Common use of Letters of Credit Clause in Contracts

Letters of Credit. (a) In the event that on the DAM Exchange Date any Letter of Credit shall be outstanding and undrawn in whole or in part or there are any Unreimbursed Amounts, each Revolving Credit Lender shall, before giving effect to the DAM Exchange, promptly pay over to the Administrative Agent, in immediately available funds and in the currencies in which Letters of Credit are denominated, an amount equal to such Lender’s Applicable Percentage of the Revolving Credit Facility (as notified to such Lender by the Administrative Agent), of such Letter of Credit’s undrawn face amount or (to the extent it has not already done so) such Letter of Credit’s Unreimbursed Amount (less any Cash Collateral held by the issuer of such Letter of Credit in respect thereof), as the case may be, together with interest thereon from the DAM Exchange Date to the date on which such amount shall be paid to the Administrative Agent at the rate that would be applicable at the time to a Revolving Credit Loan that is a Base Rate Loan in a principal amount equal to such amount, as the case may be. The Administrative Agent shall establish a separate account or accounts for each Revolving Credit Lender (each, an “L/C Reserve Account”) for the amounts received with respect to each such Letter of Credit pursuant to the preceding sentence. The Administrative Agent shall deposit in each Revolving Credit Lender’s L/C Reserve Account the amount received from such Revolving Credit Lender as provided above. The Administrative Agent shall have sole dominion and control over each L/C Reserve Account, and the amounts deposited in each L/C Reserve Account shall be held in such L/C Reserve Account until withdrawn as provided in paragraph (b), (c), (d) or (e) below. The Administrative Agent shall maintain records enabling it to determine the amounts paid over to it and deposited in the L/C Reserve Accounts in respect of each Letter of Credit and the amounts on deposit in respect of each Letter of Credit attributable to each Revolving Credit Lender’s Applicable Percentage of the Revolving Credit Facility. The amounts held in each Revolving Credit Lender’s L/C Reserve Account shall be held as a reserve against the outstanding Letter of Credit Obligations, shall be the property of such Revolving Credit Lender, shall not constitute Loans to or give rise to any claim of or against any Loan Party and shall not give rise to any obligation on the part of the Borrowers to pay interest to such Revolving Credit Lender, it being agreed that the reimbursement obligations in respect of Letters of Credit shall arise only at such times as drawings are made thereunder, as provided in Section 2.03.

Appears in 6 contracts

Samples: Credit Agreement (ACCO BRANDS Corp), Credit Agreement (ACCO BRANDS Corp), Credit Agreement (ACCO BRANDS Corp)

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Letters of Credit. (a) In the event that on the DAM CAM Exchange Date any RF Letter of Credit shall be outstanding and undrawn in whole or in part or there are any Unreimbursed Amountspart, each Revolving Credit Facility Lender shall, before giving effect to the DAM Exchange, shall promptly pay over to the Administrative Agent, in immediately available funds and in the currencies in which Letters of Credit are denominatedfunds, an amount in Dollars equal to such Lender’s Applicable Revolving Facility Percentage of the Revolving Credit Facility (as notified to such Lender by the Administrative Agent), of such Letter of Credit’s undrawn face amount or (to the extent it has not already done so) such Letter of Credit’s Unreimbursed Amount (less any Cash Collateral held by the issuer of such Letter of Credit in respect thereof), as the case may beamount, together with interest thereon from the DAM CAM Exchange Date to the date on which such amount shall be paid to the Administrative Agent at the rate that would be applicable at the time to a an ABR Revolving Credit Loan that is a Base Rate Loan in a principal amount equal to such amountundrawn face amount or unreimbursed drawing, as the case may beapplicable. The Administrative Agent shall establish a separate account or accounts for each Revolving Credit Lender (each, an “L/C RF Reserve Account”) or accounts for each Lender for the amounts received with respect to each such RF Letter of Credit pursuant to the preceding sentence. On the CAM Exchange Date, the Administrative Agent shall request the Deposit Bank to withdraw all amounts remaining in the Credit-Linked Deposit Account (after giving effect to withdrawals therefrom made pursuant to Section 2.08(d)) less the aggregate amount (if any) equal to all unreimbursed L/C Disbursements made in respect of CL Letters of Credit not yet founded by application of Credit-Linked Deposits as contemplated by Section 2.05(e) and deposit same in a new separate account maintained with the Administrative Agent (each a “CL Reserve Account” and together with the RF Reserve Account, the “Reserve Accounts”) or accounts for such Lender. The Administrative Agent shall deposit in each Revolving Credit Lender’s L/C RF Reserve Account or CL Reserve Account, as the amount case may be, such Lender’s CAM Percentage of the amounts received from such the Revolving Credit Lender Facility Lenders or the Credit-Linked Deposit Account, as the case may be, as provided above. The Administrative Agent shall have sole dominion and control over each L/C Reserve Account, and the amounts deposited in each L/C Reserve Account shall be held in such L/C Reserve Account until withdrawn as provided in paragraph (b), (c), (d) or (e) below. The Administrative Agent shall maintain records enabling it to determine the amounts paid over to it and deposited in the L/C Reserve Accounts in respect of each Letter of Credit and the amounts on deposit in respect of each Letter of Credit attributable to each Revolving Credit Lender’s Applicable Percentage of the Revolving Credit FacilityCAM Percentage. The amounts held in each Revolving Credit Lender’s L/C RF Reserve Account or CL Reserve Account, as the case may be, shall be held as a reserve against the outstanding Letter of Credit ObligationsRevolving L/C Exposures or CL L/C Exposures, as the case may be, shall be the property of such Revolving Credit Lender, shall not constitute Loans to or give rise to any claim of or against any Loan Party and shall not give rise to any obligation on the part of the Borrowers any Borrower to pay interest to such Revolving Credit Lender, it being agreed that the reimbursement obligations in respect of Letters of Credit shall arise only at such times as drawings are made thereunder, as provided in Section 2.032.05.

Appears in 6 contracts

Samples: Credit Agreement (Celanese Corp), Credit Agreement (Celanese CORP), Credit Agreement (Celanese CORP)

Letters of Credit. (aIf an Issuing Bank shall not have received from the Borrower the payment required to be made by Section 2.17(e) In within the event that on time specified in such Section 2.17(e), such Issuing Bank will promptly notify the DAM Exchange Date any Letter Administrative Agent of Credit shall be outstanding the LC Disbursement and undrawn in whole or in part or there are any Unreimbursed Amounts, the Administrative Agent will promptly notify each Revolving Credit Lender shall, before giving effect to the DAM Exchange, promptly of such LC Disbursement and its Pro Rata Percentage thereof. Each Revolving Lender shall pay over by wire transfer of immediately available funds to the Administrative AgentAgent on such date (or, in if such Revolving Lender shall have received such notice later than 1:00 p.m. (New York City time), on any day, not later than 11:00 a.m. (New York City time), on the immediately available funds and in the currencies in which Letters of Credit are denominatedfollowing Business Day), an amount equal to such Lender’s Applicable Pro Rata Percentage of the Revolving Credit Facility such LC Disbursement (as notified to such Lender by the Administrative Agent), of such Letter of Credit’s undrawn face amount or (to the extent it has not already done so) such Letter of Credit’s Unreimbursed Amount (less any Cash Collateral held by the issuer of such Letter of Credit in respect thereof), as the case may be, together with interest thereon from the DAM Exchange Date to the date on which being understood that such amount shall be paid deemed to constitute a Base Rate Loan of such Revolving Lender, and such payment shall be deemed to have reduced the LC Exposure), and the Administrative Agent will promptly pay to such Issuing Bank amounts so received by it from the Revolving Lenders. The Administrative Agent will promptly pay to the applicable Issuing Bank any amounts received by it from the Borrower pursuant to Section 2.17(e) prior to the time that any Revolving Lender makes any payment pursuant to this paragraph (iv); any such amounts received by the Administrative Agent thereafter will be promptly remitted by the Administrative Agent to the Revolving Lenders that shall have made such payments and to the Issuing Banks, as their interests may appear. If any Revolving Lender shall not have made its Pro Rata Percentage of such LC Disbursement available to the Administrative Agent at as provided above, such Lender and the rate that would be applicable at the time Borrower severally agree to a Revolving Credit Loan that is a Base Rate Loan in a principal amount equal to pay interest on such amount, as for each day from and including the date such amount is required to be paid in accordance with this paragraph (iv) to but excluding the date such amount is paid, to the Administrative Agent for the account of the applicable Issuing Bank at (i) in the case may be. The Administrative Agent shall establish of the Borrower, a separate account or accounts rate per annum equal to the interest rate applicable to Initial Revolving Loans pursuant to Section 2.08(a), and (ii) in the case of such Lender, for the first such day, the Federal Funds Effective Rate, and for each Revolving Credit Lender (eachday thereafter, an “L/C Reserve Account”) for the amounts received with respect to each such Letter of Credit pursuant to the preceding sentence. The Administrative Agent shall deposit in each Revolving Credit Lender’s L/C Reserve Account the amount received from such Revolving Credit Lender as provided above. The Administrative Agent shall have sole dominion and control over each L/C Reserve Account, and the amounts deposited in each L/C Reserve Account shall be held in such L/C Reserve Account until withdrawn as provided in paragraph (b), (c), (d) or (e) below. The Administrative Agent shall maintain records enabling it to determine the amounts paid over to it and deposited in the L/C Reserve Accounts in respect of each Letter of Credit and the amounts on deposit in respect of each Letter of Credit attributable to each Revolving Credit Lender’s Applicable Percentage of the Revolving Credit Facility. The amounts held in each Revolving Credit Lender’s L/C Reserve Account shall be held as a reserve against the outstanding Letter of Credit Obligations, shall be the property of such Revolving Credit Lender, shall not constitute Loans to or give rise to any claim of or against any Loan Party and shall not give rise to any obligation on the part of the Borrowers to pay interest to such Revolving Credit Lender, it being agreed that the reimbursement obligations in respect of Letters of Credit shall arise only at such times as drawings are made thereunder, as provided in Section 2.03Base Rate.

Appears in 5 contracts

Samples: Credit Agreement (Iridium Communications Inc.), Credit Agreement (Iridium Communications Inc.), Credit Agreement (Iridium Communications Inc.)

Letters of Credit. (ai) In the event that on the DAM CAM Exchange Date any Letter of Credit shall be outstanding and undrawn in whole or in part part, or there are any Unreimbursed Amountsamount drawn under a Letter of Credit shall be unpaid, each Revolving Credit Lender shall, before giving effect to the DAM CAM Exchange, promptly pay over to the Administrative Applicable Agent, in immediately available funds and in the currencies in which currency that such Letters of Credit are denominated, an amount equal to such Lender’s Applicable Percentage Pro Rata Share (as defined in clause (A) (a) of the Revolving Credit Facility (as notified to such Lender by the Administrative Agentdefinition of Pro Rata Share), of such Letter of Credit’s undrawn face amount or (to the extent it has not already done so) such Letter of Credit’s Unreimbursed Amount (less any Cash Collateral held by the issuer of such Letter of Credit in respect thereof)unpaid drawing, as the case may be, together with interest thereon from the DAM CAM Exchange Date to the date on which such amount shall be paid to the Administrative Applicable Agent at the rate that would be applicable at the time to a Revolving Credit Loan that is a Base US Index Rate Loan Loans in a principal amount equal to such amount, as the case may be. The Administrative Applicable Agent shall establish a separate account or accounts for each Revolving Credit Lender (each, an “L/C Reserve Account”) for the amounts received with respect to each such Letter of Credit pursuant to the preceding sentence. The Administrative Applicable Agent shall deposit in each Revolving Credit Lender’s L/C Reserve Account such Lender’s CAM Percentage of the amount amounts received from such Revolving Credit Lender the Lenders as provided above. The Administrative Applicable Agent shall have sole dominion and control over each L/C Reserve Account, and the amounts deposited in each L/C Reserve Account shall be held in such L/C Reserve Account until withdrawn as provided in paragraph paragraphs (bii), (ciii), (div) or (ev) below. The Administrative Applicable Agent shall maintain records enabling it the Applicable Agent to determine the amounts paid over to it and deposited in the L/C Reserve Accounts in respect of each Letter of Credit and the amounts on deposit in respect of each Letter of Credit attributable to each Revolving Credit Lender’s Applicable Percentage of the Revolving Credit FacilityCAM Percentage. The amounts held in each Revolving Credit Lender’s L/C Reserve Account shall be held as a reserve against the outstanding Letter of Credit Obligations, shall be the property of such Revolving Credit Lender, shall not constitute Loans to or give rise to any claim of or against any Loan Credit Party and shall not give rise to any obligation on the part of the Borrowers any Borrower to pay interest to such Revolving Lender or any other obligation of any Credit LenderParty, it being agreed that the reimbursement obligations in respect of Letters of Credit shall arise only at such times as drawings are made thereunder, as provided in Section 2.03Sections 1.1(b).

Appears in 4 contracts

Samples: Credit Agreement (Exopack Holding Corp), Credit Agreement (Exopack Holding Corp), Credit Agreement (Exopack Holding Corp)

Letters of Credit. (a) In the event that on the DAM CAM Exchange Date any Letter of Credit under a Tranche shall be outstanding and undrawn in whole or in part part, or there are any Unreimbursed AmountsL/C Disbursement under a Tranche shall not have been reimbursed by the applicable Borrower or with the proceeds of a Revolving Borrowing or Swingline Borrowing, each Revolving Credit Lender shall, before giving effect to the DAM Exchange, under such Tranche shall promptly pay over to the Administrative Agent, in immediately available funds and in the currencies in which Letters of Credit are denominatedfunds, an amount in U.S. Dollars equal to such Lender’s Applicable Tranche Percentage of the Revolving Credit Facility (as notified to such Lender by the Administrative Agent), of such Letter of Credit’s undrawn face amount or (to the extent it has not already done so) such Letter of Credit’s Unreimbursed Amount (less any Cash Collateral held by the issuer of such Letter of Credit in respect thereof)unreimbursed drawing, as the case may beapplicable, together with interest thereon from the DAM CAM Exchange Date to the date on which such amount shall be paid to the Administrative Agent at the rate that would be applicable at the time to a an ABR Revolving Credit Loan that is a Base Rate Loan in a principal amount equal to such amountundrawn face amount or unreimbursed drawing, as the case may beapplicable. The Administrative Agent shall establish a separate account (each, a “Reserve Account”) or accounts for each Revolving Credit Lender (each, an “L/C Reserve Account”) for the amounts received with respect to each such Letter of Credit pursuant to the preceding sentence. The Administrative Agent shall deposit in each Revolving Credit Lender’s L/C Reserve Account such Lender’s CAM Percentage of the amount amounts received from such the Revolving Credit Lender Lenders as provided above. For the purposes of this paragraph, the U.S. Dollar Equivalent of each Lender’s participation in each Letter of Credit denominated in an Alternative Currency shall be the amount in U.S. Dollars determined by the Administrative Agent to be required in order for the Administrative Agent to purchase currency in the applicable Alternative Currency in an amount sufficient to enable it to deposit the actual amount of such participation in such undrawn Letter of Credit in the applicable Alternative Currency in such Lender’s Reserve Account. The Administrative Agent shall have sole dominion and control over each L/C Reserve Account, and the amounts deposited in each L/C Reserve Account shall be held in such L/C Reserve Account until withdrawn as provided in paragraph (b), (c), (d) or (e) below. The Administrative Agent shall maintain records enabling it to determine the amounts paid over to it and deposited in the L/C Reserve Accounts in respect of each Letter of Credit and the amounts on deposit in respect of each Letter of Credit attributable to each Revolving Credit Lender’s Applicable Percentage of the Revolving Credit FacilityCAM Percentage. The amounts held in each Revolving Credit Lender’s L/C Reserve Account shall be held as a reserve against the outstanding Letter of Credit ObligationsRevolving L/C Exposure, shall be the property of such Revolving Credit Lender, shall not constitute Loans to or give rise to any claim of or against any Loan Party and shall not give rise to any obligation on the part of the Borrowers any Loan Party to pay interest to such Revolving Credit LenderLender or any other obligation of any Loan Party, it being agreed that the reimbursement obligations in respect of Letters of Credit shall arise only at such times as drawings are made thereunder, as provided in Section 2.032.05.

Appears in 4 contracts

Samples: Intercreditor Agreement (Hexion Specialty Chemicals, Inc.), Foreign Guarantee Agreement (Hexion Specialty Chemicals, Inc.), Credit Agreement (Hexion Specialty Chemicals, Inc.)

Letters of Credit. (a) In the event that on the DAM CAM Exchange Date any Letter of Credit under a Tranche shall be outstanding and undrawn in whole or in part part, or there are any Unreimbursed AmountsL/C Disbursement shall not have been reimbursed by the Company or with the proceeds of a Revolving Borrowing or Swingline Borrowing, each Revolving Credit Lender shall, before giving effect to the DAM Exchange, under such Tranche shall promptly pay over to the Administrative Agent, in immediately available funds and in the currencies in which Letters of Credit are denominatedfunds, an amount in US Dollars equal to such Lender’s Applicable Tranche Percentage of the Revolving Credit Facility (as notified to such Lender by the Administrative Agent), of such Letter of Credit’s undrawn face amount or (to the extent it has not already done so) such Letter of Credit’s Unreimbursed Amount (less any Cash Collateral held by the issuer of such Letter of Credit in respect thereof)unreimbursed drawing, as the case may beapplicable, together with interest thereon from the DAM CAM Exchange Date to the date on which such amount shall be paid to the Administrative Agent at the rate that would be applicable at the time to a an ABR Revolving Credit Loan that is a Base Rate Loan in a principal amount equal to such amountundrawn face amount or unreimbursed drawing, as the case may beapplicable. The Administrative Agent shall establish a separate account (each, a “Reserve Account”) or accounts for each Revolving Credit Lender (each, an “L/C Reserve Account”) for the amounts received with respect to each such Letter of Credit pursuant to the preceding sentence. The Administrative Agent shall deposit in each Revolving Credit Lender’s L/C Reserve Account such Lender’s CAM Percentage of the amount amounts received from such Revolving Credit Lender the Lenders as provided above. For the purposes of this paragraph, the US Dollar Equivalent of each Lender’s participation in each Letter of Credit denominated in an Alternative Currency shall be the amount in US Dollars determined by the Administrative Agent to be required in order for the Administrative Agent to purchase currency in the applicable Alternative Currency in an amount sufficient to enable it to deposit the actual amount of such participation in such undrawn Letter of Credit in the applicable Alternative Currency in such Lender’s Reserve Account. The Administrative Agent shall have sole dominion and control over each L/C Reserve Account, and the amounts deposited in each L/C Reserve Account shall be held in such L/C Reserve Account until withdrawn as provided in paragraph (b), (c), (d) or (e) below. The Administrative Agent shall maintain records enabling it to determine the amounts paid over to it and deposited in the L/C Reserve Accounts in respect of each Letter of Credit and the amounts on deposit in respect of each Letter of Credit attributable to each Revolving Credit Lender’s Applicable Percentage of the Revolving Credit FacilityCAM Percentage. The amounts held in each Revolving Credit Lender’s L/C Reserve Account shall be held as a reserve against the outstanding Letter of Credit ObligationsLC Exposures, shall be the property of such Revolving Credit Lender, shall not constitute Loans to or give rise to any claim of or against any Loan Party Borrower and shall not give rise to any obligation on the part of the Borrowers any Borrower to pay interest to such Revolving Credit Lender, it being agreed that the reimbursement obligations in respect of Letters of Credit shall arise only at such times as drawings are made thereunder, as provided in Section 2.032.06.

Appears in 4 contracts

Samples: Credit Agreement (Yrc Worldwide Inc), Credit Agreement (Yellow Roadway Corp), Credit Agreement (Yrc Worldwide Inc)

Letters of Credit. (a) In the event that on the DAM CAM Exchange Date any Letter of Credit shall be outstanding and undrawn in whole or in part part, or there are any Unreimbursed Amountsamount drawn under a Letter of Credit shall constitute an Unpaid Drawing, each Revolving Lender in respect of Unpaid Drawings on Letters of Credit Lender shall, before giving effect to the DAM CAM Exchange, promptly pay over to the Administrative Agent, in immediately available funds and in the currencies in which currency that such Letters of Credit are denominated, an amount equal to such Lender’s Applicable Percentage of the 's Revolving Credit Facility Commitment Percentage (as notified to such Lender by the Administrative Agent), of such Letter of Credit’s 's undrawn face amount or (to the extent it has not already done so) such Letter of Credit’s Unreimbursed Amount (less any Cash Collateral held by the issuer of such Letter of Credit in respect thereof)'s Unpaid Drawing, as the case may be, together with interest thereon from the DAM CAM Exchange Date to the date on which such amount shall be paid to the Administrative Agent at the rate that would be applicable at the time to a Revolving Credit Loan that is a Base Rate an ABR Loan in a principal amount equal to such amount, as the case may be. The Administrative Agent shall establish a separate account or accounts for each Revolving Credit Lender (each, an "L/C Reserve Account") for the amounts received with respect to each such Letter of Credit pursuant to the preceding sentence. The Administrative Agent shall deposit in each Revolving Credit Lender’s 's L/C Reserve Account such Lender's CAM Percentage of the amount amounts received from such Revolving Credit Lender the Lenders as provided above. The Administrative Agent shall have sole dominion and control over each L/C Reserve Account, and the amounts deposited in each L/C Reserve Account shall be held in such L/C Reserve Account until withdrawn as provided in paragraph (b), (c), (d) or (e) below. The Administrative Agent shall maintain records enabling it to determine the amounts paid over to it and deposited in the L/C Reserve Accounts in respect of each Letter of Credit and the amounts on deposit in respect of each Letter of Credit attributable to each Revolving Credit Lender’s Applicable Percentage of the Revolving Credit Facility's CAM Percentage. The amounts held in each Revolving Credit Lender’s 's L/C Reserve Account shall be held as a reserve against the outstanding Letter of Credit ObligationsExposure, shall be the property of such Revolving Credit Lender, shall not constitute Loans to or give rise to any claim of or against any Loan Credit Party and shall not give rise to any obligation on the part of the Borrowers US Borrower or the UK Borrower to pay interest to such Revolving Credit Lender, it being agreed that the reimbursement obligations in respect of Letters of Credit shall arise only at such times as drawings are made thereunder, as provided in Section 2.033.

Appears in 3 contracts

Samples: Credit Agreement (Rockwood Specialties Group Inc), Credit Agreement (Rockwood Specialties Group Inc), Credit Agreement (Rockwood Specialties Group Inc)

Letters of Credit. (a) In the event that on the DAM CAM Exchange Date any Letter of Credit shall be outstanding and undrawn in whole or in part part, or there are any Unreimbursed Amountsamount drawn under a Letter of Credit shall not have been reimbursed either by the Parent Borrower or any Foreign Subsidiary Borrower, as the case may be, or with the proceeds of a Revolving Borrowing, each Revolving Credit Lender shall, before giving effect to the DAM Exchange, shall promptly pay over to the Administrative Agent, in immediately available funds and in the currencies in which currency that such Letters of Credit are denominated, an amount equal to such Revolving Lender’s 's Applicable Percentage of the Revolving Credit Facility (as notified to such Lender by the Administrative Agent), ) of such Letter of Credit’s 's undrawn face amount or (to the extent it has not already done so) such Letter of Credit’s Unreimbursed Amount (less any Cash Collateral held by the issuer of such Letter of Credit in respect thereof), as the case may be's unreimbursed drawing, together with interest thereon from the DAM CAM Exchange Date to the date on which such amount shall be paid to the Administrative Agent at the rate that would be applicable at the time to a an ABR Revolving Credit Loan that is a Base Rate Loan in a principal amount equal to such amount, as the case may be. The Administrative Agent shall establish a separate account or accounts for each Revolving Credit Lender (each, an “L/C "LC Reserve Account") for the amounts received with respect to each such Letter of Credit pursuant to the preceding sentence. The Administrative Agent shall deposit in each Revolving Credit Lender’s L/C 's LC Reserve Account such Lender's CAM Percentage of the amount amounts received from such the Revolving Credit Lender Lenders as provided above. The Administrative Agent shall have sole dominion and control over each L/C LC Reserve Account, and the amounts deposited in each L/C LC Reserve Account shall be held in such L/C LC Reserve Account until withdrawn as provided in paragraph (b), (c), (d) or (e) below. The Administrative Agent shall maintain records enabling it to determine the amounts paid over to it and deposited in the L/C LC Reserve Accounts in respect of each Letter of Credit and the amounts on deposit in respect of each Letter of Credit attributable to each Revolving Credit Lender’s Applicable Percentage of the Revolving Credit Facility's CAM Percentage. The amounts held in each Revolving Credit Lender’s L/C 's LC Reserve Account shall be held as a reserve against the outstanding Letter of Credit ObligationsLC Exposure, shall be the property of such Revolving Credit Lender, shall not constitute Loans to or give rise to any claim of or against any Loan Party and shall not give rise to any obligation on the part of the Parent Borrower or the Foreign Subsidiary Borrowers to pay interest to such Revolving Credit Lender, it being agreed that the reimbursement obligations in respect of Letters of Credit shall arise only at such times as drawings are made thereunder, as provided in Section 2.032.05.

Appears in 3 contracts

Samples: Credit Agreement (Metaldyne Corp), Credit Agreement (Metaldyne Corp), Credit Agreement (Mascotech Inc)

Letters of Credit. (a) In the event that on the DAM CAM Exchange Date any Letter of Credit shall be outstanding and undrawn in whole or in part part, or there are any Unreimbursed AmountsLC Disbursement shall not have been reimbursed either by the Revolving Borrower or with the proceeds of a Borrowing, each Revolving Credit Lender shall, before giving effect to the DAM Exchange, shall promptly pay over to the Administrative Agent, in immediately available funds and in the currencies in which Letters of Credit are denominatedfunds, an amount equal to such Lender’s Applicable CAM Percentage of the Revolving Credit Facility (as notified to such Lender by the Administrative Agent), of such Letter of Credit’s undrawn face amount or (to the extent it has not already done so) such Letter of Credit’s Unreimbursed Amount (less any Cash Collateral held by the issuer of such Letter of Credit in respect thereof)unreimbursed drawing, as the case may beapplicable, together with interest thereon from the DAM CAM Exchange Date to the date on which such amount shall be paid to the Administrative Agent at the rate that would be applicable at the time to a an ABR Revolving Credit Loan that is a Base Rate Loan in a principal amount equal to such amountundrawn face amount or unreimbursed drawing, as the case may beapplicable. The Administrative Agent shall establish a separate account (each, a “Reserve Account”) or accounts for each Revolving Credit Lender (each, an “L/C Reserve Account”) for the amounts received with respect to each such Letter of Credit pursuant to the preceding sentence. The Administrative Agent shall deposit in each Revolving Credit Lender’s L/C Reserve Account such Lender’s CAM Percentage of the amount amounts received from such Revolving Credit Lender the Lenders as provided above. The Administrative Agent shall have sole dominion and control over each L/C Reserve Account, and the amounts deposited in each L/C Reserve Account shall be held in such L/C Reserve Account until withdrawn as provided in paragraph (b), (c), (d) or (e) below. The Administrative Agent shall maintain records enabling it to determine the amounts paid over to it and deposited in the L/C Reserve Accounts in respect of each Letter of Credit and the amounts on deposit in respect of each Letter of Credit attributable to each Revolving Credit Lender’s Applicable Percentage of the Revolving Credit FacilityCAM Percentage. The amounts held in each Revolving Credit Lender’s L/C Reserve Account shall be held as a reserve against the outstanding Letter of Credit ObligationsLC Exposures, shall be the property of such Revolving Credit Lender, shall not constitute Loans to or give rise to any claim of or against any Loan Party Borrower and shall not give rise to any obligation on the part of the Borrowers U.S. Borrower to pay interest to such Revolving Credit Lender, it being agreed that the reimbursement obligations in respect of Letters of Credit shall arise only at such times as drawings are made thereunder, as provided in Section 2.032.05.

Appears in 3 contracts

Samples: Revolving Credit Agreement (PERRIGO Co PLC), Revolving Credit Agreement (Perrigo Finance PLC), Revolving Credit Agreement (PERRIGO Co LTD)

Letters of Credit. (ai) In the event that on the DAM Exchange Date any Letter of Credit shall be outstanding and undrawn in whole or in part part, or there are shall be any Unreimbursed Amountsdrawing on a Letter of Credit that has not been reimbursed by Borrower (an “Unpaid Drawing”), each Revolving Credit Lender shall, shall before giving effect to the DAM Exchange, promptly pay over to the Administrative Agent, in immediately available funds and in the currencies in which Letters of Credit are denominated, an amount equal to such Revolving Lender’s Applicable Percentage of the Aggregate Revolving Credit Facility Commitment (as notified to such Revolving Lender by the Administrative Agent), of such Letter of Credit’s undrawn face amount or and (to the extent it has not already done so) such Letter of Credit’s Unreimbursed Amount (less any Cash Collateral held by the issuer of such Letter of Credit in respect thereof)Unpaid Drawing, as the case may be, less any unrestricted Cash Collateral held by Administrative Agent pursuant to Section 9.02(c) or otherwise, together with interest thereon from the DAM Exchange Date to the date on which such amount shall be paid to the Administrative Agent at the rate that would be applicable at the time to a Revolving Credit Loan that is a Base Rate Loan in a principal amount equal to such amount, as the case may be. The Administrative Agent shall establish a separate account or accounts for each Revolving Credit Lender (each, an “L/C Reserve Account”) for the amounts received with respect to each such Letter of Credit pursuant to the preceding sentence. The Administrative Agent shall deposit in each Revolving Credit Lender’s L/C Reserve Account such Revolving Lender’s DAM Percentage of the amount amounts received from such the Revolving Credit Lender Lenders as provided above. The Administrative Agent shall have sole dominion and control over each L/C Reserve Account, and the amounts deposited in each L/C Reserve Account shall be held in such L/C Reserve Account until withdrawn as provided in paragraph (bii), (ciii), (div) or (ev) below. The Administrative Agent shall maintain records enabling it to determine the amounts paid over to it and deposited in the L/C Reserve Accounts in respect of each Letter of Credit and the amounts on deposit in respect of each Letter Letters of Credit attributable to each Revolving Credit Lender’s Applicable Percentage of the Revolving Credit FacilityDAM Percentage. The amounts held in each Revolving Credit Lender’s L/C Reserve Account shall be held as a reserve against the outstanding Letter of Credit Obligations, shall be the property of such Revolving Credit Lender, shall not constitute Loans to or give rise to any claim of or against any Loan Party and shall not give rise to any obligation on the part of the Borrowers to pay interest to such Revolving Credit Lender, it being agreed that the reimbursement obligations in respect of Letters of Credit shall arise only at such times as drawings are made thereunder, as provided in Section 2.03Credit.

Appears in 3 contracts

Samples: Credit Agreement (TUTOR PERINI Corp), Credit Agreement (Perini Corp), Credit Agreement (Perini Corp)

Letters of Credit. (a) In the event that on the DAM CAM Exchange Date any Letter of Credit shall be outstanding and undrawn in whole or in part part, or there are any Unreimbursed Amountsamount drawn under a Letter of Credit shall not have been reimbursed either by Borrowers or with the proceeds of a Revolving Loan or a Canadian Revolving Loan, as the case may be, each Multicurrency Revolving Lender with respect to Multicurrency Letters of Credit and each Canadian Revolving Lender shall, before giving effect with respect to the DAM Exchange, each Canadian Letter of Credit shall promptly pay over to the Administrative Agent, in immediately available funds in the same currency as such Letter of Credit, as the case may be, in the case of any undrawn amount, and in Dollars, in the currencies in which Letters case of Credit are denominatedany unreimbursed amount, an amount equal to such Multicurrency Revolving Lender’s Applicable Percentage of the or Canadian Revolving Credit Facility (as notified to such Lender by the Administrative Agent), Lender’s applicable Pro Rata Share of such Letter of Credit’s undrawn face amount or (to the extent it has not already done so) such Letter of Credit’s Unreimbursed Amount (less any Cash Collateral held by the issuer of such Letter of Credit in respect thereof)unreimbursed drawing, as the case may be, together with interest thereon from the DAM CAM Exchange Date to the date on which such amount shall be paid to the Administrative Agent at the rate that would be applicable at the time to a Revolving Credit Loan that is a Base Rate Revolving Loan in a principal amount equal to such amount, as the case may be. The Administrative Agent shall establish a separate interest bearing account or accounts for each Revolving Credit Lender (each, an “L/C LC Reserve Account”) for the amounts received with respect to each such Letter of Credit pursuant to the preceding sentence. The Administrative Agent shall deposit in each Revolving Credit Lender’s L/C LC Reserve Account such Lender’s CAM Percentage of the amount amounts received from such the Revolving Credit Lender Lenders and the Canadian Revolving Lenders as provided above. The Administrative Agent shall have sole dominion and control over each L/C LC Reserve Account, and the amounts deposited in each L/C LC Reserve Account shall be held in such L/C LC Reserve Account until withdrawn as provided in paragraph (b), (c), (d) or (e) below. The Administrative Agent shall maintain records enabling it to determine the amounts paid over to it and deposited in the L/C LC Reserve Accounts in respect of each Letter of Credit and the amounts on deposit and shall establish a sub-account within each Lender’s LC Reserve Account in respect of each Letter of Credit attributable to each Revolving Credit Lender’s Applicable Percentage of the Revolving Credit FacilityCAM Percentage. The amounts held in each Revolving Credit Lender’s L/C LC Reserve Account shall be held as a reserve against the outstanding Letter of Credit LC Obligations, shall be the property of such Revolving Credit Lender, shall not constitute Loans to or give rise to any claim of or against any Loan Credit Party and shall not give rise to any obligation on the part of the Borrowers any Borrower to pay interest to such Revolving Credit Lender, it being agreed that the reimbursement obligations in respect of Letters of Credit shall arise only at such times as drawings are made thereunder, as provided in Section 2.032.10.

Appears in 3 contracts

Samples: Credit Agreement (Crown Holdings Inc), Credit Agreement (Crown Holdings Inc), Credit Agreement (Crown Holdings Inc)

Letters of Credit. (a) In the event that on the DAM CAM Exchange Date any Letter of Credit shall be outstanding and undrawn in whole or in part part, or there are any Unreimbursed Amountsamount drawn under a Letter of Credit shall constitute an Unpaid Drawing, each Lender with a U.S. Revolving Credit Lender Commitment or Canadian Revolving Credit Commitment, as applicable, in respect of Unpaid Drawings on Letters of Credit shall, before giving effect to the DAM CAM Exchange, promptly pay over to the Administrative Agent, in immediately available funds and in the currencies in which currency that such Letters of Credit are denominateddenominated (or at the request of a Lender, such amount in the Dollar Equivalent thereof at such time), an amount equal to such Lender’s Applicable Percentage of the Revolving Credit Facility Commitment Percentage (as notified to such Lender by the Administrative Agent), of such Letter of Credit’s undrawn face amount or (to the extent it has not already done so) such Letter of Credit’s Unreimbursed Amount (less any Cash Collateral held by the issuer of such Letter of Credit in respect thereof)Unpaid Drawing, as the case may be, together with interest thereon from the DAM CAM Exchange Date to the date on which such amount shall be paid to the Administrative Agent at the rate that would be applicable at the time to a Revolving Credit Loan that is a Base Rate an ABR Loan in a principal amount equal to such amount, as the case may be. The Administrative Agent shall establish a separate account or accounts for each Revolving Credit Lender (each, an “L/C Reserve Account”) for the amounts received with respect to each such Letter of Credit pursuant to the preceding sentence. The Administrative Agent shall deposit in each Revolving Credit Lender’s L/C Reserve Account such Lender’s CAM Percentage of the amount amounts received from such Revolving Credit Lender the Lenders as provided above. The Administrative Agent shall have sole dominion and control over each L/C Reserve Account, and the amounts deposited in each L/C Reserve Account shall be held in such L/C Reserve Account until withdrawn as provided in paragraph (b), (c), (d) or (e) below. The Administrative Agent shall maintain records enabling it to determine the amounts paid over to it and deposited in the L/C Reserve Accounts in respect of each Letter of Credit and the amounts on deposit in respect of each Letter of Credit attributable to each Revolving Credit Lender’s Applicable Percentage of the Revolving Credit FacilityCAM Percentage. The amounts held in each Revolving Credit Lender’s L/C Reserve Account shall be held as a reserve against the outstanding Letter of Credit ObligationsExposure, shall be the property of such Revolving Credit Lender, shall not constitute Loans to or give rise to any claim of or against any Loan Credit Party and shall not give rise to any obligation on the part of the Borrowers Borrower or the Canadian Borrower to pay interest to such Revolving Credit Lender, it being agreed that the reimbursement obligations in respect of Letters of Credit shall arise only at such times as drawings are made thereunder, as provided in Section 2.033.

Appears in 3 contracts

Samples: Assignment and Acceptance (Sealy Corp), Credit Agreement (Sealy Corp), Credit Agreement (Sealy Corp)

Letters of Credit. (a) In the event that on the DAM CAM Exchange Date any Letter of Credit shall be outstanding and undrawn in whole or in part part, or there are any Unreimbursed AmountsL/C Disbursement shall not have been reimbursed by the applicable Borrower or with the proceeds of a Borrowing, each Revolving Credit Lender shall, before giving effect to the DAM Exchange, shall promptly pay over to the Administrative Agent, in immediately available funds and in the currencies in which Letters of Credit are denominatedfunds, an amount in U.S. Dollars equal to such Lender’s Applicable Revolving Facility Percentage of the Revolving Credit Facility (as notified to such Lender by the Administrative Agent), of such Letter of Credit’s undrawn face amount or (to the extent it has not already done so) such Letter of Credit’s Unreimbursed Amount (less any Cash Collateral held by the issuer of such Letter of Credit in respect thereof)unreimbursed drawing, as the case may beapplicable, together with interest thereon from the DAM CAM Exchange Date to the date on which such amount shall be paid to the Administrative Agent at the rate that would be applicable at the time to a an ABR Revolving Credit Loan that is a Base Rate Loan in a principal amount equal to such amountundrawn face amount or unreimbursed drawing, as the case may beapplicable. The Administrative Agent shall establish a separate account (each, a “Reserve Account”) or accounts for each Revolving Credit Lender (each, an “L/C Reserve Account”) for the amounts received with respect to each such Letter of Credit pursuant to the preceding sentence. The Administrative Agent shall deposit in each Revolving Credit Lender’s L/C Reserve Account such Lender’s CAM Percentage of the amount amounts received from such Revolving Credit Lender the Lenders as provided above. For the purposes of this paragraph, the U.S. Dollar Equivalent of each Lender’s participation in each Letter of Credit denominated in a Foreign Currency shall be the amount in U.S. Dollars determined by the Administrative Agent to be required in order for the Administrative Agent to purchase currency in the applicable Foreign Currency in an amount sufficient to enable it to deposit the actual amount of such participation in such undrawn Letter of Credit in the applicable Foreign Currency in such Lender’s Reserve Account. The Administrative Agent shall have sole dominion and control over each L/C Reserve Account, and the amounts deposited in each L/C Reserve Account shall be held in such L/C Reserve Account until withdrawn as provided in paragraph (b), (c), (d) or (e) below. The Administrative Agent shall maintain records enabling it to determine the amounts paid over to it and deposited in the L/C Reserve Accounts in respect of each Letter of Credit and the amounts on deposit in respect of each Letter of Credit attributable to each Revolving Credit Lender’s Applicable Percentage of the Revolving Credit FacilityCAM Percentage. The amounts held in each Revolving Credit Lender’s L/C Reserve Account shall be held as a reserve against the outstanding Letter of Credit ObligationsRevolving L/C Exposure, shall be the property of such Revolving Credit Lender, shall not constitute Loans to or give rise to any claim of or against any Loan Party and shall not give rise to any obligation on the part of the Borrowers any Loan Party to pay interest to such Revolving Credit LenderLender or any other obligation of any Loan Party, it being agreed that the reimbursement obligations in respect of Letters of Credit shall arise only at such times as drawings are made thereunder, as provided in Section 2.032.05.

