlying Issuer. By submitting a request to Issuing Lender for the issuance of a Letter of Credit, Borrowers shall be deemed to have requested that Issuing Lender issue or that an Underlying Issuer issue the requested Letter of Credit and to have requested Issuing Lender to issue a Reimbursement Undertaking with respect to such requested Letter of Credit if it is to be issued by an Underlying Issuer (as it being expressly acknowledged and agreed by each Borrower that Borrowers are and shall be deemed to be applicants (within the meaning of Section 5-102(a)(2) of the Closing Date, the prospective Code) with respect to each Underlying Issuer is to be Xxxxx Fargo) Letter of Credit). Each request for the account of Borrowers. To request the issuance of an L/C or an L/C Undertaking (a Letter of Credit, or the amendment, renewal, or extension of any outstanding Letter of Credit, shall be (i) irrevocable and made in writing by an outstanding L/C Authorized Person and, (ii) delivered to theAgent and Issuing Lender via hand delivery, telefacsimile, or L/C Undertaking), Administrative Borrower shall hand deliver or telecopy (or transmit by other electronic communication, if arrangements for doing so have been approved by the Issuing Lender) method of transmission reasonably acceptable to the Agent and Issuing Lender and Agent (reasonably in advance of the requested date of issuance, amendment, renewal, or extension, and (iii) a notice requesting subject to Issuing Lender’s authentication procedures with results satisfactory to Issuing Lender. Each such request shall be in form and substance reasonably satisfactory to theAgent and Issuing Lender and (i) shall specify (iA) the issuance amount of an L/C or L/C Undertakingsuch Letter of Credit, or identifying the L/C or L/C Undertaking to be amended, renewed, or extended, (iiB) the date of issuance, amendment, renewal, or extension, the date on which such L/C or L/C Undertaking is to expire, the amount extension of such L/C or L/C UndertakingLetter of Credit, (iiiC) the proposed expiration date of such Letter of Credit, (ivD) the name and address of the beneficiary thereof (or of the Underlying Letter of Credit, as applicable), and (vE) such other information (including, the conditions ofto drawing, and, in the case of an amendment, renewal, or extension, identification of the Letter of Credit to be so amended, renewed, or extended) as shall be necessary to prepare, amend, renew, or extend such L/C Letter of Credit. , and (ii) shall be accompanied by such Issuer Documents as Agent, Issuing Lender or L/C UndertakingUnderlying Issuer may request or require, to the extent that such requests or requirements are consistent with the Issuer Documents that Issuing Lender or Underlying Issuer, as applicable, generally requests for Letters of Credit in similar circumstances. If requested by Issuing Lender’s records of the content of any such request will be conclusive. Anything contained herein to the contrary notwithstanding, the Issuing LenderLender may, Borrowers also (but shall not be an applicant under the application with respect to any Underlying Letter of Credit that is to be the subject of an L/C Undertaking. The Issuing Lender shall have no obligation to obligated to), issue a Letter of Credit if any or cause the issuance of the following would result after giving effect a Letter of Credit or to the requested issue a Reimbursement Undertaking in respect of an Underlying Letter of Credit:, in either case, that supports the obligations of Borrowers (1) outside the Ordinary Coursein respect of Business, or (2x) at any time that one or more of the Lenders is a Defaulting Lender. The a lease of real property, or (y) an employment contract.
