PERSON.
3.7
NOTIFICATION OF ISSUANCE REQUESTS.
PROMPTLY AFTER RECEIPT THEREOF,
THE AGENT WILL NOTIFY EACH LENDER OF THE CONTENTS OF EACH ISSUANCE REQUEST
RECEIVED BY IT HEREUNDER.
3.8
CASH COLLATERAL FOR LETTERS OF CREDIT.
IF NO CASH COLLATERAL
SECURITY AGREEMENT HAS BEEN PREVIOUSLY ENTERED INTO, THEN ON THE LETTER OF
CREDIT AVAILABILITY TERMINATION DATE THE BORROWER SHALL ENTER INTO THE CASH
COLLATERAL SECURITY AGREEMENT AND, IN ANY EVENT, ON AND AFTER SUCH DATE THE
BORROWER SHALL PLEDGE AND DELIVER TO THE AGENT, FOR THE BENEFIT OF THE LENDERS,
CASH OR CASH COLLATERAL INVESTMENTS IN SUFFICIENT AMOUNTS TO MAINTAIN IN THE
LETTER OF CREDIT CASH COLLATERAL ACCOUNT AN AMOUNT AT LEAST EQUAL TO THE
FOLLOWING PERCENTAGE OF THE LETTER OF CREDIT OBLIGATIONS OUTSTANDING FROM TIME
TO TIME DURING THE FOLLOWING PERIODS:
28
Period
Percentage of Letter of Credit
Obligations Collateralized
Letter of Credit Availability Termination Date to but not including first
anniversary of Letter of Credit Availability Termination Date
20
%
First anniversary of Letter of Credit Availability Termination Date to but not
including second anniversary of Letter of Credit Availability Termination Date
40
%
Second anniversary of Letter of Credit Availability Termination Date to but not
including third anniversary of Letter of Credit Availability Termination Date
60
%
Third anniversary of Letter of Credit Availability Termination Date to but not
including fourth anniversary of Letter of Credit Availability Termination Date
80
%
Fourth anniversary of Letter of Credit Availability Termination Date and at all
times thereafter
100
%
The Letter of Credit Cash Collateral Account shall be maintained by JPMorgan
Chase Bank in the name of the Agent for the ratable benefit of the Lenders and
the Agent pursuant to the terms of Article IX; provided, however, that if no
Default has occurred and is continuing, the Borrower may direct the investment
of funds therein in Cash Collateral Investments.
The earnings thereon shall be
for the account of the Borrower.
3.9
FEES.
(A)
COMMITMENT FEE.
THE BORROWER AGREES TO PAY
TO THE AGENT FOR THE ACCOUNT OF EACH LENDER WITH RESPECT TO ITS LETTER OF CREDIT
PARTICIPATION AMOUNT A COMMITMENT FEE AT A RATE PER ANNUM EQUAL TO THE
APPLICABLE COMMITMENT FEE RATE ON THE DAILY UNUSED PORTION OF SUCH LENDER'S
LETTER OF CREDIT PARTICIPATION AMOUNT FROM THE CLOSING DATE TO AND INCLUDING THE
LETTER OF CREDIT AVAILABILITY TERMINATION DATE, PAYABLE ON EACH PAYMENT DATE
HEREAFTER AND ON THE LETTER OF CREDIT AVAILABILITY TERMINATION DATE.
(B)
LETTER OF CREDIT FRONTING FEE.
THE BORROWER
HEREBY AGREES TO PAY TO THE AGENT, FOR THE ACCOUNT OF THE ISSUER, A LETTER OF
CREDIT FRONTING FEE WITH RESPECT TO EACH LETTER OF CREDIT FROM AND INCLUDING THE
DATE OF ISSUANCE THEREOF (OR, WITH RESPECT TO THE LETTERS OF CREDIT IDENTIFIED
ON SCHEDULE 3.1, THE DATE ON WHICH SUCH LETTERS OF CREDIT ARE DEEMED ISSUED
UNDER THIS AGREEMENT PURSUANT TO SECTION 3.1(D)) UNTIL THE DATE SUCH LETTER OF
CREDIT IS FULLY DRAWN, CANCELED OR EXPIRED, IN AN AMOUNT EQUAL TO THE RATE
PROVIDED IN