AVAILABLE TO THE
APPLICABLE FACING AGENT SUCH OTHER LENDER'S PRO RATA SHARE OF ANY LETTER OF
CREDIT PAYMENT.
(II)
EACH LETTER OF CREDIT ISSUED OR TO BE ISSUED HEREUNDER SHALL BE
ISSUED ON A SIGHT BASIS, AND (OTHER THAN BANK GUARANTEES) SHALL HAVE AN
EXPIRATION DATE OF ONE (1) YEAR OR LESS FROM THE ISSUANCE DATE THEREOF;
PROVIDED, HOWEVER, THAT EACH STANDBY LETTER OF CREDIT MAY PROVIDE BY ITS TERMS
THAT IT WILL BE AUTOMATICALLY EXTENDED FOR ADDITIONAL SUCCESSIVE PERIODS OF UP
TO ONE (1) YEAR UNLESS THE APPLICABLE FACING AGENT SHALL HAVE GIVEN NOTICE TO
THE APPLICABLE BENEFICIARY (WITH A COPY TO THE BORROWER) OF THE ELECTION BY THE
APPLICABLE FACING AGENT (SUCH ELECTION TO BE IN THE SOLE AND ABSOLUTE DISCRETION
OF THE APPLICABLE FACING AGENT) NOT TO EXTEND SUCH LETTER OF CREDIT, SUCH NOTICE
TO BE GIVEN PRIOR TO THE THEN CURRENT EXPIRATION DATE OF SUCH LETTER OF CREDIT;
PROVIDED, FURTHER, THAT NO STANDBY LETTER OF CREDIT OR EXTENSION THEREOF SHALL
BE STATED TO EXPIRE LATER THAN THE DATE FIVE (5) DAYS PRIOR TO THE REVOLVER
TERMINATION DATE AND NO COMMERCIAL
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LETTER OF CREDIT OR EXTENSION THEREOF SHALL BE STATED TO EXPIRE LATER THAN THE
DAY THIRTY (30) DAYS PRIOR TO THE REVOLVER TERMINATION DATE.
(B)
PROCEDURE FOR ISSUANCE AND AMENDMENT OF LETTERS OF CREDIT.
WHENEVER THE BORROWER DESIRES THE ISSUANCE OF A LETTER OF CREDIT HEREUNDER, IT
SHALL GIVE THE ADMINISTRATIVE AGENT AND THE APPLICABLE FACING AGENT AT LEAST
THREE (3) BUSINESS DAYS' PRIOR WRITTEN NOTICE (OR SUCH SHORTER PERIOD AS MAY BE
AGREED TO BY THE BORROWER,
THE ADMINISTRATIVE AGENT AND THE APPLICABLE FACING
AGENT) SPECIFYING THE DAY OF ISSUANCE THEREOF (WHICH DAY SHALL BE A BUSINESS
DAY), SUCH NOTICE TO BE GIVEN PRIOR TO 12:00 P.M. (NEW YORK TIME) ON THE DATE
SPECIFIED FOR THE GIVING OF SUCH NOTICE.
EACH SUCH NOTICE (EACH, A "NOTICE OF
ISSUANCE") SHALL BE IN THE FORM OF EXHIBIT 2.9(B) HERETO AND SHALL SPECIFY (A)
THE PROPOSED ISSUANCE DATE AND EXPIRATION DATE, (B) WHETHER SUCH LETTER OF
CREDIT IS TO BE ISSUED AS A LETTER OF CREDIT OR BANK GUARANTEE, (C) THE BORROWER
AS THE ACCOUNT PARTY AND, IF DESIRED BY THE BORROWER, ONE OR MORE SUBSIDIARIES
AS ADDITIONAL ACCOUNT PARTIES, (D) THE NAME AND ADDRESS OF THE BENEFICIARY, (E)
THE STATED AMOUNT OF SUCH PROPOSED LETTER OF CREDIT, (F) THE CURRENCY IN WHICH
SUCH PROPOSED LETTER OF CREDIT IS TO BE ISSUED AND (G) SUCH OTHER INFORMATION AS
FACING AGENT MAY REASONABLY REQUEST.
IN ADDITION, EACH NOTICE OF ISSUANCE SHALL
CONTAIN A DESCRIPTION OF THE TERMS AND CONDITIONS TO BE INCLUDED IN SUCH
PROPOSED LETTER OF CREDIT (ALL OF WHICH TERMS AND CONDITIONS SHALL BE ACCEPTABLE
IN FORM TO THE APPLICABLE FACING AGENT).
PROMPTLY AFTER ISSUANCE OR EXTENSION
OF ANY LETTER OF CREDIT, THE APPLICABLE FACING AGENT SHALL NOTIFY THE
ADMINISTRATIVE AGENT OF SUCH ISSUANCE OR EXTENSION AND SUCH NOTICE OF A STANDBY
LETTER OF CREDIT SHALL BE ACCOMPANIED BY A COPY OF THE STANDBY LETTER