Appears in 1 contract
Samples: Credit Agreement (BOISE CASCADE Co)
Letters of Credit. (a) Subject to the terms and conditions of this Agreement, the Issuing Lender agrees to issue letters of credit for the account of Borrowers Borrower (each, an "L/C") or to purchase participations or execute indemnities or reimbursement obligations (each such undertaking, an "L/C Undertaking") with respect to letters of credit issued by an Underlying Issuer (as of the Closing Date, the prospective Underlying Issuer is to be Xxxxx Wells Fargo) for the account of BorrowersBorrower. To Each request for the issuance issuancx xx a Letter of an L/C or an L/C Undertaking (Credit, or the amendment, renewal, or extension of any outstanding Letter of Credit, shall be made in writing by an outstanding L/C Authorized Person and delivered to Lender via hand delivery, telefacsimile, or L/C Undertaking), Administrative Borrower shall hand deliver or telecopy (or transmit by other electronic communication, if arrangements for doing so have been approved by the Issuing Lender) to the Issuing Lender and Agent (method of transmission reasonably in advance of the requested date of issuance, amendment, renewal, or extension. Each such request shall be in form and substance satisfactory to Lender in its Permitted Discretion and shall specify (i) a notice requesting the issuance amount of an L/C or L/C Undertakingsuch Letter of Credit, or identifying the L/C or L/C Undertaking to be amended, renewed, or extended, (ii) the date of issuance, amendment, renewal, or extension, the date on which such L/C or L/C Undertaking is to expire, the amount extension of such L/C or L/C UndertakingLetter of Credit, (iii) the expiration of such Letter of Credit, (iv) the name and address of the beneficiary thereof (or the beneficiary of the Underlying Letter of Credit, as applicable), and (v) such other information (including, in the case of an amendment, renewal, or extension, identification of the outstanding Letter of Credit to be so amended, renewed, or extended) as shall be necessary to prepare, amend, renew, or extend such L/C or L/C UndertakingLetter of Credit. If requested by the Issuing Lender, Borrowers Borrower also shall be an applicant under the application with respect to any Underlying Letter of Credit that is to be the subject of an L/C Undertaking. The Issuing Lender shall have no obligation to issue a Letter of Credit if any of the following would result after giving effect to the issuance of such requested Letter of Credit:
Appears in 1 contract
Letters of Credit. (a) Subject to the terms and conditions of this Agreement, the Issuing Lender agrees to issue letters of credit for the account of Borrowers (each, an "L/C") or to purchase participations or execute indemnities or reimbursement obligations (each such undertaking, an "L/C UndertakingUNDERTAKING") with respect to letters of credit issued by an Underlying Issuer (as of the Closing Date, the prospective Underlying Issuer is to be Xxxxx Fargo) for the account of Borrowers. To request the issuance of an L/C or an L/C Undertaking (or the amendment, renewal, or extension of an outstanding L/C or L/C Undertaking), Administrative Borrower shall hand deliver or telecopy (or transmit by electronic -44- communication, if arrangements for doing so have been approved by the Issuing Lender) to the Issuing Lender and Agent (reasonably in advance of the requested date of issuance, amendment, renewal, or extension) a notice requesting the issuance of an L/C or L/C Undertaking, or identifying the L/C or L/C Undertaking to be amended, renewed, or extended, the date of issuance, amendment, renewal, or extension, the date on which such L/C or L/C Undertaking is to expire, the amount of such L/C or L/C Undertaking, the name and address of the beneficiary thereof (or of the Underlying Letter of Credit, as applicable), and such other information as shall be necessary to prepare, amend, renew, or extend such L/C or L/C Undertaking. Prior to or concurrent with the date of each issuance of a Letter of Credit by the Issuing Lender, Borrowers shall make a loan to the Issuing Lender in a Dollar amount equal to 105% of the requested Letter of Credit. Upon receipt of the proceeds of such loan the Issuing Lender shall not be obligated to segregate the proceeds thereof or pay Borrowers any interest thereon. Upon the drawing under any Letter of Credit issued by the Issuing Lender, it shall be entitled to offset or recoup the amount of such drawing from such loan amount and, thereafter, shall owe Borrowers only the net amount remaining. The Issuing Lender shall only be obligated to repay the net amount of any such loan owing at such time as all of the Letters of Credit have expired or have been drawn and the Issuing Lender has been reimbursed the amount of such drawings. If requested by the Issuing Lender, Borrowers also shall be an applicant under the application with respect to any Underlying Letter of Credit that is to be the subject of an L/C Undertaking. The Issuing Lender shall have no obligation to issue a Letter of Credit if any of the following would result after giving effect to the requested Letter of Credit:
Appears in 1 contract
Samples: Loan and Security Agreement (Peregrine Systems Inc)
Letters of Credit. (a) Subject to the terms and conditions of this Agreement, the Issuing Lender agrees to issue letters of credit for the account of Borrowers (each, an "“L/C"”) or to purchase participations or execute indemnities or reimbursement obligations (each such undertaking, an "“L/C Undertaking"”) with respect to letters of credit issued by an Underlying Issuer (as of the Closing Date, the prospective Underlying Issuer is to be Xxxxx Fargo) for the account of BorrowersBorrower. To Each request for the issuance of an L/C or an L/C Undertaking (a Letter of Credit, or the amendment, renewal, or extension of any outstanding Letter of Credit, shall be made in writing by an outstanding L/C or L/C Undertaking), Administrative Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Lender) Authorized Person and delivered to the Issuing Lender and Agent (via hand delivery, telefacsimile, or other electronic method of transmission reasonably in advance of the requested date of issuance, amendment, renewal, or extension. Each such request shall be in form and substance satisfactory to the Issuing Lender in its Permitted Discretion and shall specify (i) a notice requesting the issuance amount of an L/C or L/C Undertakingsuch Letter of Credit, or identifying the L/C or L/C Undertaking to be amended, renewed, or extended, (ii) the date of issuance, amendment, renewal, or extension, the date on which such L/C or L/C Undertaking is to expire, the amount extension of such L/C or L/C UndertakingLetter of Credit, (iii) the expiration date of such Letter of Credit, (iv) the name and address of the beneficiary thereof (or the beneficiary of the Underlying Letter of Credit, as applicable), and (v) such other information (including, in the case of an amendment, renewal, or extension, identification of the outstanding Letter of Credit to be so amended, renewed, or extended) as shall be necessary to prepare, amend, renew, or extend such L/C or L/C UndertakingLetter of Credit. If requested by the Issuing Lender, Borrowers Borrower also shall be an applicant under the application with respect to any Underlying Letter of Credit that is to be the subject of an L/C Undertaking. The Issuing Lender shall have no obligation to issue a Letter of Credit if any of the following would result after giving effect to the issuance of such requested Letter of Credit:
Appears in 1 contract
Letters of Credit. (a1) Subject to the terms and conditions of this Agreement, the Issuing Lender agrees to issue letters of credit for the account of Borrowers (each, an "L/C") or to purchase participations or execute indemnities or reimbursement obligations (each such undertaking, an "L/C Undertaking") with respect to letters of credit issued by an Underlying Issuer (as of the Closing Date, the prospective Underlying Issuer is to be Xxxxx Fargo) for the account of Borrowers. To request the issuance of an L/C or an L/C Undertaking (or the amendment, renewal, or extension of an outstanding L/C or L/C Undertaking), Administrative Borrower the Company shall hand deliver by courier or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Lender) to the Issuing Lender and Collateral Agent (reasonably in advance of the requested date of issuance, amendment, renewal, or extension) a notice requesting the issuance of an L/C or L/C Undertaking, or identifying the L/C or L/C Undertaking to be amended, renewed, or extended, the date of issuance, amendment, renewal, or extension, the date on which such L/C or L/C Undertaking is to expire, the amount of such L/C or L/C Undertaking, the name and address of the beneficiary thereof (or of the Underlying Letter of Credit, as applicable), and such other information as shall be necessary to prepare, amend, renew, or extend such L/C or L/C Undertaking. If requested by the Issuing Lender, Borrowers the applicable Borrower also shall be an applicant under the application with respect to any Underlying Letter of Credit that is to be the subject of an L/C Undertaking. The Issuing Lender shall have no obligation to issue a Letter of Credit if any of the following would result after giving effect to the requested Letter of Credit:.
