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Each Loan or Letter of Credit
Each Loan or Letter of Credit contract clause examples
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Subject to the terms and conditions set forth herein, # each L/C Issuer, in reliance upon the agreements of the Lenders set forth in this Section 2.03, # from time to time on any Business Day during the period from the Closing Date until the Maturity Date, # agrees to issue Letters of Credit denominated in Dollars or in one or more Alternative Currencies for the account of the Company or its Subsidiaries in an amount up to one-third of the Committed LC Amount as in effect on the Closing Date (or such greater amount as agreed by the applicable L/C Issuer and notified to the Administrative Agent from time to time) (any such Letters of Credit, the “Committed Letters of Credit”), and # may, in its discretion, issue Letters of Credit denominated in Dollars or in one or more Alternative Currencies for the account of the Company or its Subsidiaries in addition to the Committed Letters of Credit in an amount which, together with the amount of any such Committed Letters of Credit, shall not exceed such L/C Issuer’s Letter of Credit Sublimit (any such Letters of Credit issued on a discretionary basis pursuant to this [clause (y)], the “Discretionary Letters of Credit”), and in either case each such L/C Issuer agrees to amend or extend Letters of Credit previously issued by it, in accordance with subsection # below (in its discretion with respect to any Discretionary Letters of Credit), and # to honor drawings under the Letters of Credit; and # the Lenders severally agree to participate in Letters of Credit issued for the account of the Company or its Subsidiaries and any drawings thereunder; provided that after giving effect to any L/C Credit Extension with respect to any Letter of Credit, # the Total Outstandings shall not exceed the Aggregate Commitments, # the aggregate Outstanding Amount of the Revolving Loans of any Lender, plus such Lender’s Applicable Percentage of the Outstanding Amount of all L/C Obligations, plus such Lender’s Applicable Percentage of the Outstanding Amount of all Swing Line Loans shall not exceed such Lender’s Commitment, # the Outstanding Amount of the L/C Obligations shall not exceed the Letter of Credit Sublimit and # the Outstanding Amount of the L/C Obligations for any L/C Issuer shall not exceed its individual Letter of Credit Sublimit. Each request by the Company for the issuance or amendment of a Letter of Credit shall be deemed to be a representation by the Company that the L/C Credit Extension so requested complies with the conditions set forth in the provisos to the preceding sentence. Within the foregoing limits, and subject to the terms and conditions hereof, the Company’s ability to obtain Letters of Credit shall be fully revolving, and accordingly the Company may, during the foregoing period, obtain Letters of Credit to replace Letters of Credit that have expired or that have been drawn upon and reimbursed. All Existing Letters of Credit shall be deemed to have been issued pursuant hereto, and from and after the Closing Date shall be subject to and governed by the terms and conditions hereof.

