Standby Letters of Credit. The Administrative Agent, under the terms and subject to the conditions of this Agreement, on behalf of itself and each other Bank in the same proportions as each Bank's Revolving Loan Commitment bears to the Aggregate Revolving Loan Commitment, shall provide Standby Letters of Credit to the Borrowers, from time to time prior to the Revolving Loan Termination Date, as requested by the Borrowers, provided that (i) the aggregate amount of Standby Letters of Credit outstanding at any one time shall not exceed $3,000,000 or such lesser amount, if any, as will, when added to the amount of the Revolving Loans then outstanding, aggregate more than the Aggregate Revolving Loan Commitment (or such lesser amount as the Borrowers are entitled to borrow hereunder at such time by reason of the limitation of the Borrowing Base or otherwise); (ii) no Standby Letter of Credit shall be for a term longer than one year; and (iii) no Standby Letters of Credit shall be required to be issued when any Event of Default or Potential Default exists. The Borrowers shall request a Standby Letter of Credit by delivering a completed letter of credit application to the Administrative Agent on such form as may be specified by the Administrative Agent not less than three Business Days prior to the date specified by the Borrowers as the date the Standby Letter of Credit is to be issued. The standard form of the Administrative Agent's letter of credit application as currently in effect shall be used. The Administrative Agent shall notify the Banks promptly after the issuance of any Standby Letter of Credit and will provide the Banks copies of the periodic Borrowing Base Certificates showing the current balance of outstanding Standby Letters of Credit, as delivered by the Borrowers to the Administrative Agent. Standby Letters of Credit fees will be equal to the Applicable Margin for LIBO Rate Loans on an annual basis, calculated on the basis of the days actually elapsed in a year of 360 days (paid to the Administrative Agent for distribution to the Banks) plus a Fronting Fee of 0.125% per year to be paid to the Fronting Bank for its own account. Such Fees will be calculated based on the aggregate stated amount for each Letter of Credit, and will be due quarterly in arrears, commencing on the last Business Day of the calendar quarter in which the Standby Letter of Credit is issued. If any obligation of the Borrowers to pay money in connection with any Standby Letter of Credit is not met when ...
Standby Letters of Credit. The Borrower agrees to pay to the Administrative Agent, for the ratable benefit of each Lender with a Revolving Commitment based upon each such Lender’s Revolving Facility Percentage, a fee in respect of each Letter of Credit issued hereunder that is a Standby Letter of Credit for the period from the date of issuance of such Letter of Credit until the expiration date thereof (including any extensions of such expiration date that may be made at the election of the account party or the beneficiary), computed for each day at a rate per annum equal to (A) the Applicable Margin for Revolving Loans that are Eurodollar Loans in effect on such day times (B) the Stated Amount of such Letter of Credit on such day. The foregoing fees shall be payable quarterly in arrears on the last Business Day of each March, June, September and December and on the Revolving Facility Termination Date.
Standby Letters of Credit. The Borrower agrees to pay to the Administrative Agent, for the ratable benefit of each Lender with a Revolving Commitment based upon each such Lender’s Revolving Facility Percentage, a fee in respect of each Letter of Credit issued hereunder that is a Standby Letter of Credit, to be paid in U.S. Dollars, for the period from the date of issuance of such Letter of Credit until the expiration date thereof (including any extensions of such expiration date that may be made at the election of the account party or the LC Issuer), computed for each day at a rate per annum equal to (A) the Applicable Revolving Loan Margin for Revolving Loans that are Eurodollar Loans in effect on such day times (B) the Stated Amount of such Letter of Credit on such day. The foregoing fees shall be payable quarterly in arrears on the last Business Day of each March, June, September and December and on the Revolving Facility Termination Date applicable to each Class of Revolving Commitments.
Standby Letters of Credit. (a) During the availability period, at the request of the Borrower, the Bank will issue standby letters of credit with a maximum maturity of 365 days but not to extend beyond the Facility Expiration Date. The standby letters of credit may include a provision providing that the maturity date will be automatically extended each year for an additional year unless the Bank gives written notice to the contrary; provided, however, that each standby letter of credit must include a final maturity date of not later than one hundred eighty (180) days after the Facility Expiration Date and which will not be subject to automatic extension.
