OF THE LETTER OF CREDIT (WHICH IN NO EVENT SHALL BE LATER
THAN THE DATE WHICH IS THE FIRST ANNIVERSARY OF THE MATURITY DATE), (VI) THE
PURPOSE AND CIRCUMSTANCES FOR WHICH SUCH LETTER OF CREDIT IS BEING ISSUED, (VII)
THE TERMS UPON WHICH EACH SUCH LETTER OF CREDIT MAY BE DRAWN DOWN (WHICH TERMS
SHALL NOT LEAVE ANY DISCRETION TO FRONTING BANK) AND (VIII) THAT NO DEFAULT OR
EVENT OF DEFAULT HAS OCCURRED OR IS CONTINUING.
EACH SUCH NOTICE MAY BE REVOKED
TELEPHONICALLY BY THE BORROWER TO THE FRONTING BANK AND THE ADMINISTRATIVE AGENT
ANY TIME PRIOR TO THE ISSUANCE OF THE LETTER OF CREDIT BY THE FRONTING BANK,
PROVIDED SUCH REVOCATION IS CONFIRMED IN WRITING BY THE BORROWER TO THE FRONTING
BANK AND THE ADMINISTRATIVE AGENT WITHIN ONE (1) BUSINESS DAY BY FACSIMILE.
NOTWITHSTANDING ANYTHING CONTAINED HEREIN TO THE CONTRARY, THE BORROWER SHALL
COMPLETE AND DELIVER TO THE FRONTING BANK, AT THE FRONTING BANK'S REQUEST, ANY
REQUIRED DOCUMENTATION IN CONNECTION WITH ANY REQUESTED LETTER OF CREDIT NO
LATER THAN THE SECOND (2ND) BUSINESS DAY (OR, IN THE CASE OF ALTERNATE CURRENCY
LETTERS OF CREDIT, THE SECOND (2ND) EURO-CURRENCY BUSINESS DAY) PRIOR TO THE
DATE OF ISSUANCE THEREOF. NO LATER THAN 1:00 P.M. (NEW YORK CITY TIME) ON THE
DATE THAT IS FOUR (4) BUSINESS DAYS PRIOR TO, BUT EXCLUDING, THE DATE OF
ISSUANCE, THE BORROWER SHALL SPECIFY A PRECISE DESCRIPTION OF THE DOCUMENTS AND
THE VERBATIM TEXT OF ANY CERTIFICATE TO BE PRESENTED BY THE BENEFICIARY OF SUCH
LETTER OF CREDIT, WHICH IF PRESENTED BY SUCH BENEFICIARY PRIOR TO THE EXPIRATION
DATE OF THE LETTER OF CREDIT WOULD REQUIRE THE FRONTING BANK TO MAKE A PAYMENT
UNDER THE LETTER OF CREDIT; PROVIDED, THAT FRONTING BANK MAY, IN ITS REASONABLE
JUDGMENT, REQUIRE CHANGES IN ANY SUCH DOCUMENTS AND CERTIFICATES ONLY IN
CONFORMITY WITH CHANGES IN CUSTOMARY AND COMMERCIALLY REASONABLE PRACTICE OR LAW
AND, PROVIDED FURTHER, THAT NO LETTER OF CREDIT SHALL REQUIRE PAYMENT AGAINST A
CONFORMING DRAFT TO BE MADE THEREUNDER ON THE SECOND BUSINESS DAY FOLLOWING THE
DATE THAT SUCH DRAFT IS PRESENTED IF SUCH PRESENTATION IS MADE LATER THAN 1:00
P.M. NEW YORK CITY TIME (EXCEPT THAT IF THE BENEFICIARY OF ANY LETTER OF CREDIT
REQUESTS AT THE TIME OF THE ISSUANCE OF ITS LETTER OF CREDIT THAT PAYMENT BE
MADE ON THE SAME BUSINESS DAY AGAINST A CONFORMING DRAFT, SUCH BENEFICIARY SHALL
BE ENTITLED TO SUCH A SAME DAY DRAW, PROVIDED SUCH DRAFT IS PRESENTED TO THE
FRONTING BANK NO LATER THAN 1:00 P.M. (NEW YORK CITY TIME) AND PROVIDED FURTHER
THE BORROWER SHALL HAVE REQUESTED TO THE FRONTING BANK AND THE ADMINISTRATIVE
AGENT THAT SUCH BENEFICIARY SHALL BE ENTITLED TO A SAME DAY DRAW). IN
DETERMINING WHETHER TO PAY ON SUCH LETTER OF CREDIT, THE FRONTING BANK SHALL BE
RESPONSIBLE ONLY TO DETERMINE THAT THE DOCUMENTS AND CERTIFICATES REQUIRED TO BE
DELIVERED UNDER THE LETTER OF CREDIT HAVE BEEN DELIVERED AND THAT THEY COMPLY ON
THEIR FACE WITH THE REQUIREMENTS OF THAT LETTER OF CREDIT.
SECTION