Appears in 1 contract
Samples: Loan and Security Agreement (Sun Healthcare Group Inc)
Letters of Credit. (a) Subject to the terms and conditions of this Agreement, the Issuing Lender agrees to issue letters of credit for the account of Borrowers Borrower (each, an "L/C") or to purchase participations or execute indemnities or reimbursement obligations (each such undertaking, an "L/C Undertaking") with respect to letters of credit issued by an Underlying Issuer (as of the Closing Date, the prospective Underlying Issuer is to be Xxxxx Fargo) for the account of BorrowersBorrower. To Each request for the issuance of an L/C or an L/C Undertaking (a Letter of Credit or the amendment, renewal, or extension of any outstanding Letter of Credit shall be made in writing by an outstanding L/C or L/C Undertaking), Administrative Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Lender) Authorized Person and delivered to the Issuing Lender and Administrative Agent (via hand delivery, telefacsimile, or other electronic method of transmission reasonably in advance of the requested date of issuance, amendment, renewal, or extension. Each such request shall be in form and substance satisfactory to the Issuing Lender in its Permitted Discretion and shall specify (i) a notice requesting the issuance amount of an L/C or L/C Undertakingsuch Letter of Credit, or identifying the L/C or L/C Undertaking to be amended, renewed, or extended, (ii) the date of issuance, amendment, renewal, or extension, the date on which such L/C or L/C Undertaking is to expire, the amount extension of such L/C or L/C UndertakingLetter of Credit, (iii) the expiration date of such Letter of Credit, (iv) the name and address of the beneficiary thereof (or the beneficiary of the Underlying Letter of Credit, as applicable), and (v) such other information (including, in the case of an amendment, renewal, or extension, identification of the outstanding Letter of Credit to be so amended, renewed, or extended) as shall be necessary to prepare, amend, renew, or extend such L/C or L/C UndertakingLetter of Credit. If requested by the Issuing Lender, Borrowers Borrower also shall be an applicant under the application with respect to any Underlying Letter of Credit that is to be the subject of an L/C Undertaking. The Issuing Lender shall have no obligation to issue a Letter of Credit if any of the following would result after giving effect to the issuance of such requested Letter of Credit:
Appears in 1 contract
Letters of Credit. (a) Subject to the terms and conditions of this Agreement, upon the request of Administrative Borrower made in accordance herewith, the Issuing Lender agrees to issue letters issue, or to cause an Underlying Issuer (including, as Issuing Lender's agent) to issue, a requested Letter of credit Credit for the account of Borrowers any Borrower. If Issuing Lender, at its option, elects to cause an Underlying Issuer to issue a requested Letter of Credit, then Issuing Lender agrees that it will enter into arrangements relative to the reimbursement of such Underlying Issuer (eachwhich may include, among, other means, by becoming an "L/C") applicant with respect to such Letter of Credit or entering into undertakings which provide for reimbursements of such Underlying Issuer with respect to purchase participations or execute indemnities or reimbursement obligations (such Letter of Credit; each such obligation or undertaking, an irrespective of whether in writing, a "L/C Reimbursement Undertaking") with respect to letters Letters of credit Credit issued by such Underlying Issuer. By submitting a request to Issuing Lender for the issuance of a Letter of Credit, Borrowers shall be deemed to have requested that Issuing Lender issue or that an Underlying Issuer issue the requested Letter of Credit and to have requested Issuing Lender to issue a Reimbursement Undertaking with respect to such requested Letter of Credit if it is to be issued by an Underlying Issuer (as it being expressly acknowledged and agreed by each Borrower that Borrowers are and shall be deemed to be applicants (within the meaning of Section 5-102(a)(2) of the Closing Date, the prospective Code) with respect to each Underlying Issuer is to be Xxxxx Fargo) Letter of Credit). Each request for the account of Borrowers. To request the issuance of an L/C or an L/C Undertaking (a Letter of Credit, or the amendment, renewal, or extension of any outstanding Letter of Credit, shall be made in writing by an outstanding L/C or L/C Undertaking), Administrative Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Lender) Authorized Person and delivered to the Issuing Lender and Agent (via hand delivery, telefacsimile, or other electronic method of transmission reasonably in advance of the requested date of issuance, amendment, renewal, or extension. Each such request shall be in form and substance reasonably satisfactory to the Issuing