Appears in 3 contracts

Samples: Credit Agreement (Momentive Performance Materials Inc.), Collateral Access Agreement (Momentive Performance Materials Inc.), Collateral Access Agreement (Momentive Performance Materials Inc.)

Letters of Credit. (a) In the event that on the DAM CAM Exchange Date any Letter of Credit shall be outstanding and undrawn in whole or in part part, or there are any Unreimbursed Amountsamount drawn under a Letter of Credit shall constitute an Unpaid Drawing, each Lender with a Revolving Credit Lender Commitment or Canadian Commitment, as applicable, in respect of Unpaid Drawings on Letters of Credit shall, before giving effect to the DAM CAM Exchange, promptly pay over to the Administrative Agent, in immediately available funds and in the currencies in which currency that such Letters of Credit are denominateddenominated (or at the request of a Lender, such amount in the Dollar Equivalent thereof at such time), an amount equal to such Lender’s Applicable Percentage of the Revolving Credit Facility Commitment Percentage (as notified to such Lender by the Administrative Agent), of such Letter of Credit’s undrawn face amount or (to the extent it has not already done so) such Letter of Credit’s Unreimbursed Amount (less any Cash Collateral held by the issuer of such Letter of Credit in respect thereof)Unpaid Drawing, as the case may be, together with interest thereon from the DAM CAM Exchange Date to the date on which such amount shall be paid to the Administrative Agent at the rate that would be applicable at the time to a Revolving Credit Loan that is a Base Rate an ABR Loan in a principal amount equal to such amount, as the case may be. The Administrative Agent shall establish a separate account or accounts for each Revolving Credit Lender (each, an “L/C Reserve Account”) for the amounts received with respect to each such Letter of Credit pursuant to the preceding sentence. The Administrative Agent shall deposit in each Revolving Credit Lender’s L/C Reserve Account such Lender’s CAM Percentage of the amount amounts received from such Revolving Credit Lender the Lenders as provided above. The Administrative Agent shall have sole dominion and control over each L/C Reserve Account, and the amounts deposited in each L/C Reserve Account shall be held in such L/C Reserve Account until withdrawn as provided in paragraph (b), (c), (d) or (e) below. The Administrative Agent shall maintain records enabling it to determine the amounts paid over to it and deposited in the L/C Reserve Accounts in respect of each Letter of Credit and the amounts on deposit in respect of each Letter of Credit attributable to each Revolving Credit Lender’s Applicable Percentage of the Revolving Credit FacilityCAM Percentage. The amounts held in each Revolving Credit Lender’s L/C Reserve Account shall be held as a reserve against the outstanding Letter of Credit ObligationsExposure, shall be the property of such Revolving Credit Lender, shall not constitute Loans to or give rise to any claim of or against any Loan Credit Party and shall not give rise to any obligation on the part of the Borrowers Borrower or the Canadian Borrower to pay interest to such Revolving Credit Lender, it being agreed that the reimbursement obligations in respect of Letters of Credit shall arise only at such times as drawings are made thereunder, as provided in Section 2.033.

Appears in 3 contracts

Samples: Credit Agreement (Sealy Mattress CORP), Credit Agreement (Sealy Corp), Credit Agreement (Sealy Mattress CORP)

Letters of Credit. (a) In the event that on the DAM CAM Exchange Date any Letter of Credit shall be outstanding and undrawn in whole or in part part, or there are any Unreimbursed Amountsamount drawn under a Letter of Credit shall not have been reimbursed either by the Parent Borrower or any Foreign Subsidiary Borrower, as the case may be, or with the proceeds of a Revolving Loan, each Revolving Credit Lender shall, before giving effect to the DAM Exchange, shall promptly pay over to the Administrative Agent, in immediately available funds and in the currencies in which Letters of Credit are denominateddollars, an amount equal to such Revolving Lender’s Applicable Percentage of the Revolving Credit Facility (as notified to such Lender by the Administrative Agent), ) of such Letter of Credit’s undrawn face amount (or, in the case of any Letter of Credit denominated in a currency other than dollars, the Dollar Equivalent thereof) or (to the extent it has not already done so) such Letter of Credit’s Unreimbursed Amount unreimbursed drawing (less or, in the case of any Cash Collateral held by the issuer of such Letter of Credit denominated in respect a currency other than dollars, the Dollar Equivalent thereof), as the case may be, together with interest thereon from the DAM CAM Exchange Date to the date on which such amount shall be paid to the Administrative Agent at the rate that would be applicable at the time to a an ABR Revolving Credit Loan that is a Base Rate Loan in a principal amount equal to such amount, as the case may be. The Administrative Agent shall establish a separate account or accounts for each Revolving Credit Lender (each, an “L/C LC Reserve Account”) for the amounts received with respect to each such Letter of Credit pursuant to the preceding sentence. The Administrative Agent shall deposit in each Revolving Credit Lender’s L/C LC Reserve Account such Lender’s CAM Percentage of the amount amounts received from such the Revolving Credit Lender Lenders as provided above. The Administrative Agent shall have sole dominion and control over each L/C LC Reserve Account, and the amounts deposited in each L/C LC Reserve Account shall be held in such L/C LC Reserve Account until withdrawn as provided in paragraph (b), (c), (d) or (e) below. The Administrative Agent shall maintain records enabling it to determine the amounts paid over to it and deposited in the L/C LC Reserve Accounts in respect of each Letter of Credit and the amounts on deposit in respect of each Letter of Credit attributable to each Revolving Credit Lender’s Applicable Percentage of the Revolving Credit FacilityCAM Percentage. The amounts held in each Revolving Credit Lender’s L/C LC Reserve Account shall be held as a reserve against the outstanding Letter of Credit ObligationsLC Exposure, shall be the property of such Revolving Credit Lender, shall not constitute Loans to or give rise to any claim of or against any Loan Party and shall not give rise to any obligation on the part of the Parent Borrower or the Foreign Subsidiary Borrowers to pay interest to such Revolving Credit Lender, it being agreed that the reimbursement obligations in respect of Letters of Credit shall arise only at such times as drawings are made thereunder, as provided in Section 2.032.05.

Appears in 3 contracts

Samples: Credit Agreement (Trimas Corp), Credit Agreement (Trimas Corp), Credit Agreement (Trimas Corp)

Letters of Credit. (a) In the event that on the DAM CAM Exchange Date Date, any Letter of Credit shall be outstanding and undrawn in whole or in part part, or there are any Unreimbursed Amountsamount drawn under a Letter of Credit shall not have been reimbursed (an “Unpaid Drawing”), each Revolving Lender in respect of Unpaid Drawings on Letters of Credit Lender shall, before giving effect to the DAM CAM Exchange, promptly pay over to the Administrative Agent, in immediately available funds and in the currencies in which currency that such Letters of Credit are denominated, an amount equal to such Lender’s Applicable Revolving Percentage of the Revolving Credit Facility (as notified to such Lender by the Administrative Agent), of such Letter of Credit’s undrawn face amount or (to the extent it has not already done so) such Letter of Credit’s Unreimbursed Amount (less any Cash Collateral held by the issuer of such Letter of Credit in respect thereof)Unpaid Drawing, as the case may be, together with interest thereon from the DAM CAM Exchange Date to the date on which such amount shall be paid to the Administrative Agent at the rate that would be applicable at the time to a Revolving Credit Loan that is a Base Rate an ABR Loan in a principal amount equal to such amount, as the case may be. The Administrative Agent shall establish a separate account or accounts for each Revolving Credit Lender (each, an “L/C Reserve Account”) for the amounts received with respect to each such Letter of Credit pursuant to the preceding sentence. The Administrative Agent shall deposit in each Revolving Credit Lender’s L/C Reserve Account such Lender’s CAM Percentage of the amount amounts received from such Revolving Credit Lender the Lenders as provided above. The Administrative Agent shall have sole dominion and control over each L/C Reserve Account, and the amounts deposited in each L/C Reserve Account shall be held in such L/C Reserve Account until withdrawn as provided in paragraph (b), (c), (d) or (e) below. The Administrative Agent shall maintain records enabling it to determine the amounts paid over to it and deposited in the L/C Reserve Accounts in respect of each Letter of Credit and the amounts on deposit in respect of each Letter of Credit attributable to each Revolving Credit Lender’s Applicable Percentage of the Revolving Credit FacilityCAM Percentage. The amounts held in each Revolving Credit Lender’s L/C Reserve Account shall be held as a reserve against the outstanding Letter of Credit ObligationsLC Exposure, shall be the property of such Revolving Credit Lender, shall not constitute Loans to or give rise to any claim of or against any Loan Party and shall not give rise to any obligation on the part of the Borrowers any Borrower to pay interest to such Revolving Credit Lender, it being agreed that the reimbursement obligations in respect of Letters of Credit shall arise only at such times as drawings are made thereunder, as provided in Section 2.033.

Appears in 2 contracts

Samples: Credit Agreement (Lear Corp), Credit Agreement (Lear Corp)

Letters of Credit. (a) In the event that on the DAM CAM Exchange Date any Letter of Credit shall be outstanding and undrawn in whole or in part part, or there are any Unreimbursed AmountsLC Disbursement shall not have been reimbursed either by the U.S. Borrower or with the proceeds of a Borrowing, each Revolving Credit Lender shall, before giving effect to the DAM Exchange, shall promptly pay over to the Administrative Agent, in immediately available funds and in the currencies in which Letters of Credit are denominatedfunds, an amount equal to the Dollar Equivalent of such Lender’s Applicable CAM Percentage of the Revolving Credit Facility (as notified to such Lender by the Administrative Agent), of such Letter of Credit’s undrawn face amount or (to the extent it has not already done so) such Letter of Credit’s Unreimbursed Amount (less any Cash Collateral held by the issuer of such Letter of Credit in respect thereof)unreimbursed drawing, as the case may beapplicable, together with interest thereon from the DAM CAM Exchange Date to the date on which such amount shall be paid to the Administrative Agent at the rate that would be applicable at the time to a an ABR Revolving Credit Loan that is a Base Rate Loan in a principal amount equal to such amountundrawn face amount or unreimbursed drawing, as the case may beapplicable. The Administrative Agent shall establish a separate account (each, a “Reserve Account”) or accounts for each Revolving Credit Lender (each, an “L/C Reserve Account”) for the amounts received with respect to each such Letter of Credit pursuant to the preceding sentence. The Administrative Agent shall deposit in each Revolving Credit Lender’s L/C Reserve Account such Lender’s CAM Percentage of the amount amounts received from such Revolving Credit Lender the Lenders as provided above. The Administrative Agent shall have sole dominion and control over each L/C Reserve Account, and the amounts deposited in each L/C Reserve Account shall be held in such L/C Reserve Account until withdrawn as provided in paragraph (b), (c), (d) or (e) below. The Administrative Agent shall maintain records enabling it to determine the amounts paid over to it and deposited in the L/C Reserve Accounts in respect of each Letter of Credit and the amounts on deposit in respect of each Letter of Credit attributable to each Revolving Credit Lender’s Applicable Percentage of the Revolving Credit FacilityCAM Percentage. The amounts held in each Revolving Credit Lender’s L/C Reserve Account shall be held as a reserve against the outstanding Letter of Credit ObligationsLC Exposures, shall be the property of such Revolving Credit Lender, shall not constitute Loans to or give rise to any claim of or against any Loan Party Borrower and shall not give rise to any obligation on the part of the Borrowers U.S. Borrower to pay interest to such Revolving Credit Lender, it being agreed that the reimbursement obligations in respect of Letters of Credit shall arise only at such times as drawings are made thereunder, as provided in Section 2.032.06.

Appears in 2 contracts

Samples: Credit Agreement (Miller Herman Inc), Credit Agreement (Miller Herman Inc)

Letters of Credit. (a) In the event that on the DAM Exchange Termination Date any Letter of Credit shall be outstanding and undrawn in whole or in part part, or there are any Unreimbursed Amountsamount drawn under any such Letter of Credit shall not have been reimbursed by the applicable Borrower or with the proceeds of a 148 Revolving Loan, each Revolving Credit Lender shallhaving, before on such date and prior to giving effect to the DAM CAM Exchange, Letter of Credit Outstandings with respect to such Letter of Credit shall promptly pay over to the Administrative Agent, in immediately available funds funds, in the case of any undrawn amount, and in Dollars, in the currencies in which Letters case of Credit are denominatedany unreimbursed amount, an amount equal to such Lender’s Applicable Percentage of the Revolving Credit Facility (as notified to such Lender by the Administrative Agent), of such Letter of Credit’s undrawn face amount or (to the extent it has not already done so) such Letter of Credit’s Unreimbursed Amount (less any Cash Collateral held by the issuer of such Letter of Credit in respect thereof)unreimbursed drawing, as the case may be, together with interest thereon from the DAM Exchange Termination Date to the date on which such amount shall be paid to the Administrative Agent at the rate that would be applicable at the time to a Revolving Credit Loan that is a Base Rate an ABR Loan in a principal amount equal to such amount, as the case may be. The Administrative Agent shall establish a separate account or accounts for each Revolving Credit Lender (each, an “L/C LC Reserve Account”) for the amounts received with respect to each such Letter of Credit pursuant to the preceding sentence. The Administrative Agent shall deposit in each Revolving Credit Lender’s L/C LC Reserve Account such Lender’s CAM Percentage of the amount amounts received from such Revolving Credit Lender the Lenders as provided above. The Administrative Agent shall have sole dominion and control over each L/C LC Reserve Account, and the amounts deposited in each L/C LC Reserve Account shall be held in such L/C LC Reserve Account until withdrawn as provided in paragraph (b), (c), (d) or (e) below. The Administrative Agent shall maintain records enabling it to determine the amounts paid over to it and deposited in the L/C LC Reserve Accounts in respect of each Letter of Credit and the amounts on deposit in respect of each Letter of Credit attributable to each Revolving Credit Lender’s Applicable Percentage of the Revolving Credit FacilityCAM Percentage. The amounts held in each Revolving Credit Lender’s L/C LC Reserve Account shall be held as a reserve against the outstanding Letter of Credit ObligationsOutstandings, shall be the property of such Revolving Credit Lender, shall not constitute Loans to or give rise to any claim of or against any Loan Party and shall not give rise to any obligation on the part of the Borrowers either Borrower to pay interest to such Revolving Credit Lender, it being agreed that the reimbursement obligations in respect of Letters of Credit shall arise only at such times as drawings are made thereunder, as provided in Section 2.03ARTICLE 2.

Appears in 2 contracts

Samples: Credit Agreement (Smurfit Stone Container Corp), Credit Agreement (Smurfit Stone Container Corp)

Letters of Credit. (a) In the event that on the DAM CAM Exchange Date any Letter of Credit shall be outstanding and undrawn in whole or in part part, or there are any Unreimbursed Amountsamount drawn under a Letter of Credit shall not have been reimbursed either by Borrowers or with the proceeds of a Multicurrency Revolving Loan, each Multicurrency Revolving Credit Lender shall, before giving effect to the DAM Exchange, shall promptly pay over to the Administrative Agent, in immediately available funds in the same currency as such Letter of Credit, in the case of any undrawn amount, and in Dollars, in the currencies in which Letters case of Credit are denominatedany unreimbursed amount, an amount equal to such Multicurrency Revolving Lender’s Applicable Percentage of the Revolving Credit Facility (as notified to such Lender by the Administrative Agent), Multicurrency Revolver Pro Rata Share of such Letter of Credit’s undrawn face amount or (to the extent it has not already done so) such Letter of Credit’s Unreimbursed Amount (less any Cash Collateral held by the issuer of such Letter of Credit in respect thereof)unreimbursed drawing, as the case may be, together with interest thereon from the DAM CAM Exchange Date to the date on which such amount shall be paid to the Administrative Agent at the rate that would be applicable at the time to a Revolving Credit Loan that is a Base Rate Loan Multicurrency Revolving Loan, in a principal amount equal to such amount, as the case may be. The Administrative Agent shall establish a separate interest bearing account or accounts for each Revolving Credit Lender (each, an “L/C LC Reserve Account”) for the amounts received with respect to each such Letter of Credit pursuant to the preceding sentence. The Administrative Agent shall deposit in each Revolving Credit Lender’s L/C LC Reserve Account such Lender’s CAM Percentage of the amount amounts received from such the Multicurrency Revolving Credit Lender Lenders as provided above. The Administrative Agent shall have sole dominion and control over each L/C LC Reserve Account, and the amounts deposited in each L/C LC Reserve Account shall be held in such L/C LC Reserve Account until withdrawn as provided in paragraph (b), (c), (d) or (e) below. The Administrative Agent shall maintain records enabling it to determine the amounts paid over to it and deposited in the L/C LC Reserve Accounts in respect of each Letter of Credit and the amounts on deposit in respect of each Letter of Credit attributable to each Revolving Credit Lender’s Applicable Percentage of the Revolving Credit FacilityCAM Percentage. The amounts held in each Revolving Credit Lender’s L/C LC Reserve Account shall be held as a reserve against the outstanding Letter of Credit LC Obligations, shall be the property of such Revolving Credit Lender, shall not constitute Loans to or give rise to any claim of or against any Loan Credit Party and shall not give rise to any obligation on the part of the Borrowers any Borrower to pay interest to such Revolving Credit Lender, it being agreed that the reimbursement obligations in respect of Letters of Credit shall arise only at such times as drawings are made thereunder, as provided in Section 2.032.10.

Appears in 2 contracts

Samples: Credit Agreement (Ball Corp), Credit Agreement (Ball Corp)

Letters of Credit. (a) In the event that on the DAM Exchange Date any Letter of Credit shall be outstanding and undrawn in whole or in part part, or there are any Unreimbursed Amountsamount drawn under a Letter of Credit shall not have been reimbursed either by the Borrower or any Foreign Borrower or with the proceeds of a Revolving Credit Loan, each Revolving Credit Lender shall, before giving effect to the DAM Exchange, promptly shall pay over to the Administrative Agent, in immediately available funds in the same currency as such Dollar Letter of Credit or Multicurrency Letter of Credit in the case of any undrawn amount, and in Dollars, in the currencies in which Letters case of Credit are denominatedany unreimbursed amount, an amount equal to such Revolving Credit Lender’s Applicable Percentage of the Revolving Credit Facility (as notified to such Lender by the Administrative Agent), applicable pro rata portion of such Letter of Credit’s undrawn face amount or (to the extent it has not already done so) such Letter of Credit’s Unreimbursed Amount (less any Cash Collateral held by the issuer of such Letter of Credit in respect thereof)unreimbursed drawing, as the case may be, together with interest thereon from the DAM Exchange Date to the date on which such amount shall be paid to the Administrative Agent at the rate that would be applicable at the time to a Revolving Credit Loan that is a Base Rate Loan Credit Loan, in a principal amount equal to such amount, as the case may be. The Administrative Agent shall establish a separate interest bearing account or accounts for each Revolving Credit Lender (each, an “L/C Reserve Account”) for the amounts received with respect to each such Letter of Credit pursuant to the preceding sentence. The Administrative Agent shall deposit in each Revolving Credit Lender’s L/C Reserve Account such Lender’s DAM Percentage of the amount amounts received from such the Revolving Credit Lender Lenders as provided above. The Administrative Agent shall have sole dominion and control over each L/C Reserve Account, and the amounts deposited in each L/C Reserve Account shall be held in such L/C Reserve Account until withdrawn as provided in paragraph (b), (c), (d) or (e) below. The Administrative Agent shall maintain records enabling it to determine the amounts paid over to it and deposited in the L/C Reserve Accounts in respect of each Letter of Credit and the amounts on deposit in respect of each Letter of Credit attributable to each Revolving Credit Lender’s Applicable Percentage of the Revolving Credit FacilityDAM Percentage. The amounts held in each Revolving Credit Lender’s L/C Reserve Account shall be held as a reserve against the outstanding Letter of Credit L/C Obligations, shall be the property of such Revolving Credit Lender, shall not constitute Loans to or give rise to any claim of or against any Loan Party or any Foreign Borrower and shall not give rise to any obligation on the part of the Borrowers Borrower or any Foreign Borrower to pay interest to such Revolving Credit Lender, it being agreed that the reimbursement obligations Reimbursement Obligations in respect of Letters of Credit shall arise only at such times as drawings are made thereunder, as provided in Section 2.03.Sections 3A, 3B, and 3C.

Appears in 2 contracts

Samples: Credit Agreement (Bucyrus International Inc), Credit Agreement (Bucyrus International Inc)

Letters of Credit. (a) In the event that on the DAM CAM Exchange Date any Letter of Credit shall be outstanding and undrawn in whole or in part part, or there are any Unreimbursed Amountsamount drawn under a Letter of Credit shall constitute an Unpaid Drawing, each Revolving Lender in respect of Unpaid Drawings on Letters of Credit Lender shall, before giving effect to the DAM CAM Exchange, promptly pay over to the Administrative Agent, in immediately available funds and in the currencies in which currency that such Letters of Credit are denominated, an amount equal to such Lender’s Applicable Percentage of the Revolving Credit Facility Commitment Percentage or Extended Revolving Credit Commitment Percentage, as applicable, (as notified to such Lender by the Administrative Agent), of such Letter of Credit’s undrawn face amount or (to the extent it has not already done so) such Letter of Credit’s Unreimbursed Amount (less any Cash Collateral held by the issuer of such Letter of Credit in respect thereof)Unpaid Drawing, as the case may be, together with interest thereon from the DAM CAM Exchange Date to the date on which such amount shall be paid to the Administrative Agent at the rate that would be applicable at the time to an Extended Revolving Credit Loan or, with respect to Letters of Credit issued under the Revolving Credit Commitments, a Revolving Credit Loan Loan, that is a Base Rate an ABR Loan in a principal amount equal to such amount, as the case may be. The Administrative Agent shall establish a separate account or accounts for each Revolving Credit Lender (each, an “L/C Reserve Account”) for the amounts received with respect to each such Letter of Credit pursuant to the preceding sentence. The Administrative Agent shall deposit in each Revolving Credit Lender’s L/C Reserve Account such Lender’s CAM Percentage of the amount amounts received from such Revolving Credit Lender the Lenders as provided above. The Administrative Agent shall have sole dominion and control over each L/C Reserve Account, and the amounts deposited in each L/C Reserve Account shall be held in such L/C Reserve Account until withdrawn as provided in paragraph (b), (c), (d) or (e) below. The Administrative Agent shall maintain records enabling it to determine the amounts paid over to it and deposited in the L/C Reserve Accounts in respect of each Letter of Credit and the amounts on deposit in respect of each Letter of Credit attributable to each Revolving Credit Lender’s Applicable Percentage of the Revolving Credit FacilityCAM Percentage. The amounts held in each Revolving Credit Lender’s L/C Reserve Account shall be held as a reserve against the outstanding Letter of Credit ObligationsExposure, shall be the property of such Revolving Credit Lender, shall not constitute Loans to or give rise to any claim of or against any Loan Credit Party and shall not give rise to any obligation on the part of the Borrowers US Borrower or the UK Borrower to pay interest to such Revolving Credit Lender, it being agreed that the reimbursement obligations in respect of Letters of Credit shall arise only at such times as drawings are made thereunder, as provided in Section 2.033.

Appears in 2 contracts

Samples: Security Agreement (Rockwood Specialties Group Inc), Credit Agreement (Rockwood Holdings, Inc.)

Letters of Credit. (a) In the event that on the DAM CAM Exchange Date any Letter of Credit shall be outstanding and undrawn in whole or in part part, or there are any Unreimbursed Amountsamount drawn under a Letter of Credit shall not have been reimbursed by Lower Lakes (each such amount so paid until reimbursed, an "Unpaid Drawing"), each Cdn. Revolving Lender in respect of Unpaid Drawings on Letters of Credit Lender shall, before giving effect to the DAM CAM Exchange, promptly pay over to the Administrative Agent, in immediately available funds and in the currencies in which currency that such Letters of Credit are denominated, an amount equal to such Lender’s Applicable Percentage of the 's Cdn. Revolving Credit Facility Loan Commitment percentage (as notified to such Lender by the Administrative Agent), of such Letter of Credit’s 's undrawn face amount or (to the extent it has not already done so) such Letter of Credit’s Unreimbursed Amount (less any Cash Collateral held by the issuer of such Letter of Credit in respect thereof)'s Unpaid Drawing, as the case may be, together with interest thereon from the DAM CAM Exchange Date to the date on which such amount shall be paid to the Administrative Agent at the rate that would be applicable at the time to a Cdn. Revolving Credit Loan that is a Base Canadian Prime Rate Loan in a principal amount equal to such amount, as the case may be. The Administrative Agent shall establish a separate account or accounts for each Cdn. Revolving Credit Lender (each, an "L/C Reserve Account") for the amounts received with respect to each such Letter of Credit pursuant to the preceding sentence. The Administrative Agent shall deposit in each Cdn. Revolving Credit Lender’s 's L/C Reserve Account such Lender's CAM Percentage of the amount amounts received from such the Cdn. Revolving Credit Lender Lenders as provided above. The Administrative Agent shall have sole dominion and control over each L/C Reserve Account, and the amounts deposited in each L/C Reserve Account shall be held in such L/C Reserve Account until withdrawn as provided in paragraph (b), (c), or (d) or (e) below. The Administrative Agent shall maintain records enabling it to determine the amounts paid over to it and deposited in the L/C Reserve Accounts in respect of each Letter of Credit and the amounts on deposit in respect of each Letter of Credit attributable to each Cdn. Revolving Credit Lender’s Applicable Percentage of the Revolving Credit Facility's CAM Percentage. The amounts held in each Cdn. Revolving Credit Lender’s 's L/C Reserve Account shall be held as a reserve against the outstanding Letter of Credit Obligations, shall be the property of such Revolving Credit Lender, shall not constitute Loans to or give rise to any claim of or against any Loan Credit Party and shall not give rise to any obligation on the part of the Borrowers to pay interest to such Revolving Credit Lender, it being agreed that the reimbursement obligations in respect of Letters of Credit shall arise only at such times as drawings are made thereunder, as provided in Section 2.03.Annex B.

Appears in 2 contracts

Samples: Credit Agreement (Rand Logistics, Inc.), Credit Agreement (Rand Logistics, Inc.)

Letters of Credit. (a) In the event that on the DAM CAM Exchange Date any Letter of Credit shall be outstanding and undrawn in whole or in part part, or there are any Unreimbursed Amountsamount drawn under a Letter of Credit shall not have been reimbursed by Lower Lakes (each such amount so paid until reimbursed, an "Unpaid Drawing"), each Revolving Lender in respect of Unpaid Drawings on Letters of Credit Lender shall, before giving effect to the DAM CAM Exchange, promptly pay over to the Administrative Agent, in immediately available funds and in the currencies in which currency that such Letters of Credit are denominated, an amount equal to such Lender’s Applicable Percentage of the 's Revolving Credit Facility Loan Commitment percentage (as notified to such Lender by the Administrative Agent), of such Letter of Credit’s 's undrawn face amount or (to the extent it has not already done so) such Letter of Credit’s Unreimbursed Amount (less any Cash Collateral held by the issuer of such Letter of Credit in respect thereof)'s Unpaid Drawing, as the case may be, together with interest thereon from the DAM CAM Exchange Date to the date on which such amount shall be paid to the Administrative Agent at the rate that would be applicable at the time to a US Revolving Credit Loan that is a US Base Rate Loan in a principal amount equal to such amount, as the case may be. The Administrative Agent shall establish a separate account or accounts for each Revolving Credit Lender (each, an "L/C Reserve Account") for the amounts received with respect to each such Letter of Credit pursuant to the preceding sentence. The Administrative Agent shall deposit in each Revolving Credit Lender’s 's L/C Reserve Account such Lender's CAM Percentage of the amount amounts received from such Revolving Credit Lender the Lenders as provided above. The Administrative Agent shall have sole dominion and control over each L/C Reserve Account, and the amounts deposited in each L/C Reserve Account shall be held in such L/C Reserve Account until withdrawn as provided in paragraph (b), (c), (d) or (e) below. The Administrative Agent shall maintain records enabling it to determine the amounts paid over to it and deposited in the L/C Reserve Accounts in respect of each Letter of Credit and the amounts on deposit in respect of each Letter of Credit attributable to each Revolving Credit Lender’s Applicable Percentage of the Revolving Credit Facility's CAM Percentage. The amounts held in each Revolving Credit Lender’s 's L/C Reserve Account shall be held as a reserve against the outstanding Letter of Credit Obligations, shall be the property of such Revolving Credit Lender, shall not constitute Loans to or give rise to any claim of or against any Loan Credit Party and shall not give rise to any obligation on the part of the Borrowers to pay interest to such Revolving Credit Lender, it being agreed that the reimbursement obligations in respect of Letters of Credit shall arise only at such times as drawings are made thereunder, as provided in Section 2.03.Annex B.

Appears in 2 contracts

Samples: Credit Agreement (Rand Logistics, Inc.), Credit Agreement (Rand Logistics, Inc.)

Letters of Credit. The Parent and the Purchaser agree to use their reasonable efforts (a) In to arrange for substitute letters of credit and the event that Parent and the Purchaser guarantee, respectively, to replace (i) the letters of credit and guarantees entered into by or on behalf of the DAM Exchange Date Seller or any Letter of Credit shall be its Affiliates (other than the Publishing Subsidiaries) outstanding as of the date of this Agreement in connection with any Business as set forth in Section 5.07 of the Disclosure Schedule and undrawn (ii) any letters of credit and guarantees entered into by or on behalf of the Seller or any of its Affiliates (other than the Publishing Subsidiaries) in whole the ordinary course of business consistent with past practice on or in part or there are any Unreimbursed Amounts, each Revolving Credit Lender shall, before giving effect after the date of this Agreement and prior to the DAM ExchangeClosing (together, promptly pay over the "SELLER LOCS") or (b) to assume all obligations of reimbursement under each Seller LOC, obtaining from the applicable creditor a full release of all parties liable, directly or indirectly, for reimbursement to the Administrative Agent, creditor in immediately available funds connection with amounts drawn under a Seller LOC under the existing terms of a Seller LOC. The Parent and in the currencies in which Letters of Credit are denominated, an amount equal to such Lender’s Applicable Percentage of the Revolving Credit Facility (as notified to such Lender by the Administrative Agent), of such Letter of Credit’s undrawn face amount or (Purchaser further agree that to the extent it has not already done so) the beneficiary under any Seller LOC refuses to accept any such Letter substitute letter of Credit’s Unreimbursed Amount (less any Cash Collateral held credit or Parent or Purchaser guarantee proffered by the issuer of Parent or the Purchaser, the Parent or the Purchaser shall indemnify, defend and hold harmless the Seller against and reimburse the Seller for any and all costs or expenses in connection with such Letter of Credit Seller LOCs, including the Seller's expenses in respect thereof)maintaining such Seller LOCs whether or not any such Seller LOC is drawn upon, as and shall in any event promptly reimburse the case may be, together with interest thereon from the DAM Exchange Date Seller to the date on which such amount shall be paid to the Administrative Agent at the rate that would be applicable at the time to a Revolving Credit Loan that extent any Seller LOC is a Base Rate Loan in a principal amount equal to such amount, as the case may be. The Administrative Agent shall establish a separate account or accounts for each Revolving Credit Lender (each, an “L/C Reserve Account”) for the amounts received with respect to each such Letter of Credit pursuant to the preceding sentence. The Administrative Agent shall deposit in each Revolving Credit Lender’s L/C Reserve Account the amount received from such Revolving Credit Lender as provided above. The Administrative Agent shall have sole dominion and control over each L/C Reserve Account, called upon and the amounts deposited in each L/C Reserve Account shall be held in such L/C Reserve Account until withdrawn as provided in paragraph (b), (c), (d) Seller makes any payment thereunder or (e) below. The Administrative Agent shall maintain records enabling it is obligated to determine reimburse the amounts paid over to it and deposited in party issuing the L/C Reserve Accounts in respect of each Letter of Credit and the amounts on deposit in respect of each Letter of Credit attributable to each Revolving Credit Lender’s Applicable Percentage of the Revolving Credit Facility. The amounts held in each Revolving Credit Lender’s L/C Reserve Account shall be held as a reserve against the outstanding Letter of Credit Obligations, shall be the property of such Revolving Credit Lender, shall not constitute Loans to or give rise to any claim of or against any Loan Party and shall not give rise to any obligation on the part of the Borrowers to pay interest to such Revolving Credit Lender, it being agreed that the reimbursement obligations in respect of Letters of Credit shall arise only at such times as drawings are made thereunder, as provided in Section 2.03Seller LOC.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Viacom Inc), Stock Purchase Agreement (Pearson PLC)

Letters of Credit. (a) In the event that on the DAM CAM Exchange Date any Letter of Credit under a Tranche shall be outstanding and undrawn in whole or in part part, or there are any Unreimbursed AmountsL/C Disbursement under a Tranche shall not have been reimbursed by the applicable Borrower or with the proceeds of a Revolving Borrowing or Swingline Borrowing, each Revolving Credit Lender shall, before giving effect to the DAM Exchange, under such Tranche shall promptly pay over to the Administrative Applicable Agent, in immediately available funds and in the currencies in which Letters of Credit are denominatedfunds, an amount in US Dollars equal to such Lender’s Applicable 's Tranche Percentage of the Revolving Credit Facility (as notified to such Lender by the Administrative Agent), of such Letter of Credit’s undrawn face amount or (to the extent it has not already done so) such Letter of Credit’s Unreimbursed Amount (less any Cash Collateral held by the issuer of such Letter of Credit in respect thereof)unreimbursed drawing, as the case may beapplicable, together with interest thereon from the DAM CAM Exchange Date to the date on which such amount shall be paid to the Administrative Agent at the rate that would be applicable at the time to a an ABR Revolving Credit Loan that is a Base Rate Loan in a principal amount equal to such amountundrawn face amount or unreimbursed drawing, as the case may beapplicable. The Administrative Agent shall establish a separate account (each, a "Reserve Account") or accounts for each Revolving Credit Lender (each, an “L/C Reserve Account”) for the amounts received with respect to each such Letter of Credit pursuant to the preceding sentence. The Administrative Agent shall deposit in each Revolving Credit Lender’s L/C 's Reserve Account such Lender's CAM Percentage of the amount amounts received from such the Revolving Credit Lender Lenders as provided above. For the purposes of this paragraph, the US Dollar Equivalent of each Lender's participation in each Letter of Credit denominated in a currency other than US Dollars shall be the amount in US Dollars determined by the Administrative Agent to be required in order for the Administrative Agent to purchase currency in the applicable Alternative Currency in an amount sufficient to enable it to deposit the actual amount of such participation in such undrawn Letter of Credit in the applicable Alternative Currency in such Lender's Reserve Account. The Administrative Agent shall have sole dominion and control over each L/C Reserve Account, and the amounts deposited in each L/C Reserve Account shall be held in such L/C Reserve Account until withdrawn as provided below in paragraph (b), (c), (d) or (e) belowthis Section. The Administrative Agent shall maintain records enabling it to determine the amounts paid over to it and deposited in the L/C Reserve Accounts in respect of each Letter of Credit and the amounts on deposit in respect of each Letter of Credit attributable to each Revolving Credit Lender’s Applicable Percentage of the Revolving Credit Facility's CAM Percentage. The amounts held in each Revolving Credit Lender’s L/C 's Reserve Account shall be held as a reserve against the outstanding Letter of Credit ObligationsLC Exposures, shall be the property of such Revolving Credit Lender, shall not constitute Loans to or give rise to any claim of or against any Loan Party and shall not give rise to any obligation on the part of the Borrowers any Borrower to pay interest to such Revolving Credit Lender, it being agreed that the reimbursement obligations in respect of Letters of Credit shall arise only at such times as drawings are made thereunder, as provided in Section 2.032.05.

Appears in 2 contracts

Samples: Credit Agreement (Molson Coors Brewing Co), Credit Agreement (Molson Coors Brewing Co)

Letters of Credit. (a) In the event that on the DAM CAM Exchange Date any Letter of Credit shall be outstanding and undrawn in whole or in part part, or there are any Unreimbursed Amountsamount drawn under a Letter of Credit shall not have been reimbursed either by Borrowers or with the proceeds of a Revolving Loan, each Multicurrency Revolving Lender with respect to Multicurrency Letters of Credit and each Dollar Revolving Lender shall, before giving effect with respect to the DAM Exchange, each Dollar Letter of Credit shall promptly pay over to the Administrative Agent, in immediately available funds in the same currency as such Letter of Credit, as the case may be, in the case of any undrawn amount, and in Dollars, in the currencies in which Letters case of Credit are denominatedany unreimbursed amount, an amount equal to such Multicurrency Revolving Lender’s Applicable Percentage of the or Multicurrency Revolving Credit Facility (as notified to such Lender by the Administrative Agent), Lender’s applicable Pro Rata Share of such Letter of Credit’s undrawn face amount or (to the extent it has not already done so) such Letter of Credit’s Unreimbursed Amount (less any Cash Collateral held by the issuer of such Letter of Credit in respect thereof)unreimbursed drawing, as the case may be, together with interest thereon from the DAM CAM Exchange Date to the date on which such amount shall be paid to the Administrative Agent at the rate that would be applicable at the time to a Revolving Credit Loan that is a Base Rate Revolving Loan in a principal amount equal to such amount, as the case may be. The Administrative Agent shall establish a separate interest bearing account or accounts for each Revolving Credit Lender (each, an “L/C LC Reserve Account”) for the amounts received with respect to each such Letter of Credit pursuant to the preceding sentence. The Administrative Agent shall deposit in each Revolving Credit Lender’s L/C LC Reserve Account such Lender’s CAM Percentage of the amount amounts received from such the Revolving Credit Lender Lenders and the Multicurrency Revolving Lenders as provided above. The Administrative Agent shall have sole dominion and control over each L/C LC Reserve Account, and the amounts deposited in each L/C LC Reserve Account shall be held in such L/C LC Reserve Account until withdrawn as provided in paragraph (b), (c), (d) or (e) below. The Administrative Agent shall maintain records enabling it to determine the amounts paid over to it and deposited in the L/C LC Reserve Accounts in respect of each Letter of Credit and the amounts on deposit and shall establish a sub-account within each Lender’s LC Reserve Account in respect of each Letter of Credit attributable to each Revolving Credit Lender’s Applicable Percentage of the Revolving Credit FacilityCAM Percentage. The amounts held in each Revolving Credit Lender’s L/C LC Reserve Account shall be held as a reserve against the outstanding Letter of Credit LC Obligations, shall be the property of such Revolving Credit Lender, shall not constitute Loans to or give rise to any claim of or against any Loan Party and shall not give rise to any obligation on the part of the Borrowers any Borrower to pay interest to such Revolving Credit Lender, it being agreed that the reimbursement obligations in respect of Letters of Credit shall arise only at such times as drawings are made thereunder, as provided in Section 2.032.10.