ARTICLE # THE COMMITMENTS AND CREDIT EXTENSIONS

Delivery of Letter of Credit. Tenant shall deliver to Landlord, within ten (10) business days after Tenant's execution of this Lease, an unconditional, clean, irrevocable letter of credit (the "L‑C XE "L‑C" ") in the amount set forth in Section 8 of the Lease Summary (the "L‑C Amount XE "L‑C Amount" "), which L‑C shall be issued by a money-center, solvent and nationally recognized bank (a bank which accepts deposits, maintains accounts, has a local San Francisco Bay Area office which will negotiate a letter of credit or will accept draw requests by facsimile, and whose deposits are insured by the FDIC) reasonably acceptable to Landlord (such approved, issuing bank being referred to herein as the "Bank XE "Bank" "), which Bank must have a rating from Standard and Poors Corporation of BBB+ or better (or any equivalent rating thereto from any successor or substitute rating service selected by Lessor) and a letter of credit issuer rating from Moody’s Investor Service of [[Unknown Identifier]] or better (or any equivalent rating thereto from any successor rating agency thereto)) (collectively, the "Bank’s Credit Rating Threshold XE "Bank’s Credit Rating Threshold" "), and which L‑C shall be substantially in the form of [Exhibit H], attached hereto (with such commercially reasonable modifications required by the issuing bank as are reasonably approved by Landlord).. Landlord hereby agrees that Silicon Valley Bank is an approved “Bank” as of the date of this Lease. Tenant shall pay all expenses, points and/or fees incurred by Tenant in obtaining the L‑C. The L‑C shall # be "callable" at sight, irrevocable and unconditional, # be maintained in effect, whether through renewal or extension, for the period commencing on the date of this Lease and continuing until the date (the "L‑C Expiration Date XE "L‑C Expiration Date" ") that is no less than sixty (60) days after the expiration of the Lease Term as the same may be extended, and Tenant shall deliver a new L‑C or certificate of renewal or extension to Landlord at least thirty (30) days prior to the expiration of the L‑C then held by Landlord, without any action whatsoever on the part of Landlord, # be fully assignable by Landlord, its successors and assigns, # permit partial draws and multiple presentations and drawings, and # be otherwise subject to the Uniform Customs and Practices for Documentary Credits (1993-Rev), International Chamber of Commerce Publication #500, or the International Standby Practices-ISP 98, International Chamber of Commerce Publication #590. Landlord, or its then managing agent, shall have the right to draw down an amount up to the face amount of the L‑C if any of the following shall have occurred or be applicable: # such amount is due to Landlord under the terms and conditions of this Lease, and has not been paid within applicable notice and cure periods (or, if Landlord is prevented by law from providing notice, within the period for payment set forth in this Lease), or # Tenant has filed a voluntary petition under the U. S. Bankruptcy Code or any state bankruptcy code (collectively, "Bankruptcy Code XE "Bankruptcy Code" "), or # an involuntary petition has been filed against Tenant under the Bankruptcy Code that is not dismissed within thirty (30) days, or # the Lease has been rejected, or is deemed rejected, under Section 365 of the U.S. Bankruptcy Code, following the filing of a voluntary petition by Tenant under the Bankruptcy Code, or the filing of an involuntary petition against Tenant under the Bankruptcy Code, or # the Bank has notified Landlord that the L‑C will not be renewed or extended through the L‑C Expiration Date, and Tenant has not provided a replacement L-C that satisfies the requirements of this Lease at least thirty (30) days prior to such expiration, or # Tenant is placed into receivership or conservatorship, or becomes subject to similar proceedings under Federal or State law, or # Tenant executes an assignment for the benefit of creditors, or # if # any of the Bank's credit ratings have been reduced below the Bank's Credit Rating Threshold, or # the Bank ceases to satisfy the conditions required by this Section 21.1, and Tenant has failed to provide Landlord with a replacement letter of credit, conforming in all respects to the requirements of this Article 21 (including, but not limited to, the requirements placed on the issuing Bank more particularly set forth in this Section 21.1 above), in the amount of the applicable L‑C Amount, within ten (10) days following Landlord’s written demand therefor (with no other notice or cure or grace period being applicable thereto, notwithstanding anything in this Lease to the contrary) (each of the foregoing being an "L‑C Draw Event XE "L‑C Draw Event" "). The L‑C shall be honored by the Bank regardless of whether Tenant disputes Landlord's right to draw upon the L‑C. In addition, in the event the Bank is placed into receivership or

