TO THE EXTENT THAT, ON
THE BUSINESS DAY FOLLOWING RECEIPT BY THE APPLICABLE CREDITOR OF ANY SUM
ADJUDGED TO BE SO DUE IN THE JUDGMENT CURRENCY, THE APPLICABLE CREDITOR MAY IN
ACCORDANCE WITH NORMAL BANKING PROCEDURES IN THE RELEVANT JURISDICTION PURCHASE
THE AGREEMENT CURRENCY WITH THE JUDGMENT CURRENCY; IF THE AMOUNT OF THE
AGREEMENT CURRENCY SO PURCHASED IS LESS THAN THE SUM ORIGINALLY DUE TO THE
APPLICABLE CREDITOR IN THE AGREEMENT CURRENCY, SUCH BORROWER AGREES, AS A
SEPARATE OBLIGATION AND NOTWITHSTANDING ANY SUCH JUDGMENT, TO INDEMNIFY THE
APPLICABLE CREDITOR AGAINST SUCH LOSS.
THE OBLIGATIONS OF THE BORROWERS
CONTAINED IN THIS SECTION 11.13 SHALL SURVIVE THE TERMINATION OF THIS AGREEMENT
AND THE PAYMENT OF ALL OTHER AMOUNTS OWING HEREUNDER.
77
SECTION 11.14.
TERMINATION OF COVENANTS.
NOTWITHSTANDING ANY OTHER PROVISION
IN THIS AGREEMENT, AT ANY TIME WHEN THE COMMITMENTS SHALL HAVE TERMINATED AND NO
LOANS SHALL BE OUTSTANDING BUT LETTERS OF CREDIT ARE STILL OUTSTANDING, IF THE
BORROWERS SHALL POST CASH COLLATERAL IN AN AMOUNT EQUAL TO THE LC EXPOSURE, THE
BORROWERS SHALL NO LONGER BE REQUIRED TO COMPLY WITH THE COVENANTS SET FORTH IN
ARTICLE V OR ARTICLE VI OF THIS AGREEMENT.
SECTION 11.15.
RELEASE OF GUARANTORS.
A SUBSIDIARY GUARANTOR SHALL BE RELEASED
FROM EACH OF THE GUARANTEE AGREEMENT AND THE INDEMNITY, SUBROGATION AND
CONTRIBUTION AGREEMENT WITH RESPECT TO SUCH SUBSIDIARY GUARANTOR IF (I) ALL OF
THE CAPITAL STOCK OF SUCH SUBSIDIARY GUARANTOR OWNED BY THE COMPANY OR ANY
SUBSIDIARY SHALL BE SOLD IN A TRANSACTION PERMITTED UNDER THE TERMS OF THIS
AGREEMENT AND (II) AT THE TIME OF SUCH SALE NO DEFAULT HAS OCCURRED AND IS
CONTINUING.
THE ADMINISTRATIVE AGENT SHALL PROMPTLY (AND THE LENDERS HEREBY
AUTHORIZE AND INSTRUCT THE ADMINISTRATIVE AGENT TO) TAKE SUCH ACTION AND EXECUTE
ANY SUCH DOCUMENTS AS MAY BE REASONABLY REQUESTED BY THE BORROWER AND TO PROVIDE
WRITTEN EVIDENCE OF THE RELEASE OF ANY SUBSIDIARY GUARANTOR PURSUANT TO THIS
SECTION.
SECTION 11.16.
USA PATRIOT ACT.
EACH LENDER HEREBY NOTIFIES THE BORROWER THAT
PURSUANT TO THE REQUIREMENTS OF THE USA PATRIOT ACT (TITLE III OF PUB. L. 107-56
(SIGNED INTO LAW OCTOBER 26, 2001)) (THE "ACT"), IT IS REQUIRED TO OBTAIN,
VERIFY AND RECORD INFORMATION THAT IDENTIFIES THE BORROWER, WHICH INFORMATION
INCLUDES THE NAME AND ADDRESS OF THE BORROWER AND OTHER INFORMATION THAT WILL
ALLOW SUCH LENDER TO IDENTIFY THE BORROWER IN ACCORDANCE WITH THE ACT.
SECTION 11.17.
QUALIFYING BANK REPRESENTATION AND WARRANTY.
EACH SWISS TRANCHE
LENDER ON THE DATE OF THIS AGREEMENT HEREBY REPRESENTS AND WARRANTS TO THE SWISS
BORROWER THAT SUCH LENDER IS A QUALIFYING BANK.
IF, AT ANY TIME PRIOR TO THE
EXPIRATION OR TERMINATION OF THE SWISS TRANCHE COMMITMENTS AND THE REPAYMENT IN
FULL OF THE PRINCIPAL OF AND INTEREST ON EACH SWISS TRANCHE REVOLVING LOAN, ANY
SWISS TRANCHE LENDER THAT SHALL HAVE BEEN A QUALIFYING BANK AT THE TIME IT
BECAME A PARTY HERETO SHALL CEASE TO BE A QUALIFYING BANK, AND AT SUCH TIME
THERE ARE MORE THAN TEN SWISS TRANCHE LENDERS (INCLUDING SUCH SWISS TRANCHE
LENDER) THAT ARE