Appears in 2 contracts

Samples: Credit Agreement (Owens-Illinois Group Inc), Credit Agreement (Owens-Illinois Group Inc)

Letters of Credit. (a) In the event that on the DAM CAM Exchange Date any Letter of Credit shall be outstanding and undrawn in whole or in part part, or there are any Unreimbursed AmountsL/C Disbursement shall not have been reimbursed by the Company or with the proceeds of a Revolving Borrowing or Swingline Borrowing, each Revolving Credit US Tranche Lender shall, before giving effect to the DAM Exchange, shall promptly pay over to the Administrative Agent, in immediately available funds and in the currencies in which Letters of Credit are denominatedfunds, an amount in US Dollars equal to such Lender’s Applicable US Tranche Revolving Percentage of the Revolving Credit Facility (as notified to such Lender by the Administrative Agent), of such Letter of Credit’s undrawn face amount or (to the extent it has not already done so) such Letter of Credit’s Unreimbursed Amount (less any Cash Collateral held by the issuer of such Letter of Credit in respect thereof)unreimbursed drawing, as the case may beapplicable, together with interest thereon from the DAM CAM Exchange Date to the date on which such amount shall be paid to the Administrative Agent at the rate that would be applicable at the time to a US Tranche ABR Revolving Credit Loan that is a Base Rate Loan in a principal amount equal to such amountundrawn face amount or unreimbursed drawing, as the case may beapplicable. The Administrative Agent shall establish a separate account (each, a “Reserve Account”) or accounts for each Revolving Credit Lender (each, an “L/C Reserve Account”) for the amounts received with respect to each such Letter of Credit pursuant to the preceding sentence. The Administrative Agent shall deposit in each Revolving Credit Lender’s L/C Reserve Account such Lender’s CAM Percentage of the amount amounts received from such Revolving Credit Lender the US Tranche Lenders as provided above. The Administrative Agent shall have sole dominion and control over each L/C Reserve Account, and the amounts deposited in each L/C Reserve Account shall be held in such L/C Reserve Account until withdrawn as provided in paragraph (b), (c), (d) or (e) below. The Administrative Agent shall maintain records enabling it to determine the amounts paid over to it and deposited in the L/C Reserve Accounts in respect of each Letter of Credit and the amounts on deposit in respect of each Letter of Credit attributable to each Revolving Credit Lender’s Applicable Percentage of the Revolving Credit FacilityCAM Percentage. The amounts held in each Revolving Credit Lender’s L/C Reserve Account shall be held as a reserve against the outstanding Letter of Credit ObligationsLC Exposures, shall be the property of such Revolving Credit Lender, shall not constitute Loans to or give rise to any claim of or against any Loan Party Borrower and shall not give rise to any obligation on the part of the Borrowers any Borrower to pay interest to such Revolving Credit Lender, it being agreed that the reimbursement obligations in respect of Letters of Credit shall arise only at such times as drawings are made thereunder, as provided in Section 2.032.05.

Appears in 2 contracts

Samples: Credit Agreement (Insight Enterprises Inc), Credit Agreement (Insight Enterprises Inc)

Letters of Credit. (a) In the event that on the DAM CAM Exchange Date any Letter of Credit shall be outstanding and undrawn in whole or in part part, or there are any Unreimbursed Amountsamount drawn under a Letter of Credit shall not have been reimbursed by the applicable Borrower or with the proceeds of a Revolving Borrowing, each Revolving Credit Lender shall, before giving effect to the DAM Exchange, shall promptly pay over to the Administrative Agent, in immediately available funds and in the currencies in which Letters of Credit are denominatedfunds, an amount in Dollars equal to such Revolving Lender’s Applicable Percentage of the Revolving Credit Facility (as notified to such Lender by the Administrative Agent), ) of such Letter of Credit’s undrawn face amount or (to the extent it has not already done so) such Letter of Credit’s Unreimbursed unreimbursed drawing (in each case, based on the Dollar Amount (less any Cash Collateral held thereof determined by the issuer of such Letter of Credit Administrative Agent based upon Spot Exchange Rates prevailing at the time, in respect thereof), as the case may beof any Local Letters of Credit), together with interest thereon from the DAM CAM Exchange Date to the date on which such amount shall be paid to the Administrative Agent at the rate that would be applicable at the time to a an ABR Revolving Credit Loan that is a Base Rate Loan in a principal amount equal to such amount, as the case may be. The Administrative Agent shall establish a separate account or accounts for each Revolving Credit Lender (each, an “L/C LC Reserve Account”) for the amounts received with respect to each such Letter of Credit pursuant to the preceding sentence. To the extent that any amounts received from the Revolving Lenders as provided above relate to Local Letters of Credit, such amounts shall be converted promptly upon receipt by the Administrative Agent to the relevant Local Currency in an amount equal to the undrawn amount of the relevant Local Letter of Credit and, if the amount in Dollars so received by the Administrative Agent from any Revolving Lender attributable to any Local Letter of Credit is for any reason more or less than the amount necessary to produce the required amount of the relevant Local Currency upon such conversion (based upon the actual cost of conversion determined by the Administrative Agent), then either (i) in the case of a shortfall, such Revolving Lender shall, upon request by the Administrative Agent, pay over to the Administrative Agent, in immediately available funds, an amount in Dollars sufficient to make up the shortfall (as determined by the Administrative Agent and notified to such Revolving Lender) or (ii) in the case of an excess, the Administrative Agent shall refund such excess to such Revolving Lender. The Administrative Agent shall deposit in each Revolving Credit Lender’s L/C LC Reserve Account such Lender’s CAM Percentage of the amount amounts received from such the Revolving Credit Lender Lenders as provided aboveabove (including the Local Currencies for which any such amounts have been exchanged as provided in the preceding sentence). The Administrative Agent shall have sole dominion and control over each L/C LC Reserve Account, and the amounts deposited in each L/C LC Reserve Account shall be held in such L/C LC Reserve Account until withdrawn as provided in paragraph (b), (c), (d) or (e) below. The Administrative Agent shall maintain records enabling it to determine the amounts paid over to it and deposited in the L/C LC Reserve Accounts in respect of each Letter of Credit and the amounts on deposit in respect of each Letter of Credit attributable to each Revolving Credit Lender’s Applicable Percentage of the Revolving Credit FacilityCAM Percentage. The amounts held in each Revolving Credit Lender’s L/C LC Reserve Account shall be held as a reserve against the outstanding Letter of Credit ObligationsLC Exposure, shall be the property of such Revolving Credit Lender, shall not constitute Loans to or give rise to any claim of or against any Loan Party or Foreign Borrowing Subsidiary and shall not give rise to any obligation on the part of the Borrowers any Borrower to pay interest to such Revolving Credit Lender, it being agreed that the reimbursement obligations in respect of Letters of Credit shall arise only at such times as drawings are made thereunder, as provided in Section 2.032.05.

Appears in 2 contracts

Samples: Credit Agreement (Mosaic Co), Credit Agreement (Mosaic Co)

Letters of Credit. (a) In the event that on the DAM CAM Exchange Date any Letter of Credit shall be outstanding and undrawn in whole or in part part, or there are any Unreimbursed Amountsamount drawn under a Letter of Credit shall not have been reimbursed either by the Parent Borrower or any Foreign Subsidiary Borrower, as the case may be, or with the proceeds of a Revolving Loan, each Revolving Credit Lender shall, before giving effect to the DAM Exchange, shall promptly pay over to the Administrative Agent, in immediately available funds and in the currencies in which currency that such Letters of Credit are denominated, an amount equal to such Revolving Lender’s 's Applicable Percentage of the Revolving Credit Facility (as notified to such Lender by the Administrative Agent), ) of such Letter of Credit’s 's undrawn face amount or (to the extent it has not already done so) such Letter of Credit’s Unreimbursed Amount (less any Cash Collateral held by the issuer of such Letter of Credit in respect thereof), as the case may be's unreimbursed drawing, together with interest thereon from the DAM CAM Exchange Date to the date on which such amount shall be paid to the Administrative Agent at the rate that would be applicable at the time to a an ABR Revolving Credit Loan that is a Base Rate Loan in a principal amount equal to such amount, as the case may be. The Administrative Agent shall establish a separate account or accounts for each Revolving Credit Lender (each, an “L/C "LC Reserve Account") for the amounts received with respect to each such Letter of Credit pursuant to the preceding sentence. The Administrative Agent shall deposit in each Revolving Credit Lender’s L/C 's LC Reserve Account such Lender's CAM Percentage of the amount amounts received from such the Revolving Credit Lender Lenders as provided above. The Administrative Agent shall have sole dominion and control over each L/C LC Reserve Account, and the amounts deposited in each L/C LC Reserve Account shall be held in such L/C LC Reserve Account until withdrawn as provided in paragraph (b), (c), (d) or (e) below. The Administrative Agent shall maintain records enabling it to determine the amounts paid over to it and deposited in the L/C LC Reserve Accounts in respect of each Letter of Credit and the amounts on deposit in respect of each Letter of Credit attributable to each Revolving Credit Lender’s Applicable Percentage of the Revolving Credit Facility's CAM Percentage. The amounts held in each Revolving Credit Lender’s L/C 's LC Reserve Account shall be held as a reserve against the outstanding Letter of Credit ObligationsLC Exposure, shall be the property of such Revolving Credit Lender, shall not constitute Loans to or give rise to any claim of or against any Loan Party and shall not give rise to any obligation on the part of the Parent Borrower or the Foreign Subsidiary Borrowers to pay interest to such Revolving Credit Lender, it being agreed that the reimbursement obligations in respect of Letters of Credit shall arise only at such times as drawings are made thereunder, as provided in Section 2.032.05.

Appears in 2 contracts

Samples: Credit Agreement (Trimas Corp), Credit Agreement (Trimas Corp)

Letters of Credit. (a) In the event that on the DAM CAM Exchange Date any Letter of Credit shall be outstanding and undrawn in whole or in part part, or there are any Unreimbursed AmountsLC Disbursement shall not have been reimbursed either by the U.S. Borrower or with the proceeds of a Borrowing, each Revolving Credit Lender shall, before giving effect to the DAM Exchange, shall promptly pay over to the Administrative Agent, in immediately available funds and in the currencies in which Letters of Credit are denominatedfunds, an amount equal to such Lender’s Applicable CAM Percentage of the Revolving Credit Facility (as notified to such Lender by the Administrative Agent), of such Letter of Credit’s undrawn face amount or (to the extent it has not already done so) such Letter of Credit’s Unreimbursed Amount (less any Cash Collateral held by the issuer of such Letter of Credit in respect thereof)unreimbursed drawing, as the case may beapplicable, together with interest thereon from the DAM CAM Exchange Date to the date on which such amount shall be paid to the Administrative Agent at the rate that would be applicable at the time to a an ABR Revolving Credit Loan that is a Base Rate Loan in a principal amount equal to such amountundrawn face amount or unreimbursed drawing, as the case may beapplicable. The Administrative Agent shall establish a separate account (each, a “Reserve Account”) or accounts for each Revolving Credit Lender (each, an “L/C Reserve Account”) for the amounts received with respect to each such Letter of Credit pursuant to the preceding sentence. The Administrative Agent shall deposit in each Revolving Credit Lender’s L/C Reserve Account such Lender’s CAM Percentage of the amount amounts received from such Revolving Credit Lender the Lenders as provided above. The Administrative Agent shall have sole dominion and control over each L/C Reserve Account, and the amounts deposited in each L/C Reserve Account shall be held in such L/C Reserve Account until withdrawn as provided in paragraph (b), (c), (d) or (e) below. The Administrative Agent shall maintain records enabling it to determine the amounts paid over to it and deposited in the L/C Reserve Accounts in respect of each Letter of Credit and the amounts on deposit in respect of each Letter of Credit attributable to each Revolving Credit Lender’s Applicable Percentage of the Revolving Credit FacilityCAM Percentage. The amounts held in each Revolving Credit Lender’s L/C Reserve Account shall be held as a reserve against the outstanding Letter of Credit ObligationsLC Exposures, shall be the property of such Revolving Credit Lender, shall not constitute Loans to or give rise to any claim of or against any Loan Party Borrower and shall not give rise to any obligation on the part of the Borrowers U.S. Borrower to pay interest to such Revolving Credit Lender, it being agreed that the reimbursement obligations in respect of Letters of Credit shall arise only at such times as drawings are made thereunder, as provided in Section 2.032.06.

Appears in 2 contracts

Samples: Credit Agreement (Miller Herman Inc), Credit Agreement (Miller Herman Inc)

Letters of Credit. (a) In the event that on the DAM CAM Exchange Date any Letter of Credit shall be outstanding and undrawn in whole or in part part, or there are any Unreimbursed Amountsamount drawn under a Letter of Credit shall not have been reimbursed either by Borrowers or with the proceeds of a Revolving Loan, each Revolving Credit Lender shall, before giving effect to the DAM Exchange, shall promptly pay over to the Administrative Agent, in immediately available funds in the same currency as such Dollar Letter of Credit or Euro Letter of Credit, as the case may be, in the case of any undrawn amount, and in Dollars, in the currencies in which Letters case of Credit are denominatedany unreimbursed amount, an amount equal to such Revolving Lender’s Applicable Percentage of the Revolving Credit Facility (as notified to such Lender by the Administrative Agent), applicable Pro Rata Share of such Letter of Credit’s undrawn face amount or (to the extent it has not already done so) such Letter of Credit’s Unreimbursed Amount (less any Cash Collateral held by the issuer of such Letter of Credit in respect thereof)unreimbursed drawing, as the case may be, together with interest thereon from the DAM CAM Exchange Date to the date on which such amount shall be paid to the Administrative Agent at the rate that would be applicable at the time to a Revolving Credit Loan that is a Base Rate Loan Revolving Loan, in a principal amount equal to such amount, as the case may be. The Administrative Agent shall establish a separate interest bearing account or accounts for each Revolving Credit Lender (each, an “L/C LC Reserve Account”) for the amounts received with respect to each such Letter of Credit pursuant to the preceding sentence. The Administrative Agent shall deposit in each Revolving Credit Lender’s L/C LC Reserve Account such Lender’s CAM Percentage of the amount amounts received from such the Revolving Credit Lender Lenders as provided above. The Administrative Agent shall have sole dominion and control over each L/C LC Reserve Account, and the amounts deposited in each L/C LC Reserve Account shall be held in such L/C LC Reserve Account until withdrawn as provided in paragraph (b), (c), (d) or (e) below. The Administrative Agent shall maintain records enabling it to determine the amounts paid over to it and deposited in the L/C LC Reserve Accounts in respect of each Letter of Credit and the amounts on deposit in respect of each Letter of Credit attributable to each Revolving Credit Lender’s Applicable Percentage of the Revolving Credit FacilityCAM Percentage. The amounts held in each Revolving Credit Lender’s L/C LC Reserve Account shall be held as a reserve against the outstanding Letter of Credit LC Obligations, shall be the property of such Revolving Credit Lender, shall not constitute Loans to or give rise to any claim of or against any Loan Credit Party and shall not give rise to any obligation on the part of the Borrowers any Borrower to pay interest to such Revolving Credit Lender, it being agreed that the reimbursement obligations in respect of Letters of Credit shall arise only at such times as drawings are made thereunder, as provided in Section 2.032.10.

Appears in 2 contracts

Samples: Pledge Agreement (Crown Holdings Inc), Credit Agreement (Crown Holdings Inc)

Letters of Credit. (a) In the event that on the DAM FAM Exchange Date any Letter of Credit shall be outstanding and undrawn in whole or in part or there are shall be any Unreimbursed Amountsunpaid L/C Obligation under any such Letter of Credit, each Revolving Credit applicable Lender shall, before giving effect to the DAM FAM Exchange, promptly pay over to the Administrative Agent, in immediately available funds and in the currencies in which Letters currency that each such Letter of Credit are is denominated, an amount equal to such Lender’s Applicable Percentage of the U.S. Revolving Credit Facility (Loans or Australian Revolving Loans, as notified to such Lender by the Administrative Agent)applicable, of each such Letter of Credit’s undrawn face amount or (to the extent it has not already done so) such Letter of Credit’s Unreimbursed Amount (less any Cash Collateral held by the issuer of such Letter of Credit in respect thereof)L/C Obligation, as the case may be, together with interest thereon from the DAM FAM Exchange Date to the date on which such amount shall be paid to the Administrative Agent at the rate that would be applicable at the time to a U.S. Revolving Credit Loan that is a Base Rate Loan in a principal amount equal to such amount, as the case may be. The Administrative Agent shall establish a separate account or accounts for each Revolving Credit Lender (each, an “L/C Reserve Account”) for the amounts received with respect to each such Letter of Credit and/or L/C Obligation pursuant to the preceding sentence. The Administrative Agent shall deposit in each Revolving Credit Lender’s L/C Reserve Account such Lender’s FAM Percentage of the amount amounts received from such Revolving Credit Lender the Lenders as provided above. The Administrative Agent shall have sole dominion and control over each L/C Reserve Account, and the amounts deposited in each L/C Reserve Account shall be held in such L/C Reserve Account until withdrawn as provided in paragraph (bii), (ciii), (div) or (ev) below. The Administrative Agent shall maintain records enabling it to determine the amounts paid over to it and deposited in the L/C Reserve Accounts in respect of each Letter of Credit and/or L/C Obligation and the amounts on deposit in respect of each Letter of Credit and/or L/C Obligation attributable to each Revolving Credit Lender’s Applicable Percentage of the Revolving Credit FacilityFAM Percentage. The amounts held in each Revolving Credit Lender’s L/C Reserve Account shall be held as a reserve against such Lender’s Applicable Percentage of the outstanding Letter of Credit ObligationsL/C Obligations then outstanding, shall be the property of such Revolving Credit Lender, shall not constitute Loans to or give rise to any claim of or against any Loan Party and shall not give rise to any obligation on the part of the Borrowers any Borrower to pay interest to such Revolving Credit Lender, it being agreed that the reimbursement obligations in respect of Letters of Credit shall arise only at such times as drawings are made thereunder, as provided in Section 2.03. In the event that after the FAM Exchange Date any drawing shall be made in respect of a Letter of Credit, the Administrative Agent shall, at the request of the applicable L/C Issuer, withdraw from the L/C Reserve Account of each Lender any amounts, up to the amount of such Lender’s FAM Percentage of such drawing, deposited in respect of such Letter of Credit and remaining on deposit and deliver such amounts to the applicable L/C Issuer in satisfaction of the reimbursement obligations of the Lenders under Section 2.03 (but not of any Borrower under Section 2.03, respectively). In the event any Lender shall default on its obligation to pay over any amount to the Administrative Agent in respect of any Letter of Credit as provided in this Section 10.19, the applicable L/C Issuer shall, in the event of a drawing thereunder, have a claim against such Lender to the same extent as if such Lender had defaulted on its obligations under Section 2.03, but shall have no claim against any other Lender in respect of such defaulted amount, notwithstanding the exchange of interests in the reimbursement obligations pursuant to Section 10.19(a). Each other Lender shall have a claim against such defaulting Lender for any damages sustained by it as a result of such default, including, in the event such Letter of Credit shall expire undrawn, its FAM Percentage of the defaulted amount. In the event that after the FAM Exchange Date any Letter of Credit shall expire undrawn, the Administrative Agent shall withdraw from the L/C Reserve Account of each Lender the amount remaining on deposit therein in respect of such Letter of Credit and distribute such amount to such Lender. With the prior written approval of the Administrative Agent and the applicable L/C Issuer, any Lender may withdraw the amount held in its L/C Reserve Account in respect of the undrawn amount of any Letter of Credit. Any Lender making such a withdrawal shall be unconditionally obligated, in the event there shall subsequently be a drawing under such Letter of Credit, to pay over to the Administrative Agent, for the account of the applicable L/C Issuer on demand, its FAM Percentage of such drawing. Pending the withdrawal by any Lender of any amounts from its L/C Reserve Account as contemplated by the above paragraphs, the Administrative Agent will, at the direction of such Lender and subject to such rules as the Administrative Agent may prescribe for the avoidance of inconvenience, invest such amounts in Cash Equivalents. Each Lender that has not withdrawn the amounts in its L/C Reserve Account as provided in paragraph (iv) above shall have the right, at intervals reasonably specified by the Administrative Agent, to withdraw the earnings on investments so made by the Administrative Agent with amounts in its L/C Reserve Account and to retain such earnings for its own account.

Appears in 2 contracts

Samples: Credit Agreement (MULTI COLOR Corp), Credit Agreement (Multi Color Corp)

Letters of Credit. (a) In the event that on the DAM CAM Exchange Date any Letter of Credit shall be outstanding and undrawn in whole or in part part, or there are any Unreimbursed AmountsLC Disbursement shall not have been reimbursed by the applicable Borrower or with the proceeds of a Borrowing, each Revolving Credit ABT Lender shall, before giving effect to the DAM Exchange, shall promptly pay over to the Administrative Agent, in immediately available funds and in the currencies in which Letters of Credit are denominatedfunds, an amount in Euro equal to such Lender’s Applicable 's ABT Percentage of the Revolving Credit Facility (as notified to such Lender by the Administrative Agent), Euro Equivalent of such Letter of Credit’s Lender's participation in the undrawn face amount or of each Letter of Credit and (to the extent it has not already done so) such Letter of Credit’s Unreimbursed Amount (less any Cash Collateral held by the issuer of Lender's participation in such Letter of Credit in respect thereof)unreimbursed LC Disbursement, as the case may beapplicable, together with interest thereon from the DAM CAM Exchange Date to the date on which such amount shall be paid to the Administrative Agent at the rate that would be applicable at the time to a Revolving Credit Loan that is a Base Rate Loan in a principal amount equal to such amount, as the case may bean unreimbursed LC Disbursement. The Administrative Agent shall establish a separate account (each, a "Reserve Account") or accounts for each Revolving Credit Lender (each, an “L/C Reserve Account”) for the amounts received with respect to each such Letter of Credit pursuant to the preceding sentence. The Administrative Agent shall deposit in each Revolving Credit Lender’s L/C 's Reserve Account such Lender's CAM Percentage of the amount amounts received from such Revolving Credit Lender the ABT Lenders as provided above. For the purposes of this paragraph, the Euro Equivalent of each Lender's participation in each Letter of Credit shall be the amount in Euros determined by the Administrative Agent to be required in order for the Administrative Agent to purchase currency in the currency in which such Letter of Credit is denominated in an amount sufficient to enable it to deposit the actual amount of such participation in such undrawn Letter of Credit in such currency in such Lender's Reserve Account. The Administrative Agent shall have sole dominion and control over each L/C Reserve AccountAccount for the benefit of the Issuing Banks, and the amounts deposited in each L/C Reserve Account shall be held in such L/C Reserve Account until withdrawn as provided in paragraph (b), (c), (d) or (e) below. The Administrative Agent shall maintain records enabling it to determine the amounts paid over to it and deposited in the L/C Reserve Accounts in respect of each Letter of Credit and the amounts on deposit in respect of each Letter of Credit attributable to each Revolving Credit Lender’s Applicable Percentage of the Revolving Credit Facility's CAM Percentage. The amounts held in each Revolving Credit Lender’s L/C 's Reserve Account shall be held as a reserve against the outstanding Letter of Credit ObligationsLC Exposures, shall be the property of such Revolving Credit Lender, shall not constitute Loans to or give rise to any claim of or against any Loan Credit Party and shall not give rise to any obligation on the part of the Borrowers any Borrower to pay interest to such Revolving Credit Lender, it being agreed that the reimbursement obligations in respect of Letters of Credit shall arise only at such times as drawings are made thereunder, as provided in Section 2.032.04.

Appears in 2 contracts

Samples: Revolving Credit Agreement (Goodyear Tire & Rubber Co /Oh/), Revolving Credit Agreement (Goodyear Tire & Rubber Co /Oh/)

Letters of Credit. (a) In the event that on the DAM CAM Exchange Date any Letter of Credit LC Exposure shall be outstanding and undrawn in whole or in part or there are any Unreimbursed Amountsoutstanding, each US Tranche Revolving Credit Lender shall, before giving effect to the DAM Exchange, shall promptly pay over to the US Administrative Agent, in immediately available funds and in the currencies in which Letters of Credit are denominatedfunds, an amount in US Dollars equal to such US Tranche Revolving Lender’s Applicable US Tranche Percentage of such LC Exposure (or, in the Revolving Credit Facility (as notified to such Lender by the Administrative Agent), case of such any Offshore Currency Letter of Credit’s undrawn face amount or (to , the extent it has not already done so) such Letter of Credit’s Unreimbursed Amount (less any Cash Collateral held by the issuer US Dollar Equivalent of such Letter of Credit in respect thereof), as the case may be, LC Exposure) together with interest thereon from the DAM CAM Exchange Date to the date on which such amount shall be paid to the US Administrative Agent at the rate that would be applicable at the time to a Revolving Credit Loan that is a US Dollar Base Rate Loan in a principal amount Principal Amount equal to such amount, as US Lender’s US Tranche Percentage of the case may beLC Exposure. The US Administrative Agent shall establish a separate account (each, a “Reserve Account”) or accounts for each Revolving Credit Lender (each, an “L/C Reserve Account”) for the amounts received with respect to each such Letter of Credit pursuant to the preceding sentence. The Administrative Agent shall deposit in each Revolving Credit Lender’s L/C Reserve Account the amount received from such Revolving Credit Lender as provided above. The US Administrative Agent shall have sole dominion and control over each L/C Reserve Account, and the amounts deposited in each L/C Reserve Account shall be held in such L/C Reserve Account until withdrawn as provided in paragraph (b), (c), (d) or (e) below. The US Administrative Agent shall maintain records enabling it to determine the amounts paid over to it and deposited in the L/C Reserve Accounts in respect of each Letter of Credit and the amounts on deposit in respect of each Letter letter of Credit attributable to each Revolving Credit Lender’s Applicable Percentage of the Revolving Credit FacilityCAM Percentage. The amounts held in each Revolving Credit Lender’s L/C Reserve Account shall be held as a reserve against the outstanding Letter of Credit ObligationsLC Exposure, shall be the property of such Revolving Credit Lender, shall not constitute Loans to or give rise to any claim of or against any Loan Party Borrower and shall not give rise to any obligation on the part of the Borrowers to pay interest to such Revolving Credit Lender, it being agreed that the reimbursement obligations in respect of Letters of Credit shall arise only at such times as drawings are made thereunder, as provided in Section 2.032.10.

Appears in 2 contracts

Samples: Senior Secured Credit Agreement (Exterran Holdings Inc.), Senior Secured Credit Agreement (Universal Compression Holdings Inc)

Letters of Credit. (a) In the event that on the DAM CAM Exchange Date any Letter of Credit shall be outstanding and undrawn in whole or in part part, or there are any Unreimbursed AmountsLC Disbursement shall not have been reimbursed either by the U.S. Borrower or with the proceeds of a Borrowing, each Revolving Credit Lender shall, before giving effect to the DAM Exchange, shall promptly pay over to the Administrative Agent, in immediately available funds and in the currencies in which Letters of Credit are denominatedfunds, an amount equal to such Lender’s Applicable CAM Percentage of the Revolving Credit Facility (as notified to such Lender by the Administrative Agent), of such Letter of Credit’s undrawn face amount or (to the extent it has not already done so) such Letter of Credit’s Unreimbursed Amount (less any Cash Collateral held by the issuer of such Letter of Credit in respect thereof)unreimbursed drawing, as the case may beapplicable, together with interest thereon from the DAM CAM Exchange Date to the date on which such amount shall be paid to the Administrative Agent at the rate that would be applicable at the time to a an ABR Revolving Credit Loan that is a Base Rate Loan in a principal amount equal to such amountundrawn face amount or unreimbursed drawing, as the case may beapplicable. The Administrative Agent shall establish a separate account (each, a “Reserve Account”) or accounts for each Revolving Credit Lender (each, an “L/C Reserve Account”) for the amounts received with respect to each such Letter of Credit pursuant to the preceding sentence. The Administrative Agent shall deposit in each Revolving Credit Lender’s L/C Reserve Account such Lender’s CAM Percentage of the amount amounts received from such Revolving Credit Lender the Lenders as provided above. The Administrative Agent shall have sole dominion and control over each L/C Reserve Account, and the amounts deposited in each L/C Reserve Account shall be held in such L/C Reserve Account until withdrawn as provided in paragraph (b), (c), (d) or (e) below. The Administrative Agent shall maintain records enabling it to determine the amounts paid over to it and deposited in the L/C Reserve Accounts in respect of each Letter of Credit and the amounts on deposit in respect of each Letter of Credit attributable to each Revolving Credit Lender’s Applicable Percentage of the Revolving Credit FacilityCAM Percentage. The amounts held in each Revolving Credit Lender’s L/C Reserve Account shall be held as a reserve against the outstanding Letter of Credit ObligationsLC Exposures, shall be the property of such Revolving Credit Lender, shall not constitute Loans to or give rise to any claim of or against any Loan Party Borrower and shall not give rise to any obligation on the part of the Borrowers U.S. Borrower to pay interest to such Revolving Credit Lender, it being agreed that the reimbursement obligations in respect of Letters of Credit shall arise only at such times as drawings are made thereunder, as provided in Section 2.032.06.

Appears in 2 contracts

Samples: Credit Agreement (Miller Herman Inc), Credit Agreement (Miller Herman Inc)

Letters of Credit. (a) In the event that on the DAM Exchange Date any Letter of Credit shall be outstanding and undrawn in whole or in part part, or there are any Unreimbursed Amountsamount drawn under a Letter of Credit shall not have been reimbursed to the Issuing Bank (“Unpaid Drawings”), each Revolving Lender in respect of Unpaid Drawings on Letters of Credit Lender shall, before giving effect to the DAM Exchange, promptly pay over to the Administrative Agent, in immediately available funds and in the currencies in which currency that such Letters of Credit are denominated, an amount equal to such Lender’s Applicable Percentage Pro Rata Share of the Revolving Credit Facility Commitment (as notified to such Lender by the Administrative Agent), of such Letter of Credit’s undrawn face amount or (to the extent it has not already done so) such Letter of Credit’s Unreimbursed Amount (less any Cash Collateral held by the issuer of such Letter of Credit in respect thereof)Unpaid Drawing, as the case may be, together with interest thereon from the DAM Exchange Date to the date on which such amount shall be paid to the Administrative Agent at the rate that would be applicable at the time to a Revolving Credit Loan that is a Base Rate Loan in a principal amount equal to such amount, as the case may be. The Administrative Agent shall establish a separate account or accounts for each Revolving Credit Lender (each, an “L/C Reserve Account”) for the amounts received with respect to each such Letter of Credit pursuant to the preceding sentence. The Administrative Agent shall deposit in each Revolving Credit Lender’s L/C Reserve Account such Lender’s DAM Percentage of the amount amounts received from such Revolving Credit Lender the Lenders as provided above. The Administrative Agent shall have sole dominion and control over each L/C Reserve Account, and the amounts deposited in each L/C Reserve Account shall be held in such L/C Reserve Account until withdrawn as provided in paragraph (b), (c), (d) or (e) below. The Administrative Agent shall maintain records enabling it to determine the amounts paid over to it and deposited in the L/C Reserve Accounts in respect of each Letter of Credit and the amounts on deposit in respect of each Letter of Credit attributable to each Revolving Credit Lender’s Applicable Percentage of the Revolving Credit FacilityDAM Percentage. The amounts held in each Revolving Credit Lender’s L/C Reserve Account shall be held as a reserve against the outstanding Letter of Credit ObligationsExposure, shall be the property of such Revolving Credit Lender, shall not constitute Loans to or give rise to any claim of or against any Loan Credit Party and shall not give rise to any obligation on the part of the Borrowers to pay interest to such Revolving Credit Lender, it being agreed that the reimbursement obligations in respect of Letters of Credit shall arise only at such times as drawings are made thereunder, as provided in Section 2.032.

Appears in 2 contracts

Samples: Credit and Guaranty Agreement (Solera Holdings, Inc), Credit and Guaranty Agreement (Solera Holdings LLC)

Letters of Credit. (a) In the event that on the DAM CAM Exchange Date any Letter of Credit shall be outstanding and undrawn in whole or in part part, or there are any Unreimbursed AmountsL/C Disbursement shall not have been reimbursed by the Company or with the proceeds of a U.S. Revolving Loan or Swingline Borrowing, each Revolving Credit U.S. Lender shall, before giving effect to the DAM Exchange, shall promptly pay over to the U.S. Administrative Agent, in immediately available funds and in the currencies in which Letters of Credit are denominatedfunds, an amount in U.S. Dollars equal to such U.S. Lender’s Applicable Percentage of the Revolving Credit Facility (as notified to such Lender by the Administrative Agent), of such Letter of Credit’s undrawn face amount or (to the extent it has not already done so) such Letter of Credit’s Unreimbursed Amount (less any Cash Collateral held by the issuer of such Letter of Credit in respect thereof)unreimbursed drawing, as the case may beapplicable, together with interest thereon from the DAM CAM Exchange Date to the date on which such amount shall be paid to the U.S. Administrative Agent at the rate that would be applicable at the time to a an ABR U.S. Revolving Credit Loan that is a Base Rate Loan in a principal amount equal to such amountundrawn face amount or unreimbursed drawing, as the case may beapplicable. The U.S. Administrative Agent shall establish a separate account or accounts for each Revolving Credit Lender (each, an a L/C Reserve Account”) for each Lender for the amounts received with respect to each such Letter of Credit pursuant to the preceding sentence. The U.S. Administrative Agent shall deposit in each Revolving Credit such Lender’s L/C Reserve Account such Lender’s CAM Percentage of the amount amounts received from such Revolving Credit Lender the U.S. Lenders as provided above. The U.S. Administrative Agent shall have sole dominion and control over each L/C Reserve Account, and the amounts deposited in each L/C Reserve Account shall be held in such L/C Reserve Account until withdrawn as provided below in paragraph (b), (c), (d) or (e) belowthis Section. The U.S. Administrative Agent shall maintain records enabling it to determine the amounts paid over to it and deposited in the L/C Reserve Accounts in respect of each Letter of Credit and the amounts on deposit in respect of each Letter of Credit attributable to each Revolving Credit Lender’s Applicable Percentage of the Revolving Credit FacilityCAM Percentage. The amounts held in each Revolving Credit such Lender’s L/C Reserve Account shall be held as a reserve against the outstanding Letter of Credit ObligationsLC Exposures, shall be the property of such Revolving Credit Lender, shall not constitute Loans to or give rise to any claim of or against any Loan Party either Borrower and shall not give rise to any obligation on the part of the Borrowers either Borrower to pay interest to such Revolving Credit Lender, it being agreed that the reimbursement obligations in respect of Letters of Credit shall arise only at such times as drawings are made thereunder, as provided in Section 2.032.04.

Appears in 2 contracts

Samples: Credit Agreement (Sysco Corp), Credit Agreement (Sysco Corp)

Letters of Credit. (a) In the event that on the DAM Exchange Termination Date any Letter of Credit shall be outstanding and undrawn in whole or in part part, or there are any Unreimbursed Amountsamount drawn under any such Letter of Credit shall not have been reimbursed by the applicable Borrower or with the proceeds of a Revolving Loan, each Revolving Credit Lender shallhaving, before on such date and prior to giving effect to the DAM CAM Exchange, Letter of Credit Outstandings with respect to such Letter of Credit shall promptly pay over to the Administrative Agent, in immediately available funds funds, in the case of any undrawn amount, and in Dollars, in the currencies in which Letters case of Credit are denominatedany unreimbursed amount, an amount equal to such Lender’s Applicable Percentage of the Revolving Credit Facility (as notified to such Lender by the Administrative Agent), of such Letter of Credit’s undrawn face amount or (to the extent it has not already done so) such Letter of Credit’s Unreimbursed Amount (less any Cash Collateral held by the issuer of such Letter of Credit in respect thereof)unreimbursed drawing, as the case may be, together with interest thereon from the DAM Exchange Termination Date to the date on which such amount shall be paid to the Administrative Agent at the rate that would be applicable at the time to a Revolving Credit Loan that is a Base Rate an ABR Loan in a principal amount equal to such amount, as the case may be. The Administrative Agent shall establish a separate account or accounts for each Revolving Credit Lender (each, an “L/C LC Reserve Account”) for the amounts received with respect to each such Letter of Credit pursuant to the preceding sentence. The Administrative Agent shall deposit in each Revolving Credit Lender’s L/C LC Reserve Account such Lender’s CAM Percentage of the amount amounts received from such Revolving Credit Lender the Lenders as provided above. The Administrative Agent shall have sole dominion and control over each L/C LC Reserve Account, and the amounts deposited in each L/C LC Reserve Account shall be held in such L/C LC Reserve Account until withdrawn as provided in paragraph (b), (c), (d) or (e) below. The Administrative Agent shall maintain records enabling it to determine the amounts paid over to it and deposited in the L/C LC Reserve Accounts in respect of each Letter of Credit and the amounts on deposit in respect of each Letter of Credit attributable to each Revolving Credit Lender’s Applicable Percentage of the Revolving Credit FacilityCAM Percentage. The amounts held in each Revolving Credit Lender’s L/C LC Reserve Account shall be held as a reserve against the outstanding Letter of Credit ObligationsOutstandings, shall be the property of such Revolving Credit Lender, shall not constitute Loans to or give rise to any claim of or against any Loan Party and shall not give rise to any obligation on the part of the Borrowers either Borrower to pay interest to such Revolving Credit Lender, it being agreed that the reimbursement obligations in respect of Letters of Credit shall arise only at such times as drawings are made thereunder, as provided in Section 2.03ARTICLE 2.

