SWY » Topics » 3.1 Issuance of Letters of Credit and Lenders Purchase of Participations Therein .

This excerpt taken from the SWY 8-K filed Jun 7, 2005.

3.1 Issuance of Letters of Credit and Lenders’ Purchase of Participations Therein.

 

A. Letters of Credit. In addition to Company requesting that Domestic Lenders make Domestic Loans pursuant to subsection 2.1A(i), Company may request, in accordance with the provisions of this subsection 3.1, from time to time during the period from the Closing Date to but excluding the tenth Business Day prior to the Termination Date, that one or more Domestic Lenders issue Letters of Credit for the account of Company for the purposes specified in the definitions of Commercial Letters of Credit and Standby Letters of Credit. Subject to the terms and conditions of this Agreement and in reliance upon the representations and warranties of Borrowers herein set forth, any one or more Domestic Lenders may, but (except as provided in subsection 3.1B(ii)) shall not be obligated to, issue such Letters of Credit in accordance with the provisions of this subsection 3.1; provided that Company shall not request that any Domestic Lender issue (and no Domestic Lender shall issue):

 

(i) any Letter of Credit if, after giving effect to such issuance, the Total Utilization of Domestic Commitments would exceed the Domestic Commitments then in effect;

 

(ii) any Letter of Credit if, after giving effect to such issuance, the Letter of Credit Usage would exceed $400,000,000;

 

(iii) any Standby Letter of Credit having an expiration date later than the earlier of (a) the fifth Business Day prior to the Termination Date and (b) the date which is one year from the date of issuance of such Standby Letter of Credit; provided that the immediately preceding clause (b) shall not prevent any Issuing Lender from agreeing that a Standby Letter of Credit will automatically be extended for one or more successive periods not to exceed one year each unless such Issuing Lender elects not to extend for any such additional period; provided, further that, unless Requisite Lenders otherwise consent, such Issuing Lender shall give notice that it will not extend such Standby Letter of Credit if it has knowledge that an Event of Default has occurred and is continuing on the last day on which such Issuing Lender may give notice that it will not extend such Standby Letter of Credit;

 

(iv) any Commercial Letter of Credit having an expiration date (a) later than the earlier of (X) the date which is 30 days prior to the Termination Date and (Y) the date which is 180 days from the date of issuance of such Commercial Letter of Credit or (b) that is otherwise unacceptable to the applicable Issuing Lender in its reasonable discretion;

 

(v) any Commercial Letter of Credit if, after giving effect to such issuance, the Letter of Credit Usage in respect of Commercial Letters of Credit would exceed $100,000,000; or

 

57


(vi) any Letter of Credit denominated in a currency other than Dollars or Canadian Dollars.

 

If any Letter of Credit is proposed to be amended at any time, such Letter of Credit, as amended, shall be deemed to be a newly issued Letter of Credit for purposes of the requirements of this subsection 3.1A. Company and Lenders agree that, on and after the Closing Date, the Existing Company Letters of Credit shall for all purposes hereof be deemed to be Letters of Credit issued pursuant to and governed in all respects by the terms of this Agreement.

 

Wikinvest © 2006, 2007, 2008, 2009, 2010, 2011, 2012. Use of this site is subject to express Terms of Service, Privacy Policy, and Disclaimer. By continuing past this page, you agree to abide by these terms. Any information provided by Wikinvest, including but not limited to company data, competitors, business analysis, market share, sales revenues and other operating metrics, earnings call analysis, conference call transcripts, industry information, or price targets should not be construed as research, trading tips or recommendations, or investment advice and is provided with no warrants as to its accuracy. Stock market data, including US and International equity symbols, stock quotes, share prices, earnings ratios, and other fundamental data is provided by data partners. Stock market quotes delayed at least 15 minutes for NASDAQ, 20 mins for NYSE and AMEX. Market data by Xignite. See data providers for more details. Company names, products, services and branding cited herein may be trademarks or registered trademarks of their respective owners. The use of trademarks or service marks of another is not a representation that the other is affiliated with, sponsors, is sponsored by, endorses, or is endorsed by Wikinvest.
Powered by MediaWiki