BORROWER REVOLVING EXPOSURES SHALL NOT EXCEED THE CANADIAN BORROWER
SUBLIMIT AND (VI) THE SUM OF THE REVOLVING EXPOSURES SHALL NOT EXCEED THE LESSER
OF (A)
50
THE AGGREGATE BORROWING BASE THEN IN EFFECT AND (B) THE AGGREGATE REVOLVING
COMMITMENTS THEN IN EFFECT.
(C)
EXPIRATION DATE. EACH LETTER OF CREDIT SHALL EXPIRE AT OR PRIOR TO THE
CLOSE OF BUSINESS 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 BUSINESS DAYS PRIOR TO THE REVOLVING MATURITY DATE. A LETTER OF CREDIT MAY
PROVIDE FOR AUTOMATIC RENEWALS FOR ADDITIONAL PERIODS OF UP TO ONE YEAR SUBJECT
TO A RIGHT ON THE PART OF THE APPLICABLE ISSUING BANK TO PREVENT ANY SUCH
RENEWAL FROM OCCURRING BY GIVING NOTICE TO THE BENEFICIARY DURING A SPECIFIED
PERIOD IN ADVANCE OF ANY SUCH RENEWAL, AND THE FAILURE OF SUCH ISSUING BANK TO
GIVE SUCH NOTICE BY THE END OF SUCH PERIOD SHALL FOR ALL PURPOSES HEREOF BE
DEEMED AN EXTENSION OF SUCH LETTER OF CREDIT; PROVIDED THAT IN NO EVENT SHALL
ANY LETTER OF CREDIT, AS EXTENDED FROM TIME TO TIME, EXPIRE AFTER THE DATE THAT
IS FIVE BUSINESS DAYS PRIOR TO THE REVOLVING MATURITY DATE.
(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 APPLICABLE ISSUING BANK OR THE LENDERS, SUCH ISSUING BANK
HEREBY GRANTS TO EACH REVOLVING LENDER, AND EACH REVOLVING LENDER HEREBY
ACQUIRES FROM SUCH ISSUING BANK, 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 LENDER HEREBY ABSOLUTELY AND UNCONDITIONALLY AGREES TO
PAY TO THE ADMINISTRATIVE AGENT, FOR THE ACCOUNT OF SUCH ISSUING BANK, SUCH
LENDER'S APPLICABLE PERCENTAGE OF EACH LC DISBURSEMENT MADE BY SUCH ISSUING BANK
AND NOT REIMBURSED BY THE APPLICABLE BORROWER ON THE DATE DUE AS PROVIDED IN
PARAGRAPH (E) OF THIS SECTION, OR OF ANY REIMBURSEMENT PAYMENT REQUIRED TO BE
REFUNDED TO SUCH BORROWER FOR ANY REASON. EACH 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 CIRCUMSTANCE WHATSOEVER, INCLUDING ANY AMENDMENT, RENEWAL OR
EXTENSION OF ANY LETTER OF CREDIT OR THE OCCURRENCE AND CONTINUANCE OF A DEFAULT
OR REDUCTION OR TERMINATION OF THE REVOLVING COMMITMENTS, AND THAT EACH SUCH
PAYMENT SHALL BE MADE WITHOUT ANY OFFSET, ABATEMENT, WITHHOLDING OR REDUCTION
WHATSOEVER.
(E)
REIMBURSEMENT. IF AN ISSUING BANK SHALL MAKE ANY LC DISBURSEMENT IN RESPECT
OF A LETTER OF CREDIT, THE APPLICABLE BORROWER SHALL REIMBURSE SUCH LC
DISBURSEMENT BY PAYING TO THE ADMINISTRATIVE AGENT AN AMOUNT EQUAL TO SUCH LC