Appears in 2 contracts

Samples: Credit Agreement (Smurfit Stone Container Corp), Credit Agreement (Smurfit Stone Container Corp)

Letters of Credit. (a) In the event that on the DAM CAM Exchange Date any Letter of Credit shall be outstanding and undrawn in whole or in part part, or there are any Unreimbursed AmountsLC Disbursement shall not have been reimbursed either by the U.S. Borrower or with the proceeds of a Borrowing, each Revolving Credit Lender shall, before giving effect to the DAM Exchange, shall promptly pay over to the Administrative Agent, in immediately available funds and in the currencies in which Letters of Credit are denominatedfunds, an amount equal to such Lender’s Applicable 's CAM Percentage of the Revolving Credit Facility (as notified to such Lender by the Administrative Agent), of such Letter of Credit’s undrawn face amount or (to the extent it has not already done so) such Letter of Credit’s Unreimbursed Amount (less any Cash Collateral held by the issuer of such Letter of Credit in respect thereof)unreimbursed drawing, as the case may beapplicable, together with interest thereon from the DAM CAM Exchange Date to the date on which such amount shall be paid to the Administrative Agent at the rate that would be applicable at the time to a an ABR Revolving Credit Loan that is a Base Rate Loan in a principal amount equal to such amountundrawn face amount or unreimbursed drawing, as the case may beapplicable. The Administrative Agent shall establish a separate account (each, a "Reserve Account") or accounts for each Revolving Credit Lender (each, an “L/C Reserve Account”) for the amounts received with respect to each such Letter of Credit pursuant to the preceding sentence. The Administrative Agent shall deposit in each Revolving Credit Lender’s L/C 's Reserve Account such Lender's CAM Percentage of the amount amounts received from such Revolving Credit Lender the Lenders as provided above. The Administrative Agent shall have sole dominion and control over each L/C Reserve Account, and the amounts deposited in each L/C Reserve Account shall be held in such L/C Reserve Account until withdrawn as provided in paragraph (b), (c), (d) or (e) below. The Administrative Agent shall maintain records enabling it to determine the amounts paid over to it and deposited in the L/C Reserve Accounts in respect of each Letter of Credit and the amounts on deposit in respect of each Letter of Credit attributable to each Revolving Credit Lender’s Applicable Percentage of the Revolving Credit Facility's CAM Percentage. The amounts held in each Revolving Credit Lender’s L/C 's Reserve Account shall be held as a reserve against the outstanding Letter of Credit ObligationsLC Exposures, shall be the property of such Revolving Credit Lender, shall not constitute Loans to or give rise to any claim of or against any Loan Party Borrower and shall not give rise to any obligation on the part of the Borrowers U.S. Borrower to pay interest to such Revolving Credit Lender, it being agreed that the reimbursement obligations in respect of Letters of Credit shall arise only at such times as drawings are made thereunder, as provided in Section 2.032.05.

Appears in 2 contracts

Samples: Credit Agreement (Perrigo Co), Assignment and Assumption (Perrigo Co)

Letters of Credit. (a) In On the event that terms and conditions hereinafter set forth, the Agent shall from time to time during the period beginning on the DAM Exchange Effective Date and ending on the Revolving Maturity Date upon request of Borrowers issue standby and/or commercial Letters of Credit for the account of Borrowers (the "Letters of Credit") in such face amounts as Borrowers may request, but not to exceed in the aggregate face amount at any time outstanding the sum of Two Million Dollars ($2,000,000.00). The face amount of all Letters of Credit issued and outstanding hereunder shall be considered as Advances for Borrowing Base purposes and all payments made by the Agent on such Letters of Credit shall be considered as Advances under the Revolving Notes. Each Letter of Credit issued for the account of Borrowers hereunder shall (i) be in favor of such beneficiaries as specifically requested by Borrowers, (ii) have an expiration date not exceeding one year from the Revolving Maturity Date, and (iii) contain such other terms and provisions as may be reasonably required by Bank. Each Bank (other than Agent) agrees that, upon issuance of any Letter of Credit hereunder, it shall be outstanding and undrawn in whole or in part or there are any Unreimbursed Amounts, each Revolving Credit Lender shall, before giving effect to the DAM Exchange, promptly pay over to the Administrative Agent, in immediately available funds and automatically acquire a participation in the currencies in which Letters Agent's liability under such Letter of Credit are denominated, in an amount equal to such Lender’s Applicable Bank's Revolving Commitment Percentage of the such liability, and each Bank (other than Agent) thereby shall absolutely, unconditionally and irrevocably assume, as primary obligor and not as surety, and shall be unconditionally obligated to Agent to pay and discharge when due, its Revolving Credit Facility (as notified to such Lender by the Administrative Commitment Percentage of Agent), of 's liability under such Letter of Credit’s undrawn face . The Borrowers hereby unconditionally agree to pay and reimburse the Agent for the amount or (to the extent it has not already done so) such of each demand for payment under any Letter of Credit’s Unreimbursed Amount (less Credit that is in substantial compliance with the provisions of any Cash Collateral held by the issuer of such Letter of Credit in respect thereof), as the case may be, together with interest thereon from the DAM Exchange Date at or prior to the date on which such amount shall payment is to be paid made by the Agent to the Administrative Agent at the rate that would be applicable at the time to a Revolving beneficiary thereunder, without presentment, demand, protest or other formalities of any kind. Upon receipt from any beneficiary of any Letter of Credit Loan that is a Base Rate Loan in a principal amount equal to such amount, as the case may be. The Administrative Agent shall establish a separate account or accounts of any demand for each Revolving Credit Lender (each, an “L/C Reserve Account”) for the amounts received with respect to each payment under such Letter of Credit pursuant to Credit, the preceding sentence. The Administrative Agent shall deposit promptly notify the Borrowers of the demand and the date upon which such payment is to be made by the Agent to such beneficiary in each Revolving Credit Lender’s L/C Reserve Account respect of such demand. Forthwith upon receipt of such notice from the amount received from such Revolving Credit Lender as provided above. The Administrative Agent, Borrowers shall advise the Agent shall have sole dominion and control over each L/C Reserve Accountwhether or not they intend to borrow hereunder to finance their obligations to reimburse the Agent, and the amounts deposited in each L/C Reserve Account shall be held in such L/C Reserve Account until withdrawn if so, submit a Notice of Borrowing as provided in paragraph (b)Section 2.3 hereof. If Borrowers fail to so advise Agent and thereafter fail to reimburse Agent, (c), (d) or (e) below. The Administrative the Agent shall maintain records enabling it to determine notify each Bank of the amounts paid over to it and deposited in the L/C Reserve Accounts in respect of each Letter of Credit demand and the amounts on deposit in respect of each Letter of Credit attributable to each Revolving Credit Lender’s Applicable Percentage of the Revolving Credit Facility. The amounts held in each Revolving Credit Lender’s L/C Reserve Account shall be held as a reserve against the outstanding Letter of Credit Obligations, shall be the property of such Revolving Credit Lender, shall not constitute Loans to or give rise to any claim of or against any Loan Party and shall not give rise to any obligation on the part failure of the Borrowers to pay reimburse the Agent, and each Bank shall reimburse the Agent for its Revolving Commitment Percentage of each such draw paid by the Agent and unreimbursed by the Borrowers. All such amounts paid by Agent and/or reimbursed by the Banks shall be treated as an Advance or Advances under the Revolving Commitment, which Advances shall be immediately due and payable and shall bear interest to such Revolving Credit Lender, it being agreed that at the reimbursement obligations in respect of Letters of Credit shall arise only at such times as drawings are made thereunder, as provided in Section 2.03Default Rate.

Appears in 2 contracts

Samples: Credit Agreement (Continental Resources Inc), Credit Agreement (Continental Resources Inc)

Letters of Credit. (a) In the event that on the DAM CAM Exchange Date any Revolving Letter of Credit shall be outstanding and undrawn in whole or in part part, or there are any Unreimbursed Amountsamount drawn under a Revolving Letter of Credit shall not have been reimbursed either by the Parent Borrower or any Foreign Subsidiary Borrower, as the case may be, or with the proceeds of a Revolving Loan, each Class A Revolving Credit Lender shall, before giving effect to the DAM Exchange, shall promptly pay over to the Administrative Agent, in immediately available funds and in the currencies in which currency that such Letters of Credit are denominated, an amount equal to such Class A Revolving Lender’s Class A Revolving Applicable Percentage of the Revolving Credit Facility (as notified to such Lender by the Administrative Agent), ) of such Letter of Credit’s undrawn face amount or (to the extent it has not already done so) such Letter of Credit’s Unreimbursed Amount (less any Cash Collateral held by the issuer of such Letter of Credit in respect thereof), as the case may beunreimbursed drawing, together with interest thereon from the DAM CAM Exchange Date to the date on which such amount shall be paid to the Administrative Agent at the rate that would be applicable at the time to a an ABR Class A Revolving Credit Loan that is a Base Rate Loan in a principal amount equal to such amount, as the case may be. The Administrative Agent shall establish a separate account or accounts for each Class A Revolving Credit Lender (each, an “L/C LC Reserve Account”) for the amounts received with respect to each such Letter of Credit pursuant to the preceding sentence. The Administrative Agent shall deposit in each Class A Revolving Credit Lender’s L/C LC Reserve Account such Lender’s CAM Percentage of the amount amounts received from such the Class A Revolving Credit Lender Lenders as provided above. The Administrative Agent shall have sole dominion and control over each L/C LC Reserve Account, and the amounts deposited in each L/C LC Reserve Account shall be held in such L/C LC Reserve Account until withdrawn as provided in paragraph (b), (c), (d) or (e) below. The Administrative Agent shall maintain records enabling it to determine the amounts paid over to it and deposited in the L/C LC Reserve Accounts in respect of each Revolving Letter of Credit and the amounts on deposit in respect of each Revolving Letter of Credit attributable to each Revolving Credit Lender’s Applicable Percentage of the Revolving Credit FacilityCAM Percentage. The amounts held in each Revolving Credit Lender’s L/C LC Reserve Account shall be held as a reserve against the outstanding Letter of Credit ObligationsRevolving LC Exposure, shall be the property of such Revolving Credit Lender, shall not constitute Loans to or give rise to any claim of or against any Loan Party and shall not give rise to any obligation on the part of the Parent Borrower or the Foreign Subsidiary Borrowers to pay interest to such Revolving Credit Lender, it being agreed that the reimbursement obligations in respect of Revolving Letters of Credit shall arise only at such times as drawings are made thereunder, as provided in Section 2.032.05.

Appears in 2 contracts

Samples: Credit Agreement (Trimas Corp), Credit Agreement (Trimas Corp)

Letters of Credit. (ai) In the event that on the DAM FAM Exchange Date any Letter of Credit shall be outstanding and undrawn in whole or in part or there are shall be any Unreimbursed Amountsunpaid 134 Reimbursement Obligation under any such Letter of Credit, each Revolving Credit applicable Lender shall, before giving effect to the DAM FAM Exchange, promptly pay over to the Administrative Agent, in immediately available funds and in the currencies in which Letters currency that each such Letter of Credit are is denominated, an amount equal to such Lender’s Applicable Percentage of the 's U.S. Revolving Credit Facility (Percentage or Canadian Revolving Credit Percentage, as notified to such Lender by the Administrative Agent)applicable, of each such Letter of Credit’s 's undrawn face amount or (to the extent it has not already done so) such Letter of Credit’s Unreimbursed Amount (less any Cash Collateral held by the issuer of such Letter of Credit in respect thereof)Reimbursement Obligation, as the case may be, together with interest thereon from the DAM FAM Exchange Date to the date on which such amount shall be paid to the Administrative Agent at the rate that would be applicable at the time to a Revolving Credit Loan that is a Base Rate Loan in a principal amount equal to such amount, as the case may be. The Administrative Agent shall establish a separate account or accounts for each Revolving Credit Lender (each, an "L/C Reserve Account") for the amounts received with respect to each such Letter of Credit and/or Reimbursement Obligation pursuant to the preceding sentence. The Administrative Agent shall deposit in each Revolving Credit Lender’s 's L/C Reserve Account such Lender's FAM Percentage of the amount amounts received from such Revolving Credit Lender the Lenders as provided above. The Administrative Agent shall have sole dominion and control over each L/C Reserve Account, and the amounts deposited in each L/C Reserve Account shall be held in such L/C Reserve Account until withdrawn as provided in paragraph (bii), (ciii), (div) or (ev) below. The Administrative Agent shall maintain records enabling it to determine the amounts paid over to it and deposited in the L/C Reserve Accounts in respect of each Letter of Credit and/or Reimbursement Obligation and the amounts on deposit in respect of each Letter of Credit and/or Reimbursement Obligation attributable to each Revolving Credit Lender’s Applicable Percentage of the Revolving Credit Facility's FAM Percentage. The amounts held in each Revolving Credit Lender’s 's L/C Reserve Account shall be held as a reserve against such Lender's Revolving Percentage of the outstanding Letter of Credit ObligationsL/C Obligations then outstanding, shall be the property of such Revolving Credit Lender, shall not constitute Loans to or give rise to any claim of or against any Loan Party and shall not give rise to any obligation on the part of the Borrowers U.S. Borrower or the Canadian Borrower to pay interest to such Revolving Credit Lender, it being agreed that the reimbursement obligations in respect of Letters of Credit shall arise only at such times as drawings are made thereunder, as provided in Section 2.033.11.

Appears in 1 contract

Samples: Credit Agreement (Cedar Fair L P)

Letters of Credit. On the terms and conditions hereinafter set forth, the Agent shall from time to time during the period beginning on the Effective Date and ending on the Maturity Date upon request of Borrowers issue standby Letters of Credit for the account of Borrowers (the "Letters of Credit") in such face amounts as Borrowers may request, but not to exceed in the aggregate face amount at any time outstanding the sum of Five Million Dollars ($5,000,000). The face amount of all Letters of Credit issued and outstanding hereunder shall be considered as Advances on the Commitment for Borrowing Base purposes and all payments made by the Agent on such Letters of Credit shall be considered as Advances under the Notes. Each Letter of Credit issued for the account of Borrowers hereunder shall (i) be in favor of such beneficiaries as specifically requested by Borrowers, (ii) have an expiration date not exceeding the earlier of (a) In one year or (b) the event that on the DAM Exchange Date Maturity Date, and (iii) contain such other terms and provisions as may be required by issuing Lender. Each Lender (other than Agent) agrees that, upon issuance of any Letter of Credit hereunder, it shall be outstanding and undrawn in whole or in part or there are any Unreimbursed Amounts, each Revolving Credit Lender shall, before giving effect to the DAM Exchange, promptly pay over to the Administrative Agent, in immediately available funds and automatically acquire a participation in the currencies in which Letters Agent's liability under such Letter of Credit are denominated, in an amount equal to such Lender’s Applicable 's Commitment Percentage of the Revolving Credit Facility such liability, and each Lender (other than Agent) thereby shall absolutely, unconditionally and irrevocably assume, as notified primary obligor and not as surety, and shall be unconditionally obligated to such Lender by the Administrative Agent to pay and discharge when due, its Commitment Percentage of Agent), of 's liability under such Letter of Credit’s undrawn face . The Borrowers hereby unconditionally agree to pay and reimburse the Agent for the amount or (to the extent it has not already done so) such of each demand for payment under any Letter of Credit’s Unreimbursed Amount (less Credit that is in substantial compliance with the provisions of any Cash Collateral held by the issuer of such Letter of Credit in respect thereof), as the case may be, together with interest thereon from the DAM Exchange Date at or prior to the date on which such amount shall payment is to be paid made by the Agent to the Administrative Agent at the rate that would be applicable at the time to a Revolving beneficiary thereunder, without presentment, demand, protest or other formalities of any kind. Upon receipt from any beneficiary of any Letter of Credit Loan that is a Base Rate Loan in a principal amount equal to such amount, as the case may be. The Administrative Agent shall establish a separate account or accounts of any demand for each Revolving Credit Lender (each, an “L/C Reserve Account”) for the amounts received with respect to each payment under such Letter of Credit pursuant to Credit, the preceding sentence. The Administrative Agent shall deposit promptly notify the Borrowers of the demand and the date upon which such payment is to be made by the Agent to such beneficiary in each Revolving Credit Lender’s L/C Reserve Account respect of such demand. Forthwith upon receipt of such notice from the amount received from such Revolving Credit Lender as provided above. The Administrative Agent, Borrowers shall advise the Agent shall have sole dominion and control over each L/C Reserve Accountwhether or not they intend to borrow hereunder to finance their obligations to reimburse the Agent, and the amounts deposited in each L/C Reserve Account shall be held in such L/C Reserve Account until withdrawn if so, submit a Notice of Borrowing as provided in paragraph (b)Section 2(b) hereof. If Borrowers fail to so advise Agent and thereafter fail to reimburse Agent, (c), (d) or (e) below. The Administrative the Agent shall maintain records enabling it to determine notify each Lender of the amounts paid over to it and deposited in the L/C Reserve Accounts in respect of each Letter of Credit demand and the amounts on deposit in respect of each Letter of Credit attributable to each Revolving Credit Lender’s Applicable Percentage of the Revolving Credit Facility. The amounts held in each Revolving Credit Lender’s L/C Reserve Account shall be held as a reserve against the outstanding Letter of Credit Obligations, shall be the property of such Revolving Credit Lender, shall not constitute Loans to or give rise to any claim of or against any Loan Party and shall not give rise to any obligation on the part failure of the Borrowers to pay reimburse the Agent, and each Lender shall reimburse the Agent for its Commitment Percentage of each such draw paid by the Agent and unreimbursed by the Borrowers. All such amounts paid by Agent and/or reimbursed by the Lenders shall be treated as an Advance or Advances under the Commitment, which Advances shall be immediately due and payable and shall bear interest to such Revolving Credit Lender, it being agreed that at the reimbursement obligations in respect of Letters of Credit shall arise only at such times as drawings are made thereunder, as provided in Section 2.03Maximum Rate.

Appears in 1 contract

Samples: Credit Agreement (3tec Energy Corp)

Letters of Credit. (ai) In the event that on the DAM CAM Exchange Date any Letter of Credit shall be outstanding and undrawn in whole or in part part, or there are any Unreimbursed AmountsL/C Disbursement shall not have been reimbursed by the applicable Borrower, (x) in the case of U.S./Canadian Letters of Credit, each Revolving Credit Lender shall, before giving effect to the DAM Exchange, with a U.S./Canadian Revolving Facility shall promptly pay over to the Administrative Agent, in immediately available funds and in the currencies in which Letters of Credit are denominatedfunds, an amount in Dollars equal to such Revolving Lender’s Applicable Revolving Facility Percentage of the Revolving Credit Facility (as notified to such Lender by the Administrative Agent), of such Letter of Credit’s undrawn face amount or (to the extent it has not already done so) such Letter unreimbursed drawing, as applicable (y) in the case of French Letters of Credit’s Unreimbursed Amount (less any Cash Collateral held by the issuer of such Letter of Credit in respect thereof), as the case may be, together with interest thereon from the DAM Exchange Date to the date on which such amount each French Revolving Lender shall be paid promptly pay over to the Administrative Agent at the rate that would be applicable at the time to a Revolving Credit Loan that is a Base Rate Loan Agent, in a principal immediately available funds, an amount in Dollars equal to such amountFrench Revolving Lender’s Revolving Facility Percentage of such undrawn face amount or (to the extent it has not already done so) such unreimbursed drawing, as applicable and (z) in the case may beof European Letters of Credit, each Revolving Lender with a European Revolving Facility Commitment shall promptly pay over to the Administrative Agent, in immediately available funds, an amount in Dollars equal to such Revolving Lender’s Revolving Facility Percentage of such undrawn face amount or (to the extent it has not already done so) such unreimbursed drawing, as applicable. The Administrative Agent shall establish a separate account (each, a “Reserve Account”) or accounts for each Revolving Credit Lender (each, an “L/C Reserve Account”) for the amounts received with respect to each such Letter of Credit pursuant to the preceding sentence. The Administrative Agent shall deposit in each Revolving Credit Lender’s L/C Reserve Account such Lender’s CAM Percentage of the amount amounts received from such the Revolving Credit Lender Lenders as provided above. The Administrative Agent shall have sole dominion and control over each L/C Reserve Account, and the amounts deposited in each L/C Reserve Account shall 150 be held in such L/C Reserve Account until withdrawn as provided in paragraph (b), (c), (d) or (e) below. The Administrative Agent shall maintain records enabling it to determine the amounts paid over to it and deposited in the L/C Reserve Accounts in respect of each Letter of Credit and the amounts on deposit in respect of each Letter of Credit attributable to each Revolving Credit Lender’s Applicable Percentage of the Revolving Credit FacilityCAM Percentage. The amounts held in each Revolving Credit Lender’s L/C Reserve Account shall be held as a reserve against the outstanding Letter of Credit ObligationsRevolving L/C Exposure, shall be the property of such Revolving Credit Lender, shall not constitute Loans to or give rise to any claim of or against any Loan Party and shall not give rise to any obligation on the part of the Borrowers any Loan Party to pay interest to such Revolving Credit LenderLender or any other obligation of any Loan Party, it being agreed that the reimbursement obligations in respect of Letters of Credit shall arise only at such times as drawings are made thereunder, as provided in Section 2.032.05.

Appears in 1 contract

Samples: Revolving Credit Agreement (Venator Materials PLC)

Letters of Credit. (a) In the event that on the DAM CAM Exchange Date any Letter of Credit shall be outstanding and undrawn in whole or in part part, or there are any Unreimbursed AmountsLC Disbursement shall not have been reimbursed either by the Cayman Borrower or, in the case of any LC Disbursement made in dollars, with the proceeds of a Revolving Borrowing, each Revolving Credit Lender shall, before giving effect to the DAM Exchange, shall promptly pay over to the Administrative Agent, in immediately available funds and in the currencies in which Letters of Credit are denominatedfunds, an amount in dollars equal to such Revolving Lender’s 's Applicable Percentage of such undrawn face amount (or, in the Revolving Credit Facility (as notified to such Lender by the Administrative Agent), case of such any Alternative Currency Letter of Credit’s undrawn , the Dollar Equivalent of such face amount amount) or (to the extent it has not already done so) such Letter of Credit’s Unreimbursed Amount (less any Cash Collateral held by the issuer of such Letter of Credit in respect thereof)unreimbursed drawing, as the case may be, together with interest thereon from the DAM CAM Exchange Date to the date on which such amount shall be paid to the Administrative Agent at the rate that would be applicable at the time to a an ABR Revolving Credit Loan that is a Base Rate Loan in a principal amount equal to such amount, as the case may be. The Administrative Agent shall establish a separate account or accounts for each Revolving Credit Lender (each, an “L/C "LC Reserve Account") for the amounts received with respect to each such Letter of Credit pursuant to the preceding sentence. The Administrative Agent shall deposit in each Revolving Credit Lender’s L/C 's LC Reserve Account such Lender's CAM Percentage of the amount amounts received from such the Revolving Credit Lender Lenders as provided above, provided that in the case of amounts received in respect of Alternative Currency Letters of Credit, the Administrative Agent may, in its sole discretion, convert any or all of such amounts into the applicable Alternative Currency prior to or at any time after deposit. The Administrative Agent shall have sole dominion and control over each L/C LC Reserve Account, and the amounts deposited in each L/C LC Reserve Account shall be held in such L/C LC Reserve Account until withdrawn as provided in paragraph (b), (c), (d) or (ec) below. The Administrative Agent shall maintain records enabling it to determine the amounts paid over to it and deposited in the L/C LC Reserve Accounts in respect of each Letter of Credit and the amounts on deposit in respect of each Letter of Credit attributable to each Revolving Credit Lender’s Applicable Percentage of the Revolving Credit Facility's CAM Percentage. The amounts held in each Revolving Credit Lender’s L/C 's LC Reserve Account shall be held as a reserve against the outstanding Letter of Credit ObligationsLC Exposures, shall be the property of such Revolving Credit Lender, shall not constitute Loans to or give rise to any claim of or against any Loan Party and shall not give rise to any obligation on the part of the Borrowers either Borrower to pay interest to such Revolving Credit Lender, it being agreed that the reimbursement obligations in respect of Letters of Credit shall arise only at such times as drawings are made thereunder, as provided in Section 2.032.05.

Appears in 1 contract

Samples: Credit Agreement (Seagate Technology Malaysia Holding Co Cayman Islands)

Letters of Credit. (a) In the event that on the DAM CAM Exchange Date any Letter of Credit shall be outstanding and undrawn in whole or in part part, or there are any Unreimbursed Amountsamount drawn under a Letter of Credit shall not have been reimbursed either by the applicable Account Party or with the proceeds of a Revolving Credit Borrowing, each Revolving Credit Lender shallwhich shall on such date, and before giving effect to the DAM CAM Exchange, have held a participation in such Letter of Credit pursuant to Section 2.19(d) shall promptly pay over to the Administrative Agent, in immediately available funds and in the currencies currency in which Letters such Letter of Credit are is denominated, an amount equal to such Lender’s 's Applicable Percentage of the Revolving Credit Facility (as notified to such Lender by the Administrative Agent), of such Letter of Credit’s undrawn face amount or (to the extent it has not already done so) such Letter of Credit’s Unreimbursed Amount (less any Cash Collateral held by the issuer of such Letter of Credit in respect thereof)unreimbursed drawing, as the case may be, together with interest thereon from the DAM CAM Exchange Date to the date on which such amount shall be paid to the Administrative Agent at the rate that would be applicable at the time to a Revolving Credit Loan that is a Base Rate Swingline Loan in a principal amount equal to such amount, as amount and denominated in the case may berelevant currency. The Administrative Agent shall establish a separate account or accounts for each Revolving Credit Lender (each, an “L/C Reserve Account”) for the amounts received with respect to each such Letter of Credit from each Lender paying such amounts pursuant to the preceding sentence. The Administrative Agent shall deposit in each Revolving Credit Lender’s L/C Reserve Account the amount received from such Revolving Credit Lender as provided above. The Administrative Agent shall have sole dominion and control over each such account (each, an "L/C Reserve Account"), and the amounts deposited in each L/C Reserve Account shall be held in 107 102 such L/C Reserve Account until withdrawn as provided in paragraph (b), (c), (d) or (e) below. The Administrative Agent shall maintain records enabling it to determine the amounts paid over to it and deposited in the L/C Reserve Accounts in respect of to each Letter of Credit and the amounts on deposit in respect of each Letter of Credit attributable to each Revolving Credit Lender’s Applicable 's CAM Percentage (the aggregate of the Revolving Credit Facilitysuch amounts attributable to a Lender's CAM Percentage being referred to as such Lender's "CAM Account"). The amounts held in each Revolving Credit Lender’s L/C Reserve Account paid by a Lender to the Administrative Agent pursuant to this paragraph shall be held as a reserve against the outstanding Letter of Credit ObligationsL/C Exposures, shall be the property of such Revolving Credit Lender, shall not constitute Loans to or give rise to any claim of or against any Loan Party Borrower and shall not give rise to any obligation on the part of the Borrowers any Borrower to pay interest to such Revolving Credit Lender, it being agreed that the Borrowers' reimbursement obligations in respect of Letters of Credit shall arise only at such times as drawings are made thereunder, as provided in Section 2.032.19.

Appears in 1 contract

Samples: Credit Agreement (American Standard Companies Inc)

Letters of Credit. (ai) In the event that on the DAM FAM Exchange Date any Letter of Credit shall be outstanding and undrawn in whole or in part or there are shall be any Unreimbursed Amountsunpaid L/C Obligation under any such Letter of Credit, each Revolving Credit applicable Lender shall, before giving effect to the DAM FAM Exchange, promptly pay over to the Administrative Agent, in immediately available funds and in the currencies in which Letters currency that each such Letter of Credit are is denominated, an amount equal to such Lender’s Applicable Percentage of the U.S. Revolving Credit Facility (Loans or Australian Revolving Credit Loans, as notified to such Lender by the Administrative Agent)applicable, of each such Letter of Credit’s undrawn face amount or (to the extent it has not already done so) such Letter of Credit’s Unreimbursed Amount (less any Cash Collateral held by the issuer of such Letter of Credit in respect thereof)L/C Obligation, as the case may be, together with interest thereon from the DAM FAM Exchange Date to the date on which such amount shall be paid to the Administrative Agent at the rate that would be applicable at the time to a U.S. Revolving Credit Loan that is a Base Rate Loan in a principal amount equal to such amount, as the case may be. The Administrative Agent shall establish a separate account or accounts for each Revolving Credit Lender (each, an “L/C Reserve Account”) for the amounts received with respect to each such Letter of Credit and/or L/C Obligation pursuant to the preceding sentence. The Administrative Agent shall deposit in each Revolving Credit Lender’s L/C Reserve Account such Lender’s FAM Percentage of the amount amounts received from such Revolving Credit Lender the Lenders as provided above. The Administrative Agent shall have sole dominion and control over each L/C Reserve Account, and the amounts deposited in each L/C Reserve Account shall be held in such L/C Reserve Account until withdrawn as provided in paragraph (bii), (ciii), (div) or (ev) below. The Administrative Agent shall maintain records enabling it to determine the amounts paid over to it and deposited in the L/C Reserve Accounts in respect of each Letter of Credit and/or L/C Obligation and the amounts on deposit in respect of each Letter of Credit and/or L/C Obligation attributable to each Revolving Credit Lender’s Applicable Percentage of the Revolving Credit FacilityFAM Percentage. The amounts held in each Revolving Credit Lender’s L/C Reserve Account shall be held as a reserve against such Lender’s Applicable Percentage of the outstanding Letter of Credit ObligationsL/C Obligations then outstanding, shall be the property of such Revolving Credit Lender, shall not constitute Loans to or give rise to any claim of or against any Loan Party and shall not give rise to any obligation on the part of the Borrowers any Borrower to pay interest to such Revolving Credit Lender, it being agreed that the reimbursement obligations in respect of Letters of Credit shall arise only at such times as drawings are made thereunder, as provided in Section 2.03.

Appears in 1 contract

Samples: Credit Agreement (MULTI COLOR Corp)

Letters of Credit. (a) In On the event that terms and conditions hereinafter set forth, Agent shall from time to time during the period beginning on the DAM Exchange Effective Date and ending on the Maturity Date, upon request of the Borrowers, issue standby and/or commercial Letters of Credit for the account of the Borrowers (the "Letters of Credit") in such face amounts as the Borrowers may request. For the purpose of determining usage of the Revolving Commitment, the face amounts of all Letters of Credit issued and outstanding hereunder shall be included. Each payment made by Agent on any such Letter of Credit shall be outstanding and undrawn in whole or in part or there are any Unreimbursed Amounts, each considered an Advance funded under the Revolving Credit Lender shall, before giving effect to the DAM Exchange, promptly pay over to the Administrative Agent, in immediately available funds and in the currencies in which Letters Notes. Each Letter of Credit are denominatedissued for the account of the Borrowers hereunder shall (i) be in favor of such beneficiaries as specifically requested by the Borrowers, (ii) have an expiration date not later than the earlier of (A) one year from the date of issuance, or (B) the Maturity Date, and (iii) contain such other terms and provisions as may be reasonably required by Agent. Each Bank (other than Agent) agrees that, upon issuance of any Letter of Credit hereunder, it shall automatically acquire a participation in Agent's liability under such Letter of Credit in an amount equal to such Lender’s Applicable Bank's Revolving Commitment Percentage of the such liability, and each Bank (other than Agent) thereby shall absolutely, unconditionally and irrevocably assume, as primary obligor and not as surety, and shall be unconditionally obligated to Agent to pay and discharge when due, its Revolving Credit Facility (as notified to such Lender by the Administrative Commitment Percentage of Agent), of 's liability under such Letter of Credit’s undrawn face . The Borrowers hereby unconditionally agree to pay and reimburse Agent for the amount or (to the extent it has not already done so) such of each demand for payment under any Letter of Credit’s Unreimbursed Amount (less Credit that is in substantial compliance with the provisions of any Cash Collateral held by the issuer of such Letter of Credit in respect thereof), as the case may be, together with interest thereon from the DAM Exchange Date at or prior to the date on which such amount shall payment is to be paid made by Agent to the Administrative Agent at beneficiary thereunder, without presentment, demand, protest or other formalities of any kind. Upon receipt from the rate that would be applicable at the time to a Revolving beneficiary of any Letter of Credit Loan that is a Base Rate Loan in a principal amount equal to such amount, as the case may be. The Administrative Agent shall establish a separate account or accounts of any demand for each Revolving Credit Lender (each, an “L/C Reserve Account”) for the amounts received with respect to each payment under such Letter of Credit pursuant to the preceding sentence. The Administrative Credit, Agent shall deposit promptly notify the Borrowers of the demand and the date upon which such payment is to be made by Agent to such beneficiary in each Revolving Credit Lender’s L/C Reserve Account respect of such demand. Forthwith upon receipt of such notice from Agent, but in any event no later than one (1) day from the amount received from date of Borrowers' receipt of such Revolving Credit Lender as provided above. The Administrative notice, Borrowers shall advise Agent shall have sole dominion and control over each L/C Reserve Accountwhether or not they intend to borrow hereunder to finance their obligations to reimburse Agent, and the amounts deposited in each L/C Reserve Account shall be held in such L/C Reserve Account until withdrawn if so, submit a Notice of Borrowing as provided in paragraph (b)Section 2(b) above. If the Borrowers fail to so advise Agent and thereafter fail to reimburse Agent, (c), (d) or (e) below. The Administrative Agent shall maintain records enabling it to determine notify each Bank of the amounts paid over to it and deposited in the L/C Reserve Accounts in respect of each Letter of Credit demand and the amounts on deposit in respect of each Letter of Credit attributable to each Revolving Credit Lender’s Applicable Percentage of the Revolving Credit Facility. The amounts held in each Revolving Credit Lender’s L/C Reserve Account shall be held as a reserve against the outstanding Letter of Credit Obligations, shall be the property of such Revolving Credit Lender, shall not constitute Loans to or give rise to any claim of or against any Loan Party and shall not give rise to any obligation on the part failure of the Borrowers to pay reimburse Agent, and each Bank shall reimburse Agent for its Revolving Commitment Percentage of each such draw paid by Agent and unreimbursed by the Borrowers. All such amounts paid by Agent and/or reimbursed by the Banks shall be treated as an Advance or Advances under the Revolving Commitment, which Advances shall be immediately due and payable and shall bear interest to such Revolving Credit Lender, it being agreed that at the reimbursement obligations in respect of Letters of Credit shall arise only at such times as drawings are made thereunder, as provided in Section 2.03Default Rate.

Appears in 1 contract

Samples: Credit Agreement (Delta Petroleum Corp/Co)

Letters of Credit. (a) In the event that on the DAM CAM Exchange Date any Letter of Credit under a Tranche shall be outstanding and undrawn in whole or in part part, or there are any Unreimbursed AmountsL/C Disbursement shall not have been reimbursed by the Borrower or with the proceeds of a Revolving Borrowing or Swingline Borrowing, each Revolving Credit Lender shall, before giving effect to the DAM Exchange, under such Tranche shall promptly pay over to the Administrative Agent, in immediately available funds and in the currencies in which Letters of Credit are denominatedfunds, an amount in Dollars equal to such Lender’s Applicable Available Percentage of the Revolving Credit Facility (as notified to such Lender by the Administrative Agent), of such Letter of Credit’s undrawn face amount or (to the extent it has not already done so) such Letter of Credit’s Unreimbursed Amount (less any Cash Collateral held by the issuer of such Letter of Credit in respect thereof)unreimbursed drawing, as the case may beapplicable, together with interest thereon from the DAM CAM Exchange Date to the date on which such amount shall be paid to the Administrative Agent at the rate that would be applicable at the time to a US Tranche ABR Revolving Credit Loan that is a Base Rate Loan in a principal amount equal to such amountundrawn face amount or unreimbursed drawing, as the case may beapplicable. The Administrative Agent shall establish a separate account (each, a “Reserve Account”) or accounts for each Revolving Credit Lender (each, an “L/C Reserve Account”) for the amounts received with respect to each such Letter of Credit pursuant to the preceding sentence. The Administrative Agent shall deposit in each Revolving Credit Lender’s L/C Reserve Account such Lender’s CAM Percentage of the amount amounts received from such Revolving Credit Lender the Lenders as provided above. For the purposes of this paragraph, the Dollar Equivalent of each Lender’s participation in each Letter of Credit denominated in an Available Currency other than Dollars shall be the amount in Dollars determined by the Administrative Agent to be required in order for the Administrative Agent to purchase currency in the applicable Available Currency in an amount sufficient to enable it to deposit the actual amount of such participation in such undrawn Letter of Credit in the applicable Available Currency in such Lender’s Reserve Account. The Administrative Agent shall have sole dominion and control over each L/C Reserve Account, and the amounts deposited in each L/C Reserve Account shall be held in such L/C Reserve Account until withdrawn as provided in paragraph (b), (c), (d) or (e) below. The Administrative Agent shall maintain records enabling it to determine the amounts paid over to it and deposited in the L/C Reserve Accounts in respect of each Letter of Credit and the amounts on deposit in respect of each Letter of Credit attributable to each Revolving Credit Lender’s Applicable Percentage of the Revolving Credit FacilityCAM Percentage. The amounts held in each Revolving Credit Lender’s L/C Reserve Account shall be held as a reserve against the outstanding Letter of Credit ObligationsLC Exposures, shall be the property of such Revolving Credit Lender, shall not constitute Loans to or give rise to any claim of or against any Loan Party Borrower and shall not give rise to any obligation on the part of the Borrowers any Borrower to pay interest to such Revolving Credit Lender, it being agreed that the reimbursement obligations in respect of Letters of Credit shall arise only at such times as drawings are made thereunder, as provided in Section 2.032.06.

Appears in 1 contract

Samples: Credit Agreement (MPS Group Inc)

Letters of Credit. (a) lvi. In the event that on the DAM CAM Exchange Date any Letter of Credit shall be outstanding and undrawn in whole or in part part, or there are any Unreimbursed Amountsamount of L/C Disbursement has not yet been reimbursed, each Revolving Lender holding a participation in such Letter of Credit Lender shall, before giving effect to the DAM CAM Exchange, promptly pay over to the Administrative Agent, in immediately available funds and in the currencies in which Letters of Credit are denominatedfunds, an amount equal to such Lender’s Applicable Percentage of the Revolving Credit Facility Percentage (as notified to such Lender by the Administrative Agent), of such Letter of Credit’s undrawn face amount or (to the extent it has not already done so) such Letter the portion of Credit’s Unreimbursed Amount (less any Cash Collateral held unreimbursed L/C Disbursement owed by the issuer of such Letter of Credit in respect thereof), as the case may beit, together with interest thereon from the DAM CAM Exchange Date to the date on which such amount shall be paid to the Administrative Agent at the rate that would be applicable at the time to a Revolving Credit Loan that is a Base Rate an ABR Loan in a principal amount equal to such amount, as the case may be. The Administrative Agent shall establish a separate account or accounts for each Revolving Credit Lender (each, an “L/C Reserve Account”) for the amounts received with respect to each such Letter of Credit pursuant to the preceding sentence. The Administrative Agent shall deposit in each Revolving Credit Lender’s L/C Reserve Account such Lender’s CAM Percentage of the amount amounts received from such Revolving Credit Lender the Lenders as provided above. The Administrative Agent shall have sole dominion and control over each L/C Reserve Account, and the amounts deposited in each L/C Reserve Account shall be held in such L/C Reserve Account until withdrawn as provided in paragraph (b), (c), (d) or (e) below. The Administrative Agent shall maintain records enabling it to determine the amounts paid over to it and deposited in the L/C Reserve Accounts in respect of each Letter of Credit and the amounts on deposit in respect of each Letter of Credit attributable to each Revolving Credit Lender’s Applicable Percentage of the Revolving Credit FacilityCAM Percentage. The amounts held in each Revolving Credit Lender’s L/C Reserve Account shall be held as a reserve against the outstanding Letter of Credit ObligationsRevolving L/C Exposure, shall be the property of such Revolving Credit Lender, shall not constitute Loans to or give rise to any claim of or against any Loan Party and shall not give rise to any obligation on the part of the Borrowers or the Euro Borrower to pay interest to such Revolving Credit Lender, it being agreed that the reimbursement obligations in respect of Letters of Credit shall arise only at such times as drawings are made thereunder, as provided in Section 2.032.05.

