SHALL BE A NEW YORK BUSINESS DAY), THE DATE ON WHICH
SUCH LETTER OF CREDIT IS TO EXPIRE (WHICH SHALL COMPLY WITH PARAGRAPH (C) OF
THIS SECTION), THE AMOUNT OF SUCH LETTER OF CREDIT, THE NAME AND ADDRESS OF THE
BENEFICIARY THEREOF AND SUCH OTHER INFORMATION AS SHALL BE NECESSARY TO PREPARE,
AMEND, RENEW OR EXTEND SUCH LETTER OF CREDIT. IF REQUESTED BY THE ISSUING
LENDER, THE US BORROWER ALSO SHALL SUBMIT A LETTER OF CREDIT APPLICATION ON THE
ISSUING LENDER'S STANDARD FORM IN CONNECTION WITH ANY REQUEST FOR A LETTER OF
CREDIT. A LETTER OF CREDIT SHALL BE ISSUED, AMENDED, RENEWED OR EXTENDED ONLY IF
(AND UPON ISSUANCE, AMENDMENT, RENEWAL OR EXTENSION OF EACH LETTER OF CREDIT THE
US BORROWER SHALL BE DEEMED TO REPRESENT AND WARRANT THAT), AFTER GIVING EFFECT
TO SUCH ISSUANCE, AMENDMENT, RENEWAL OR EXTENSION (I) THE LC EXPOSURE SHALL NOT
EXCEED $5,000,000 AND (II) THE TOTAL REVOLVING CREDIT EXPOSURES SHALL NOT EXCEED
THE TOTAL REVOLVING LOAN COMMITMENTS.
(C)
EXPIRATION DATE. EACH LETTER OF CREDIT SHALL EXPIRE AT OR PRIOR TO
5:00 P.M., NEW YORK CITY TIME, ON THE EARLIER OF (I) THE DATE ONE YEAR AFTER THE
DATE OF THE ISSUANCE OF SUCH LETTER OF CREDIT (OR, IN THE CASE OF ANY RENEWAL OR
EXTENSION THEREOF, ONE YEAR AFTER SUCH RENEWAL OR EXTENSION) AND (II) THE DATE
THAT IS FIVE (5) BUSINESS DAYS PRIOR TO THE REVOLVING CREDIT TERMINATION DATE;
PROVIDED, HOWEVER, THAT ANY LETTER OF CREDIT WITH A ONE-YEAR TENOR MAY PROVIDE
FOR THE RENEWAL THEREOF FOR ADDITIONAL ONE-YEAR PERIODS (WHICH SHALL IN NO EVENT
EXTEND BEYOND THE DATE REFERRED TO IN CLAUSE (II) ABOVE), AND FURTHER PROVIDED,
THE EXISTING LETTERS OF CREDIT MAY EXPIRE LATER THAN ONE YEAR AFTER THE DATE OF
ISSUANCE, PROVIDED ANY RENEWAL OR EXTENSION THEREOF COMPLIES WITH THE FOREGOING
PROVISIONS.
32
(D)
PARTICIPATIONS. BY THE ISSUANCE OF A LETTER OF CREDIT (OR AN
AMENDMENT TO A LETTER OF CREDIT INCREASING THE AMOUNT THEREOF) AND WITHOUT ANY
FURTHER ACTION ON THE PART OF THE ISSUING LENDER OR THE LENDERS, THE ISSUING
LENDER HEREBY GRANTS TO EACH REVOLVING CREDIT LENDER, AND EACH SUCH REVOLVING
CREDIT LENDER HEREBY ACQUIRES FROM THE ISSUING LENDER, A PARTICIPATION IN SUCH
LETTER OF CREDIT EQUAL TO SUCH LENDER'S APPLICABLE PERCENTAGE OF THE AGGREGATE
AMOUNT AVAILABLE TO BE DRAWN UNDER SUCH LETTER OF CREDIT. IN CONSIDERATION AND
IN FURTHERANCE OF THE FOREGOING, EACH REVOLVING CREDIT LENDER HEREBY ABSOLUTELY
AND UNCONDITIONALLY AGREES TO PAY TO THE ADMINISTRATIVE AGENT, FOR THE ACCOUNT
OF THE ISSUING LENDER, SUCH LENDER'S APPLICABLE PERCENTAGE OF EACH LC
DISBURSEMENT MADE BY THE ISSUING LENDER AND NOT REIMBURSED BY THE US BORROWER ON
THE DATE DUE AS PROVIDED IN PARAGRAPH (E) OF THIS SECTION, OR OF ANY
REIMBURSEMENT PAYMENT REQUIRED TO BE REFUNDED TO THE US BORROWER FOR ANY REASON.
EACH REVOLVING CREDIT LENDER ACKNOWLEDGES AND AGREES THAT ITS OBLIGATION TO
ACQUIRE PARTICIPATIONS PURSUANT TO THIS PARAGRAPH IN RESPECT OF LETTERS OF
CREDIT IS ABSOLUTE AND UNCONDITIONAL AND SHALL NOT BE AFFECTED BY ANY