Facing Bank definition
Examples of Facing Bank in a sentence
In furtherance and extension and not in limitation of the specific provisions hereinabove set forth, any action taken or omitted by the applicable Facing Bank under or in connection with the Letters of Credit issued by it or the related certificates, if taken or omitted in good faith, shall not put the applicable Facing Bank under any resulting liability to the Borrowers.
As between the Borrowers on the one hand, and the applicable Facing Bank and the Lenders, on the other hand, the Borrowers jointly and severally assume all risks of the acts and omissions of, or misuse of the Letters of Credit issued by the applicable Facing Bank by, the respective beneficiaries of such Letters of Credit.
The Stated Amount of each Letter of Credit shall not be less than Five Hundred Thousand Dollars ($500,000) or such lesser amount to which the applicable Facing Bank has agreed.
The Facing Bank shall be under no obligation to amend any Letter of Credit if: (A) the Facing Bank would have no obligation at such time to issue such Letter of Credit in its amended form under the terms of this Agreement, or (B) the beneficiary of any such Letter of Credit does not accept the proposed amendment to the Letter of Credit.
The Agent, the Facing Bank and each of the Lenders shall have received all amounts payable by the Company in respect of Fees and expenses, including attorney's fees, to the extent due and payable on or prior to the making of the initial Loans hereunder, and the Agent, the Facing Bank and each of the Lenders shall have received all other consideration due from the Company and its Subsidiaries in connection therewith.
Any legal action or proceeding with respect to this Agreement or any other Credit Document may be brought in the courts of the State of California or of the United States for the Northern District or Central District of California, and by execution and delivery of this Agreement, each of the Company, the Agent, the Facing Bank and the Lenders consents, for itself and in respect of its Property, to the non-exclusive jurisdiction of those courts.
The right of indemnification in the first paragraph of this Section 2.3(g) shall not prejudice any rights that the Borrowers may otherwise have against the applicable Facing Bank with respect to a Letter of Credit issued hereunder.
The Facing Bank shall promptly notify the Agent of each Drawing honored by it under any Letter of Credit (although any failure or delay in the giving of such notice shall not diminish or impair the obligation of any Lender to fund its Pro Rata Share of such Drawing, or diminish or impair the Company's obligation to pay the Reimbursement Obligations in connection with such Drawing).
Notwithstanding the foregoing, no Borrower nor the Revolving Lenders (other than the applicable Facing Bank in its capacity as such) shall be liable for any obligation resulting from the gross negligence or willful misconduct of the applicable Facing Bank with respect to any Letter of Credit.
The Facing Bank shall report to the Agent which shall report to the Lenders monthly any change in the Stated Amount of any Letter of Credit, the aggregate Stated Amounts of all Letters of Credit then outstanding and such other information concerning the Letters of Credit as a Lender shall reasonably request.