Agent at (i) in the case of the Borrower, the
interest rate applicable at the time to the Revolving Credit Loans or Term
Loans, as the case may be, comprising such Borrowing and (ii) in the case of
such Lender, the Federal Funds Effective Rate, provided, that, if such Lender
shall not pay such amount within three (3) Business Days of such Borrowing Date,
the interest rate on such overdue amount shall, at the expiration of such
three-Business Day period, be the rate per annum applicable to the Revolving
Credit Loans or the Term Loans, as the case may be, comprising such Borrowing.
If such Lender shall repay to the Administrative Agent such corresponding
amount, such amount shall constitute such Lender's Revolving Credit Loan or Term
Loan, as the case may be, as part of such Borrowing for purposes of this
Agreement.
2.4
Letter of Credit Subfacility.
(A)
DURING THE REVOLVING CREDIT COMMITMENT PERIOD, THE BORROWER MAY
REQUEST THE ISSUANCE OF STANDBY LETTERS OF CREDIT TO SUPPORT OBLIGATIONS OF THE
BORROWER AND THE OTHER LOAN PARTIES WHICH FINANCE THE WORKING CAPITAL AND
BUSINESS NEEDS OF THE BORROWER AND THE OTHER LOAN PARTIES BY DELIVERING TO THE
ISSUING BANK A COMPLETED APPLICATION FOR LETTERS OF CREDIT IN SUCH FORM AND WITH
SUCH OTHER CERTIFICATES, DOCUMENTS AND INFORMATION AS THE ISSUING BANK MAY
SPECIFY FROM TIME TO TIME BY NO LATER THAN 12:00 NOON, PHILADELPHIA TIME, AT
LEAST FIVE (5) BUSINESS DAYS (OR SUCH SHORTER PERIOD AS MAY BE AGREED TO BY THE
ISSUING BANK) IN ADVANCE OF THE PROPOSED DATE OF ISSUANCE.
EACH APPLICATION FOR
ISSUANCE OF A LETTER OF CREDIT SHALL BE ACCOMPANIED BY AN ISSUANCE FEE BASED
UPON THE ISSUING BANK'S STANDARD SCHEDULE OF FEES CHARGED FOR ISSUING LETTERS OF
CREDIT AS SUCH MAY BE AMENDED FROM TIME TO TIME.
SUBJECT TO THE TERMS AND
CONDITIONS HEREOF AND IN RELIANCE ON THE AGREEMENTS OF THE OTHER REVOLVING
CREDIT LENDERS SET FORTH IN THIS SECTION, THE ISSUING BANK WILL ISSUE A LETTER
OF CREDIT, PROVIDED, THAT EACH LETTER OF CREDIT SHALL (I) HAVE A MAXIMUM
MATURITY OF TWELVE (12) MONTHS FROM THE DATE OF ISSUANCE, AND (II) IN NO EVENT
EXPIRE LATER THAN FIVE (5) BUSINESS DAYS PRIOR TO THE REVOLVING CREDIT
TERMINATION DATE, AND PROVIDED FURTHER, THAT IN NO EVENT SHALL THE AMOUNT OF THE
LETTER OF CREDIT OBLIGATIONS AT ANY ONE TIME EXCEED THE LESSER OF (I) THE L/C
SUBLIMIT AND (II) THE AGGREGATE REVOLVING CREDIT COMMITMENTS MINUS THE AGGREGATE
PRINCIPAL AMOUNT OF THE REVOLVING CREDIT LOANS THEN OUTSTANDING.
THE ISSUING
BANK SHALL NOT AT ANY TIME BE OBLIGATED TO ISSUE ANY LETTER OF CREDIT HEREUNDER
IF SUCH ISSUANCE WOULD CONFLICT WITH, OR CAUSE THE ISSUING BANK OR ANY LETTER
28
OF CREDIT PARTICIPANT TO EXCEED, ANY LIMITS IMPOSED BY ANY APPLICABLE
REQUIREMENT OF LAW.
NOTWITHSTANDING THE PROVISIONS OF THIS SECTION, THE
REVOLVING CREDIT LENDERS AND THE BORROWER HEREBY AGREE THAT THE ISSUING BANK MAY
ISSUE UPON THE BORROWER'S REQUEST, ONE OR MORE LETTER(S) OF CREDIT WHICH