Lender and shall specify (i) a notice requesting the issuance amount of an L/C or L/C Undertakingsuch Letter of Credit, or identifying the L/C or L/C Undertaking to be amended, renewed, or extended, (ii) the date of issuance, amendment, renewal, or extension, the date on which such L/C or L/C Undertaking is to expire, the amount extension of such L/C or L/C UndertakingLetter of Credit, (iii) the expiration date of such Letter of Credit, (iv) the name and address of the beneficiary thereof (or of the Underlying Letter of Credit, as applicable), and (v) such other information (including, in the case of an amendment, renewal, or extension, identification of the Letter of Credit to be so amended, renewed, or extended) as shall be necessary to prepare, amend, renew, or extend such L/C or L/C UndertakingLetter of Credit. If requested by Anything contained herein to the contrary notwithstanding, the Issuing LenderLender may, Borrowers also but shall not be obligated to, issue or cause the issuance of a Letter of Credit or to issue a Reimbursement Undertaking in respect of an applicant under the application with respect to any Underlying Letter of Credit Credit, in either case, that supports the obligations of Remy Companies (1) in respect of (A) a lease of real property, or (B) an employment contract, or (2) at any time that one or more of the Lenders is to be the subject of an L/C Undertakinga Defaulting Lender. The Issuing Lender shall have no obligation to issue a Letter of Credit or a Reimbursement Undertaking in respect of an Underlying Letter of Credit, in either case, if any of the following would result after giving effect to the requested Letter of Creditissuance:
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Letters of Credit. (a) Subject to the terms and conditions of this Agreement, upon the request of Borrower made in accordance herewith, the Issuing Lender agrees to issue letters of credit for the account of Borrowers (eachissue, an "L/C") or to purchase participations cause an Underlying Issuer, as Issuing Lender’s agent, to issue, a requested Letter of Credit. If Issuing Lender, at its option, elects to cause an Underlying Issuer to issue a requested Letter of Credit, then Issuing Lender agrees that it will obligate itself to reimburse such Underlying Issuer (which may include, among, other means, by becoming an applicant with respect to such Letter of Credit or execute indemnities or reimbursement obligations (entering into undertakings which provide for reimbursements of such Underlying Issuer with respect to such Letter of Credit; each such obligation or undertaking, an "L/C irrespective of whether in writing, a “Reimbursement Undertaking"”) with respect to letters Letters of credit Credit issued by such Underlying Issuer. By submitting a request to Issuing Lender for the issuance of a Letter of Credit, Borrower shall be deemed to have requested that Issuing Lender issue or that an Underlying Issuer issue the requested Letter of Credit and to have requested Issuing Lender to issue a Reimbursement Undertaking with respect to such requested Letter of Credit if it is to be issued by an Underlying Issuer (as it being expressly acknowledged and agreed by Borrower that Borrower is and shall be deemed to be an applicant (within the meaning of Section 5-102(a)(2) of the Closing Date, the prospective Code) with respect to each Underlying Issuer is to be Xxxxx Fargo) Letter of Credit). Each request for the account of Borrowers. To request the issuance of an L/C or an L/C Undertaking (a Letter of Credit, or the amendment, renewal, or extension of any outstanding Letter of Credit, shall be made in writing by an outstanding L/C or L/C Undertaking), Administrative Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Lender) Authorized Person and delivered to the Issuing Lender and Agent (via hand delivery, telefacsimile, or other electronic method of transmission reasonably in advance of the requested date of issuance, amendment, renewal, or extension. Each such request shall be in form and substance reasonably satisfactory to the Issuing Lender and shall specify (i) a notice requesting the issuance amount of an L/C or L/C Undertakingsuch Letter of Credit, or identifying the L/C or L/C Undertaking to be amended, renewed, or extended, (ii) the date of issuance, amendment, renewal, or extension, the date on which such L/C or L/C Undertaking is to expire, the amount extension of such L/C or L/C UndertakingLetter of Credit, (iii) the expiration date of such Letter of Credit, (iv) the name and address of the beneficiary thereof (or of the Underlying Letter of Credit, as applicable), and (v) such other information (including, in the case of an amendment, renewal, or extension, identification of the Letter of Credit to be so amended, renewed, or extended) as shall be necessary to prepare, amend, renew, or extend such L/C or L/C Undertaking. If requested by the Issuing Lender, Borrowers also shall be an applicant under the application with respect to any Underlying Letter of Credit that is to be the subject of an L/C Undertaking. The Issuing Lender shall have no obligation to issue a Letter of Credit if any of the following would result after giving effect to the requested Letter of Credit:of