Appears in 1 contract

Samples: Credit Agreement (RBS Global Inc)

Letters of Credit. (ai) In the event that on the DAM FAM Exchange Date any Letter of Credit shall be outstanding and undrawn in whole or in part or there are shall be any Unreimbursed Amountsunpaid Reimbursement Obligation under any such Letter of Credit, each Revolving Credit applicable Lender shall, before giving effect to the DAM FAM Exchange, promptly pay over to the Administrative Agent, in immediately available funds and in the currencies in which Letters currency that each such Letter of Credit are is denominated, an amount equal to such Lender’s Applicable Percentage of the U.S. Revolving Credit Facility (Percentage or Canadian Revolving Credit Percentage, as notified to such Lender by the Administrative Agent)applicable, of each such Letter of Credit’s undrawn face amount or (to the extent it has not already done so) such Letter of Credit’s Unreimbursed Amount (less any Cash Collateral held by the issuer of such Letter of Credit in respect thereof)Reimbursement Obligation, as the case may be, together with interest thereon from the DAM FAM Exchange Date to the date on which such amount shall be paid to the Administrative Agent at the rate that would be applicable at the time to a Revolving Credit Loan that is a Base Rate Loan in a principal amount equal to such amount, as the case may be. The Administrative Agent shall establish a separate account or accounts for each Revolving Credit Lender (each, an “L/C Reserve Account”) for the amounts received with respect to each such Letter of Credit and/or Reimbursement Obligation pursuant to the preceding sentence. The Administrative Agent shall deposit in each Revolving Credit Lender’s L/C Reserve Account such Lender’s FAM Percentage of the amount amounts received from such Revolving Credit Lender the Lenders as provided above. The Administrative Agent shall have sole dominion and control over each L/C Reserve Account, and the amounts deposited in each L/C Reserve Account shall be held in such L/C Reserve Account until withdrawn as provided in paragraph (bii), (ciii), (div) or (ev) below. The Administrative Agent shall maintain records enabling it to determine the amounts paid over to it and deposited in the L/C Reserve Accounts in respect of each Letter of Credit and/or Reimbursement Obligation and the amounts on deposit in respect of each Letter of Credit and/or Reimbursement Obligation attributable to each Revolving Credit Lender’s Applicable Percentage of the Revolving Credit FacilityFAM Percentage. The amounts held in each Revolving Credit Lender’s L/C Reserve Account shall be held as a reserve against such Lender’s Revolving Percentage of the outstanding Letter of Credit ObligationsL/C Obligations then outstanding, shall be the property of such Revolving Credit Lender, shall not constitute Loans to or give rise to any claim of or against any Loan Party and shall not give rise to any obligation on the part of the Borrowers U.S. Borrower or the Canadian Borrower to pay interest to such Revolving Credit Lender, it being agreed that the reimbursement obligations in respect of Letters of Credit shall arise only at such times as drawings are made thereunder, as provided in Section 2.033.11.

Appears in 1 contract

Samples: Credit Agreement (Cedar Fair L P)

Letters of Credit. On the terms and conditions hereinafter set forth, the Agent shall from time to time during the period beginning on the Effective Date and ending on the Maturity Date upon request of Borrower issue standby and/or commercial Letters of Credit for the account of Borrower (the "Letters of Credit") in such face amounts as Borrower may request, but not to exceed in the aggregate face amount at any time outstanding the sum of Ten Million Dollars ($10,000,000.00). The face amount of all Letters of Credit issued and outstanding hereunder shall be considered as Advances on the Commitment for Borrowing Base purposes and all payments made by the Agent on such Letters of Credit shall be considered as Advances under the Notes. Each Letter of Credit issued for the account of Borrower hereunder shall (i) be in favor of such beneficiaries as specifically requested by Borrower, (ii) have an expiration date not exceeding the earlier of (a) In one year or (b) the event that on the DAM Exchange Date Maturity Date, and (iii) contain such other terms and provisions as may be required by issuing Lender. Each Lender (other than Agent) agrees that, upon issuance of any Letter of Credit hereunder, it shall be outstanding and undrawn in whole or in part or there are any Unreimbursed Amounts, each Revolving Credit Lender shall, before giving effect to the DAM Exchange, promptly pay over to the Administrative Agent, in immediately available funds and automatically acquire a participation in the currencies in which Letters Agent's liability under such Letter of Credit are denominated, in an amount equal to such Lender’s Applicable 's Commitment Percentage of the Revolving Credit Facility such liability, and each Lender (other than Agent) thereby shall absolutely, unconditionally and irrevocably assume, as notified primary obligor and not as surety, and shall be unconditionally obligated to such Lender by the Administrative Agent to pay and discharge when due, its Commitment Percentage of Agent), of 's liability under such Letter of Credit’s undrawn face . The Borrower hereby unconditionally agrees to pay and reimburse the Agent for the amount or (to the extent it has not already done so) such of each demand for payment under any Letter of Credit’s Unreimbursed Amount (less Credit that is in substantial compliance with the provisions of any Cash Collateral held by the issuer of such Letter of Credit in respect thereof), as the case may be, together with interest thereon from the DAM Exchange Date at or prior to the date on which such amount shall payment is to be paid made by the Agent to the Administrative Agent at the rate that would be applicable at the time to a Revolving beneficiary thereunder, without presentment, demand, protest or other formalities of any kind. Upon receipt from any beneficiary of any Letter of Credit Loan that is a Base Rate Loan in a principal amount equal to such amount, as the case may be. The Administrative Agent shall establish a separate account or accounts of any demand for each Revolving Credit Lender (each, an “L/C Reserve Account”) for the amounts received with respect to each payment under such Letter of Credit pursuant to Credit, the preceding sentence. The Administrative Agent shall deposit in each Revolving Credit Lender’s L/C Reserve Account promptly notify the amount received from such Revolving Credit Lender as provided above. The Administrative Agent shall have sole dominion and control over each L/C Reserve Account, Borrower of the demand and the amounts deposited in each L/C Reserve Account shall date upon which such payment is to be held in made by the Agent to such L/C Reserve Account until withdrawn as provided in paragraph (b), (c), (d) or (e) below. The Administrative Agent shall maintain records enabling it to determine the amounts paid over to it and deposited in the L/C Reserve Accounts beneficiary in respect of each Letter of Credit and the amounts on deposit in respect of each Letter of Credit attributable to each Revolving Credit Lender’s Applicable Percentage of the Revolving Credit Facilitysuch demand. The amounts held in each Revolving Credit Lender’s L/C Reserve Account shall be held as a reserve against the outstanding Letter of Credit Obligations, shall be the property Forthwith upon receipt of such Revolving Credit Lendernotice from the Agent, Borrower shall advise the Agent whether or not constitute Loans it intends to or give rise borrow hereunder to any claim finance its obligations to reimburse the Agent, and if so, submit a Notice of or against any Loan Party and shall not give rise to any obligation on the part of the Borrowers to pay interest to such Revolving Credit Lender, it being agreed that the reimbursement obligations in respect of Letters of Credit shall arise only at such times as drawings are made thereunder, Borrowing as provided in Section 2.032(b) hereof. If Borrower fails to so advise Agent and thereafter fails to reimburse Agent, the Agent shall notify each Lender of the demand and the failure of the Borrower to reimburse the Agent, and each Lender shall reimburse the Agent for its Commitment Percentage of each such draw paid by the Agent and unreimbursed by the Borrower. All such amounts paid by Agent and/or reimbursed by the Lenders shall be treated as an Advance or Advances under the Commitment, which Advances shall be immediately due and payable and shall bear interest at the Maximum Rate.

Appears in 1 contract

Samples: Credit Agreement (Range Resources Corp)

Letters of Credit. (a) In the event that on the DAM CAM Exchange Date any Letter of Credit under a Tranche shall be outstanding and undrawn in whole or in part part, or there are any Unreimbursed AmountsL/C Disbursement under a Tranche shall not have been reimbursed by the applicable Borrower or with the proceeds of a Revolving Borrowing or Swingline Borrowing, each Revolving Credit Lender shall, before giving effect to the DAM Exchange, under such Tranche shall promptly pay over to the Administrative Agent, in immediately available funds and in the currencies in which Letters of Credit are denominatedfunds, an amount in U.S. Dollars equal to such Lender’s Applicable Tranche Percentage of the Revolving Credit Facility (as notified to such Lender by the Administrative Agent), of such Letter of Credit’s undrawn face amount or (to the extent it has not already done so) such Letter of Credit’s Unreimbursed Amount (less any Cash Collateral held by the issuer of such Letter of Credit in respect thereof)unreimbursed drawing, as the case may beapplicable, together with interest thereon from the DAM CAM Exchange Date to the date on which such amount shall be paid to the Administrative Agent at the rate that would be applicable at the time to a an ABR Revolving Credit Loan that is a Base Rate Loan in a principal amount equal to such amountundrawn face amount or unreimbursed drawing, as the case may beapplicable. The Administrative Agent shall establish a separate account (each, a “Reserve Account”) or accounts for each Revolving Credit Lender (each, an “L/C Reserve Account”) for the amounts received with respect to each such Letter of Credit pursuant to the preceding sentence. The Administrative Agent shall deposit in each Revolving Credit Lender’s L/C Reserve Account such Lender’s CAM Percentage of the amount amounts received from such the Revolving Credit Lender Lenders as provided above. For the purposes of this paragraph, the U.S. Dollar Equivalent of each Lender’s participation in each Letter of Credit denominated in an Alternative Currency shall be the amount in U.S. Dollars determined by the Administrative Agent to be required in order for the Administrative Agent to purchase currency in the applicable Alternative Currency in an amount sufficient to enable it to deposit the actual amount of such participation in such undrawn Letter of Credit in the applicable Alternative Currency in such Lender’s Reserve Account. The Administrative Agent shall have sole dominion and control over each L/C Reserve Account, and the amounts deposited in each L/C Reserve Account shall be held in such L/C Reserve Account until withdrawn as provided in paragraph (b), (c), (d) or (e) below. The Administrative Agent shall maintain records enabling it to determine the amounts paid over to it and deposited in the L/C Reserve Accounts in respect of each Letter of Credit and the amounts on deposit in respect of each Letter of Credit attributable to each Revolving Credit Lender’s Applicable Percentage of the Revolving Credit FacilityCAM Percentage. The amounts held in each Revolving Credit Lender’s L/C Reserve Account shall be held as a reserve against the outstanding Letter of Credit ObligationsRevolving L/C Exposure, shall be the property of such Revolving Credit Lender, shall not constitute Loans to or give rise to any claim of or against any Loan Party and shall not give rise to any obligation on the 202 part of the Borrowers any Loan Party to pay interest to such Revolving Credit LenderLender or any other obligation of any Loan Party, it being agreed that the reimbursement obligations in respect of Letters of Credit shall arise only at such times as drawings are made thereunder, as provided in Section 2.032.05.

Appears in 1 contract

Samples: Credit Agreement (Hexion Specialty Chemicals, Inc.)

Letters of Credit. (a) In the event that on the DAM CAM Exchange Date any Letter of Credit shall be outstanding and undrawn in whole or in part part, or there are any Unreimbursed Amountsamount drawn under a Letter of Credit shall not have been reimbursed by any Borrower or with the proceeds of a Revolving Loan, each Revolving Credit Lender shall, before giving effect to the DAM Exchange, shall promptly pay over to the Administrative Agent, in immediately available funds and in the currencies in which Letters of Credit are denominateddollars, an amount equal to such Revolving Lender’s Applicable Percentage of the Revolving Credit Facility (as notified to such Lender by the Administrative Agent), ) of such Letter of Credit’s undrawn face amount (or, in the case of any Letter of Credit denominated in a currency other than dollars, the Dollar Equivalent thereof) or (to the extent it has not already done so) such Letter of Credit’s Unreimbursed Amount unreimbursed drawing (less or, in the case of any Cash Collateral held by the issuer of such Letter of Credit denominated in respect a currency other than dollars, the Dollar Equivalent thereof), as the case may be, together with interest thereon from the DAM CAM Exchange Date to the date on which such amount shall be paid to the Administrative Agent at the rate that would be applicable at the time to a an ABR Revolving Credit Loan that is a Base Rate Loan in a principal amount equal to such amount, as the case may be. The Administrative Agent shall establish a separate account or accounts for each Revolving Credit Lender (each, an “L/C LC Reserve Account”) for the amounts received with respect to each such Letter of Credit pursuant to the preceding sentence. The CREDIT AGREEMENT, Page 188 Administrative Agent shall deposit in each Revolving Credit Lender’s L/C LC Reserve Account such Lender’s CAM Percentage of the amount amounts received from such the Revolving Credit Lender Lenders as provided above. The Administrative Agent shall have sole dominion and control over each L/C LC Reserve Account, and the amounts deposited in each L/C LC Reserve Account shall be held in such L/C LC Reserve Account until withdrawn as provided in paragraph (b), (c), (d) or (e) below. The Administrative Agent shall maintain records enabling it to determine the amounts paid over to it and deposited in the L/C LC Reserve Accounts in respect of each Letter of Credit and the amounts on deposit in respect of each Letter of Credit attributable to each Revolving Credit Lender’s Applicable Percentage of the Revolving Credit FacilityCAM Percentage. The amounts held in each Revolving Credit Lender’s L/C LC Reserve Account shall be held as a reserve against the outstanding Letter of Credit ObligationsLC Exposure, shall be the property of such Revolving Credit Lender, shall not constitute Loans to or give rise to any claim of or against any Loan Party and shall not give rise to any obligation on the part of the Borrowers Parent Borrower or any other Borrower to pay interest to such Revolving Credit Lender, it being agreed that the reimbursement obligations in respect of Letters of Credit shall arise only at such times as drawings are made thereunder, as provided in Section 2.032.05.

Appears in 1 contract

Samples: Credit Agreement (Darling Ingredients Inc.)

Letters of Credit. (ai) In the event that on the DAM CAM Exchange Date any Letter of Credit shall be outstanding and undrawn in whole or in part part, or there are any Unreimbursed Amountsamount drawn under a Letter of Credit shall be unpaid (the “LC Exposure”), each Revolving Credit Lender shall, before giving effect to the DAM CAM Exchange, promptly pay over to the Applicable Administrative Agent, in immediately available funds and in the currencies in which currency that such Letters of Credit are denominated, an amount equal to such Lender’s Applicable Percentage of the Revolving Credit Facility (as notified to such Lender by the Administrative Agent)Pro Rata Share, of such Letter of Credit’s undrawn face amount or (to the extent it has not already done so) such Letter of Credit’s Unreimbursed Amount (less any Cash Collateral held by the issuer of such Letter of Credit in respect thereof)unpaid drawing, as the case may be, together with interest thereon from the DAM CAM Exchange Date to the date on which such amount shall be paid to the Applicable Administrative Agent at the rate that would be applicable at the time to a Revolving Credit Loan that is a Base Rate Loan in Advances or Canadian Prime Rate Advances, as applicable, a principal amount equal to such amount, as ; provided that in the case may beof Letters of Credit denominated in Euros the Lenders shall fund their Pro Rata Share of such LC Exposure in Dollars in the amount equal to such LC Exposure converted at the Euro Conversion Rate . The Applicable Administrative Agent shall establish a separate account or accounts for each Revolving Credit Lender (each, an “L/C Reserve Account”) for the amounts received with respect to each such Letter of Credit pursuant to the preceding sentence. The Applicable Administrative Agent shall deposit in each Revolving Credit Lender’s L/C Reserve Account such Lender’s CAM Percentage of the amount amounts received from such Revolving Credit Lender the Lenders as provided above. The Applicable Administrative Agent shall have sole dominion and control over each L/C Reserve Account, and the amounts deposited in each L/C Reserve Account shall be held in such L/C Reserve Account until withdrawn as provided in paragraph paragraphs (bii), (ciii), (div) or (ev) below. The Applicable Administrative Agent shall maintain records enabling it the Applicable Administrative Agent to determine the amounts paid over to it and deposited in the L/C Reserve Accounts in respect of each Letter of Credit and the amounts on deposit in respect of each Letter of Credit attributable to each Revolving Credit Lender’s Applicable Percentage of the Revolving Credit FacilityCAM Percentage. The amounts held in each Revolving Credit Lender’s L/C Reserve Account shall be held as a reserve against the outstanding Letter of Credit L/C Obligations, shall be the property of such Revolving Credit Lender, shall not constitute Loans Advances to or give rise to any claim of or against any Loan Party and shall not give rise to any obligation on the part of the Borrowers any Borrower to pay interest to such Revolving Credit LenderLender or any other obligation of any Loan Party, it being agreed that the reimbursement obligations in respect of Letters of Credit shall arise only at such times as drawings are made thereunder, as provided in Section 2.03herein.

Appears in 1 contract

Samples: Credit Agreement (World Color Press Inc.)

Letters of Credit. (a) In the event that on the DAM CAM Exchange Date any Letter of Credit shall be outstanding and undrawn in whole or in part part, or there are any Unreimbursed Amountsamount drawn under a Letter of Credit shall not have been reimbursed by any Borrower or with the proceeds of a Revolving Loan, each Revolving Credit Lender shall, before giving effect to the DAM Exchange, shall promptly pay over to the Administrative Agent, in immediately available funds and in the currencies in which Letters of Credit are denominateddollars, an amount equal to such Revolving Lender’s Applicable Percentage of the Revolving Credit Facility (as notified to such Lender by the Administrative Agent), ) of such Letter of Credit’s undrawn face amount (or, in the case of any Letter of Credit denominated in a currency other than dollars, the Dollar Equivalent thereof) or (to the extent it has not already done so) such Letter of Credit’s Unreimbursed Amount unreimbursed drawing (less or, in the case of any Cash Collateral held by the issuer of such Letter of Credit denominated in respect a currency other than dollars, the Dollar Equivalent thereof), as the case may be, together with interest thereon from the DAM CAM Exchange Date to the date on which such amount shall be paid to the Administrative Agent at the rate that would be applicable at the time to a an ABR Revolving Credit Loan that is a Base Rate Loan in a principal amount equal to such amount, as the case may be. The Administrative Agent shall establish a separate account or accounts for each Revolving Credit Lender (each, an “L/C LC Reserve Account”) for the amounts received with respect to each such Letter of Credit pursuant to the preceding sentence. The Administrative Agent shall deposit in each Revolving Credit Lender’s L/C LC Reserve Account such Lender’s CAM Percentage of the amount amounts received from such the Revolving Credit Lender Lenders as provided above. The Administrative Agent shall have sole dominion and control over each L/C LC Reserve Account, and the amounts deposited in each L/C LC Reserve Account shall be held in such L/C LC Reserve Account until withdrawn as provided in paragraph (b), (c), (d) or (e) below. The Administrative Agent shall maintain records enabling it to determine the amounts paid over to it and deposited in the L/C LC Reserve Accounts in respect of each Letter of Credit and the amounts on deposit in respect of each Letter of Credit attributable to each Revolving Credit Lender’s Applicable Percentage of the Revolving Credit FacilityCAM Percentage. The amounts held in each Revolving Credit Lender’s L/C LC Reserve Account shall be held as a reserve against the outstanding Letter of Credit ObligationsLC Exposure, shall be the property of such Revolving Credit Lender, shall not constitute Loans to or give rise to any claim of or against any Loan Party and shall not give rise to any obligation on the part of the Borrowers Parent Borrower or any other Borrower to pay interest to such Revolving Credit Lender, it being agreed that the reimbursement obligations in respect of Letters of Credit shall arise only at such times as drawings are made thereunder, as provided in Section 2.032.05.

Appears in 1 contract

Samples: Credit Agreement (Darling Ingredients Inc.)

Letters of Credit. (a) In the event that on the DAM CAM Exchange Date any Letter of Credit shall be outstanding and undrawn in whole or in part part, or there are any Unreimbursed Amountsamount drawn under a Letter of Credit shall not have been reimbursed any Borrower or with the proceeds of a Revolving Loan, each Revolving Credit Lender shall, before giving effect to the DAM Exchange, shall promptly pay over to the Administrative Agent, in immediately available funds and in the currencies in which Letters of Credit are denominatedU.S. dollars, an amount equal to such Revolving Lender’s Applicable Percentage of the Revolving Credit Facility Percentage (as notified to such Lender by the Administrative Agent), Agent after giving effect to the CAM Exchange) of such Letter of Credit’s undrawn face amount (or, in the case of any Letter of Credit denominated in a currency other than U.S. dollars, the U.S. Dollar Equivalent thereof) or (to the extent it has not already done so) such Letter of Credit’s Unreimbursed Amount unreimbursed drawing (less or, in the case of any Cash Collateral held by the issuer of such Letter of Credit denominated in respect a currency other than U.S. dollars, the U.S. Dollar Equivalent thereof), as the case may be, together with interest thereon from the DAM CAM Exchange Date to the date on which such amount shall be paid to the Administrative Agent at the rate that would be applicable at the time to a an ABR Revolving Credit Loan that is a Base Rate Loan in a principal amount equal to such amount, as the case may be. The Administrative Agent shall establish a separate account or accounts for each Revolving Credit Lender (each, an “L/C LC Reserve Account”) for the amounts received with respect to each such Letter of Credit pursuant to the preceding sentence. The Administrative Agent shall deposit in each Revolving Credit Lender’s L/C LC Reserve Account such Lender’s CAM Percentage of the amount amounts received from such the Revolving Credit Lender Lenders as provided above. The Administrative Agent shall have sole dominion and control over each L/C LC Reserve Account, and the amounts deposited in each L/C LC Reserve Account shall be held in such L/C LC Reserve Account until withdrawn as provided in paragraph (b), (c), (d) or (e) below. The Administrative Agent shall maintain records enabling it to determine the amounts paid over to it and deposited in the L/C LC Reserve Accounts in respect of each Letter of Credit and the amounts on deposit in respect of each Letter of Credit attributable to each Revolving Credit Lender’s Applicable Percentage of the Revolving Credit FacilityCAM Percentage. The amounts held in each Revolving Credit Lender’s L/C LC Reserve Account shall be held as a reserve against the outstanding Letter of Credit ObligationsLC Exposure, shall be the property of such Revolving Credit Lender, shall not constitute Loans to or give rise to any claim of or against any Loan Party and shall not give rise to any obligation on the part of the Borrowers Company or any other Borrower to pay interest to such Revolving Credit Lender, it being agreed that the reimbursement obligations in respect of Letters of Credit shall arise only at such times as drawings are made thereunder, as provided in Section 2.032.05.

Appears in 1 contract

Samples: Security Agreement (Schulman a Inc)

Letters of Credit. (a) In the event that on the DAM CAM Exchange Date any Letter of Credit shall be outstanding and undrawn in whole or in part part, or there are any Unreimbursed Amountsamount drawn under a Letter of Credit shall not have been reimbursed either by the Company or with the proceeds of a Revolving Credit Borrowing, each Revolving Credit Lender shall, before giving effect to the DAM Exchange, Bank shall promptly pay over to the Administrative Agent, in immediately available funds and in the currencies in which Letters of Credit are denominatedfunds, an amount equal to such Lender’s Applicable Revolving Bank's Revolving Percentage of the Revolving Credit Facility (as notified to such Lender by the Administrative Agent), of such Letter of Credit’s undrawn face amount or (to the extent it has not already done so) such unreimbursed drawing (or in the case of a Local Letter of Credit’s Unreimbursed , the U.S. Dollar Amount (less any Cash Collateral held by the issuer of such Letter of Credit in respect thereofundrawn face amount or unreimbursed drawing), as the case may be, together with interest thereon from the DAM CAM Exchange Date to the date on which such amount shall be paid to the Administrative Agent at the rate that would be applicable at the time to a Revolving Credit Loan that is a Base Rate Revolving Loan in a principal amount equal to such amount. In the event that any Local Letter of Credit is outstanding on the CAM Exchange Date, as if there is any subsequent drawing under any such Local Letter of Credit and if the case may beU.S. Dollar Amount of such drawing exceeds the U.S. Dollar Amount thereof on the CAM Exchange Date, then each Revolving Bank shall promptly pay over to the Administrative Agent, in immediately available funds, an amount equal to such Revolving Bank's Revolving Percentage of such excess, together with interest thereon from the date of such drawing to the date on which such amount shall be paid to the Administrative Agent at the rate specified in the preceding sentence. The Administrative Agent shall establish a separate account or accounts for each Revolving Credit Lender Bank (each, an "L/C Reserve Account") for the amounts received with respect to each such Letter of Credit pursuant to the preceding sentencesentences. The Administrative Agent shall deposit in each Revolving Credit Lender’s Bank's L/C Reserve Account such Bank's CAM Percentage of the amount amounts received from such the Revolving Credit Lender Banks as provided above. The Administrative Agent shall have sole dominion and control over each L/C Reserve Account, and the amounts deposited in each L/C Reserve Account shall be held in such L/C Reserve Account until withdrawn as provided in paragraph (b), (c), (d) or (e) below. The Administrative Agent shall maintain records enabling it to determine the amounts paid over to it and deposited in the L/C Reserve Accounts in respect of each Letter of Credit and the amounts on deposit in respect of each Letter of Credit attributable to each Revolving Credit Lender’s Applicable Percentage of the Revolving Credit FacilityBank's CAM Percentage. The amounts held in each Revolving Credit Lender’s Bank's L/C Reserve Account shall be held as a reserve against the outstanding Letter of Credit ObligationsUnpaid Drawings, shall be the property of such Revolving Credit LenderBank, shall not constitute Loans to or give rise to any claim of or against any Loan Credit Party and shall not give rise to any obligation on the part of the Borrowers any Credit Party to pay interest to such Revolving Credit LenderBank, it being agreed that the reimbursement obligations in respect of Letters of Credit shall arise only at such times as drawings are made thereunder, as provided in Section 2.032.04(c).

Appears in 1 contract

Samples: Credit Agreement (Fisher Scientific International Inc)

Letters of Credit. (a) In the event that on the DAM date on which a CAM Exchange Date occurs any Letter of Credit shall be outstanding and undrawn in whole or in part part, or there are any Unreimbursed Amountsamount drawn under any such Letter of Credit shall not have been reimbursed by the applicable Borrower or with the proceeds of a Loan, each Revolving Credit Lender shallhaving, before on such date and prior to giving effect to the DAM CAM Exchange, participation obligations with respect to such Letter of Credit shall promptly pay over to the Administrative Agent, in immediately available funds funds, in the case of any undrawn amount, and in Dollars, in the currencies in which Letters case of Credit are denominatedany unreimbursed amount, an amount equal to such Lender’s Applicable Percentage 's Pro Rata Share (as calculated in accordance with clause (a) of the Revolving Credit Facility (as notified to such Lender by the Administrative Agent), definition thereof) of such Letter of Credit’s undrawn face amount or (to the extent it has not already done so) such Letter of Credit’s Unreimbursed Amount (less any Cash Collateral held by the issuer of such Letter of Credit in respect thereof)unreimbursed drawing, as the case may be, of each outstanding Letter of Credit Issued under a Credit Facility in which such Lender participated immediately before giving effect to the CAM Exchange together with interest thereon from the DAM date on which such CAM Exchange Date occurs to the date on which such amount shall be paid to the Administrative Agent at the rate that would be applicable at the time to a Revolving Credit Loan that is a Base Floating Rate Loan in a principal amount equal to such amount, as the case may be. The Administrative Agent shall establish a separate account or accounts for each Revolving Credit Lender (each, an “L/C LC Reserve Account”) for the amounts received with respect to each such Letter of Credit pursuant to the preceding sentence. The Administrative Agent shall deposit in each Revolving Credit Lender’s L/C 's LC Reserve Account such Lender's CAM Percentage of the amount amounts received from such Revolving Credit Lender the Lenders as provided above. The Administrative Agent shall have sole dominion and control over each L/C LC Reserve Account, and the amounts deposited in each L/C LC Reserve Account shall be held in such L/C LC Reserve Account until withdrawn as provided in paragraph (b), (c), (d) or (e) below. The Administrative Agent shall maintain records enabling it to determine the amounts paid over to it and deposited in the L/C LC Reserve Accounts in respect of each Letter of Credit and the amounts on deposit in respect of each Letter of Credit attributable to each Revolving Credit Lender’s Applicable Percentage of the Revolving Credit Facility's CAM Percentage. The amounts held in each Revolving Credit Lender’s L/C 's LC Reserve Account shall be held as a reserve against the outstanding Letter undrawn face amounts of Credit Obligationsall Letters of Credit, shall be the property of such Revolving Credit Lender, shall not constitute Loans to or give rise to any claim of or against any Loan Credit Party and shall not give rise to any obligation on the part of the Borrowers any Borrower to pay interest to such Revolving Credit Lender, it being agreed that the reimbursement obligations in respect of Letters of Credit shall arise only at such times as drawings are made thereunder, as provided in Section 2.032.02 hereof.

Appears in 1 contract

Samples: Credit Agreement (Nacco Industries Inc)

Letters of Credit. (a) In the event that on the DAM Exchange Date any Letter of Credit shall be outstanding and undrawn in whole or in part part, or there are any Unreimbursed Amountsamount drawn under a Letter of Credit shall not have been reimbursed either by the Borrower or any Foreign Borrower or with the proceeds of a Revolving Credit Loan, each Revolving Credit Lender shall, before giving effect to the DAM Exchange, promptly shall pay over to the Administrative Agent, in immediately available funds in the same currency as such Dollar Letter of Credit or Multicurrency Letter of Credit in the case of any undrawn amount, and in Dollars, in the currencies in which Letters case of Credit are denominatedany unreimbursed amount, an amount equal to such Revolving Credit Lender’s Applicable Percentage of the Revolving Credit Facility (as notified to such Lender by the Administrative Agent), applicable pro rata portion of such Letter of Credit’s undrawn face amount or (to the extent it has not already done so) such Letter of Credit’s Unreimbursed Amount (less any Cash Collateral held by the issuer of such Letter of Credit in respect thereof)unreimbursed drawing, as the case may be, together with interest thereon from the DAM Exchange Date to the date on which such amount shall be paid to the Administrative Agent at the rate that would be applicable at the time to a Revolving Credit Loan that is a Base Rate Loan Loan, in a principal amount equal to such amount, as the case may be. The Administrative Agent shall establish a separate interest bearing account or accounts for each Revolving Credit Lender (each, an “L/C Reserve Account”) for the amounts received with respect to each such Letter of Credit pursuant to the preceding sentence. The Administrative Agent shall deposit in each Revolving Credit Lender’s L/C Reserve Account such Lender’s DAM Percentage of the amount amounts received from such the Revolving Credit Lender Lenders as provided above. The Administrative Agent shall have sole dominion and control over each L/C Reserve Account, and the amounts deposited in each L/C Reserve Account shall be held in such L/C Reserve Account until withdrawn as provided in paragraph (b), (c), (d) or (e) below. The Administrative Agent shall maintain records enabling it to determine the amounts paid over to it and deposited in the L/C Reserve Accounts in respect of each Letter of Credit and the amounts on deposit in respect of each Letter of Credit attributable to each Revolving Credit Lender’s Applicable Percentage of the Revolving Credit FacilityDAM Percentage. The amounts held in each Revolving Credit Lender’s L/C Reserve Account shall be held as a reserve against the outstanding Letter of Credit L/C Obligations, shall be the property of such Revolving Credit Lender, shall not constitute Loans to or give rise to any claim of or against any Loan Party or any Foreign Borrower and shall not give rise to any obligation on the part of the Borrowers Borrower or any Foreign Borrower to pay interest to such Revolving Credit Lender, it being agreed that the reimbursement obligations Reimbursement Obligations in respect of Letters of Credit shall arise only at such times as drawings are made thereunder, as provided in Section 2.03.Sections 3A, 3B, and 3C.

Appears in 1 contract

Samples: Credit Agreement (Bucyrus International Inc)

Letters of Credit. (a) In the event that on the DAM Exchange Date any Letter of Credit shall be outstanding and undrawn in whole or in part part, or there are any Unreimbursed Amountsamount drawn under a Letter of Credit shall not have been reimbursed to the L/C Issuer (“Unpaid Drawings”), each Revolving Lender in respect of Unpaid Drawings on Letters of Credit Lender shall, before giving effect to the DAM Exchange, promptly pay over to the Administrative Agent, in immediately available funds and in the currencies in which currency that such Letters of Credit are denominated, an amount equal to such Lender’s Applicable Percentage applicable Pro Rata Share of the Revolving Credit Facility Loan Commitment (as notified to such Lender by the Administrative Agent), of such Letter of Credit’s undrawn face amount or (to the extent it has not already done so) such Letter of Credit’s Unreimbursed Amount (less any Cash Collateral held by the issuer of such Letter of Credit in respect thereof)Unpaid Drawing, as the case may be, together with interest thereon from the DAM Exchange Date to the date on which such amount shall be paid to the Administrative Agent at the rate that would be applicable at the time to a Revolving Credit Loan that is a Base an Index Rate Loan in a principal amount equal to such amount, as the case may be. The Administrative Agent shall establish a separate account or accounts for each Revolving Credit Lender (each, an “L/C Reserve Account”) for the amounts received with respect to each such Letter of Credit pursuant to the preceding sentence. The Administrative Agent shall deposit in each Revolving Credit Lender’s L/C Reserve Account such Lender’s DAM Percentage of the amount amounts received from such Revolving Credit Lender the Lenders as provided above. The Administrative Agent shall have sole dominion and control over each L/C Reserve Account, and the amounts deposited in each L/C Reserve Account shall be held in such L/C Reserve Account until withdrawn as provided in paragraph (b), (c), (d) or (e) below. The Administrative Agent shall maintain records enabling it to determine the amounts paid over to it and deposited in the L/C Reserve Accounts in respect of each Letter of Credit and the amounts on deposit in respect of each Letter of Credit attributable to each Revolving Credit Lender’s Applicable Percentage of the Revolving Credit FacilityDAM Percentage. The amounts held in each Revolving Credit Lender’s L/C Reserve Account shall be held as a reserve against the outstanding Letter of Credit ObligationsExposure, shall be the property of such Revolving Credit Lender, shall not constitute Loans to or give rise to any claim of or against any Loan Credit Party and shall not give rise to any obligation on the part of the Borrowers to pay interest to such Revolving Credit Lender, it being agreed that the reimbursement obligations in respect of Letters of Credit shall arise only at such times as drawings are made thereunder, as provided in Section 2.031.

Appears in 1 contract

Samples: Credit Agreement (Catalog Resources, Inc.)

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Letters of Credit. (a) In the event that on the DAM CAM Exchange Date any Letter of Credit shall be outstanding and undrawn in whole or in part part, or there are any Unreimbursed Amountsamount drawn under a Letter of Credit shall not have been reimbursed any Borrower or with the proceeds of a Revolving Loan, each Revolving Credit Lender shall, before giving effect to the DAM Exchange, shall promptly pay over to the Administrative Agent, in immediately available funds and in the currencies in which Letters of Credit are denominateddollars, an amount equal to such Revolving Lender’s Applicable Percentage of the Revolving Credit Facility (as notified to such Lender by the Administrative Agent), ) of such Letter of Credit’s undrawn face amount (or, in the case of any Letter of Credit denominated in a currency other than dollars, the Dollar Equivalent thereof) or (to the extent it has not already done so) such Letter of Credit’s Unreimbursed Amount unreimbursed drawing (less or, in the case of any Cash Collateral held by the issuer of such Letter of Credit denominated in respect a currency other than dollars, the Dollar Equivalent thereof), as the case may be, together with interest thereon from the DAM CAM Exchange Date to the date on which such amount shall be paid to the Administrative Agent at the rate that would be applicable at the time to a an ABR Revolving Credit Loan that is a Base Rate Loan in a principal amount equal to such amount, as the case may be. The Administrative Agent shall establish a separate account or accounts for each Revolving Credit Lender (each, an “L/C LC Reserve Account”) for the amounts received with respect to each such Letter of Credit pursuant to the preceding sentence. The Administrative Agent shall deposit in each Revolving Credit Lender’s L/C LC Reserve Account such Lender’s CAM Percentage of the amount amounts received from such the Revolving Credit Lender Lenders as provided above. The Administrative Agent shall have sole dominion and control over each L/C LC Reserve Account, and the amounts deposited in CREDIT AGREEMENT, Page 154 each L/C LC Reserve Account shall be held in such L/C LC Reserve Account until withdrawn as provided in paragraph (b), (c), (d) or (e) below. The Administrative Agent shall maintain records enabling it to determine the amounts paid over to it and deposited in the L/C LC Reserve Accounts in respect of each Letter of Credit and the amounts on deposit in respect of each Letter of Credit attributable to each Revolving Credit Lender’s Applicable Percentage of the Revolving Credit FacilityCAM Percentage. The amounts held in each Revolving Credit Lender’s L/C LC Reserve Account shall be held as a reserve against the outstanding Letter of Credit ObligationsLC Exposure, shall be the property of such Revolving Credit Lender, shall not constitute Loans to or give rise to any claim of or against any Loan Party and shall not give rise to any obligation on the part of the Borrowers Parent Borrower or any other Borrower to pay interest to such Revolving Credit Lender, it being agreed that the reimbursement obligations in respect of Letters of Credit shall arise only at such times as drawings are made thereunder, as provided in Section 2.032.05.

Appears in 1 contract

Samples: Credit Agreement (Darling International Inc)

Letters of Credit. (a) In the event that on the DAM CAM Exchange Date Date, any Letter of Credit shall be outstanding and undrawn in whole or in part part, or there are any Unreimbursed Amountsamount drawn under a Letter of Credit shall not have been reimbursed (an “Unpaid Drawing”), each Revolving Credit Lender shall, before giving effect to at the DAM Exchangerequest of the Administrative Agent, promptly pay over to the Administrative Agent, in immediately available funds and in the currencies in which currency that such Letters of Credit are denominated, an amount equal to such Lender’s Applicable CAM Percentage of the Revolving Credit Facility (as notified to such Lender by the Administrative Agent), of such Letter of Credit’s undrawn face amount or (to the extent it has not already done so) such Letter of Credit’s Unreimbursed Amount (less any Cash Collateral held by the issuer of such Letter of Credit in respect thereof)Unpaid Drawing, as the case may be, together with interest thereon from the DAM Exchange Date Business Day following such request to the date on which such amount shall be paid to the Administrative Agent at the rate that would be applicable at the time to a Revolving Credit Loan that is a Base Rate an ABR Loan in a principal amount equal to such amount, as the case may be. The Administrative Agent shall establish a separate account or accounts for each Revolving Credit Lender (each, an “L/C Reserve Account”) for the amounts received with respect to each such Letter of Credit pursuant to the preceding sentence. The Administrative Agent shall deposit in each Revolving Credit Lender’s L/C Reserve Account such Lender’s CAM Percentage of the amount amounts received from such Revolving Credit Lender the Lenders as provided above. The Administrative Agent shall have sole dominion and control over each L/C Reserve Account, and the amounts deposited in each L/C Reserve Account shall be held in such L/C Reserve Account until withdrawn as provided in paragraph (b), (c), (d) or (e) below. The Administrative Agent shall maintain records enabling it to determine the amounts paid over to it and deposited in the L/C Reserve Accounts in respect of each Letter of Credit and the amounts on deposit in respect of each Letter of Credit attributable to each Revolving Credit Lender’s Applicable Percentage of the Revolving Credit FacilityCAM Percentage. The amounts held in each Revolving Credit Lender’s L/C Reserve Account shall be held as a reserve against the outstanding Letter of Credit ObligationsL/C Exposure, shall be the property of such Revolving Credit Lender, shall not constitute Loans to or give rise to any claim of or against any Loan Party and shall not give rise to any obligation on the part of the Borrowers any Borrower to pay interest to such Revolving Credit Lender, it being agreed that the reimbursement obligations in respect of Letters of Credit shall arise only at such times as drawings are made thereunder, as provided in Section 2.033.

