IN THE SAME MANNER AS PROVIDED IN
SECTION 2.07 WITH RESPECT TO LOANS MADE BY SUCH LENDER (AND SECTION 2.07 SHALL
APPLY, MUTATIS MUTANDIS, TO THE PAYMENT OBLIGATIONS OF THE LENDERS), AND THE
ADMINISTRATIVE AGENT SHALL PROMPTLY PAY TO THE SWINGLINE LENDER THE AMOUNTS SO
RECEIVED BY IT FROM THE LENDERS.
THE ADMINISTRATIVE AGENT SHALL NOTIFY THE
COMPANY OF ANY PARTICIPATIONS IN ANY SWINGLINE LOAN ACQUIRED PURSUANT TO THIS
PARAGRAPH, AND THEREAFTER PAYMENTS IN RESPECT OF SUCH SWINGLINE LOAN SHALL BE
MADE TO THE ADMINISTRATIVE AGENT AND NOT TO THE SWINGLINE LENDER.
ANY AMOUNTS
RECEIVED BY THE SWINGLINE LENDER FROM THE COMPANY (OR OTHER PARTY ON BEHALF OF
THE COMPANY) IN RESPECT OF A SWINGLINE LOAN AFTER RECEIPT BY THE SWINGLINE
LENDER OF THE PROCEEDS OF A SALE OF PARTICIPATIONS THEREIN SHALL BE PROMPTLY
REMITTED TO THE ADMINISTRATIVE AGENT; ANY SUCH AMOUNTS RECEIVED BY THE
ADMINISTRATIVE AGENT SHALL BE PROMPTLY REMITTED BY THE ADMINISTRATIVE AGENT TO
THE LENDERS THAT SHALL HAVE MADE THEIR PAYMENTS PURSUANT TO THIS PARAGRAPH AND
TO THE SWINGLINE LENDER, AS THEIR INTERESTS MAY APPEAR; PROVIDED THAT ANY SUCH
PAYMENT SO REMITTED SHALL BE REPAID TO THE SWINGLINE LENDER OR TO THE
ADMINISTRATIVE AGENT, AS APPLICABLE, IF AND TO THE EXTENT SUCH PAYMENT IS
REQUIRED TO BE REFUNDED TO THE COMPANY FOR ANY REASON.
THE PURCHASE OF
PARTICIPATIONS IN A SWINGLINE LOAN PURSUANT TO THIS PARAGRAPH SHALL NOT RELIEVE
THE COMPANY OF ANY DEFAULT IN THE PAYMENT THEREOF.
SECTION 2.06.
LETTERS OF CREDIT.
(A) GENERAL.
SUBJECT TO THE TERMS AND
CONDITIONS SET FORTH HEREIN, THE COMPANY MAY REQUEST THE ISSUANCE OF LETTERS OF
CREDIT DENOMINATED IN AGREED CURRENCIES FOR ITS OWN ACCOUNT (OR FOR THE ACCOUNT
OF ANY SUBSIDIARY), IN A FORM REASONABLY ACCEPTABLE TO THE ADMINISTRATIVE AGENT
AND THE RELEVANT ISSUING BANK, AT ANY TIME AND FROM TIME TO TIME DURING THE
AVAILABILITY PERIOD.
IN THE EVENT OF ANY INCONSISTENCY BETWEEN THE TERMS AND
CONDITIONS OF THIS AGREEMENT AND THE TERMS AND CONDITIONS OF ANY FORM OF LETTER
OF CREDIT APPLICATION OR OTHER AGREEMENT SUBMITTED BY THE COMPANY TO, OR ENTERED
INTO BY THE COMPANY WITH, THE RELEVANT ISSUING BANK RELATING TO ANY LETTER OF
CREDIT, THE TERMS AND CONDITIONS OF THIS AGREEMENT SHALL CONTROL; PROVIDED,
HOWEVER, IF SUCH ISSUING BANK IS REQUESTED TO ISSUE LETTERS OF CREDIT WITH
RESPECT TO A JURISDICTION SUCH ISSUING BANK DEEMS, IN ITS REASONABLE JUDGMENT,
MAY AT ANY TIME SUBJECT IT TO A NEW MONEY CREDIT EVENT OR A COUNTRY RISK EVENT,
THE COMPANY SHALL, AT THE REQUEST OF SUCH ISSUING BANK, GUARANTY AND INDEMNIFY
SUCH ISSUING BANK AGAINST ANY AND ALL COSTS, LIABILITIES AND LOSSES RESULTING
FROM SUCH NEW MONEY CREDIT EVENT OR COUNTRY RISK EVENT, IN EACH CASE IN A FORM
AND SUBSTANCE REASONABLY SATISFACTORY TO SUCH ISSUING BANK.
THE LETTERS OF
CREDIT IDENTIFIED ON SCHEDULE 2.06 SHALL BE DEEMED TO BE "LETTERS OF CREDIT"
ISSUED ON THE EFFECTIVE DATE FOR ALL PURPOSES OF THE LOAN DOCUMENTS.
(B)
NOTICE OF ISSUANCE, AMENDMENT, RENEWAL, EXTENSION; CERTAIN CONDITIONS.
TO
REQUEST