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Samples: Credit Agreement (Realpage Inc)
Letters of Credit. (a) Subject to the terms and conditions of this Agreement, the Issuing Lender agrees to issue letters of credit for the account of Borrowers (each, an "L/C") or to purchase participations or execute indemnities indemnities, guarantees, or reimbursement obligations (each such undertaking, an "L/C Undertaking") with respect to letters of credit issued by an Underlying Issuer (as of the Closing Date, the prospective Underlying Issuer is to be Xxxxx Fargo) for the account of Borrowers. To Each request for the issuance of an L/C or an L/C Undertaking (a Letter of Credit, or the amendment, renewal, or extension of any outstanding Letter of Credit, shall be made in writing by an outstanding L/C or L/C Undertaking), Administrative Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Lender) Authorized Person and delivered to the Issuing Lender and Agent (via hand delivery, telefacsimile, or other electronic method of transmission reasonably in advance of the requested date of issuance, amendment, renewal, or extension. Each such request shall be in form and substance reasonably satisfactory to the Issuing Lender in its Permitted Discretion and shall specify (i) a notice requesting the issuance amount of an L/C or L/C Undertakingsuch Letter of Credit, or identifying the L/C or L/C Undertaking to be amended, renewed, or extended, (ii) the date of issuance, amendment, renewal, or extension, the date on which such L/C or L/C Undertaking is to expire, the amount extension of such L/C or L/C UndertakingLetter of Credit, (iii) the expiration date of such Letter of Credit, (iv) the name and address of the beneficiary thereof (or the beneficiary of the Underlying Letter of Credit, as applicable), and (v) such other information (including, in the case of an amendment, renewal, or extension, identification of the outstanding Letter of Credit to be so amended, renewed, or extended) as shall be necessary to prepare, amend, renew, or extend such L/C Letter of Credit. Anything contained herein to the contrary notwithstanding, the Issuing Lender may, but shall not be obligated to, issue a Letter of Credit that supports the obligations of a Loan Party or L/C Undertakingits Subsidiaries in respect of (1) a lease of real property, or (2) an employment contract. If requested by the Issuing Lender, Borrowers also shall be an applicant applicants under the application with respect to any Underlying Letter of Credit that is to be the subject of an L/C Undertaking. The Issuing Lender shall have no obligation to issue a Letter of Credit if any of the following would result after giving effect to the issuance of such requested Letter of Credit:
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Letters of Credit. (a) Subject to the terms and conditions of this Agreement, the Issuing Lender agrees to issue letters of credit for the account of U.S. Borrowers (each, an "“L/C"”) or to purchase participations or execute indemnities or reimbursement obligations (each such undertaking, an "“L/C Undertaking"”) with respect to letters of credit issued by an Underlying Issuer (as of the Closing Date, the prospective Underlying Issuer is to be Xxxxx Fargo) for the account of U.S. Borrowers. To Each request for the issuance of an L/C or an L/C Undertaking (a Letter of Credit or the amendment, renewal, or extension of any outstanding Letter of Credit, shall be made in writing by an outstanding L/C or L/C Undertaking), Administrative Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Lender) Authorized Person and delivered to the Issuing Lender and Agent (via hand delivery, telefacsimile, or other electronic method of transmission reasonably in advance of the requested date of issuance, amendment, renewal, or extension. Each such request shall be in form and substance satisfactory to the Issuing Lender in its Permitted Discretion and shall specify (i) a notice requesting the issuance amount of an L/C or L/C Undertakingsuch Letter of Credit, or identifying the L/C or L/C Undertaking to be amended, renewed, or extended, (ii) the date of issuance, amendment, renewal, or extension, the date on which such L/C or L/C Undertaking is to expire, the amount extension of such L/C or L/C UndertakingLetter of Credit, (iii) the expiration date of such Letter of Credit, (iv) the name and address of the beneficiary thereof (or the beneficiary of the Underlying Letter of Credit, as applicable), and (v) such other information (including, in the case of an amendment, renewal, or extension, identification of the outstanding Letter of Credit to be so amended, renewed, or extended) as shall be necessary to prepare, amend, renew, or extend such L/C or L/C UndertakingLetter of Credit. If requested by the Issuing Lender, any one of the U.S. Borrowers also shall be an applicant under the application with respect to any Underlying Letter of Credit that is to be the subject of an L/C Undertaking. The Issuing Lender shall have no obligation to issue a Letter of Credit if any of the following would result after giving effect to the issuance of such requested Letter of Credit:
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Samples: Credit Agreement (Take Two Interactive Software Inc)
Letters of Credit. (a) Subject to the terms and conditions of this Agreement, upon the request of Administrative Borrower made in accordance herewith, the Issuing Lender agrees to issue letters of credit for the account of Borrowers (eachissue, an "L/C") or to purchase participations cause an Underlying Issuer (including, as Issuing Lender's agent) to issue, a requested Letter of Credit. If Issuing Lender, at its option, elects to cause an Underlying Issuer to issue a requested Letter of Credit, then Issuing Lender agrees that it will enter into arrangements relative to the reimbursement of such Underlying Issuer (which may include, among, other means, by becoming an applicant with respect to such Letter of Credit or execute indemnities or reimbursement obligations (entering into undertakings which provide for reimbursements of such Underlying Issuer with respect to such Letter of Credit; each such obligation or undertaking, an irrespective of whether in writing, a "L/C Reimbursement Undertaking") with respect to letters Letters of credit Credit issued by such Underlying Issuer. By submitting a request to Issuing Lender for the issuance of a Letter of Credit, Borrowers shall be deemed to have requested that Issuing Lender issue or that an Underlying Issuer issue the requested Letter of Credit and to have requested Issuing Lender to issue a Reimbursement Undertaking with respect to such requested Letter of Credit if it is to be issued by an Underlying Issuer (as it being expressly acknowledged and agreed by each Borrower that Borrowers are and shall be deemed to be applicants (within the meaning of Section 5-102(a)(2) of the Closing Date, the prospective Code) with respect to each Underlying Issuer is to be Xxxxx Fargo) Letter of Credit). Each request for the account of Borrowers. To request the issuance of an L/C or an L/C Undertaking (a Letter of Credit, or the amendment, renewal, or extension of any outstanding Letter of Credit, shall be made in writing by an outstanding L/C or L/C Undertaking), Administrative Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Lender) Authorized Person and delivered to the Issuing Lender and Agent (via hand delivery, telefacsimile, or other electronic method of transmission reasonably in advance of the requested date of issuance, amendment, renewal, or extension. Each such request shall be in form and substance reasonably satisfactory to the Issuing Lender and shall specify (i) a notice requesting the issuance amount of an L/C or L/C Undertakingsuch Letter of Credit, or identifying the L/C or L/C Undertaking to be amended, renewed, or extended, (ii) the date of issuance, amendment, renewal, or extension, the date on which such L/C or L/C Undertaking is to expire, the amount extension of such L/C or L/C UndertakingLetter of Credit, (iii) the expiration date of such Letter of Credit, (iv) the name and address of the beneficiary thereof (or of the Underlying Letter of Credit, as applicable), and (v) such other information (including, in the case of an amendment, renewal, or extension, identification of the Letter of Credit to be so amended, renewed, or extended) as shall be necessary to prepare, amend, renew, or extend such L/C or L/C UndertakingLetter of Credit. If requested by Anything contained herein to the contrary notwithstanding, the Issuing LenderLender may, Borrowers also but shall not be obligated to, issue or cause the issuance of a Letter of Credit or to issue a Reimbursement Undertaking in respect of an applicant under the application with respect to any Underlying Letter of Credit Credit, in either case, that supports the obligations of Borrowers or their Subsidiaries (1) in respect of (A) a lease of real property, or (B) an employment contract, or (2) at any time that one or more of the Lenders is to be the subject of an L/C Undertakinga Defaulting Lender. The Issuing Lender shall have no obligation to issue a Letter of Credit or a Reimbursement Undertaking in respect of an Underlying Letter of Credit, in either case, if any of the following would result after giving effect to the requested Letter of Creditissuance:
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