THE DATE THAT THE BORROWER
REIMBURSES SUCH LC DISBURSEMENT, AT THE RATE PER ANNUM THEN APPLICABLE TO BASE
RATE BORROWINGS; PROVIDED THAT, IF THE BORROWER FAILS TO REIMBURSE SUCH
LC DISBURSEMENT WHEN DUE PURSUANT TO PARAGRAPH (E) OF THIS SECTION, THEN THE
LAST SENTENCE OF SECTION 2.08(A) SHALL APPLY.
INTEREST ACCRUED PURSUANT TO THIS
PARAGRAPH SHALL BE FOR THE ACCOUNT OF THE APPLICABLE ISSUING BANK, EXCEPT THAT
INTEREST ACCRUED ON AND AFTER THE DATE OF PAYMENT BY ANY BANK PURSUANT TO
PARAGRAPH (E) OF THIS SECTION TO REIMBURSE THE APPLICABLE ISSUING BANK SHALL BE
FOR THE ACCOUNT OF SUCH BANK TO THE EXTENT OF SUCH PAYMENT.
(I)
REPLACEMENT OF AN ISSUING BANK.
ANY
ISSUING BANK MAY BE REPLACED AT ANY TIME BY WRITTEN AGREEMENT AMONG THE
BORROWER, THE ADMINISTRATIVE AGENT, THE REPLACED ISSUING BANK AND THE SUCCESSOR
ISSUING BANK.
THE ADMINISTRATIVE AGENT SHALL NOTIFY THE BANKS OF ANY SUCH
REPLACEMENT OF AN ISSUING BANK.
AT THE TIME ANY SUCH REPLACEMENT SHALL BECOME
EFFECTIVE, THE BORROWER SHALL PAY ALL UNPAID FEES ACCRUED FOR THE ACCOUNT OF THE
REPLACED ISSUING BANK PURSUANT TO THIS SECTION 2.17 AND ARTICLE 8. FROM AND
AFTER THE EFFECTIVE DATE OF ANY SUCH REPLACEMENT, (I) THE SUCCESSOR ISSUING BANK
SHALL HAVE ALL THE RIGHTS AND OBLIGATIONS OF THE REPLACED ISSUING BANK UNDER
THIS AGREEMENT WITH RESPECT TO LETTERS OF CREDIT TO BE ISSUED THEREAFTER AND
(II) REFERENCES HEREIN TO THE TERM "ISSUING BANK" SHALL BE DEEMED TO INCLUDE
SUCH SUCCESSOR OR TO ANY PREVIOUS ISSUING BANK, OR TO SUCH SUCCESSOR AND ALL
PREVIOUS ISSUING BANKS, AS THE CONTEXT SHALL REQUIRE.
AFTER THE REPLACEMENT OF
AN ISSUING BANK HEREUNDER, THE REPLACED ISSUING BANK SHALL REMAIN A PARTY HERETO
AND SHALL CONTINUE TO HAVE ALL THE RIGHTS AND OBLIGATIONS OF AN ISSUING BANK
UNDER THIS AGREEMENT WITH RESPECT TO LETTERS OF CREDIT ISSUED BY IT PRIOR TO
SUCH REPLACEMENT, BUT SHALL NOT BE REQUIRED TO ISSUE ADDITIONAL LETTERS OF
CREDIT.
(J)
CASH COLLATERALIZATION.
IF ANY EVENT OF
DEFAULT SHALL OCCUR AND BE CONTINUING, ON THE DOMESTIC BUSINESS DAY THAT THE
BORROWER RECEIVES NOTICE FROM THE ADMINISTRATIVE AGENT OR THE REQUIRED BANKS
(OR, IF THE MATURITY OF THE LOANS HAS BEEN ACCELERATED, BANKS WITH LC EXPOSURE
REPRESENTING GREATER THAN 51% OF THE TOTAL LC EXPOSURE) DEMANDING THE DEPOSIT OF
CASH COLLATERAL PURSUANT TO THIS PARAGRAPH, THE BORROWER SHALL DEPOSIT IN AN
ACCOUNT WITH THE ADMINISTRATIVE AGENT, IN THE NAME OF THE ADMINISTRATIVE AGENT
AND FOR THE BENEFIT OF THE BANKS, AN AMOUNT IN CASH EQUAL TO THE LC EXPOSURE AS
OF SUCH DATE PLUS ANY ACCRUED AND UNPAID INTEREST THEREON; PROVIDED THAT THE
OBLIGATION TO DEPOSIT SUCH CASH COLLATERAL SHALL BECOME EFFECTIVE IMMEDIATELY,
AND SUCH DEPOSIT SHALL BECOME IMMEDIATELY DUE AND PAYABLE, WITHOUT DEMAND OR
OTHER NOTICE OF ANY KIND, UPON THE OCCURRENCE OF ANY EVENT OF DEFAULT WITH
RESPECT TO THE BORROWER DESCRIBED IN CLAUSE (G) OR (H) OF ARTICLE 6.
EACH SUCH
DEPOSIT SHALL BE HELD BY THE ADMINISTRATIVE AGENT AS COLLATERAL FOR THE PAYMENT
AND PERFORMANCE OF