OR ANY OTHER PERSON, WHETHER IN CONNECTION
WITH THIS AGREEMENT, ANY OTHER LOAN DOCUMENT OR ANY OTHER RELATED OR UNRELATED
AGREEMENTS OR TRANSACTIONS; (D) ANY DRAFT OR OTHER DOCUMENT PRESENTED UNDER ANY
LETTER OF CREDIT PROVING TO BE FORGED, FRAUDULENT, INVALID OR INSUFFICIENT IN
ANY RESPECT OR ANY STATEMENT THEREIN BEING UNTRUE OR INACCURATE IN ANY RESPECT;
(E) PAYMENT UNDER ANY LETTER OF CREDIT AGAINST PRESENTATION OF A DRAFT OR OTHER
DOCUMENT THAT DOES NOT SUBSTANTIALLY COMPLY WITH THE TERMS OF SUCH LETTER OF
CREDIT; OR (F) ANY OTHER ACT OR OMISSION TO ACT OR DELAY OF ANY KIND OF ANY L/C
ISSUER, AGENT, ANY LENDER OR ANY OTHER PERSON OR ANY OTHER EVENT OR CIRCUMSTANCE
WHATSOEVER THAT MIGHT, BUT FOR THE PROVISIONS OF THIS SECTION 1.1(C)(V),
CONSTITUTE A LEGAL OR EQUITABLE DISCHARGE OF BORROWERS' OBLIGATIONS HEREUNDER.
WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, IT IS EXPRESSLY UNDERSTOOD AND
AGREED BY BORROWERS THAT THE ABSOLUTE AND UNCONDITIONAL OBLIGATION OF BORROWERS
TO AGENT AND LENDERS HEREUNDER TO REIMBURSE PAYMENTS MADE UNDER A LETTER OF
CREDIT WILL NOT BE EXCUSED BY THE GROSS NEGLIGENCE OR WILLFUL MISCONDUCT OF THE
L/C ISSUER.
HOWEVER, THE FOREGOING SHALL NOT BE CONSTRUED TO EXCUSE AN L/C
ISSUER FROM CLAIMS WHICH BORROWERS MAY ASSERT AGAINST THE L/C ISSUER SUBJECT TO
THE TERMS OF THE MASTER STANDBY AGREEMENT OR THE MASTER DOCUMENTARY AGREEMENT.
(VI)
OBLIGATIONS OF L/C ISSUERS.
EACH L/C ISSUER (OTHER THAN GE
CAPITAL) HEREBY AGREES THAT IT WILL NOT ISSUE A LETTER OF CREDIT HEREUNDER UNTIL
IT HAS PROVIDED AGENT WITH WRITTEN NOTICE SPECIFYING THE AMOUNT AND INTENDED
ISSUANCE DATE OF SUCH LETTER OF CREDIT.
EACH L/C ISSUER (OTHER THAN GE CAPITAL)
FURTHER AGREES TO PROVIDE TO AGENT:
(A) A COPY OF EACH LETTER OF CREDIT ISSUED
BY SUCH L/C ISSUER PROMPTLY AFTER ITS ISSUANCE; (B) A WEEKLY REPORT SUMMARIZING
AVAILABLE AMOUNTS UNDER LETTERS OF CREDIT ISSUED BY SUCH L/C ISSUER, THE DATES
AND AMOUNTS OF ANY DRAWS UNDER SUCH LETTERS OF CREDIT, THE EFFECTIVE DATE OF ANY
INCREASE OR DECREASE IN THE FACE AMOUNT OF ANY LETTERS OF CREDIT DURING SUCH
WEEK AND THE AMOUNT OF ANY UNREIMBURSED DRAWS UNDER SUCH LETTERS OF CREDIT; AND
(C) SUCH ADDITIONAL INFORMATION REASONABLY REQUESTED BY AGENT FROM TIME TO TIME
WITH RESPECT TO THE LETTERS OF CREDIT ISSUED BY SUCH L/C ISSUER.
(D)
EUROPEAN BORROWERS ALTERNATIVE CURRENCY REVOLVING CREDIT
SUBFACILITY.
(I)
THE REVOLVING LOAN COMMITMENT MAY, IN ADDITION TO ADVANCES UNDER
THE REVOLVING LOAN AND THE ISSUANCE OF ANY LETTERS OF CREDIT, BE UTILIZED
(SUBJECT TO THE LIMITATIONS IMPOSED BY SECTION 1.1(A) AND THIS SECTION 1.1(D)),
UPON THE REQUEST OF BORROWER REPRESENTATIVE, FOR ADVANCES UNDER THE ALTERNATIVE
CURRENCY REVOLVING CREDIT SUBFACILITY AS SET FORTH HEREIN.
EACH REVOLVING
LENDER AGREES, SEVERALLY AND NOT JOINTLY, TO MAKE AVAILABLE TO THE
7
EUROPEAN BORROWERS FROM TIME TO TIME UNTIL THE COMMITMENT TERMINATION DATE ITS
PRO RATA SHARE OF ADVANCES DENOMINATED IN AN ALTERNATIVE CURRENCY (EACH AN
"ALTERNATIVE CURRENCY REVOLVING CREDIT ADVANCE") REQUESTED BY BORROWER
REPRESENTATIVE ON BEHALF OF THE EUROPEAN