OR REDUCTION IN THE EVENT TERMINATION
OCCURS PRIOR TO OCTOBER 15, 2006; OR
(b)
Three-Eighths of One Percent (0.375%) of the Revolving Credit Loans as in
effect immediately prior to such termination or reduction in the event
termination occurs on or after October 15, 2006, but prior to October 15, 2007;
or
(c)
Zero Percent (0.00%) of the Revolving Credit Loans as in effect immediately
prior to such termination or reduction in the event termination occurs on or
after October 15, 2007.
Notwithstanding the foregoing, the Administrative Agent and Lenders agree to
waive the Revolving Credit Early Termination Fee in the event that the Borrowers
refinance the Revolving Credit with Bank of America, N.A. or any of its
Affiliates, it being understood that, neither Bank of America, N.A. nor any of
its Affiliates are hereby committing to provide such refinancing.
2.16
CONCERNING FEES.
THE BORROWERS SHALL NOT BE ENTITLED TO ANY CREDIT, REBATE OR REPAYMENT OF THE
REVOLVING CREDIT COMMITMENT FEE, UNUSED LINE FEE, REVOLVING CREDIT EARLY
TERMINATION FEE, OR OTHER FEE EARNED BY THE AGENT OR LENDERS PURSUANT TO THIS
AGREEMENT OR ANY LOAN DOCUMENT NOTWITHSTANDING ANY TERMINATION OF THIS AGREEMENT
OR SUSPENSION OR TERMINATION OF THE AGENT'S OR LENDERS' OBLIGATION TO MAKE LOANS
AND ADVANCES HEREUNDER.
2.17
INTENTIONALLY OMITTED.
50
2.18
PROCEDURES FOR ISSUANCE OF L/C'S.
(A)
THE LEAD BORROWER MAY REQUEST THAT THE ADMINISTRATIVE AGENT CAUSE THE
ISSUANCE OF L/C'S FOR THE ACCOUNT OF THE BORROWER.
EACH SUCH REQUEST SHALL BE
IN SUCH MANNER AS MAY FROM TIME TO TIME BE ACCEPTABLE TO THE ADMINISTRATIVE
AGENT.
(B)
THE ADMINISTRATIVE AGENT WILL ENDEAVOR TO CAUSE THE ISSUANCE OF ANY L/C SO
REQUESTED BY THE LEAD BORROWER, PROVIDED THAT, AT THE TIME THAT THE REQUEST IS
MADE, THE REVOLVING CREDIT HAS NOT BEEN SUSPENDED AS PROVIDED IN SECTION 2.5(H)
AND IF SO ISSUED:
(I)
THE AGGREGATE STATED AMOUNT OF ALL L/C'S THEN OUTSTANDING (GIVING
EFFECT TO THE ISSUANCE OF THE REQUESTED L/C), DOES NOT EXCEED
THIRTY MILLION
DOLLARS ($30,000,000);
(II)
THE EXPIRY OF THE REQUESTED L/C IS NOT LATER THAN THE EARLIER OF
THIRTY (30) DAYS PRIOR TO THE MATURITY DATE OR THE FOLLOWING:
(A)
FOR STANDBY L/C'S: ONE (1) YEAR FROM INITIAL ISSUANCE.
(B)
FOR DOCUMENTARY L/C'S: ONE HUNDRED (120) DAYS FROM ISSUANCE; AND
(III)
AN OVERLOAN WILL NOT RESULT FROM THE ISSUANCE OF THE SUBJECT L/C.
(C)
UNLESS OTHERWISE AGREED BETWEEN THE LEAD BORROWER AND THE ADMINISTRATIVE
AGENT, THE ISSUER OF ALL L/C'S SHALL BE FNB AND ANY SUCCESSOR TO FNB.
(D)
THE LEAD BORROWER SHALL ALSO EXECUTE SUCH OTHER DOCUMENTATION TO APPLY FOR
AND SUPPORT THE ISSUANCE OF AN L/C AS MAY BE REQUIRED BY FNB OR ITS SUCCESSOR OR
ANY OTHER
ISSUER, INCLUDING, WITHOUT LIMITATION, IN RESPECT OF THE SPECIAL
PURPOSE CREDIT. THIS AGREEMENT SHALL CONTROL ANY CONFLICT BETWEEN THIS AGREEMENT
AND ANY SUCH DOCUMENTATION.
(E)
THERE SHALL NOT BE ANY RECOURSE TO, NOR LIABILITY OF, THE AGENT OR
LENDERS ON ACCOUNT OF
(I)
ANY DELAY OR REFUSAL BY AN ISSUER TO ISSUE AN