(b) The amount of the standby letters of credit outstanding at any one time (including the drawn and unreimbursed amounts of the standby letters of credit) may not exceed One Million Dollars ($1,000,000).
(c) In calculating the principal amount outstanding under the Facility Commitment, the calculation shall include the amount of any standby letters of credit outstanding, including amounts drawn on any standby letters of credit and not yet reimbursed.
(d) The Borrower agrees:
(i) Any sum drawn under a standby letter of credit may, at the option of the Bank, be added to the principal amount outstanding under this Agreement. The amount will bear interest and be due as described elsewhere in this Agreement.
(ii) If there is a default under this Agreement, to immediately prepay and make the Bank whole for any outstanding standby letters of credit.
(iii) The issuance of any standby letter of credit and any amendment to a standby letter of credit is subject to the Bank’s written approval and must be in form and content satisfactory to the Bank and in favor of a beneficiary acceptable to the Bank.
(iv) To sign the Bank’s form Application and Agreement for Standby Letter of Credit.
(v) To pay any issuance and/or other fees that the Bank notifies the Borrower will be charged for issuing and processing standby letters of credit for the Borrower.
(vi) To allow the Bank to automatically charge its checking account for applicable fees, discounts, and other charges.
(vii) To pay the Bank a non-refundable fee equal to one and one-half percent (1.5%) per annum of the outstanding undrawn amount of each standby letter of credit, payable annually in advance, calculated on the basis of the face amount outstanding on the day the fee is calculated. If there is a default under this Agreement, at the Bank’s option, the amount of the fee shall be increased ...
Standby Letters of Credit. During the period from the Effective Date to five (5) Banking Days prior to the Revolving Credit Termination Date, Letter of Credit Issuing Bank may open, at the request of and for the account of a Letter of Credit Account Party, Standby Letters of Credit; provided, that, at no time will the outstanding Standby Letter of Credit Obligations exceed the lesser of (a) Five Million Dollars ($5,000,000), or (b) the Revolving Credit Commitment less outstanding Revolving Credit Loans and Letter of Credit Obligations (other than Standby Letter of Credit Obligations) or (c) the Net Borrowing Base less outstanding Revolving Credit Loans and Letter of Credit Obligations (other than Standby Letter of Credit Obligations) (the "Standby Letter of Credit Commitment"). No Standby Letter of Credit shall have a stated expiration date later than the earlier of (a) the Revolving Credit Termination Date (unless collateralized as provided in Section 3.01 hereof) or (b) 364 days from the date of issuance. For the purpose of calculating the Net Availability, Standby Letters of Credit shall be deemed Revolving Loans. In addition to the Letter of Credit Issuing Bank's standard fees and charges for Letters of Credit and all other fees, commissions and other amounts otherwise payable with respect to issuance of Letters of Credit (all of which shall be for the Letter of Credit Issuing Bank's own account), each Letter of Credit Account Party shall pay to Agent (for the pro rata benefit of the Lenders) an amount equal 1.8% of the face amount of each Standby Letter of Credit issued for the account of such Letter of Credit Account Party, payable upon issuance (the "Standby Letter of Credit Fee").
Standby Letters of Credit. With respect to each Letter of Credit that shall be a standby letter of credit and the drafts thereunder, if any, whether issued for the account of a Borrower or any other Credit Party, Borrowers agree to (A) pay to Agent, for the pro rata benefit of the Revolving Lenders, a non-refundable commission based upon the face amount of such Letter of Credit, which shall be paid quarterly in arrears, on each Regularly Scheduled Payment Date, at a rate per annum equal to three hundred twenty-five (325.00) basis points multiplied by the face amount of such Letter of Credit; (B) pay to Agent, for the sole benefit of the Fronting Lender issuing such Letter of Credit, the Fronting Lender Fee; and (C) pay to Agent, for the sole benefit of the Fronting Lender issuing such Letter of Credit, such other issuance, amendment, renewal, negotiation, draw, acceptance, telex, courier, postage and similar transactional fees as are customarily charged by such Fronting Lender in respect of the issuance and administration of similar letters of credit under its fee schedule as in effect from time to time.