Appears in 1 contract

Samples: Credit Agreement (Lear Corp)

Letters of Credit. (ai) In the event that on the DAM FAM Exchange Date any Letter of Credit shall be outstanding and undrawn in whole or in part or there are shall be any Unreimbursed Amountsunpaid Reimbursement Obligation under any such Letter of Credit, each Revolving Credit applicable Lender shall, before giving effect to the DAM FAM Exchange, promptly pay over to the Administrative Agent, in immediately available funds and in the currencies in which Letters currency that each such Letter of Credit are is denominated, an amount equal to such Lender’s Applicable Percentage of the U.S. Revolving Credit Facility (Percentage or, Canadian Revolving Credit Percentage or Replacement Revolving Credit Percentage, as notified to such Lender by the Administrative Agent)applicable, of each such Letter of Credit’s undrawn face amount or (to the extent it has not already done so) such Letter of Credit’s Unreimbursed Amount (less any Cash Collateral held by the issuer of such Letter of Credit in respect thereof)Reimbursement Obligation, as the case may be, together with interest thereon from the DAM FAM Exchange Date to the date on which such amount shall be paid to the Administrative Agent at the rate that would be applicable at the time to a Revolving Credit Loan that is a Base Rate Loan in a principal amount equal to such amount, as the case may be. The Administrative Agent shall establish a separate account or accounts for each Revolving Credit Lender (each, an “L/C Reserve Account”) for the amounts received with respect to each such Letter of Credit and/or Reimbursement Obligation pursuant to the preceding sentence. The Administrative Agent shall deposit in each Revolving Credit Lender’s L/C Reserve Account such Lender’s FAM Percentage of the amount amounts received from such Revolving Credit Lender the Lenders as provided above. The Administrative Agent shall have sole dominion and control over each L/C Reserve Account, and the amounts deposited in each L/C Reserve Account shall be held in such L/C Reserve Account until withdrawn as provided in paragraph (bii), (ciii), (div) or (ev) below. The Administrative Agent shall maintain records enabling it to determine the amounts paid over to it and deposited in the L/C Reserve Accounts in respect of each Letter of Credit and/or Reimbursement Obligation and the amounts on deposit in respect of each Letter of Credit and/or Reimbursement Obligation attributable to each Revolving Credit Lender’s Applicable Percentage of the Revolving Credit FacilityFAM Percentage. The amounts held in each Revolving Credit Lender’s L/C Reserve Account shall be held as a reserve against such Lender’s Revolving Percentage of the outstanding Letter of Credit ObligationsL/C Obligations then outstanding, shall be the property of such Revolving Credit Lender, shall not constitute Loans to or give rise to any claim of or against any Loan Party and shall not give rise to any obligation on the part of the Borrowers U.S. Borrower or the Canadian Borrower to pay interest to such Revolving Credit Lender, it being agreed that the reimbursement obligations in respect of Letters of Credit shall arise only at such times as drawings are made thereunder, as provided in Section 2.033.11.

Appears in 1 contract

Samples: Credit Agreement (Cedar Fair L P)

Letters of Credit. (a) In the event that on the DAM CAM Exchange Date any Letter of Credit shall be outstanding and undrawn in whole or in part part, or there are any Unreimbursed Amountsamount drawn under a Letter of Credit shall not have been reimbursed either by Borrowers or with the proceeds of a Revolving Loan, each Revolving Credit Lender shall, before giving effect to the DAM Exchange, shall promptly pay over to the Administrative Agent, in immediately available funds in the same currency as such Letter of Credit, in the case of any undrawn amount, and in Dollars, in the currencies in which Letters case of Credit are denominatedany unreimbursed amount, an amount equal to such Revolving Lender’s Applicable Percentage of the Revolving Credit Facility (as notified to such Lender by the Administrative Agent), 's applicable Pro Rata Share of such Letter of Credit’s undrawn face amount or (to the extent it has not already done so) such Letter of Credit’s Unreimbursed Amount (less any Cash Collateral held by the issuer of such Letter of Credit in respect thereof)unreimbursed drawing, as the case may be, together with interest thereon from the DAM CAM Exchange Date to the date on which such amount shall be paid to the Administrative Agent at the rate that would be applicable at the time to a Revolving Credit Loan that is a Base Rate Loan Revolving Loan, in a principal amount equal to such amount, as the case may be. The Administrative Agent shall establish a separate interest bearing account or accounts for each Revolving Credit Lender (each, an “L/C "LC Reserve Account") for the amounts received with respect to each such Letter of Credit pursuant to the preceding sentence. The Administrative Agent shall deposit in each Revolving Credit Lender’s L/C 's LC Reserve Account such Lender's CAM Percentage of the amount amounts received from such the Revolving Credit Lender Lenders as provided above. The Administrative Agent shall have sole dominion and control over each L/C LC Reserve Account, and the amounts deposited in each L/C LC Reserve Account shall be held in such L/C LC Reserve Account until withdrawn as provided in paragraph (b), (c), (d) or (e) below. The Administrative Agent shall maintain records enabling it to determine the amounts paid over to it and deposited in the L/C LC Reserve Accounts in respect of each Letter of Credit and the amounts on deposit in respect of each Letter of Credit attributable to each Revolving Credit Lender’s Applicable Percentage of the Revolving Credit Facility's CAM Percentage. The amounts held in each Revolving Credit Lender’s L/C 's LC Reserve Account shall be held as a reserve against the outstanding Letter of Credit LC Obligations, shall be the property of such Revolving Credit Lender, shall not constitute Loans to or give rise to any claim of or against any Loan Credit Party and shall not give rise to any obligation on the part of the Borrowers any Borrower to pay interest to such Revolving Credit Lender, it being agreed that the reimbursement obligations in respect of Letters of Credit shall arise only at such times as drawings are made thereunder, as provided in Section 2.032.10.

Appears in 1 contract

Samples: Credit Agreement (Veritas DGC Inc)

Letters of Credit. (a) In On the event that terms and conditions hereinafter set forth, the Agent shall from time to time during the period beginning on the DAM Exchange Effective Date and ending on the Maturity Date upon request of Borrowers issue standby and/or commercial Letters of Credit for the account of Borrowers (the "Letters of Credit") in such face amounts as Borrowers may request, but not to exceed in the aggregate face amount at any time outstanding the sum of Ten Million Dollars ($10,000,000.00). The face amount of all Letters of Credit issued and outstanding hereunder shall be considered as Advances for Borrowing Base purposes and all payments made by the Agent on such Letters of Credit shall be considered as Advances under the Note. Each Letter of Credit issued for the account of Borrowers hereunder shall (i) be in favor of such beneficiaries as specifically requested by Borrowers, (ii) have an expiration date not exceeding the Maturity Date, and (iii) contain such other terms and provisions as may be required by Bank. Each Bank (other than Agent) agrees that, upon issuance of any Letter of Credit hereunder, it shall be outstanding and undrawn in whole or in part or there are any Unreimbursed Amounts, each Revolving Credit Lender shall, before giving effect to the DAM Exchange, promptly pay over to the Administrative Agent, in immediately available funds and automatically acquire a participation in the currencies in which Letters Agent's liability under such Letter of Credit are denominated, in an amount equal to such Lender’s Applicable Bank's Revolving Commitment Percentage of the such liability, and each Bank (other than Agent) thereby shall absolutely, unconditionally and irrevocably assume, as primary obligor and not as surety, and shall be unconditionally obligated to Agent to pay and discharge when due, its Revolving Credit Facility (as notified to such Lender by the Administrative Commitment Percentage of Agent), of 's liability under such Letter of Credit’s undrawn face . The Borrowers, and each of them, hereby unconditionally agree to pay and reimburse the Agent for the amount or (to the extent it has not already done so) such of each demand for payment under any Letter of Credit’s Unreimbursed Amount (less Credit that is in substantial compliance with the provisions of any Cash Collateral held by the issuer of such Letter of Credit in respect thereof), as the case may be, together with interest thereon from the DAM Exchange Date at or prior to the date on which such amount shall payment is to be paid made by the Agent to the Administrative Agent at the rate that would be applicable at the time to a Revolving beneficiary thereunder, without presentment, demand, protest or other formalities of any kind. Upon receipt from any beneficiary of any Letter of Credit Loan that is a Base Rate Loan in a principal amount equal to such amount, as the case may be. The Administrative Agent shall establish a separate account or accounts of any demand for each Revolving Credit Lender (each, an “L/C Reserve Account”) for the amounts received with respect to each payment under such Letter of Credit pursuant to Credit, the preceding sentence. The Administrative Agent shall deposit in each Revolving Credit Lender’s L/C Reserve Account promptly notify the amount received from such Revolving Credit Lender as provided above. The Administrative Agent shall have sole dominion and control over each L/C Reserve Account, Borrowers of the demand and the amounts deposited in each L/C Reserve Account shall date upon which such payment is to be held in made by the Agent to such L/C Reserve Account until withdrawn as provided in paragraph (b), (c), (d) or (e) below. The Administrative Agent shall maintain records enabling it to determine the amounts paid over to it and deposited in the L/C Reserve Accounts beneficiary in respect of each Letter of Credit and the amounts on deposit in respect of each Letter of Credit attributable to each Revolving Credit Lender’s Applicable Percentage of the Revolving Credit Facilitysuch demand. The amounts held in each Revolving Credit Lender’s L/C Reserve Account shall be held as a reserve against the outstanding Letter of Credit Obligations, shall be the property Forthwith upon receipt of such Revolving Credit Lendernotice from the Agent, Borrowers shall advise the Agent whether or not constitute Loans they intend to or give rise borrow hereunder to any claim finance their obligations to reimburse the Agent, and if so, submit a Notice of or against any Loan Party and shall not give rise to any obligation on the part of the Borrowers to pay interest to such Revolving Credit Lender, it being agreed that the reimbursement obligations in respect of Letters of Credit shall arise only at such times as drawings are made thereunder, Borrowing as provided in Section 2.032(b) hereof.

Appears in 1 contract

Samples: Loan Agreement (National Energy Group Inc)

Letters of Credit. (a) In the event that on the DAM CAM Exchange Date any U.S. Revolving Letter of Credit shall be outstanding and undrawn in whole or in part or there are any Unreimbursed Amountspart, each U.S. $ Revolving Credit Lender shall, before giving effect to the DAM Exchange, shall promptly pay over to the U.S. Administrative Agent, in immediately available funds and in the currencies in which Letters of Credit are denominatedfunds, an amount equal to such U.S. $ Revolving Lender’s Applicable Percentage of the Revolving Credit Facility (as notified to such Lender by the U.S. Administrative Agent), ) of such Letter of Credit’s undrawn face amount or (to the extent it has not already done so) such Letter of Credit’s Unreimbursed Amount (less any Cash Collateral held by the issuer of such U.S. Revolving Letter of Credit in respect thereof), as the case may beundrawn face amount, together with interest thereon from the DAM CAM Exchange Date to the date on which such amount shall be paid to the U.S. Administrative Agent at the rate that would be applicable at the time to a an ABR U.S. $ Revolving Credit Loan that is a Base Rate Loan in a principal amount equal to such amount, as the case may be. The U.S. Administrative Agent shall establish a separate account or accounts for each Revolving Credit Lender (each, an “L/C LC Reserve Account”) for the amounts received with respect to each such Letter of Credit pursuant to the preceding sentence. The U.S. Administrative Agent shall deposit in each Revolving Credit Lender’s L/C LC Reserve Account such Lender’s CAM Percentage of the amount amounts received from such the U.S. $ Revolving Credit Lender Lenders as provided above. The U.S. Administrative Agent shall have sole dominion and control over each L/C LC Reserve Account, and the amounts deposited in each L/C LC Reserve Account shall be held in such L/C LC Reserve Account until withdrawn as provided in paragraph (b), (c), (d) or (e) below. The U.S. Administrative Agent shall maintain records enabling it to determine the amounts paid over to it and deposited in the L/C LC Reserve Accounts in respect of each U.S. Revolving Letter of Credit and the amounts on deposit in respect of each U.S. Revolving Letter of Credit attributable to each Revolving Credit Lender’s Applicable Percentage of the Revolving Credit FacilityCAM Percentage. The amounts held in each Revolving Credit Lender’s L/C LC Reserve Account shall be held as a reserve against the outstanding Letter of Credit ObligationsU.S. Revolving LC Exposure, shall be the property of such Revolving Credit Lender, shall not constitute Loans to or give rise to any claim of or against any Loan Party and shall not give rise to any obligation on the part of the Borrowers any Borrower to pay interest to such Revolving Credit Lender, it being agreed that the reimbursement obligations in respect of Letters of Credit shall arise only at such times as drawings are made thereunder, as provided in Section 2.032.05.

Appears in 1 contract

Samples: Credit Agreement (United Rentals Inc /De)

Letters of Credit. (a) In the event that on the DAM CAM Exchange Date any Letter of Credit under a Tranche shall be outstanding and undrawn in whole or in part part, or there are any Unreimbursed AmountsL/C Disbursement shall not have been reimbursed by the Company or with the proceeds of a Revolving Borrowing or Swingline Borrowing, each Revolving Credit Lender shall, before giving effect to the DAM Exchange, under such Tranche shall promptly pay over to the Administrative Agent, in immediately available funds and in the currencies in which Letters of Credit are denominatedfunds, an amount in US Dollars equal to such Lender’s Applicable Tranche Percentage of the Revolving Credit Facility (as notified to such Lender by the Administrative Agent), of such Letter of Credit’s undrawn face amount or (to the extent it has not already done so) such Letter of Credit’s Unreimbursed Amount (less any Cash Collateral held by the issuer of such Letter of Credit in respect thereof)unreimbursed drawing, as the case may beapplicable, together with interest thereon from the DAM CAM Exchange Date to the date on which such amount shall be paid to the Administrative Agent at the rate that would be applicable at the time to a US Tranche ABR Revolving Credit Loan that is a Base Rate Loan in a principal amount equal to such amountundrawn face amount or unreimbursed drawing, as the case may beapplicable. The Administrative Agent shall establish a separate account (each, a “Reserve Account”) or accounts for each Revolving Credit Lender (each, an “L/C Reserve Account”) for the amounts received with respect to each such Letter of Credit pursuant to the preceding sentence. The Administrative Agent shall deposit in each Revolving Credit Lender’s L/C Reserve Account such Lender’s CAM Percentage of the amount amounts received from such Revolving Credit Lender the Lenders as provided above. For the purposes of this paragraph, the US Dollar Equivalent of each Lender’s participation in each Letter of Credit denominated in an Alternative Currency shall be the amount in US Dollars determined by the Administrative Agent to be required in order for the Administrative Agent to purchase currency in the applicable Alternative Currency in an amount sufficient to enable it to deposit the actual amount of such participation in such undrawn Letter of Credit in the applicable Alternative Currency in such Lender’s Reserve Account. The Administrative Agent shall have sole dominion and control over each L/C Reserve Account, and the amounts deposited in each L/C Reserve Account shall be held in such L/C Reserve Account until withdrawn as provided in paragraph (b), (c), (d) or (e) below. The Administrative Agent shall maintain records enabling it to determine the amounts paid over to it and deposited in the L/C Reserve Accounts in respect of each Letter of Credit and the amounts on deposit in respect of each Letter of Credit attributable to each Revolving Credit Lender’s Applicable Percentage of the Revolving Credit FacilityCAM Percentage. The amounts held in each Revolving Credit Lender’s L/C Reserve Account shall be held as a reserve against the outstanding Letter of Credit ObligationsLC Exposures, shall be the property of such Revolving Credit Lender, shall not constitute Loans to or give rise to any claim of or against any Loan Party Borrower and shall not give rise to any obligation on the part of the Borrowers any Borrower to pay interest to such Revolving Credit Lender, it being agreed that the reimbursement obligations in respect of Letters of Credit shall arise only at such times as drawings are made thereunder, as provided in Section 2.032.05.

Appears in 1 contract

Samples: Credit Agreement (Schulman a Inc)

Letters of Credit. (a) In the event that on the DAM CAM Exchange Date any Letter of Credit shall be outstanding and undrawn in whole or in part part, or there are any Unreimbursed Amountsamount drawn under a Letter of Credit shall not have been reimbursed either by Borrowers or with the proceeds of a Multicurrency Revolving Loan, each Multicurrency Revolving Credit Lender shall, before giving effect to the DAM Exchange, shall promptly pay over to the Administrative Agent, in immediately available funds in the same currency as such Letter of Credit, in the case of any undrawn amount, and in Dollars, in the currencies in which Letters case of Credit are denominatedany unreimbursed amount, an amount equal to such Multicurrency Revolving Lender’s Applicable Percentage of the Revolving Credit Facility (as notified to such Lender by the Administrative Agent), Multicurrency Revolver Pro Rata Share of such Letter of Credit’s undrawn face amount or (to the extent it has not already done so) such Letter of Credit’s Unreimbursed Amount (less any Cash Collateral held by the issuer of such Letter of Credit in respect thereof)unreimbursed drawing, as the case may be, together with interest thereon from the DAM CAM Exchange Date to the date on which such amount shall be paid to the Administrative Agent at the rate that would be applicable at the time to a Revolving Credit Loan that is a Base Rate Loan Multicurrency Revolving Loan, in a principal amount equal to such amount, as the case may be. The Administrative Agent shall establish a separate interest bearing account or accounts for each Revolving Credit Lender (each, an “L/C LC Reserve Account”) for the amounts received with respect to each such Letter of Credit pursuant to the preceding sentence. The Administrative Agent shall deposit in each Revolving Credit Lender’s L/C LC Reserve Account such Lender’s CAM Percentage of the amount amounts received from such the Multicurrency Revolving Credit Lender Lenders as provided above. The Administrative Agent shall have sole dominion and control over each L/C LC Reserve Account, and the amounts deposited in each L/C LC Reserve Account shall be held in such L/C LC Reserve Account until withdrawn as provided in paragraph (b), (c), (d) or (e) below. The Administrative Agent shall maintain records enabling it to determine the amounts paid over to it and deposited in the L/C LC Reserve Accounts in respect of each Letter of Credit and the amounts on deposit in respect of each Letter of Credit attributable to each Revolving Credit Lender’s Applicable Percentage of the Revolving Credit FacilityCAM Percentage. The amounts held in each Revolving Credit Lender’s L/C LC Reserve Account shall be held as a reserve against the outstanding Letter of Credit LC Obligations, shall be the property of such Revolving Credit Lender, shall not constitute Loans to or give rise to any claim of or against any Loan Credit Party and shall not give rise to any obligation on the part of the Borrowers any Borrower to pay interest to such Revolving Credit Lender, it being 176 agreed that the reimbursement obligations in respect of Letters of Credit shall arise only at such times as drawings are made thereunder, as provided in Section 2.032.10.

Appears in 1 contract

Samples: Credit Agreement (Ball Corp)

Letters of Credit. (a) In the event that on the DAM CAM Exchange Date any Letter of Credit shall be outstanding and undrawn in whole or in part part, or there are any Unreimbursed AmountsL/C Disbursement shall not have been reimbursed by the applicable Borrower or with the proceeds of a Revolving Borrowing or Swingline Borrowing, each Revolving Credit Lender shall, before giving effect to the DAM Exchange, shall promptly pay over to the Administrative Agent, in immediately available funds and in the currencies in which Letters of Credit are denominatedfunds, an amount in U.S. Dollars equal to such Lender’s Applicable Revolving Facility Percentage of the Revolving Credit Facility (as notified to such Lender by the Administrative Agent), of such Letter of Credit’s undrawn face amount or (to the extent it has not already done so) such Letter of Credit’s Unreimbursed Amount (less any Cash Collateral held by the issuer of such Letter of Credit in respect thereof)unreimbursed drawing, as the case may beapplicable, together with interest thereon from the DAM CAM Exchange Date to the date on which such amount shall be paid to the Administrative Agent at the rate that would be applicable at the time to a an ABR Revolving Credit Loan that is a Base Rate Loan in a principal amount equal to such amountundrawn face amount or unreimbursed drawing, as the case may beapplicable. The Administrative Agent shall establish a separate account (each, a “ Reserve Account”) or accounts for each Revolving Credit Lender (each, an “L/C Reserve Account”) for the amounts received with respect to each such Letter of Credit pursuant to the preceding sentence. The Administrative Agent shall deposit in each Revolving Credit Lender’s L/C Reserve Account such Lender’s CAM Percentage of the amount amounts received from such the Revolving Credit Lender Lenders as provided above. For the purposes of this paragraph, the U.S. Dollar Equivalent of each Lender’s participation in each Letter of Credit denominated in an Alternative Currency shall be the amount in U.S. Dollars determined by the Administrative Agent to be required in order for the Administrative Agent to purchase currency in the applicable Alternative Currency in an amount sufficient to enable it to deposit the actual amount of such participation in such undrawn Letter of Credit in the applicable Alternative Currency in such Lender’s Reserve Account. The Administrative Agent shall have sole dominion and control over each L/C Reserve Account, and the amounts deposited in each L/C Reserve Account shall be held in such L/C Reserve Account until withdrawn as provided in paragraph (b), (c), (d) or (e) below. The Administrative Agent shall maintain records enabling it to determine the amounts paid over to it and deposited in the L/C Reserve Accounts in respect of each Letter of Credit and the amounts on deposit in respect of each Letter of Credit attributable to each Revolving Credit Lender’s Applicable Percentage of the Revolving Credit FacilityCAM Percentage. The amounts held in each Revolving Credit Lender’s L/C Reserve Account shall be held as a reserve against the outstanding Letter of Credit ObligationsRevolving L/C Exposure, shall be the property of such Revolving Credit Lender, shall not constitute Loans to or give rise to any claim of or against any Loan Party and shall not give rise to any obligation on the part of the Borrowers any Loan Party to pay interest to such Revolving Credit LenderLender or any other obligation of any Loan Party, it being agreed that the reimbursement obligations in respect of Letters of Credit shall arise only at such times as drawings are made thereunder, as provided in Section 2.032.05.

Appears in 1 contract

Samples: Collateral Access Agreement (Momentive Specialty Chemicals Inc.)

Letters of Credit. (a) In the event that on the DAM CAM Exchange Date any Letter of Credit shall be outstanding and undrawn in whole or in part part, or there are any Unreimbursed Amountsamount drawn under a Letter of Credit shall not have been reimbursed by any Borrower or with the proceeds of a Revolving Loan, each Revolving Credit Lender shall, before giving effect to the DAM Exchange, shall promptly pay over to the Administrative Agent, in immediately available funds and in the currencies in which Letters of Credit are denominateddollars, an amount equal to such Revolving Lender’s Applicable Percentage of the Revolving Credit Facility (as notified to such Lender by the Administrative Agent), ) of such Letter of Credit’s undrawn face amount (or, in the case of any Letter of Credit denominated in a currency other than dollars, the Dollar Equivalent thereof) or (to the extent it has not already done so) such Letter of Credit’s Unreimbursed Amount unreimbursed drawing (less or, in the case of any Cash Collateral held by the issuer of such Letter of Credit denominated in respect a currency other than dollars, the Dollar Equivalent thereof), as the case may be, together with interest thereon from the DAM CAM Exchange Date to the date on which such amount shall be paid to the Administrative Agent at the rate that would be applicable at the time to a an ABR Revolving Credit Loan that is a Base Rate Loan in a principal amount equal to such amount, as the case may be. The Administrative Agent shall establish a separate account or accounts for each Revolving Credit Lender (each, an “L/C LC Reserve Account”) for the amounts received with respect to each such Letter of Credit pursuant to the preceding sentence. The Administrative Agent shall deposit in each Revolving Credit Lender’s L/C LC Reserve Account such Lender’s CAM Percentage of the amount amounts received from such the Revolving Credit Lender Lenders as provided above. The Administrative Agent shall have sole dominion and control over each L/C LC Reserve Account, and the amounts deposited in each L/C LC Reserve Account shall be held in such L/C LC Reserve Account until withdrawn as provided in paragraph (b), (c), (d) or (e) below. The Administrative Agent shall maintain records enabling it to determine the amounts paid over to it and deposited in the L/C LC Reserve Accounts in respect of each Letter of Credit and the amounts on deposit in respect of each Letter of Credit attributable to each Revolving Credit Lender’s Applicable Percentage of the Revolving Credit FacilityCAM Percentage. The amounts held in each Revolving Credit Lender’s L/C LC Reserve Account shall be held as a reserve against the outstanding Letter of Credit ObligationsLC Exposure, shall be the property of such Revolving Credit Lender, shall not constitute Loans to or give rise to any claim of or against any Loan Party and shall not give rise to any obligation on the part of the Borrowers Parent Borrower or any other Borrower to pay interest to such Revolving Credit Lender, it being agreed that the reimbursement obligations in respect of Letters of Credit shall arise only at such times as drawings are made thereunder, as provided in Section 2.03.2.05. CREDIT AGREEMENT, Page 171

Appears in 1 contract

Samples: Credit Agreement (Darling Ingredients Inc.)

Letters of Credit. (a) In the event that on the DAM CAM Exchange Date any Letter of Credit shall be outstanding and undrawn in whole or in part part, or there are any Unreimbursed Amountsamount drawn under a Letter of Credit shall not have been reimbursed either by Canco or with the proceeds of a Revolving Credit Borrowing, each Revolving Credit Lender shall, before giving effect to the DAM Exchange, shall promptly pay over to the Administrative Agent, in immediately available funds in the same currency as such Letter of Credit, in the case of any undrawn amount, and in U.S. Dollars, in the currencies in which Letters case of Credit are denominatedany unreimbursed amount, an amount equal to such 105 Revolving Lender’s 's Applicable Percentage of the Revolving Credit Facility (as notified to such Lender by the Administrative Agent), of such Letter of Credit’s undrawn face amount or (to the extent it has not already done so) such Letter of Credit’s Unreimbursed Amount (less any Cash Collateral held by the issuer of such Letter of Credit in respect thereof)unreimbursed drawing, as the case may be, together with interest thereon from the DAM CAM Exchange Date to the date on which such amount shall be paid to the Administrative Agent at the rate that would be applicable at the time to a an ABR Revolving Credit Loan that is a Base or Canadian Prime Rate Loan Loan, as the case may be, in a principal amount equal to such amount, as the case may be. The Administrative Agent shall establish a separate account or accounts for each Revolving Credit Lender (each, an “L/C "LC Reserve Account") for the amounts received with respect to ------------------ each such Letter of Credit pursuant to the preceding sentence. The Administrative Agent shall deposit in each Revolving Credit Lender’s L/C 's LC Reserve Account such Lender's CAM Percentage of the amount amounts received from such the Revolving Credit Lender Lenders as provided above. The Administrative Agent shall have sole dominion and control over each L/C LC Reserve Account, and the amounts deposited in each L/C LC Reserve Account shall be held in such L/C Reserve Account until withdrawn as provided in paragraph (b), (c), (d) or (e) below. The Administrative Agent shall maintain --- --- --- --- records enabling it to determine the amounts paid over to it and deposited in the L/C LC Reserve Accounts in respect of each Letter of Credit and the amounts on deposit in respect of each Letter of Credit attributable to each Revolving Credit Lender’s Applicable Percentage of the Revolving Credit Facility's CAM Percentage. The amounts held in each Revolving Credit Lender’s L/C 's LC Reserve Account shall be held as a reserve against the outstanding Letter of Credit ObligationsL/C Exposure, shall be the property of such Revolving Credit Lender, shall not constitute Loans to or give rise to any claim of or against any Loan Party and shall not give rise to any obligation on the part of the Borrowers either Borrower to pay interest to such Revolving Credit Lender, it being agreed that the reimbursement obligations in respect of Letters of Credit shall arise only at such times as drawings are made thereunder, as provided in Section 2.03.Article III. -----------

Appears in 1 contract

Samples: Credit Agreement (Stone Container Corp)

Letters of Credit. (a) In the event that on the DAM CAM Exchange Date any Letter of Credit shall be outstanding and undrawn in whole or in part part, or there are any Unreimbursed Amountsamount drawn under a Letter of Credit shall not have been reimbursed by the Borrower or with the proceeds of a U.S. Revolving Loan, each Revolving Credit U.S. Lender shall, before giving effect to the DAM Exchange, shall promptly pay over to the Administrative Agent, in immediately available funds and in the currencies in which Letters of Credit are denominatedU.S. Dollars, an amount equal to such U.S. Lender’s Applicable Revolver Percentage of the Revolving Credit Facility (as notified to such Lender by the Administrative Agent), of such Letter of Credit’s undrawn face amount or (to the extent it has not already done so) such Letter of Credit’s Unreimbursed Amount (less any Cash Collateral held by the issuer of such Letter of Credit in respect thereof)unreimbursed drawing, as the case may be, together with interest thereon from the DAM CAM Exchange Date to the date on which such amount shall be paid to the Administrative Agent at the rate that would be applicable at the time to a Revolving Credit Loan that is a Base Rate Loan Loan, in a principal amount equal to such amount, as the case may be. The Administrative Agent shall establish a separate interest bearing account or accounts for each Revolving Credit U.S. Lender (each, an a L/C U.S. LC Reserve Account”) for the amounts received with respect to each such Letter of Credit pursuant to the preceding sentence. The Administrative Agent shall deposit in each Revolving Credit Lender’s L/C U.S. LC Reserve Account such Lender’s CAM Percentage of the amount amounts received from such Revolving Credit Lender the U.S. Lenders as provided above. The Administrative Agent shall have sole dominion and control over each L/C U.S. LC Reserve Account, and the amounts deposited in each L/C LC Reserve Account shall be held in such L/C LC Reserve Account until withdrawn as provided in paragraph (b), (c), or (d) or (e) below. The Administrative Agent shall maintain records enabling it to determine the amounts paid over to it and deposited in the L/C U.S. LC Reserve Accounts in respect of each Letter of Credit and the amounts on deposit in respect of each Letter of Credit attributable to each Revolving Credit Lender’s Applicable Percentage of the Revolving Credit FacilityCAM Percentage. The amounts held in each Revolving Credit Lender’s L/C U.S. LC Reserve Account shall be held as a reserve against the outstanding Letter of Credit L/C Obligations, shall be the property of such Revolving Credit Lender, shall not constitute Loans to or give rise to any claim of or against any Loan Party the Borrower and shall not give rise to any obligation on the part of the Borrowers Borrower to pay interest to such Revolving Credit U.S. Lender, it being agreed that the reimbursement obligations in respect of Letters of Credit shall arise only at such times as drawings are made thereunder, as provided in Section 2.031.2.

Appears in 1 contract

Samples: Credit Agreement (Student Transportation Inc.)

Letters of Credit. (a) In the event that on the DAM Exchange Date any Letter of Credit shall be outstanding and undrawn in whole or in part part, or there are any Unreimbursed Amountsamount drawn under a Letter of Credit shall not have been reimbursed to the L/C Issuer (“Unpaid Drawings”), each Revolving Lender in respect of Unpaid Drawings on Letters of Credit Lender shall, before giving effect to the DAM Exchange, promptly pay over to the Administrative Agent, in immediately available funds and in the currencies in which currency that such Letters of Credit are denominated, an amount equal to such Lender’s Applicable Percentage applicable Pro Rata Share of the Revolving Credit Facility Commitment (as notified to such Lender by the Administrative Agent), of such Letter of Credit’s undrawn face amount or (to the extent it has not already done so) such Letter of Credit’s Unreimbursed Amount (less any Cash Collateral held by the issuer of such Letter of Credit in respect thereof)Unpaid Drawing, as the case may be, together with interest thereon from the DAM Exchange Date to the date on which such amount shall be paid to the Administrative Agent at the rate that would be applicable at the time to a Revolving Credit Loan that is a Base an Index Rate Loan in a principal amount equal to such amount, as the case may be. The 129 Administrative Agent shall establish a separate account or accounts for each Revolving Credit Lender (each, an “L/C Reserve Account”) for the amounts received with respect to each such Letter of Credit pursuant to the preceding sentence. The Administrative Agent shall deposit in each Revolving Credit Lender’s L/C Reserve Account such Lender’s DAM Percentage of the amount amounts received from such Revolving Credit Lender the Lenders as provided above. The Administrative Agent shall have sole dominion and control over each L/C Reserve Account, and the amounts deposited in each L/C Reserve Account shall be held in such L/C Reserve Account until withdrawn as provided in paragraph (b), (c), (d) or (e) below. The Administrative Agent shall maintain records enabling it to determine the amounts paid over to it and deposited in the L/C Reserve Accounts in respect of each Letter of Credit and the amounts on deposit in respect of each Letter of Credit attributable to each Revolving Credit Lender’s Applicable Percentage of the Revolving Credit FacilityDAM Percentage. The amounts held in each Revolving Credit Lender’s L/C Reserve Account shall be held as a reserve against the outstanding Letter of Credit ObligationsExposure, shall be the property of such Revolving Credit Lender, shall not constitute Loans to or give rise to any claim of or against any Loan Credit Party and shall not give rise to any obligation on the part of the Borrowers to pay interest to such Revolving Credit Lender, it being agreed that the reimbursement obligations in respect of Letters of Credit shall arise only at such times as drawings are made thereunder, as provided in Section 2.031.

Appears in 1 contract

Samples: Credit Agreement (SITEL Worldwide Corp)

Letters of Credit. (a) In the event that on the DAM CAM ------------------ Exchange Date any Letter of Credit shall be outstanding and undrawn in whole or in part part, or there are any Unreimbursed Amountsamount drawn under a Letter of Credit shall not have been reimbursed either by the U.S. Borrower, or with the proceeds of a U.S. $ Revolving Borrowing, each U.S. $ Revolving Credit Lender shall, before giving effect to the DAM Exchange, shall promptly pay over to the U.S. Administrative Agent, in immediately available funds and in the currencies in which Letters of Credit are denominatedfunds, an amount equal to such U.S. $ Revolving Lender’s 's Applicable Percentage of the Revolving Credit Facility (as notified to such Lender by the U.S. Administrative Agent), ) of such Letter of Credit’s Credit undrawn face amount or (to the extent it has not already done so) such Letter of Credit’s Unreimbursed Amount (less any Cash Collateral held by the issuer of such Letter of Credit in respect thereof), as the case may beunreimbursed drawing, together with interest thereon from the DAM CAM Exchange Date to the date on which such amount shall be paid to the U.S. Administrative Agent at the rate that would be applicable at the time to a an ABR U.S. $ Revolving Credit Loan that is a Base Rate Loan in a principal amount equal to such amount, as the case may be. The U.S. Administrative Agent shall establish a separate account or accounts for each Revolving Credit Lender (each, an “L/C "LC Reserve Account") for the amounts received with respect to ------------------ each such Letter of Credit pursuant to the preceding sentence. The U.S. Administrative Agent shall deposit in each Revolving Credit Lender’s L/C 's LC Reserve Account such Lender's CAM Percentage of the amount amounts received from such the U.S. $ Revolving Credit Lender Lenders as provided above. The U.S. Administrative Agent shall have sole dominion and control over each L/C LC Reserve Account, and the amounts deposited in each L/C LC Reserve Account shall be held in such L/C LC Reserve Account until withdrawn as provided in paragraph (b), (c), (d) or (e) below. The U.S. Administrative Agent shall maintain records enabling it to determine the amounts paid over to it and deposited in the L/C LC Reserve Accounts in respect of 151 each Letter of Credit and the amounts on deposit in respect of each Letter of Credit attributable to each Revolving Credit Lender’s Applicable Percentage of the Revolving Credit Facility's CAM Percentage. The amounts held in each Revolving Credit Lender’s L/C 's LC Reserve Account shall be held as a reserve against the outstanding Letter of Credit ObligationsLC Exposure, shall be the property of such Revolving Credit Lender, shall not constitute Loans to or give rise to any claim of or against any Loan Party and shall not give rise to any obligation on the part of the Borrowers any Borrower to pay interest to such Revolving Credit Lender, it being agreed that the reimbursement obligations in respect of Letters of Credit shall arise only at such times as drawings are made thereunder, as provided in Section 2.032.05.

Appears in 1 contract

Samples: Security Agreement (United Rentals North America Inc)

Letters of Credit. (a) In the event that on the DAM CAM ------------------ Exchange Date any Letter of Credit shall be outstanding and undrawn in whole or in part part, or there are any Unreimbursed Amountsamount drawn under a Letter of Credit shall not have been reimbursed by the applicable Borrower or with the proceeds of a Tranche A Revolving Borrowing, each Tranche A Revolving Credit Lender shall, before giving effect to the DAM Exchange, shall promptly pay over to the Administrative Agent, in immediately available funds and in the currencies in which Letters of Credit are denominated, an amount equal to such Tranche A Revolving Lender’s 's Applicable Percentage of the Revolving Credit Facility (as notified to such Lender by the Administrative Agent), ) of such Letter of Credit’s 's undrawn face amount or (to the extent it has not already done so) such Letter of Credit’s Unreimbursed Amount (less any Cash Collateral held by the issuer of such Letter of Credit in respect thereof), as the case may be's unreimbursed drawing, together with interest thereon from the DAM CAM Exchange Date to the date on which such amount shall be paid to the Administrative Agent at the rate that would be applicable at the time to a an ABR Revolving Credit Loan that is a Base Rate Loan in a principal amount equal to such amount, as the case may be. The Administrative Agent shall establish a separate account or accounts for each Revolving Credit Lender (each, an “L/C "LC Reserve ---------- Account") for the amounts received with respect to each such Letter of Credit ------- pursuant to the preceding sentence. The Administrative Agent shall deposit in each Revolving Credit Lender’s L/C 's LC Reserve Account such Lender's CAM Percentage of the amount amounts received from such the Tranche A Revolving Credit Lender Lenders as provided above. The Administrative Agent shall have sole dominion and control over each L/C LC Reserve Account, and the amounts deposited in each L/C LC Reserve Account shall be held in such L/C LC Reserve Account until withdrawn as provided in paragraph (b), (c), (d) or (e) below. The Administrative Agent shall maintain records enabling it to determine the amounts paid over to it and deposited in the L/C LC Reserve Accounts in respect of each Letter of Credit and the amounts on deposit in respect of each Letter of Credit attributable to each Revolving Credit Lender’s Applicable Percentage of the Revolving Credit Facility's CAM Percentage. The amounts held in each Revolving Credit Lender’s L/C 's LC Reserve Account shall be held as a reserve against the outstanding Letter of Credit ObligationsLC Exposure, shall be the property of such Revolving Credit Lender, shall not constitute Loans to or give rise to any claim of or against any Loan Party and shall not give rise to any obligation on the part of the Borrowers Parent Borrower or the Netherlands Borrower to pay interest to such Revolving Credit Lender, it being agreed that the reimbursement obligations in respect of Letters of Credit shall arise only at such times as drawings are made thereunder, as provided in Section 2.032.05.