Letter of Credit Collateral Account. The Borrowers hereby agree that they will, from the time a deposit is required pursuant to Section 2.3(a), [Section 9.2(c)], Section 9.3 or [Section 11.9] until the Obligations are satisfied and all Letters of Credit have expired or been terminated or cancelled or as otherwise set forth below, maintain a special collateral account (the “Letter of Credit Collateral Account”) at the Administrative Agent’s office at the address specified pursuant to Section 11.1, in the name of the Borrowers, but under the sole dominion and control, including the exclusive right of withdrawal, of the Administrative Agent, for the benefit of the Revolving Loan Lenders, and in which the Borrowers shall have no interest other than as set forth in this [Section 2.3(l)] or in Section 9.3. Such Letter of Credit Collateral Account shall be funded to the extent required by Section 2.3(a), [Section 9.2(c)], Section 9.3 or [Section 11.9]. In addition to the foregoing, the Borrowers hereby grant to the Administrative Agent, for the benefit of itself, the Issuing [[Organization A:Organization]] and the Revolving Loan Lenders, a properly perfected security interest in and lien on the Letter of Credit Collateral Account, any cash or other funds, notes, certificates of deposit and other instruments that may hereafter be on deposit in the Letter of Credit Collateral Account, any certificates or instruments from time to time evidencing or representing the Letter of Credit Collateral Account, all interest, dividends and other property distributed in respect of or in exchange for the foregoing, and the proceeds thereof (the “Letter of Credit Collateral”), all to secure the payment and performance of the Obligations as set forth below. The Borrowers agree that they will not # sell or otherwise dispose of any interest in the Letter of Credit Collateral or # create or permit to exist any lien, security interest or other charge or encumbrance upon or with respect to any of the

Credit Agreement and Loan Documents. The Lender (or its counsel) shall have received # from each party hereto either # a counterpart of this Agreement signed on behalf of such party or # written evidence satisfactory to the Lender (which may include fax or other electronic transmission of a signed signature page of this Agreement) that such party has signed a counterpart of this Agreement and # duly executed copies of the Loan Documents and such other certificates, documents, instruments and agreements as the Lender shall reasonably request in connection with the transactions contemplated by this Agreement and the other Loan Documents, including a written opinion of the Borrower’s counsel, addressed to the Lender in form and substance reasonably satisfactory to the Lender.

Each submission by the to the [[Administrative Agent:Organization]] of a Notice of Borrowing or a Swing Loan Request and the acceptance by the of the proceeds of each Loan requested therein, and each submission by the to an Issuer of a Letter of Credit Request, and the Issuance of each Letter of Credit requested therein, shall be deemed to constitute a representation and warranty by the that the conditions specified in [clause (b) above] have been satisfied on and as of the date of the making of such Loan or the Issuance of such Letter of Credit.

Revaluation Date” means # with respect to any Loan, each of the following: # each date of a Borrowing of a Eurocurrency Rate Loan denominated in an Alternative Currency, # each date of a continuation of a Eurocurrency Rate Loan denominated in an Alternative Currency pursuant to [Section 2.02], and # such additional dates as the Administrative Agent shall determine or the Required Revolving Credit Lenders shall require; and # with respect to any Letter of Credit, each of the following: # each date of issuance of a Letter of Credit denominated in an Alternative Currency, # each date of an amendment of any such Letter of Credit having the effect of increasing the amount thereof (solely with respect to the increased amount), # each date of any payment by the L/C Issuer under any Letter of Credit denominated in an Alternative Currency, and # such additional dates as the Administrative Agent or the L/C Issuer shall determine or the Required Revolving Credit Lenders shall require.

No Issuing Bank shall issue, amend or renew any Letter of Credit if after giving effect thereto the Letter of Credit Outstandings exceeds an amount equal to the lesser of # the Letter of Credit Facility and # the aggregate Commitments of Lenders having Termination Dates falling on or after the expiration date of such Letter of Credit minus Total Loan Outstandings. Each Letter of Credit shall be denominated in Dollars or an Alternate Currency.

Loan Documents” means, collectively, # this Agreement, # the Notes, # the Guaranty, # each Fee Letter, # each Letter of Credit and # each of the Issuer Documents, as of the foregoing # - # may be amended, supplemented or restated from time to time.

Payment of Letter of Credit Obligations. The Borrowers agree to reimburse the Letter of Credit Issuer for any draw under any Letter of Credit promptly upon demand, and to pay the issuer of the Letter of Credit (or the Agent, for the account of such issuer) the amount of all other obligations and other amounts payable to such issuer under or in connection with any Letter of Credit immediately when due, irrespective of any claim, setoff, defense or other right which the Borrowers may have at any time against such issuer or any other Person.

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