Standby Letters of Credit. The U.S. Borrower agrees to pay to the Administrative Agent, for the ratable benefit of each Revolving Lender with a Revolving Commitment based upon each such Lender’s Revolving Facility Percentage, a fee in respect of each Letter of Credit issued hereunder that is a Standby Letter of Credit for the period from the date of issuance of such Letter of Credit until the expiration date thereof (including any extensions of such expiration date that may be made at the election of the account party or the beneficiary), computed for each day at a rate per annum equal to (A) the Applicable Revolving Loan Margin for Revolving Loans that are Eurocurrency Loans denominated in the same currency as such Letter of Credit in effect on the date of issuance of such Letter of Credit times (B) the Stated Amount of such Letter of Credit on such day. The foregoing fees shall be payable quarterly in arrears on the last Business Day of each March, June, September and December and on the Revolving Facility Termination Date.
Standby Letters of Credit. The Borrowers shall, concurrently with the execution and delivery of this Agreement, execute and deliver to the Issuing Bank, a Continuing Letter of Credit Agreement in substantially the form attached hereto as Exhibit B, and the Borrowers may from time to time request the Issuing Bank to issue a Standby Letter of Credit in accordance with the terms thereof by delivering to the Issuing Bank an application, in such form as may from time to time be approved by the Issuing Bank (the “Standby Letter of Credit Application”), completed to the satisfaction of the Issuing Bank, together with such other certificates, documents and other papers and information as the Issuing Bank may reasonably request.
Standby Letters of Credit. (a) Standby Letters of Credit -- General. Bank One agrees, subject to the terms and conditions of this Agreement, to issue upon the application of the Company and for the account of the Company standby letters of credit for the purpose of supporting payment of all or any part of the Acquisition Seller Debt or for any other general business purpose of the Company other than Credit Enhancement (each a "Letter of Credit"), provided that:
(1) The aggregate Letter of Credit Exposure shall not at any time exceed the lesser of (A) Twenty-Five Million Dollars ($25,000,000) or (B) the Maximum Availability at such time minus the aggregate outstanding principal balance of all Revolving Loans at such time;
(2) The Company shall not request and Bank One shall have no obligation to issue any Letter of Credit: (i) at any time any Event of Default or Unmatured Event Default shall have occurred and be continuing; (ii) at any time after the Revolving Loans Maturity Date; (iii) if, after giving effect to such issuance, the aggregate Letter of Credit Exposure would exceed the lesser of (A) Twenty-Five Million Dollars ($25,000,000) or (B) the Maximum Availability then outstanding minus the then aggregate outstanding principal balance of all Revolving Loans; (iv) if the face amount of such Letter of Credit would exceed the then outstanding Remaining Availability; or (v) for any purpose other than those permitted hereunder;
(3) Bank One in no event shall be obligated to issue any Letter of Credit: (i) having an expiration date later than seven (7) years and thirty (30) days from the date of issuance; or (ii) if the issuance of such Letter of Credit on the terms requested would be contrary to, or in violation of the policies of Bank One or any requirement of applicable law;
(4) The form of the requested Letter of Credit shall be satisfactory to Bank One in the reasonable exercise of Bank One's discretion; and
(5) Bank One shall have received from the Company an application and reimbursement agreement for the Letter of Credit in form and substance satisfactory to Bank One in all respects (as the same may be amended, modified, extended, renewed, supplemented, replaced and/or restated from time to time and at any time, "Reimbursement Agreement"), duly executed by an Authorized Officer on behalf of the Company.
Standby Letters of Credit. The Borrower agrees to pay to the Administrative Agent, for the ratable benefit of each Lender with a Commitment based upon each such Lender’s Percentage, a fee in respect of each Letter of Credit issued hereunder that is a Standby Letter of Credit for the period from the date of issuance of such Letter of Credit until the expiration date thereof (including any extensions of such expiration date that may be made at the election of the account party or the beneficiary), computed for each day at a rate per annum equal to (A) the Applicable Margin for Loans that are Eurodollar Loans in effect on such day times (B) the Stated Amount of such Letter of Credit on such day. The foregoing fees shall be payable quarterly in arrears on the last Business Day of each December, March, June and September and on the Maturity Date.