Appears in 1 contract

Samples: Credit Agreement (Armkel LLC)

Letters of Credit. (ai) In the event that on the DAM CAM Exchange Date any Letter of Credit shall be outstanding and undrawn in whole or in part part, or there are any Unreimbursed Amountsamount drawn under a Letter of Credit shall be unpaid, each Revolving Credit Lender shall, before giving effect to the DAM CAM Exchange, promptly pay over to the Administrative Applicable Agent, in immediately available funds and in the currencies in which currency that such Letters of Credit are denominated, an amount equal to such Lender’s Applicable Percentage Pro Rata Share (as defined in clause (A) (a) of the Revolving Credit Facility (as notified to such Lender by the Administrative Agentdefinition of Pro Rata Share), of such Letter of Credit’s undrawn face amount or (to the extent it has not already done so) such Letter of Credit’s Unreimbursed Amount (less any Cash Collateral held by the issuer of such Letter of Credit in respect thereof)unpaid drawing, as the case may be, together with interest thereon from the DAM CAM Exchange Date to the date on which such amount shall be paid to the Administrative Applicable Agent at the rate that would be applicable at the time to a Revolving Credit Loan that is a Base U.S. Index Rate Loan Loans in a principal amount equal to such amount, as the case may be. The Administrative Applicable Agent shall establish a separate account or accounts for each Revolving Credit Lender (each, an “L/C Reserve Account”) for the amounts received with respect to each such Letter of Credit pursuant to the preceding sentence. The Administrative Applicable Agent shall deposit in each Revolving Credit Lender’s L/C Reserve Account such Lender’s CAM Percentage of the amount amounts received from such Revolving Credit Lender the Lenders as provided above. The Administrative Applicable Agent shall have sole dominion and control over each L/C Reserve Account, and the amounts deposited in each L/C Reserve Account shall be held in such L/C Reserve Account until withdrawn as provided in paragraph paragraphs (bii), (ciii), (div) or (ev) below. The Administrative Applicable Agent shall maintain records enabling it the Applicable Agent to determine the amounts paid over to it and deposited in the L/C Reserve Accounts in respect of each Letter of Credit and the amounts on deposit in respect of each Letter of Credit attributable to each Revolving Credit Lender’s Applicable Percentage of the Revolving Credit FacilityCAM Percentage. The amounts held in each Revolving Credit Lender’s L/C Reserve Account shall be held as a reserve against the outstanding Letter of Credit Obligations, shall be the property of such Revolving Credit Lender, shall not constitute Loans to or give rise to any claim of or against any Loan Credit Party and shall not give rise to any obligation on the part of the Borrowers any Borrower to pay interest to such Revolving Lender or any other obligation of any Credit LenderParty, it being agreed that the reimbursement obligations in respect of Letters of Credit shall arise only at such times as drawings are made thereunder, as provided in Section 2.03Sections 1.1(d) and 1.2(c).

Appears in 1 contract

Samples: Credit Agreement (RPP Capital Corp)

Letters of Credit. (a) In the event that on the DAM CAM Exchange Date any Letter of Credit shall be outstanding and undrawn in whole or in part part, or there are any Unreimbursed AmountsL/C Disbursement shall not have been reimbursed by the Company or with the proceeds of a Revolving Borrowing or Swingline Borrowing, each US Tranche Revolving Credit Lender shall, before giving effect to the DAM Exchange, shall promptly pay over to the Administrative Agent, in immediately available funds and in the currencies in which Letters of Credit are denominatedfunds, an amount in US Dollars equal to such Lender’s Applicable US Tranche Revolving Percentage of the Revolving Credit Facility (as notified to such Lender by the Administrative Agent), of such Letter of Credit’s undrawn face amount or (to the extent it has not already done so) such Letter of Credit’s Unreimbursed Amount (less any Cash Collateral held by the issuer of such Letter of Credit in respect thereof)unreimbursed drawing, as the case may beapplicable, together with interest thereon from the DAM CAM Exchange Date to the date on which such amount shall be paid to the Administrative Agent at the rate that would be applicable at the time to a US Tranche ABR Revolving Credit Loan that is a Base Rate Loan in a principal amount equal to such amountundrawn face amount or unreimbursed drawing, as the case may beapplicable. The Administrative Agent shall establish a separate account (each, a “Reserve Account”) or accounts for each Revolving Credit Lender (each, an “L/C Reserve Account”) for the amounts received with respect to each such Letter of Credit pursuant to the preceding sentence. The Administrative Agent shall deposit in each Revolving Credit Lender’s L/C Reserve Account such Lender’s CAM Percentage of the amount amounts received from such the US Tranche Revolving Credit Lender Lenders as provided above. The Administrative Agent shall have sole dominion and control over each L/C Reserve Account, and the amounts deposited in each L/C Reserve Account shall be held in such L/C Reserve Account until withdrawn as provided in 90 paragraph (b), (c), (d) or (e) below. The Administrative Agent shall maintain records enabling it to determine the amounts paid over to it and deposited in the L/C Reserve Accounts in respect of each Letter of Credit and the amounts on deposit in respect of each Letter of Credit attributable to each Revolving Credit Lender’s Applicable Percentage of the Revolving Credit FacilityCAM Percentage. The amounts held in each Revolving Credit Lender’s L/C Reserve Account shall be held as a reserve against the outstanding Letter of Credit ObligationsLC Exposures, shall be the property of such Revolving Credit Lender, shall not constitute Loans to or give rise to any claim of or against any Loan Party Borrower and shall not give rise to any obligation on the part of the Borrowers any Borrower to pay interest to such Revolving Credit Lender, it being agreed that the reimbursement obligations in respect of Letters of Credit shall arise only at such times as drawings are made thereunder, as provided in Section 2.032.05.

Appears in 1 contract

Samples: Credit Agreement (Insight Enterprises Inc)

Letters of Credit. Upon the Borrower’s application from time to time by use of the Letter of Credit Issuer’s standard form Letter of Credit Application Agreement and subject to the terms and provisions therein and herein set forth, the Letter of Credit Issuer agrees to issue Letters of Credit on behalf of the Borrower under the Commitment in an aggregate unfunded amount not in excess of the LC Commitment; provided that (ai) In the event that all Letters of Credit issued on behalf of or on the DAM Exchange Date any account of the Borrower shall have a term of not more than one (1) year, and (ii) no Letter of Credit shall have an expiry date that is later than five (5) days before the Maturity Date, and (iii) no Letter of Credit will be issued on behalf of or for the account of the Borrower if at the time of issuance the outstanding amount of all unpaid Revolver Loan advances (including the aggregate outstanding and undrawn in whole or in part or there are any Unreimbursed Amounts, each Revolving Credit Lender shall, before giving effect to the DAM Exchange, promptly pay over to the Administrative Agent, in immediately available funds and in the currencies in which unfunded amount of unexpired Letters of Credit are denominated, an amount equal to such Lender’s Applicable Percentage of then existing) under the Revolving Credit Facility (aggregate Commitment as notified to such Lender evidenced by the Administrative Agent), of such Letter of Credit’s undrawn face Notes plus the maximum amount or (to the extent it has not already done so) such Letter of Credit’s Unreimbursed Amount (less any Cash Collateral held by the issuer of such Letter of Credit then being requested would exceed the lesser of (i) the Revolving Credit Borrowing Base, or (ii) the aggregate Commitment Amount. If any letter of credit is drawn upon at any time, each amount drawn, whether a full or partial draw thereon, shall be automatically reflected as an advance on the Notes effective as of the date of the Letter of Credit Issuer’s honoring the sight draft. In consideration of the Letter of Credit Issuer’s agreement to issue standby letters of credit hereunder, the Borrower agrees to pay to the Letter of Credit Issuer, a fronting fee which shall accrue at a rate equal to one-eighth of one percent (0.125%) per annum of the average daily amount of the Letter of Credit Exposure. The Borrower agrees to pay to the Agent for the account of each Revolving Bank a participation fee with respect to its participations in respect thereof)Letters of Credit under Section 2.13.5, which shall accrue at the same Applicable Margin as interest on Libor Loans on the case may be, together with interest thereon average daily amount of such Bank’s LC Exposure (excluding any portion thereof attributable to unreimbursed disbursements under Letters of Credit) during the period from and including the DAM Exchange Closing Date to but excluding the later of the date on which such amount Bank’s Commitment terminates and the date on which such Bank ceases to have any LC Exposure. Such fronting fees and participation fees shall be paid to due quarterly in arrears as of the Administrative Agent at the rate that would be applicable at the time to a Revolving Credit Loan that is a Base Rate Loan in a principal amount equal to such amount, as the case may be. The Administrative Agent shall establish a separate account or accounts for each Revolving Credit Lender (each, an “L/C Reserve Account”) for the amounts received with respect to each such Letter of Credit pursuant to the preceding sentence. The Administrative Agent shall deposit in each Revolving Credit Lender’s L/C Reserve Account the amount received from such Revolving Credit Lender as provided above. The Administrative Agent shall have sole dominion and control over each L/C Reserve Account, and the amounts deposited in each L/C Reserve Account shall be held in such L/C Reserve Account until withdrawn as provided in paragraph (b), (c), (d) or (e) below. The Administrative Agent shall maintain records enabling it to determine the amounts paid over to it and deposited in the L/C Reserve Accounts in respect last day of each Letter of Credit and the amounts on deposit in respect of each Letter of Credit attributable to each Revolving Credit Lender’s Applicable Percentage of the Revolving Credit Facility. The amounts held in each Revolving Credit Lender’s L/C Reserve Account shall be held as a reserve against the outstanding Letter of Credit Obligationscalendar quarter, shall be the property of such Revolving Credit Lendercommencing September 30, shall not constitute Loans to or give rise to any claim of or against any Loan Party and shall not give rise to any obligation 2006, calculated on the part basis of the Borrowers to pay interest to such Revolving Credit Lender, it being agreed that the reimbursement obligations in respect of Letters of Credit shall arise only at such times as drawings are made thereunder, as provided in Section 2.03a 360-day year.

Appears in 1 contract

Samples: Loan and Security Agreement (Tengasco Inc)

Letters of Credit. (aIf an Issuing Bank shall not have received from the Borrower the payment required to be made by Section 2.17(e) In within the event that on time specified in such Section 2.17(e), such Issuing Bank will promptly notify the DAM Exchange Date any Letter Administrative Agent of Credit shall be outstanding the LC Disbursement and undrawn in whole or in part or there are any Unreimbursed Amounts, the Administrative Agent will promptly notify each Revolving Credit Lender shall, before giving effect to the DAM Exchange, promptly of such LC Disbursement and its Pro Rata Percentage thereof. Each Revolving Lender shall pay over by wire transfer of immediately available funds to the Administrative AgentAgent on such date (or, in if such Revolving Lender shall have received such notice later than 1:00 p.m. (New York City time), on any day, not later than 11:00 a.m. (New York City time), on the immediately available funds and in the currencies in which Letters of Credit are denominatedfollowing Business Day), an amount equal to such Lender’s Applicable Pro Rata Percentage of the Revolving Credit Facility such LC Disbursement (as notified to such Lender by the Administrative Agent), of such Letter of Credit’s undrawn face amount or (to the extent it has not already done so) such Letter of Credit’s Unreimbursed Amount (less any Cash Collateral held by the issuer of such Letter of Credit in respect thereof), as the case may be, together with interest thereon from the DAM Exchange Date to the date on which being understood that such amount shall be paid deemed to constitute a Base Rate Loan of such Revolving Lender, and such payment shall be deemed to have reduced the LC Exposure), and the Administrative Agent will promptly pay to such Issuing Bank amounts so received by it from the Revolving Lenders. The Administrative Agent will promptly pay to the applicable Issuing Bank any amounts received by it from the Borrower pursuant to Section 2.17(e) prior to the time that any Revolving Lender makes any payment pursuant to this paragraph (iv); any such amounts received by the Administrative Agent thereafter will be promptly remitted by the Administrative Agent to the Revolving Lenders that shall have made such payments and to the Issuing Banks, as their interests may appear. If any Revolving Lender shall not have made its Pro Rata Percentage of such LC Disbursement available to the Administrative Agent at as provided above, such Lender and the rate that would be applicable at the time Borrower severally agree to a Revolving Credit Loan that is a Base Rate Loan in a principal amount equal to pay interest on such amount, as for each day from and including the date such amount is required to be paid in accordance with this paragraph (iv) to but excluding the date such amount is paid, to the Administrative Agent for the account of the applicable Issuing Bank at (i) in the case may be. The Administrative Agent shall establish of the Borrower, a separate account or accounts rate per annum equal to the interest rate applicable to 2023 Revolving Loans pursuant to Section 2.08(a), and (ii) in the case of such Lender, for the first such day, the Federal Funds Effective Rate, and for each Revolving Credit Lender (eachday thereafter, an “L/C Reserve Account”) for the amounts received with respect to each such Letter of Credit pursuant to the preceding sentence. The Administrative Agent shall deposit in each Revolving Credit Lender’s L/C Reserve Account the amount received from such Revolving Credit Lender as provided above. The Administrative Agent shall have sole dominion and control over each L/C Reserve Account, and the amounts deposited in each L/C Reserve Account shall be held in such L/C Reserve Account until withdrawn as provided in paragraph (b), (c), (d) or (e) below. The Administrative Agent shall maintain records enabling it to determine the amounts paid over to it and deposited in the L/C Reserve Accounts in respect of each Letter of Credit and the amounts on deposit in respect of each Letter of Credit attributable to each Revolving Credit Lender’s Applicable Percentage of the Revolving Credit Facility. The amounts held in each Revolving Credit Lender’s L/C Reserve Account shall be held as a reserve against the outstanding Letter of Credit Obligations, shall be the property of such Revolving Credit Lender, shall not constitute Loans to or give rise to any claim of or against any Loan Party and shall not give rise to any obligation on the part of the Borrowers to pay interest to such Revolving Credit Lender, it being agreed that the reimbursement obligations in respect of Letters of Credit shall arise only at such times as drawings are made thereunder, as provided in Section 2.03Base Rate.

Appears in 1 contract

Samples: Amendment and Restatement Agreement (Iridium 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) In impose, modify, or deem applicable any reserve, special deposit, or similar requirement against letters of credit issued by, or assets held by, or deposits in or for the event that account of, any Issuing Lender or any Lender or (ii) impose on any Issuing Lender or any Lender any other condition regarding the DAM Exchange Date 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 outstanding and undrawn 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 whole or in part or there are any Unreimbursed Amounts, each Revolving Credit Lender shall, before giving effect to the DAM Exchange, promptly pay over to the Administrative Agent, in immediately available funds and in the currencies in which Letters Letter of Credit are denominated, an amount equal to (which increase in cost shall be determined by such Issuing Lender’s or such Lender’s Applicable Percentage reasonable allocation of the Revolving Credit Facility (as notified to aggregate of such cost increases resulting from such event), then, upon demand by such Issuing Lender or such Lender by (with a copy sent to the applicable Administrative Agent), of such Letter of Credit’s undrawn face amount or (to the extent it has not already done so) such Letter of Credit’s Unreimbursed Amount (less any Cash Collateral held by the issuer of such Letter of Credit in respect thereof), as the case may be, together with interest thereon from the DAM Exchange Date Borrower shall pay to the date on applicable Administrative Agent (for the account of such Issuing Lender), as the case may be, from time to time as specified by such Issuing Lender or such Lender, additional amounts which such amount shall be paid sufficient to compensate such Issuing Lender or such Lender for such increased cost. Each Issuing Lender and each Lender agrees to use commercially reasonable efforts (consistent with internal policy and legal and regulatory restrictions) to designate a different Applicable Lending Office for the Administrative Agent at booking of its Letters of Credit or risk participations if the rate that making of such designation would avoid the effect of this paragraph and would not, in the reasonable judgment of such Issuing Lender or such Lender, be applicable at the time to a Revolving Credit Loan that is a Base Rate Loan in a principal amount equal otherwise disadvantageous to such amountIssuing Lender or such Lender, as the case may be. The Administrative Agent shall establish A certificate as to such increased cost incurred by such Issuing Lender or such Lender, as the case may be, as a separate account or accounts for each Revolving Credit Lender result of any event mentioned in clause (each, an “L/C Reserve Account”) for the amounts received with respect to each such Letter of Credit pursuant to the preceding sentence. The Administrative Agent shall deposit in each Revolving Credit Lender’s L/C Reserve Account the amount received from such Revolving Credit Lender as provided above. The Administrative Agent shall have sole dominion and control over each L/C Reserve Account, and the amounts deposited in each L/C Reserve Account shall be held in such L/C Reserve Account until withdrawn as provided in paragraph (b), (c), (di) or (eii) below. The Administrative Agent shall maintain records enabling it above, and detailing the calculation of such increased costs submitted by such Issuing Lender or such Lender to determine the amounts paid over to it and deposited in the L/C Reserve Accounts in respect of each Letter of Credit and the amounts on deposit in respect of each Letter of Credit attributable to each Revolving Credit Lender’s Applicable Percentage of the Revolving Credit Facility. The amounts held in each Revolving Credit Lender’s L/C Reserve Account shall be held as a reserve against the outstanding Letter of Credit ObligationsBorrower, shall be the property of such Revolving Credit Lenderconclusive and binding for all purposes, shall not constitute Loans to or give rise to any claim of or against any Loan Party and shall not give rise to any obligation on the part of the Borrowers to pay interest to such Revolving Credit Lender, it being agreed that the reimbursement obligations in respect of Letters of Credit shall arise only at such times as drawings are made thereunder, as provided in Section 2.03absent manifest error.

Appears in 1 contract

Samples: Credit Agreement (National Oilwell Varco Inc)

Letters of Credit. (a) In the event that on the DAM CAM Exchange Date any Letter of Credit shall be outstanding and undrawn in whole or in part part, or there are any Unreimbursed AmountsLC Disbursement shall not have been reimbursed either by the U.S. Borrower or with the proceeds of a Borrowing, each Revolving Credit Lender shall, before giving effect to the DAM Exchange, shall promptly pay over to the Administrative Agent, in immediately available funds and in the currencies in which Letters of Credit are denominatedfunds, an amount equal to the Dollar Equivalent of such Lender’s Applicable CAM Percentage of the Revolving Credit Facility (as notified to such Lender by the Administrative Agent), of such Letter of Credit’s undrawn face amount or (to the extent it has not already done so) such Letter of Credit’s Unreimbursed Amount (less any Cash Collateral held by the issuer of such Letter of Credit in respect thereof)unreimbursed drawing, as the case may beapplicable, together with interest thereon from the DAM CAM Exchange Date to the date on which such amount shall be paid to the Administrative Agent at the rate that would be applicable at the time to a an ABR Revolving Credit Loan that is a Base Rate Loan in a principal amount equal to such amountundrawn face amount or unreimbursed drawing, as the case may beapplicable. The Administrative Agent shall establish a separate account (each, a “Reserve Account”) or accounts for each Revolving Credit Lender (each, an “L/C Reserve Account”) for the amounts received with respect to each such Letter of Credit pursuant to the preceding sentence. The Administrative Agent shall deposit in each Revolving Credit Lender’s L/C Reserve Account such Lender’s CAM Percentage of the amount amounts received from such Revolving Credit Lender the Lenders as provided above. The Administrative Agent shall have sole dominion and control over each L/C Reserve Account, and the amounts deposited in each L/C Reserve Account shall be held in such L/C Reserve Account until withdrawn as provided in paragraph (b), (c), (d) or (e) below. The Administrative Agent shall maintain records enabling it to determine the amounts paid over to it and deposited in the L/C Reserve Accounts in respect of each Letter of Credit and the amounts on deposit in respect of each Letter of Credit attributable to each Revolving Credit Lender’s Applicable Percentage of the Revolving Credit FacilityCAM Percentage. The amounts held in each Revolving Credit Lender’s L/C Reserve Account shall be held as a reserve against the outstanding Letter of Credit ObligationsLC Exposures, shall be the property of such Revolving Credit Lender, shall not constitute Loans to or give rise to any claim of or against any Loan Party Borrower and shall not give rise to any obligation on the part of the Borrowers U.S. Borrower to pay interest to such Revolving Credit Lender, it being agreed that the reimbursement obligations in respect of Letters of Credit shall arise only at such times as drawings are made thereunder, as provided in Section 2.03.-119-

Appears in 1 contract

Samples: Credit Agreement (Miller Herman Inc)

Letters of Credit. (a) In the event that on the DAM CAM Exchange Date any Letter of Credit shall be outstanding and undrawn in whole or in part part, or there are any Unreimbursed Amountsamount drawn under a Letter of Credit shall not have been reimbursed either by the Parent Borrower or any Foreign Subsidiary Borrower, as the case may be, or with the proceeds of a Revolving Borrowing, each Revolving Credit Lender shall, before giving effect to the DAM Exchange, shall promptly pay over to the Administrative Agent, in immediately available funds and in the currencies in which currency that such Letters of Credit are denominated, an amount equal to such Revolving Lender’s Revolving Applicable Percentage of the Revolving Credit Facility (as notified to such Lender by the Administrative Agent), ) of such Letter of Credit’s undrawn face amount or (to the extent it has not already done so) such Letter of Credit’s Unreimbursed Amount (less any Cash Collateral held by the issuer of such Letter of Credit in respect thereof), as the case may beunreimbursed drawing, together with interest thereon from the DAM CAM Exchange Date to the date on which such amount shall be paid to the Administrative Agent at the rate that would be applicable at the time to a an ABR Revolving Credit Loan that is a Base Rate Loan in a principal amount equal to such amount, as the case may be. The Administrative Agent shall establish a separate account or accounts for each Revolving Credit Lender (each, an “L/C LC Reserve Account”) for the amounts received with respect to each such Letter of Credit pursuant to the preceding sentence. The Administrative Agent shall deposit in each Revolving Credit Lender’s L/C LC Reserve Account such Lender’s CAM Percentage of the amount amounts received from such the Revolving Credit Lender Lenders as provided above. The Administrative Agent shall have sole dominion and control over each L/C LC Reserve Account, and the amounts deposited in each L/C LC Reserve Account shall be held in such L/C LC Reserve Account until withdrawn as provided in paragraph (b), (c), (d) or (e) below. The Administrative Agent shall maintain records enabling it to determine the amounts paid over to it and deposited in the L/C LC Reserve Accounts in respect of each Letter of Credit and the amounts on deposit in respect of each Letter of Credit attributable to each Revolving Credit Lender’s Applicable Percentage of the Revolving Credit FacilityCAM Percentage. The amounts held in each Revolving Credit Lender’s L/C LC Reserve Account shall be held as a reserve against the outstanding Letter of Credit ObligationsLC Exposure, shall be the property of such Revolving Credit Lender, shall not constitute Loans to or give rise to any claim of or against any Loan Party and shall not give rise to any obligation on the part of the Parent Borrower or the Foreign Subsidiary Borrowers to pay interest to such Revolving Credit Lender, it being agreed that the reimbursement obligations in respect of Letters of Credit shall arise only at such times as drawings are made thereunder, as provided in Section 2.032.05.

Appears in 1 contract

Samples: Credit Agreement (Metaldyne Corp)

Letters of Credit. (a) In the event that on the DAM CAM Exchange Date any Letter of Credit shall be outstanding and undrawn in whole or in part part, or there are any Unreimbursed Amountsamount drawn under a Letter of Credit shall not have been reimbursed either by Borrowers or with the proceeds of a Multicurrency Revolving Loan, each Multicurrency Revolving Credit Lender shall, before giving effect to the DAM Exchange, shall promptly pay over to the Administrative Agent, in immediately available funds in the same currency as such Letter of Credit, in the case of any undrawn amount, and in Dollars, in the currencies in which Letters case of Credit are denominatedany unreimbursed amount, an amount equal to such Multicurrency Revolving Lender’s Applicable Percentage of the Revolving Credit Facility (as notified to such Lender by the Administrative Agent), 's Multicurrency Revolver Pro Rata Share of such Letter of Credit’s undrawn face amount or (to the extent it has not already done so) such Letter of Credit’s Unreimbursed Amount (less any Cash Collateral held by the issuer of such Letter of Credit in respect thereof)unreimbursed drawing, as the case may be, together with interest thereon from the DAM CAM Exchange Date to the date on which such amount shall be paid to the Administrative Agent at the rate that would be applicable at the time to a Revolving Credit Loan that is a Base Rate Loan Multicurrency Revolving Loan, in a principal amount equal to such amount, as the case may be. The Administrative Agent shall establish a separate interest bearing account or accounts for each Revolving Credit Lender (each, an “L/C "LC Reserve Account") for the amounts received with respect to each such Letter of Credit pursuant to the preceding sentence. The Administrative Agent shall deposit in each Revolving Credit Lender’s L/C 's LC Reserve Account such Lender's CAM Percentage of the amount amounts received from such the Multicurrency Revolving Credit Lender Lenders as provided above. The Administrative Agent shall have sole dominion and control over each L/C LC Reserve Account, and the amounts deposited in each L/C LC Reserve Account shall be held in such L/C LC Reserve Account until withdrawn as provided in paragraph (b), (c), (d) or (e) below. The Administrative Agent shall maintain records enabling it to determine the amounts paid over to it and deposited in the L/C LC Reserve Accounts in respect of each Letter of Credit and the amounts on deposit in respect of each Letter of Credit attributable to each Revolving Credit Lender’s Applicable Percentage of the Revolving Credit Facility's CAM Percentage. The amounts held in each Revolving Credit Lender’s L/C 's LC Reserve Account shall be held as a reserve against the outstanding Letter of Credit LC Obligations, shall be the property of such Revolving Credit Lender, shall not constitute Loans to or give rise to any claim of or against any Loan Credit Party and shall not give rise to any obligation on the part of the Borrowers any Borrower to pay interest to such Revolving Credit Lender, it being agreed that the reimbursement obligations in respect of Letters of Credit shall arise only at such times as drawings are made thereunder, as provided in Section 2.032.10.

Appears in 1 contract

Samples: Credit Agreement (Ball Corp)

Letters of Credit. (a) In the event that on the DAM CAM Exchange Date any Letter of Credit shall be outstanding and undrawn in whole or in part part, or there are any Unreimbursed AmountsLC Disbursement shall not have been reimbursed either by the Parent Borrower or with the proceeds of a Revolving Borrowing or Swingline Loan, each Revolving Credit Domestic A Lender shall, before giving effect to the DAM Exchange, shall promptly pay over to the Administrative Agent, in immediately available funds and in the currencies in which Letters of Credit are denominatedfunds, an amount in dollars equal to such Domestic A Lender’s Applicable Percentage of the Revolving Credit Facility (as notified to such Lender by the Administrative Agent), of such Letter of Credit’s undrawn face amount or (to the extent it has not already done so) such Letter of Credit’s Unreimbursed Amount (less any Cash Collateral held by the issuer of such Letter of Credit in respect thereof)unreimbursed drawing, as the case may beapplicable, together with interest thereon from the DAM CAM Exchange Date to the date on which such amount shall be paid to the Administrative Agent at the rate that would be applicable at the time to a an ABR Revolving Credit Loan that is a Base Rate Loan in a principal amount equal to such amountundrawn face amount or unreimbursed drawing, as the case may beapplicable. The Administrative Agent shall establish a separate account (each, a “Reserve Account”) or accounts for each Revolving Credit Lender (each, an “L/C Reserve Account”) for the amounts received with respect to each such Letter 109 of Credit pursuant to the preceding sentence. The Administrative Agent shall deposit in each Revolving Credit Domestic A Lender’s L/C and Canadian Lender’s Reserve Account such Lender’s CAM Percentage of the amount amounts received from such Revolving Credit Lender the Lenders as provided above. The Administrative Agent shall have sole dominion and control over each L/C Reserve Account, and the amounts deposited in each L/C Reserve Account shall be held in such L/C Reserve Account until withdrawn as provided in paragraph (b), (c), (d) or (e) below. The Administrative Agent shall maintain records enabling it to determine the amounts paid over to it and deposited in the L/C Reserve Accounts in respect of each Letter of Credit and the amounts on deposit in respect of each Letter of Credit attributable to each Revolving Credit Lender’s Applicable Percentage of the Revolving Credit FacilityCAM Percentage. The amounts held in each Revolving Credit Lender’s L/C Reserve Account shall be held as a reserve against the outstanding Letter of Credit ObligationsLC Exposures, shall be the property of such Revolving Credit Lender, shall not constitute Loans to or give rise to any claim of or against any Loan Party and shall not give rise to any obligation on the part of the Borrowers any Borrower to pay interest to such Revolving Credit Lender, it being agreed that the reimbursement obligations in respect of Letters of Credit shall arise only at such times as drawings are made thereunder, as provided in Section 2.032.05.

Appears in 1 contract

Samples: Credit Agreement (Pliant Corp)

Letters of Credit. (a) In the event that on the DAM CAM Exchange Date any Letter of Credit shall be outstanding and undrawn in whole or in part part, or there are any Unreimbursed Amountsamount drawn under a Letter of Credit shall not have been reimbursed either by the applicable Account Party or with the proceeds of a Revolving Credit Borrowing, each Revolving Credit Lender shallwhich shall on such date, and before giving effect to the DAM CAM Exchange, have held a participation in such Letter of Credit pursuant to Section 2.19(d) shall promptly pay over to the Administrative Agent, in immediately available funds and in the currencies currency in which Letters such Letter of Credit are is denominated, an amount equal to such Lender’s 's Applicable Percentage of the Revolving Credit Facility (as notified to such Lender by the Administrative Agent), of such Letter of Credit’s undrawn face amount or (to the extent it has not already done so) such Letter of Credit’s Unreimbursed Amount (less any Cash Collateral held by the issuer of such Letter of Credit in respect thereof)unreimbursed drawing, as the case may be, together with interest thereon from the DAM CAM Exchange Date to the date on which such amount shall be paid to the Administrative Agent at the rate that would be applicable at the time to a Revolving Credit Loan that is a Base Rate Swingline Loan in a principal amount equal to such amount, as amount and denominated in the case may berelevant currency. The Administrative Agent shall establish a separate account or accounts for each Revolving Credit Lender (each, an “L/C Reserve Account”) for the amounts received with respect to each such Letter of Credit from each Lender paying such amounts pursuant to the preceding sentence. The Administrative Agent shall deposit in each Revolving Credit Lender’s L/C Reserve Account the amount received from such Revolving Credit Lender as provided above. The Administrative Agent shall have sole dominion and control over each such account (each, an "L/C Reserve Account"), and the amounts deposited in each L/C Reserve Account shall be held in such L/C Reserve Account until withdrawn as provided in paragraph (b), (c), (d) or (e) below. The Administrative Agent shall maintain records enabling it to determine the amounts paid over to it and deposited in the L/C Reserve Accounts in respect of to each Letter of Credit and the amounts on deposit in respect of each Letter of Credit attributable to each Revolving Credit Lender’s Applicable 's CAM Percentage (the aggregate of the Revolving Credit Facilitysuch amounts attributable to a Lender's CAM Percentage being referred to as such Lender's "CAM Account"). The amounts held in each Revolving Credit Lender’s L/C Reserve Account paid by a Lender to the Administrative Agent pursuant to this paragraph shall be held as a reserve against the outstanding Letter of Credit ObligationsL/C Exposures, shall be the property of such Revolving Credit Lender, shall not constitute Loans to or give rise to any claim of or against any Loan Party Borrower and shall not give rise to any obligation on the part of the Borrowers any Borrower to pay interest to such Revolving Credit Lender, it being agreed that the reimbursement obligations in respect of Letters of Credit shall arise only at such times as drawings are made thereunder, as provided in Section 2.03.the

Appears in 1 contract

Samples: Credit Agreement (American Standard Companies Inc)

Letters of Credit. (a) In the event that on the DAM CAM Exchange Date any Letter of Credit shall be outstanding and undrawn in whole or in part part, or there are any Unreimbursed Amountsamount drawn under a Letter of Credit shall not have been reimbursed either by the Borrowers or with the proceeds of a Revolving Borrowing, each Revolving Credit Lender which shall, on such date and before giving effect to the DAM CAM Exchange, have held a participation in such Letter of Credit pursuant to Section 2.05(d) of this Agreement shall promptly pay over to the Administrative Agent, in immediately available funds and in the currencies in which Letters of Credit are denominatedfunds, an amount equal to such Lender’s Applicable Percentage of the Revolving Credit Facility (as notified to such Lender by the Administrative Agent), of such Letter of Credit’s undrawn face amount or (to the extent it has not already done so) such Letter of Credit’s Unreimbursed Amount (less any Cash Collateral held by the issuer of such Letter of Credit in respect thereof)unreimbursed drawing, as the case may be, together with interest thereon from the DAM CAM Exchange Date to the date on which such amount shall be paid to the Administrative Agent at the rate that would be applicable at the time to a Revolving Credit Loan that is a Base Rate Swingline Loan in a principal amount equal to such amount, as the case may be. The Administrative Agent shall establish a separate account or accounts for each Revolving Credit Lender (each, an “L/C LC Reserve Account”) or accounts for each Lender for the amounts received with respect to each such Letter of Credit from each Lender paying such amounts pursuant to the preceding sentence. The Administrative Agent shall deposit in each Revolving Credit Each Lender’s L/C LC Reserve Account or Accounts, collectively, shall initially include cash in an amount equal to the product of (x) such Lender’s CAM Exchange Percentage and (y) the total amount received from such Revolving Credit Lender as provided abovethe Lenders pursuant to the second preceding sentence. The Administrative Agent shall have sole dominion and control over each L/C Reserve Accountsuch account, and the amounts deposited in each L/C LC Reserve Account shall be held in such L/C LC Reserve Account until withdrawn as provided in paragraph (b), (c), (d) or (e) below. The Administrative Agent shall maintain records enabling it to determine the amounts paid over to it and deposited in the L/C LC Reserve Accounts in respect of to each Letter of Credit and the amounts on deposit in respect of each Letter of Credit attributable to each Revolving Credit Lender’s Applicable Percentage of the Revolving Credit FacilityCAM Exchange Percentage. The amounts held in each Revolving Credit Lender’s L/C Reserve Account paid by a Lender to the Administrative Agent pursuant to this paragraph shall be held as a reserve against the outstanding Letter of Credit ObligationsLC Exposures, shall be the property of such Revolving Credit Lender, shall not constitute Loans to or give rise to any claim of or against any Loan Party Borrower and shall not give rise to any obligation on the part of the Borrowers any Borrower to pay interest to such Revolving Credit Lender, it being agreed that the Borrowers’ reimbursement obligations in respect of Letters of Credit shall arise only at such times as drawings are made thereunder, as provided in Section 2.032.05 of this Agreement.

Appears in 1 contract

Samples: Credit Agreement (American Standard Companies Inc)

Letters of Credit. (a) In the event that on the DAM CAM Exchange Date any Letter of Credit shall be outstanding and undrawn in whole or in part or there are any Unreimbursed Amountspart, each Revolving Credit Lender which shall, on such date and before giving effect to the DAM CAM Exchange, have held a participation in such Letter of Credit pursuant to Section 2.04(d) of this Agreement shall promptly pay over to the Administrative Agent, in immediately available funds and in the currencies in which Letters of Credit are denominatedfunds, an amount equal to such Lender’s Applicable 's US Tranche Percentage of the Revolving Credit Facility (as notified to such Lender by the Administrative Agent), of such Letter of Credit’s undrawn face amount or (to the extent it has not already done so) such Letter of Credit’s Unreimbursed Amount (less any Cash Collateral held by the issuer of such Letter of Credit in respect thereof), as the case may beamount, together with interest thereon from the DAM CAM Exchange Date to the date on which such amount shall be paid to the Administrative Agent at the rate that would be applicable at the time to a Revolving Credit Loan that is a Base Rate an ABR Loan in a principal amount equal to such amount, as the case may be. The Administrative Agent shall establish a separate account (each an "LC Reserve Account") or accounts for each Revolving Credit Lender (each, an “L/C Reserve Account”) for the amounts received with respect to each such Letter of Credit from each Lender paying such amounts pursuant to the preceding sentence. The Administrative Agent shall deposit in each Revolving Credit Each Lender’s L/C 's LC Reserve Account or Accounts, collectively, shall initially include cash in an amount equal to the product of (x) such Lender's CAM Percentage and (y) the total amount received from such Revolving Credit Lender as provided abovethe Lenders pursuant to the second preceding sentence. The Administrative Agent shall have sole dominion and control over each L/C Reserve Accountsuch account, and the amounts deposited in each L/C LC Reserve Account shall be held in such L/C LC Reserve Account until withdrawn as provided in paragraph (b), (c), (d) or (e) below. The Administrative Agent shall maintain records enabling it to determine the amounts paid over to it and deposited in the L/C LC Reserve Accounts in respect of to each Letter of Credit and the amounts on deposit in respect of each Letter of Credit attributable to each Revolving Credit Lender’s Applicable Percentage of the Revolving Credit Facility's CAM Percentage. The amounts held in each Revolving Credit Lender’s L/C Reserve Account paid by a Lender to the Administrative Agent pursuant to this paragraph shall be held as a reserve against the outstanding Letter of Credit ObligationsLC Exposures, shall be the property of such Revolving Credit Lender, shall not constitute Loans to or give rise to any claim of or against any Loan Party Borrower and shall not give rise to any obligation on the part of the Borrowers any Borrower to pay interest to such Revolving Credit Lender, it being agreed that the Borrowers' reimbursement obligations in respect of Letters of Credit shall arise only at such times as drawings are made thereunder, as provided in Section 2.032.04 of this Agreement.

