Letters of Credit and Bank Guarantees. During the Revolving Commitment Period, subject to the terms and conditions hereof, Issuing Bank agrees to issue Letters of Credit and Bank Guarantees for the account of Borrower in the aggregate amount up to but not exceeding the Letter of Credit/Bank Guarantee Sublimit; provided (i) each Letter of Credit shall be denominated in Dollars; (ii) the stated amount of each Letter of Credit shall not be less than $250,000 or such lesser amount as is acceptable to Issuing Bank; (iii) after giving effect to such issuance of a Letter of Credit or Bank Guarantee, in no event shall the Total Utilization of Revolving Commitments exceed the Revolving Commitments then in effect; (iv) after giving effect to such issuance of a Letter of Credit or Bank Guarantee, in no event shall the Letter of Credit/Bank Guarantee Usage exceed the Letter of Credit/Bank Guarantee Sublimit then in effect; (v) in no event shall any standby Letter of Credit have an expiration date later than the earlier of (1) five days prior to the Revolving Commitment Termination Date and (2) the date which is one year from the date of issuance of such standby Letter of Credit; (vi) in no event shall any commercial Letter of Credit (x) have an expiration date later than the earlier of (1) the Revolving Commitment Termination Date and (2) the date which is 180 days from the date of issuance of such commercial Letter of Credit or (y) be issued if such commercial Letter of Credit is otherwise unacceptable to Issuing Bank in its reasonable discretion; and (vii) in no event shall any Bank Guarantee have an expiration date later than the Revolving Commitment Termination Date. Subject to the foregoing, a standby Letter of Credit may be extended for one or more successive periods not to exceed one year each, upon request by Borrower to Issuing Bank; provided Issuing Bank shall not extend any such Letter of Credit if it has received written notice that an Event of Default has occurred and is continuing at the time Issuing Bank must elect to allow such extension; provided further, if any Lender is a Defaulting Lender, Issuing Bank shall not be required to issue any Letter of Credit or Bank Guarantee unless Issuing Bank has entered into arrangements satisfactory to it and Borrower to eliminate Issuing Bank’s risk with respect to the participation in Letters of Credit or Bank Guarantees of the Defaulting Lender.
Letters of Credit and Bank Guarantees. 6.1 COMPLETION OF LETTERS OF CREDIT AND BANK GUARANTEE A Fronting Bank is authorised to issue any Letter of Credit or Bank Guarantee pursuant to Clause 5 (UTILISATION) by:
Letters of Credit and Bank Guarantees. On the Closing Date, the Company shall deliver to Parent and Merger Sub a schedule (the “Letters of Credit and Bank Guarantees Schedule”), in form and substance reasonably acceptable to Parent and Merger Sub, setting forth the Holdback Amount and a true, complete and correct list of each letter of credit and bank guarantee of the Company and its Subsidiaries that is outstanding as of the Closing Date. The Company shall use commercially reasonable efforts to use the Holdback Amount to collateralize such letters of credit and bank guarantees, in each case, as necessary. On the first anniversary of the Closing Date (and on each subsequent anniversary of the Closing Date thereafter until an aggregate amount of cash equal to (i) the Holdback Amount, minus (ii) the aggregate amount of obligations which are drawn under any such letters of credit and/or bank guarantees set forth on the Letters of Credit and Bank Guarantees Schedule shall have been remitted to the Shareholder Representative), the Company shall remit to the Shareholder Representative (on behalf of the Company Shareholders (and allocated among the Company Shareholders on an Adjusted Pro Rata Basis)) a portion of the Holdback Amount equal to (A) the aggregate value of all letters of credit and/or bank guarantees set forth on the Letters of Credit and Bank Guarantees Schedule which have expired since the Closing Date (or the most recent anniversary of the Closing Date, as applicable), minus (B) the aggregate amount of obligations which are drawn under any such letters of credit and/or bank guarantees set forth on the Letters of Credit and Bank Guarantees Schedule.
Letters of Credit and Bank Guarantees. Subject to the terms and conditions of this Agreement, the Bank agrees that it will make Letters of Credit available for the account of the Borrower and will cause its Shanghai, China branch to make Bank Guarantees available for the account of Gxxxxx China in an aggregate amount not exceeding the lesser of (a) Twelve Million, Five Hundred Thousand Dollars ($12,500,000), and (b) the availability under the Revolving Line. The Borrower agrees that it will guarantee to the Bank all obligations of Gxxxxx China pursuant to the Bank Guarantees. Letters of Credit and Bank Guarantees will be made promptly available for the Borrower’s or Gxxxxx China’s work in process (to support customer progress payments) or as otherwise requested by Borrower or Gxxxxx China for general business purposes. The undrawn amount/amount outstanding under all Letters of Credit and Bank Guarantees shall reduce the amount available for advances under the Revolving Line at 100% of the undrawn amount of each Letter of Credit and 105% of the outstanding amount of each Bank Guarantee. Bank Guarantees will be issued in RMB and, for purposes of the preceding sentence, the Bank will revalue the outstanding amount of Bank Guarantees from time to time at its discretion. If as a result of currency fluctuations the value in US Dollars of outstanding Bank Guarantees has increased by more than 5%, the amount available under the Revolving Credit shall be correspondingly reduced by the amount of the excess. The Letters of Credit and Bank Guarantees shall be in form satisfactory to the Bank and will be for a term of up to three (3) years from the date of issuance, except that Letters of Credit and Bank Guarantees in the aggregate face amount of up to $7,500,000.00 may have maturities of up to five (5) years from the date of issuance and may extend for up to five (5) years beyond the Revolving Credit Termination Date. The total undrawn/outstanding amount of all Letters of Credit and Bank Guarantees issued for both the Borrower and Gxxxxx China may never exceed $12,500,000.00, with initial sublimits of $11,000,000.00 in Letters of Credit for the Borrower and $1,500,000.00 in Bank Guarantees for Gxxxxx China. The Bank agrees that it will, from time to time revise this allocation on the basis of the Borrower’s and Gxxxxx China’s respective needs, but subject always to the approval of the Bank.
Letters of Credit and Bank Guarantees