Appears in 1 contract

Samples: Credit Agreement (Coors Adolph Co)

Letters of Credit. (a) In the event that on the DAM CAM Exchange Date any Letter of Credit shall be outstanding and undrawn in whole or in part part, or there are any Unreimbursed AmountsLC Disbursement shall not have been reimbursed by the applicable Borrower or with the proceeds of a Borrowing, each Revolving Credit ABT Lender shall, before giving effect to the DAM Exchange, shall promptly pay over to the Administrative Agent, in immediately available funds and in the currencies in which Letters of Credit are denominatedfunds, an amount in Euro equal to such Lender’s Applicable ABT Percentage of the Revolving Credit Facility (as notified to such Lender by the Administrative Agent), Euro Equivalent of such Letter of CreditLender’s participation in the undrawn face amount or of each Letter of Credit and (to the extent it has not already done so) such Letter of CreditLender’s Unreimbursed Amount (less any Cash Collateral held by the issuer of participation in such Letter of Credit in respect thereof)unreimbursed LC Disbursement, as the case may beapplicable, 123 together with interest thereon from the DAM CAM Exchange Date to the date on which such amount shall be paid to the Administrative Agent at the rate that would be applicable at the time to a Revolving Credit Loan that is a Base Rate Loan in a principal amount equal to such amount, as the case may bean unreimbursed LC Disbursement. The Administrative Agent shall establish a separate account (each, a “Reserve Account”) or accounts for each Revolving Credit Lender (each, an “L/C Reserve Account”) for the amounts received with respect to each such Letter of Credit pursuant to the preceding sentence. The Administrative Agent shall deposit in each Revolving Credit Lender’s L/C Reserve Account such Lender’s CAM Percentage of the amount amounts received from such Revolving Credit Lender the ABT Lenders as provided above. For the purposes of this paragraph, the Euro Equivalent of each Lender’s participation in each Letter of Credit shall be the amount in Euros determined by the Administrative Agent to be required in order for the Administrative Agent to purchase currency in the currency in which such Letter of Credit is denominated in an amount sufficient to enable it to deposit the actual amount of such participation in such undrawn Letter of Credit in such currency in such Lender’s Reserve Account. The Administrative Agent shall have sole dominion and control over each L/C Reserve AccountAccount for the benefit of the Issuing Banks, and the amounts deposited in each L/C Reserve Account shall be held in such L/C Reserve Account until withdrawn as provided in paragraph (b), (c), (d) or (e) below. The Administrative Agent shall maintain records enabling it to determine the amounts paid over to it and deposited in the L/C Reserve Accounts in respect of each Letter of Credit and the amounts on deposit in respect of each Letter of Credit attributable to each Revolving Credit Lender’s Applicable Percentage of the Revolving Credit FacilityCAM Percentage. The amounts held in each Revolving Credit Lender’s L/C Reserve Account shall be held as a reserve against the outstanding Letter of Credit ObligationsLC Exposures, shall be the property of such Revolving Credit Lender, shall not constitute Loans to or give rise to any claim of or against any Loan Credit Party and shall not give rise to any obligation on the part of the Borrowers any Borrower to pay interest to such Revolving Credit Lender, it being agreed that the reimbursement obligations in respect of Letters of Credit shall arise only at such times as drawings are made thereunder, as provided in Section 2.032.04.

Appears in 1 contract

Samples: Revolving Credit Agreement (Goodyear Tire & Rubber Co /Oh/)

Letters of Credit. (a) In the event that on the DAM CAM Exchange Date any Letter of Credit shall be outstanding and undrawn in whole or in part part, or there are any Unreimbursed Amountsamount drawn under a Letter of Credit shall not have been reimbursed either by the Borrowers or with the proceeds of a Revolving Loan, each Revolving Credit Lender shall, before giving effect to the DAM Exchange, shall promptly pay over to the Administrative Agent, in immediately available funds in the same currency as such Letter of Credit, as the case may be, in the case of any undrawn amount, and in Dollars, in the currencies in which Letters case of Credit are denominatedany unreimbursed amount, an amount equal to such Lender’s Applicable Revolver Percentage of (before giving effect to the Revolving Credit Facility (as notified to such Lender by the Administrative Agent), CAM Exchange) of such Letter of Credit’s undrawn face amount or (to the extent it has not already done so) such Letter of Credit’s Unreimbursed Amount (less any Cash Collateral held by the issuer of such Letter of Credit in respect thereof)unreimbursed drawing, as the case may be, together with interest thereon from the DAM CAM Exchange Date to the date on which such amount shall be paid to the Administrative Agent at the rate that would be applicable at the time to a Revolving Credit Loan that is a Base Rate Loan an ABR Borrowing, in a principal amount equal to such amount, as the case may be. The Administrative Agent shall establish a separate interest bearing account or accounts for each Revolving Credit Lender (each, an “L/C LC Reserve Account”) for the amounts received with respect to each such Letter of Credit pursuant to the preceding sentence. The Administrative Agent shall deposit in each Revolving Credit Lender’s L/C LC Reserve Account such Lender’s CAM Percentage of the amount amounts received from such Revolving Credit Lender the Lenders as provided above. The Administrative Agent shall have sole dominion and control over each L/C LC Reserve Account, and the amounts deposited in each L/C LC Reserve Account shall be held in such L/C LC Reserve Account until withdrawn as provided in paragraph (b), (c), (d) or (e) below. The Administrative Agent shall maintain records enabling it to determine the amounts paid over to it and deposited in the L/C LC Reserve Accounts in respect of each Letter of Credit and the amounts on deposit in respect of each Letter of Credit attributable to each Revolving Credit Lender’s Applicable Percentage of the Revolving Credit FacilityCAM Percentage. The amounts held in each Revolving Credit Lender’s L/C LC Reserve Account shall be held as a reserve against the outstanding Letter Letters of Credit ObligationsCredit, shall be the property of such Revolving Credit Lender, shall not constitute Loans to or give rise to any claim of or against any Loan Credit Party and shall not give rise to any obligation on the part of the Borrowers any Borrower to pay interest to such Revolving Credit Lender, it being agreed that the reimbursement obligations in respect of Letters of Credit shall arise only at such times as drawings are made thereunder, as provided in Section 2.032.06.

Appears in 1 contract

Samples: Credit Agreement (Manitowoc Co Inc)

Letters of Credit. (a) In the event that on the DAM CAM Exchange Date any Letter of Credit shall be outstanding and undrawn in whole or in part part, or there are any Unreimbursed AmountsL/C Disbursement shall not have been reimbursed by the Company or with the proceeds of a U.S. Revolving Loan or Swingline Borrowing, each Revolving Credit U.S. Lender shall, before giving effect to the DAM Exchange, shall promptly pay over to the U.S. Administrative Agent, in immediately available funds and in the currencies in which Letters of Credit are denominatedfunds, an amount in U.S. Dollars equal to such U.S. Lender’s 's Applicable Percentage of the Revolving Credit Facility (as notified to such Lender by the Administrative Agent), of such Letter of Credit’s undrawn face amount or (to the extent it has not already done so) such Letter of Credit’s Unreimbursed Amount (less any Cash Collateral held by the issuer of such Letter of Credit in respect thereof)unreimbursed drawing, as the case may beapplicable, together with interest thereon from the DAM CAM Exchange Date to the date on which such amount shall be paid to the U.S. Administrative Agent at the rate that would be applicable at the time to a an ABR U.S. Revolving Credit Loan that is a Base Rate Loan in a principal amount equal to such amountundrawn face amount or unreimbursed drawing, as the case may beapplicable. The U.S. Administrative Agent shall establish a separate account or accounts for each Revolving Credit Lender (each, an “L/C a "Reserve Account") for each Lender for the amounts received with respect to each such Letter of Credit pursuant to the preceding sentence. The U.S. Administrative Agent shall deposit in each Revolving Credit such Lender’s L/C 's Reserve Account such Lender's CAM Percentage of the amount amounts received from such Revolving Credit Lender the U.S. Lenders as provided above. The U.S. Administrative Agent shall have sole dominion and control over each L/C Reserve Account, and the amounts deposited in each L/C Reserve Account shall be held in such L/C Reserve Account until withdrawn as provided below in paragraph (b), (c), (d) or (e) belowthis Section. The U.S. Administrative Agent shall maintain records enabling it to determine the amounts paid over to it and deposited in the L/C Reserve Accounts in respect of each Letter of Credit and the amounts on deposit in respect of each Letter of Credit attributable to each Revolving Credit Lender’s Applicable Percentage of the Revolving Credit Facility's CAM Percentage. The amounts held in each Revolving Credit such Lender’s L/C 's Reserve Account shall be held as a reserve against the outstanding Letter of Credit ObligationsLC Exposures, shall be the property of such Revolving Credit Lender, shall not constitute Loans to or give rise to any claim of or against any Loan Party either Borrower and shall not give rise to any obligation on the part of the Borrowers either Borrower to pay interest to such Revolving Credit Lender, it being agreed that the reimbursement obligations in respect of Letters of Credit shall arise only at such times as drawings are made thereunder, as provided in Section 2.032.04.

Appears in 1 contract

Samples: Credit Agreement (Sysco Corp)

Letters of Credit. (a) In As part of the event amount of the Loan available to the Company pursuant to Section 1.1, the Company shall have the right to obtain from the Administrative Agent standby letters of credit in face amounts aggregating up to $25,000,000.00 at any one time outstanding, provided that on no letter of credit shall have an expiry date later than one year from the DAM Exchange date of issuance, nor shall any such expiry date be later than the Termination Date any Letter unless such standby letter of Credit credit is secured through the deposit with the Administrative Agent for the benefit of the Banks of cash equal to the face amount of the letter of credit. Each letter of credit shall be issued by The Huntington National Bank as Administrative Agent in the name of The Huntington National Bank. Each of the Banks hereby absolutely and unconditionally purchases from The Huntington National Bank, and The Huntington National Bank hereby sells to each of the Banks, an undivided participation interest in each letter of credit issued under this Agreement and in each letter of credit issued and outstanding under the First Restated Agreement in an amount equal to each Bank's Pro Rata Share. At the time of and undrawn in whole or in part or there are any Unreimbursed Amounts, each Revolving Credit Lender shall, before giving effect as a condition to the DAM Exchangeissuance of each standby letter of credit under this Agreement, promptly the Company shall pay over to the Administrative Agent, in immediately available funds for the benefit of the Banks, an annual issuance fee equal to one percent (1%) of the face amount of the letter of credit. The Company shall pay to the Administrative Agent, individually, its customary fees associated with the administration of standby letters of credit, including but not limited to those fees associated with the issuance of routine amendments and the processing of drawings. The Company's obligation to reimburse the Banks for the amount of a drawing under any standby letter of credit issued as part of the Loan shall be evidenced by a reimbursement agreement in the currencies in which Letters of Credit are denominated, an amount equal to such Lender’s Applicable Percentage form customarily used by The Huntington National Bank. Upon any failure of the Revolving Credit Facility (as notified Company promptly to reimburse the Administrative Agent pursuant to the terms of any reimbursement agreement executed and delivered in connection with the Loan, following any drawing upon a letter of credit, such Lender reimbursement amount shall be immediately funded by the Administrative Agent), Agent through the making of such Letter an Advance under the Loan. Advances for the purpose of Credit’s undrawn face amount or (paying unreimbursed letter of credit drawings shall continue to the extent it has not already done so) such Letter of Credit’s Unreimbursed Amount (less any Cash Collateral held be made by the issuer of such Letter of Credit in respect thereof), as the case may be, together with interest thereon from the DAM Exchange Date to the date on which such amount shall be paid to the Administrative Agent at and funded by the rate Banks pro rata notwithstanding the existence of any Event of Default or any other cause; provided, however, that would in no event shall the Banks be applicable at obligated to lend more than $190,000,000.00 in the time aggregate, nor shall any individual Bank be obligated to a Revolving Credit Loan that is a Base Rate Loan in a principal amount equal to such amount, as the case may be. The Administrative Agent shall establish a separate account or accounts for each Revolving Credit Lender (each, an “L/C Reserve Account”) for the amounts received with respect to each such Letter of Credit pursuant to the preceding sentence. The Administrative Agent shall deposit in each Revolving Credit Lender’s L/C Reserve Account lend more than the amount received from such Revolving Credit Lender as provided above. The Administrative Agent shall have sole dominion and control over each L/C Reserve Account, and the amounts deposited in each L/C Reserve Account shall be held in such L/C Reserve Account until withdrawn as provided in paragraph (b), (c), (d) or (e) below. The Administrative Agent shall maintain records enabling it to determine the amounts paid over to it and deposited in the L/C Reserve Accounts in respect of each Letter of Credit and the amounts on deposit in respect of each Letter of Credit attributable to each Revolving Credit Lender’s Applicable Percentage of the Revolving Credit Facility. The amounts held in each Revolving Credit Lender’s L/C Reserve Account shall be held as a reserve against the outstanding Letter of Credit Obligations, shall be the property of such Revolving Credit Lender, shall not constitute Loans to or give rise to any claim of or against any Loan Party and shall not give rise to any obligation on the part of the Borrowers to pay interest to such Revolving Credit Lender, it being agreed that the reimbursement obligations in respect of Letters of Credit shall arise only at such times as drawings are made thereunder, as provided in Section 2.03its Commitment Limit.

Appears in 1 contract

Samples: Loan Agreement (Glimcher Realty Trust)

Letters of Credit. (a) In the event that on the DAM Exchange Date any Letter of Credit shall be outstanding and undrawn in whole or in part or there are any Unreimbursed Amounts, each Revolving Credit Lender shall, before giving effect Subject to the DAM Exchangeterms and conditions of this Agreement, promptly pay over Agent agrees to cause the Administrative AgentL/C Issuer from time to time during the Term to issue standby letters of credit or documentary letters of credit for the account of Borrower (each standby letter of credit or documentary letter of credit, in immediately available funds and in the currencies in which Letters of Credit are denominatedas applicable, an amount equal to such Lender’s Applicable Percentage of the Revolving Credit Facility (as notified to such Lender by the Administrative Agent), of such a “Letter of Credit’s undrawn face amount ”) or to purchase participations or execute indemnities or reimbursement obligations (to the extent it has not already done so) each such Letter of Credit’s Unreimbursed Amount (less any Cash Collateral held by the issuer of such Letter of Credit in respect thereof), as the case may be, together with interest thereon from the DAM Exchange Date to the date on which such amount shall be paid to the Administrative Agent at the rate that would be applicable at the time to a Revolving Credit Loan that is a Base Rate Loan in a principal amount equal to such amount, as the case may be. The Administrative Agent shall establish a separate account or accounts for each Revolving Credit Lender (eachundertaking, an “L/C Reserve AccountUndertaking”) for the amounts received with respect to documentary letters of credit which comply with the provisions of this Appendix B issued by an Underlying Issuer for the account of Borrower (each such Letter of Credit pursuant to the preceding sentence. The Administrative Agent shall deposit in each Revolving Credit Lender’s or L/C Reserve Account Undertaking, as the amount received from such Revolving context requires, constituting or relating to a documentary letter of credit is referred to in this Agreement as a “Documentary Letter of Credit” and each Letter of Credit Lender as provided above. The Administrative Agent shall have sole dominion and control over each or L/C Reserve AccountUndertaking, and as the amounts deposited context requires, constituting or relating to a standby letter of credit is referred to in each this Agreement as a “Standby Letter of Credit”); provided, however, that the L/C Reserve Account Issuer will not be required to issue, purchase or execute a requested Documentary Letter of Credit or a requested Standby Letter of Credit if any of the following would result after giving effect thereto: (i) the Letter of Credit Usage would exceed the Facility Cap minus the amount of Advances then outstanding or (ii) the aggregate face amount of all Standby Letters of Credit and Documentary Letters of Credit then outstanding would exceed $500,000. If L/C Issuer is obligated to advance funds under a Documentary Letter of Credit or Standby Letter of Credit, Borrower immediately shall be held in reimburse such L/C Reserve Account until withdrawn as provided in paragraph Disbursement to L/C Issuer by paying to Agent an amount equal to such L/C Disbursement not later than 1:00 p.m. (bNew 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 12:00 p.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 1:00 p.m. (New York City time), on the first Business Day that Borrower has such notice prior to 12:00 p.m. (cNew York City time), (d) or (e) below. The Administrative Agent shall maintain records enabling it to determine and, in the amounts paid over to it and deposited in absence of such reimbursement, the L/C Reserve Accounts in respect Disbursement immediately and automatically shall be deemed to be an Advance hereunder and, thereafter, shall bear interest at the Applicable Rate for Advances. 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. The portion of each Letter the face amount of the Documentary Letters of Credit and the amounts on deposit in respect of each Letter of Credit attributable to each Revolving Credit Lender’s Applicable Percentage of the Revolving Credit Facility. The amounts held in each Revolving Credit Lender’s L/C Reserve Account shall be held as a reserve against the outstanding Letter of Credit Obligations, shall be the property of such Revolving Credit Lender, shall not constitute Loans to or give rise to any claim of or against any Loan Party and shall not give rise to any obligation on the part of the Borrowers to pay interest to such Revolving Credit Lender, it being agreed that the reimbursement obligations in respect of Standby Letters of Credit that has not been drawn upon shall arise only at such times as drawings are made thereunder, as provided in Section 2.03not bear interest.

Appears in 1 contract

Samples: Revolving Facility Agreement (Evolving Systems Inc)

Letters of Credit. On the terms and conditions hereinafter set ----------------- forth, the Agent shall from time to time during the period beginning on the Effective Date and ending on the Maturity Date upon request of Borrowers issue standby Letters of Credit for the account of Borrowers (the "Letters of Credit") in such face amounts as Borrowers may request, but not to exceed in the aggregate face amount at any time outstanding the sum of Five Million Dollars ($5,000,000). The face amount of all Letters of Credit issued and outstanding hereunder shall be considered as Advances on the Commitment for Borrowing Base purposes and all payments made by the Agent on such Letters of Credit shall be considered as Advances under the Notes. Each Letter of Credit issued for the account of Borrowers hereunder shall (i) be in favor of such beneficiaries as specifically requested by Borrowers, (ii) have an expiration date not exceeding the earlier of (a) In one year or (b) the event that on the DAM Exchange Date Maturity Date, and (iii) contain such other terms and provisions as may be required by issuing Lender. Each Lender (other than Agent) agrees that, upon issuance of any Letter of Credit hereunder, it shall be outstanding and undrawn in whole or in part or there are any Unreimbursed Amounts, each Revolving Credit Lender shall, before giving effect to the DAM Exchange, promptly pay over to the Administrative Agent, in immediately available funds and automatically acquire a participation in the currencies in which Letters Agent's liability under such Letter of Credit are denominated, in an amount equal to such Lender’s Applicable 's Commitment Percentage of the Revolving Credit Facility such liability, and each Lender (other than Agent) thereby shall absolutely, unconditionally and irrevocably assume, as notified primary obligor and not as surety, and shall be unconditionally obligated to such Lender by the Administrative Agent to pay and discharge when due, its Commitment Percentage of Agent), of 's liability under such Letter of Credit’s undrawn face . The Borrowers hereby unconditionally agree to pay and reimburse the Agent for the amount or (to the extent it has not already done so) such of each demand for payment under any Letter of Credit’s Unreimbursed Amount (less Credit that is in substantial compliance with the provisions of any Cash Collateral held by the issuer of such Letter of Credit in respect thereof), as the case may be, together with interest thereon from the DAM Exchange Date at or prior to the date on which such amount shall payment is to be paid made by the Agent to the Administrative Agent at the rate that would be applicable at the time to a Revolving beneficiary thereunder, without presentment, demand, protest or other formalities of any kind. Upon receipt from any beneficiary of any Letter of Credit Loan that is a Base Rate Loan in a principal amount equal to such amount, as the case may be. The Administrative Agent shall establish a separate account or accounts of any demand for each Revolving Credit Lender (each, an “L/C Reserve Account”) for the amounts received with respect to each payment under such Letter of Credit pursuant to Credit, the preceding sentence. The Administrative Agent shall deposit promptly notify the Borrowers of the demand and the date upon which such payment is to be made by the Agent to such beneficiary in each Revolving Credit Lender’s L/C Reserve Account respect of such demand. Forthwith upon receipt of such notice from the amount received from such Revolving Credit Lender as provided above. The Administrative Agent, Borrowers shall advise the Agent shall have sole dominion and control over each L/C Reserve Accountwhether or not they intend to borrow hereunder to finance their obligations to reimburse the Agent, and the amounts deposited in each L/C Reserve Account shall be held in such L/C Reserve Account until withdrawn if so, submit a Notice of Borrowing as provided in paragraph (b)Section 2(b) hereof. If Borrowers fail to so advise Agent and thereafter fail to reimburse Agent, (c), (d) or (e) below. The Administrative the Agent shall maintain records enabling it to determine notify each Lender of the amounts paid over to it and deposited in the L/C Reserve Accounts in respect of each Letter of Credit demand and the amounts on deposit in respect of each Letter of Credit attributable to each Revolving Credit Lender’s Applicable Percentage of the Revolving Credit Facility. The amounts held in each Revolving Credit Lender’s L/C Reserve Account shall be held as a reserve against the outstanding Letter of Credit Obligations, shall be the property of such Revolving Credit Lender, shall not constitute Loans to or give rise to any claim of or against any Loan Party and shall not give rise to any obligation on the part failure of the Borrowers to pay reimburse the Agent, and each Lender shall reimburse the Agent for its Commitment Percentage of each such draw paid by the Agent and unreimbursed by the Borrowers. All such amounts paid by Agent and/or reimbursed by the Lenders shall be treated as an Advance or Advances under the Commitment, which Advances shall be immediately due and payable and shall bear interest to such Revolving Credit Lender, it being agreed that at the reimbursement obligations in respect of Letters of Credit shall arise only at such times as drawings are made thereunder, as provided in Section 2.03Maximum Rate.

Appears in 1 contract

Samples: Credit Agreement (3tec Energy Corp)

Letters of Credit. (ai) In the event that on the DAM CAM Exchange Date any Letter of Credit shall be outstanding and undrawn in whole or in part part, or there are any Unreimbursed Amountsamount drawn under a Letter of Credit shall not have been reimbursed by the applicable Borrower or with the proceeds of a Revolving Loan, each Lender with Revolving Credit Lender shall, before giving effect to the DAM Exchange, Loan Exposure shall promptly pay over to the Administrative Agent, in immediately available funds and in the currencies in which Letters of Credit are denominatedfunds, an amount in Dollars equal to such Lender’s Applicable Percentage of the Revolving Credit Facility (as notified to such Lender by the Administrative Agent), 's Pro Rata Share of such Letter of Credit’s 's undrawn face amount or (to the extent it has not already done so) such Letter of Credit’s Unreimbursed Amount 's unreimbursed drawing (less in each case, based on the Dollar amount thereof, in the case of any Cash Collateral held by the issuer of such Letter Letters of Credit in respect thereofissued to Offshore Borrowers), as the case may be, together with interest thereon from the DAM CAM Exchange Date to the date on which such amount shall be paid to the Administrative Agent at the rate that would be applicable at the time to a Revolving Credit Loan that is a Base Rate Revolving Loan in a principal amount equal to such amount, as the case may be. The Administrative Agent shall establish a separate account or accounts for each Revolving Credit Lender (each, an “L/C "LC Reserve Account") for the amounts received with respect to each such Letter of Credit pursuant to the preceding sentence. The Administrative Agent shall deposit in each Revolving Credit Lender’s 's L/C Reserve Account such Lender's CAM Percentage of the amount amounts received from such the Lenders with Revolving Credit Lender Loan Exposure as provided above. The Administrative Agent shall have sole dominion and control over each L/C LC Reserve Account, and the amounts deposited in each L/C LC Reserve Account shall be held in such L/C LC Reserve Account until withdrawn as provided in paragraph clauses (bii), (ciii), (div) or and (ev) below. The Administrative Agent shall maintain records enabling it to determine the amounts paid over to it and deposited in the L/C LC Reserve Accounts in respect of each Letter of Credit and the amounts on deposit in respect of each Letter of Credit attributable to each Revolving Credit Lender’s Applicable Percentage of the Revolving Credit Facility's CAM Percentage. The amounts held in each Revolving Credit Lender’s L/C 's LC Reserve Account shall be held as a reserve against the outstanding Letter of Credit ObligationsUsage, shall be the property of such Revolving Credit Lender, shall not constitute Loans to or give rise to any claim of or against any Loan Party and shall not give rise to any obligation on the part of the Borrowers any Borrower to pay interest to such Revolving Credit Lender, it being agreed that the reimbursement obligations in respect of Letters of Credit shall arise only at such times as drawings are made thereunder, as provided in Section 2.03subsection 2.8.

Appears in 1 contract

Samples: Secured Credit Agreement (Oi Levis Park STS Inc)

Letters of Credit. (a) In the event that on the DAM CAM Exchange Date any Letter of Credit shall be outstanding and undrawn in whole or in part part, or there are any Unreimbursed Amountsamount drawn under a Letter of Credit shall not have been reimbursed by the applicable Borrower or with the proceeds of a Revolving Borrowing, each Revolving Credit Lender shall, before giving effect to the DAM Exchange, shall promptly pay over to the Administrative Agent, in immediately available funds and in the currencies in which Letters of Credit are denominatedfunds, an amount in Dollars equal to such Revolving Lender’s Applicable Percentage of the Revolving Credit Facility (as notified to such Lender by the Administrative Agent), ) of such Letter of Credit’s undrawn face amount or (to the extent it has not already done so) such Letter of Credit’s Unreimbursed unreimbursed drawing (in each case, based on the Dollar Amount (less any Cash Collateral held by the issuer of such Letter of Credit thereof, in respect thereof), as the case may beof any Local Letters of Credit), together with interest thereon from the DAM CAM Exchange Date to the date on which such amount shall be paid to the Administrative Agent at the rate that would be applicable at the time to a an ABR Revolving Credit Loan that is a Base Rate Loan in a principal amount equal to such amount, as the case may be. The Administrative Agent shall establish a separate account or accounts for each Revolving Credit Lender (each, an “L/C LC Reserve Account”) for the amounts received with respect to each such Letter of Credit pursuant to the preceding sentence. The Administrative Agent shall deposit in each Revolving Credit Lender’s L/C LC Reserve Account such Lender’s CAM Percentage of the amount amounts received from such the Revolving Credit Lender Lenders as provided above. The Administrative Agent shall have sole dominion and control over each L/C LC Reserve Account, and the amounts deposited in each L/C LC Reserve Account shall be held in such L/C LC Reserve Account until withdrawn as provided in paragraph (b), (c), (d) or (e) below. The Administrative Agent shall maintain records enabling it to determine the amounts paid over to it and deposited in the L/C LC Reserve Accounts in respect of each Letter of Credit and the amounts on deposit in respect of each Letter of Credit attributable to each Revolving Credit Lender’s Applicable Percentage of the Revolving Credit FacilityCAM Percentage. The amounts held in each Revolving Credit Lender’s L/C LC Reserve Account shall be held as a reserve against the outstanding Letter of Credit ObligationsLC Exposure, shall be the property of such Revolving Credit Lender, shall not constitute Loans to or give rise to any claim of or against any Loan Party and shall not give rise to any obligation on the part of the Borrowers any Borrower to pay interest to such Revolving Credit Lender, it being agreed that the reimbursement obligations in respect of Letters of Credit shall arise only at such times as drawings are made thereunder, as provided in Section 2.032.05.

Appears in 1 contract

Samples: Credit Agreement (Fisher Scientific International Inc)

Letters of Credit. (a) In the event that on the DAM CAM Exchange Date any Letter of Credit shall be outstanding and undrawn in whole or in part part, or there are any Unreimbursed AmountsLC Disbursement shall not have been reimbursed either by the U.S. Borrower or with the proceeds of a Borrowing, each Revolving Credit Lender shall, before giving effect to the DAM Exchange, shall promptly pay over to the Administrative Agent, in immediately available funds and in the currencies in which Letters of Credit are denominatedfunds, an amount equal to such Lender’s Applicable CAM Percentage of the Revolving Credit Facility (as notified to such Lender by the Administrative Agent), of such Letter of Credit’s undrawn face amount or (to the extent it has not already done so) such Letter of Credit’s Unreimbursed Amount (less any Cash Collateral held by the issuer of such Letter of Credit in respect thereof)unreimbursed drawing, as the case may beapplicable, together with interest thereon from the DAM CAM Exchange Date to the date on which such amount shall be paid to the Administrative Agent at the rate that would be applicable at the time to a an ABR Revolving Credit Loan that is a Base Rate Loan in a principal amount equal to such amountundrawn face amount or unreimbursed drawing, as the case may beapplicable. The Administrative Agent shall establish a separate account (each, a “Reserve Account”) or accounts for each Revolving Credit Lender (each, an “L/C Reserve Account”) for the amounts received with respect to each such Letter of Credit pursuant to the preceding sentence. The Administrative Agent shall deposit in each Revolving Credit Lender’s L/C Reserve Account such Lender’s CAM Percentage of the amount amounts received from such Revolving Credit Lender the Lenders as provided above. The Administrative Agent shall have sole dominion and control over each L/C Reserve Account, and the amounts deposited in each L/C Reserve Account shall be held in such L/C Reserve Account until withdrawn as provided in paragraph (b), (c), (d) or (e) below. The Administrative Agent shall maintain records enabling it to determine the amounts paid over to it and deposited in the L/C Reserve Accounts in respect of each Letter of Credit and the amounts on deposit in respect of each Letter of Credit attributable to each Revolving Credit Lender’s Applicable Percentage of the Revolving Credit FacilityCAM Percentage. The amounts held in each Revolving Credit Lender’s L/C Reserve Account shall be held as a reserve against the outstanding Letter of Credit ObligationsLC Exposures, shall be the property of such Revolving Credit Lender, shall not constitute Loans to or give rise to any claim of or against any Loan Party Borrower and shall not give rise to any obligation on the part of the Borrowers U.S. Borrower to pay interest to such Revolving Credit Lender, it being agreed that the reimbursement obligations in respect of Letters of Credit shall arise only at such times as drawings are made thereunder, as provided in Section 2.032.05.

Appears in 1 contract

Samples: Credit Agreement (Perrigo Co)

Letters of Credit. (a) In On the event that terms and conditions hereinafter set forth, the Agent shall from time to time during the period beginning on the DAM Exchange Date date of this Agreement and ending on the Facility A Termination Date, upon request of Borrower, issue standby letters of credit for the account of the Borrower or a Subsidiary that is a Guarantor for general corporate purposes in such amounts as the Borrower may request but not to exceed in the aggregate face amount at any time outstanding the sum of $7,500,000.00 (subject to the additional limitations on the amounts thereof set forth in Section 2.3.3. below), each such letter of credit shall have an expiry date no later than the earlier of one (1) year from the date of issuance or the Facility A Termination Date, whichever occurs first (the "Letters of Credit"). On each day during the period while any such Letter of Credit is issued and outstanding in accordance with the provisions of this Agreement, the sum of the face amount of each such outstanding Letter of Credit shall be outstanding and undrawn in whole or in part or there are any Unreimbursed Amounts, each Revolving Credit Lender shall, before giving effect to the DAM Exchange, promptly pay over to the Administrative Agent, in immediately available funds and in the currencies in which Letters treated as an Advance under Facility A. The Line of Credit are denominated, Loan Commitment of each Lender shall be deemed to be utilized for all purposes hereof in an amount equal to such Lender’s Applicable 's Commitment Percentage of the Revolving Credit Facility (as notified to such Lender by the Administrative Agent), undrawn face amount of such Letter of Credit’s undrawn face . Each Lender agrees that, upon issuance of any Letter of Credit hereunder, it shall automatically acquire a participation in the Agent's liability under such Letter of Credit in an amount or equal to such Lender's Commitment Percentage of such liability, and each Lender (other than Agent) thereby shall absolutely, unconditionally and irrevocably assume, as primary obligor and not as surety, and shall be unconditionally obligated to the extent it has not already done so) Agent to pay and discharge when due, its Commitment Percentage of Agent's liability under such Letter of Credit’s Unreimbursed Amount (less , provided such Letter of Credit was issued in accordance with the provisions of this Agreement. Borrower hereby unconditionally agrees to pay and reimburse the Agent for the amount of each payment under any Cash Collateral held by Letter of Credit that is in substantial compliance with the issuer provisions of such Letter of Credit in respect thereof), as the case may be, together with interest thereon from the DAM Exchange Date at or prior to the date on which such amount shall be paid payment is made by the Agent to the Administrative Agent at the rate that would be applicable at the time to a Revolving beneficiary thereunder, without presentment, demand, protest or other formalities of any kind. Upon receipt from any beneficiary of any Letter of Credit Loan that is a Base Rate Loan in a principal amount equal to such amount, as the case may be. The Administrative Agent shall establish a separate account or accounts of any demand for each Revolving Credit Lender (each, an “L/C Reserve Account”) for the amounts received with respect to each payment under such Letter of Credit pursuant to Credit, the preceding sentence. The Administrative Agent shall deposit in each Revolving Credit Lender’s L/C Reserve Account promptly notify the amount received from such Revolving Credit Lender as provided above. The Administrative Agent shall have sole dominion and control over each L/C Reserve Account, Borrower of the demand and the amounts deposited in each L/C Reserve Account shall date upon which such payment is to be held in made by the Agent to such L/C Reserve Account until withdrawn as provided in paragraph (b), (c), (d) or (e) below. The Administrative Agent shall maintain records enabling it to determine the amounts paid over to it and deposited in the L/C Reserve Accounts beneficiary in respect of each Letter of Credit and the amounts on deposit in respect of each Letter of Credit attributable to each Revolving Credit Lender’s Applicable Percentage of the Revolving Credit Facilitysuch demand. The amounts held in each Revolving Credit Lender’s L/C Reserve Account shall be held as a reserve against the outstanding Letter of Credit Obligations, shall be the property Forthwith upon receipt of such Revolving Credit Lendernotice from the Agent, Borrower shall advise the Agent whether or not constitute Loans it intends to or give rise borrow under Facility A to any claim of or against any Loan Party finance its obligations to reimburse the Agent, and shall not give rise to any obligation on the part of the Borrowers to pay interest to such Revolving Credit Lenderif so, it being agreed that the reimbursement obligations in respect of Letters of Credit shall arise only at such times as drawings are made thereunder, submit a Request for Advance as provided in Section 2.032.3.4. hereof. The parties agree and understand that as of the date of this Agreement, there are no outstanding letters of credit issued by Hibernia.

Appears in 1 contract

Samples: Credit Agreement (Carrizo Oil & Gas Inc)

Letters of Credit. (a) In the event that on the DAM CAM Exchange Date any Letter of Credit shall be outstanding and undrawn in whole or in part part, or there are any Unreimbursed AmountsLC Disbursement shall not have been reimbursed by the applicable Borrower or with the proceeds of a Borrowing, each Revolving Credit ABT Lender shall, before giving effect to the DAM Exchange, shall promptly pay over to the Administrative Agent, in immediately available funds and in the currencies in which Letters of Credit are denominatedfunds, an amount in Euro equal to such Lender’s Applicable ABT Percentage of the Revolving Credit Facility (as notified to such Lender by the Administrative Agent), Euro Equivalent of such Letter of CreditLender’s participation in the undrawn face amount or of each Letter of Credit and (to the extent it has not already done so) such Letter of CreditLender’s Unreimbursed Amount (less any Cash Collateral held by the issuer of participation in such Letter of Credit in respect thereof)unreimbursed LC Disbursement, as the case may beapplicable, together with interest thereon from the DAM CAM Exchange Date to the date on which such amount shall be paid to the Administrative Agent at the rate that would be applicable at the time to a Revolving Credit Loan that is a Base Rate Loan in a principal amount equal to such amount, as the case may bean unreimbursed LC Disbursement. The Administrative Agent shall establish a separate account (each, a “Reserve Account”) or accounts for each Revolving Credit Lender (each, an “L/C Reserve Account”) for the amounts received with respect to each such Letter of Credit pursuant to the preceding sentence. The Administrative Agent shall deposit in each Revolving Credit Lender’s L/C Reserve Account such Lender’s CAM Percentage of the amount amounts received from such Revolving Credit Lender the ABT Lenders as provided above. For the purposes of this paragraph, the Euro Equivalent of each Lender’s participation in each Letter of Credit shall be the amount in Euros determined by the Administrative Agent to be required in order for the Administrative Agent to purchase currency in the currency in which such Letter of Credit is denominated in an amount sufficient to enable it to deposit the actual amount of such participation in such undrawn Letter of Credit in such currency in such Lender’s Reserve Account. The Administrative Agent shall have sole dominion and control over each L/C Reserve AccountAccount for the benefit of the Issuing Banks, and the amounts deposited in each L/C Reserve Account shall be held in such L/C Reserve Account until withdrawn as provided in paragraph (b), (c), (d) or (e) below. The Administrative Agent shall maintain records enabling it to determine the amounts paid over to it and deposited in the L/C Reserve Accounts in respect of each Letter of Credit and the amounts on deposit in respect of each Letter of Credit attributable to each Revolving Credit Lender’s Applicable Percentage of the Revolving Credit FacilityCAM Percentage. The amounts held in each Revolving Credit Lender’s L/C Reserve Account shall be held as a reserve against the outstanding Letter of Credit ObligationsLC Exposures, shall be the property of such Revolving Credit Lender, shall not constitute Loans to or give rise to any claim of or against any Loan Credit Party and shall not give rise to any obligation on the part of the Borrowers any Borrower to pay interest to such Revolving Credit Lender, it being agreed that the reimbursement obligations in respect of Letters of Credit shall arise only at such times as drawings are made thereunder, as provided in Section 2.032.04.

Appears in 1 contract

Samples: And Restatement Agreement (Goodyear Tire & Rubber Co /Oh/)

Letters of Credit. (a) In the event that on the DAM CAM Exchange Date any Letter of Credit shall be outstanding and undrawn in whole or in part part, or there are any Unreimbursed Amountsamount drawn under a Letter of Credit shall not have been reimbursed by any Borrower or with the proceeds of a Revolving Loan, each Revolving Credit Lender shall, before giving effect to the DAM Exchange, shall promptly pay over to the Administrative Agent, in immediately available funds and in the currencies in which Letters of Credit are denominateddollars, an amount equal to such Revolving Lender’s Applicable Percentage of the Revolving Credit Facility (as notified to such Lender by the Administrative Agent), ) of such Letter of Credit’s undrawn face amount (or, in the case of any Letter of Credit denominated in a currency other than dollars, the Dollar Equivalent thereof) or (to the extent it has not already done so) such Letter of Credit’s Unreimbursed Amount unreimbursed drawing (less or, in the case of any Cash Collateral held by the issuer of such Letter of Credit denominated in respect a currency other than dollars, the Dollar Equivalent thereof), as the case may be, together with interest thereon from the DAM CAM Exchange Date to the date on which such amount shall be paid to the Administrative Agent at the rate that would be applicable at the time to a an ABR Revolving Credit Loan that is a Base Rate Loan in a principal amount equal to such amount, as the case may be. The Administrative Agent shall establish a separate account or accounts for each Revolving Credit Lender (each, an “L/C LC Reserve Account”) for the amounts received with respect to each such Letter of Credit pursuant to the preceding sentence. The CREDIT AGREEMENT, Page 175 Administrative Agent shall deposit in each Revolving Credit Lender’s L/C LC Reserve Account such Lender’s CAM Percentage of the amount amounts received from such the Revolving Credit Lender Lenders as provided above. The Administrative Agent shall have sole dominion and control over each L/C LC Reserve Account, and the amounts deposited in each L/C LC Reserve Account shall be held in such L/C LC Reserve Account until withdrawn as provided in paragraph (b), (c), (d) or (e) below. The Administrative Agent shall maintain records enabling it to determine the amounts paid over to it and deposited in the L/C LC Reserve Accounts in respect of each Letter of Credit and the amounts on deposit in respect of each Letter of Credit attributable to each Revolving Credit Lender’s Applicable Percentage of the Revolving Credit FacilityCAM Percentage. The amounts held in each Revolving Credit Lender’s L/C LC Reserve Account shall be held as a reserve against the outstanding Letter of Credit ObligationsLC Exposure, shall be the property of such Revolving Credit Lender, shall not constitute Loans to or give rise to any claim of or against any Loan Party and shall not give rise to any obligation on the part of the Borrowers Parent Borrower or any other Borrower to pay interest to such Revolving Credit Lender, it being agreed that the reimbursement obligations in respect of Letters of Credit shall arise only at such times as drawings are made thereunder, as provided in Section 2.032.05.

Appears in 1 contract

Samples: Credit Agreement (Darling Ingredients Inc.)

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