FROM TIME TO TIME IN EFFECT AND
APPLICABLE TO THE LOAN FOR SO LONG AS THE LOAN IS OUTSTANDING.
ARTICLE IIA
LETTER OF CREDIT SUBFACILITY
2A.1
Obligation to Issue. Subject to the terms and
conditions of this Agreement and in reliance upon the representations and
warranties of the Borrower herein set forth, the Issuing Bank hereby agrees to
issue for the account of the Borrower, one or more Facility Letters of Credit in
accordance with this Article IIA, from time to time during the period commencing
on the Agreement Effective Date and ending on a date sixty (60) days prior to
the Facility Termination Date.
2A.2
Types and Amounts. The Issuing Bank shall not:
(I)
ISSUE ANY FACILITY LETTER OF CREDIT IF
THE AGGREGATE MAXIMUM AMOUNT THEN AVAILABLE FOR DRAWING UNDER LETTERS OF CREDIT
ISSUED BY SUCH ISSUING BANK, AFTER GIVING EFFECT TO THE FACILITY LETTER OF
CREDIT REQUESTED HEREUNDER, SHALL EXCEED ANY LIMIT IMPOSED BY LAW OR REGULATION
UPON SUCH ISSUING BANK;
(II)
ISSUE ANY FACILITY LETTER OF CREDIT IF,
AFTER GIVING EFFECT THERETO, (1) THE THEN APPLICABLE OUTSTANDING FACILITY AMOUNT
WOULD EXCEED THE THEN CURRENT AGGREGATE COMMITMENT OR (2) THE FACILITY LETTER OF
CREDIT OBLIGATIONS WOULD EXCEED THE FACILITY LETTER OF CREDIT SUBLIMIT; OR
(III)
ISSUE ANY FACILITY LETTER OF CREDIT HAVING
AN EXPIRATION DATE, OR CONTAINING AUTOMATIC EXTENSION PROVISIONS TO EXTEND SUCH
DATE, TO A DATE BEYOND THE SIXTIETH (60TH) DAY PRIOR TO THE FACILITY TERMINATION
DATE.
2A.3
Conditions. In addition to being subject to the
satisfaction of the conditions contained in Article IV hereof and in the balance
of this Article IIA, the obligation of the Issuing Bank to issue any Facility
Letter of Credit is subject to the satisfaction in full of the following
conditions:
26
(I)
THE BORROWER SHALL HAVE DELIVERED TO THE
ISSUING BANK AT SUCH TIMES AND IN SUCH MANNER AS THE ISSUING BANK MAY REASONABLY
PRESCRIBE SUCH DOCUMENTS AND MATERIALS AS MAY BE REASONABLY REQUIRED PURSUANT TO
THE TERMS OF THE PROPOSED FACILITY LETTER OF CREDIT (IT BEING UNDERSTOOD THAT IF
ANY INCONSISTENCY EXISTS BETWEEN SUCH DOCUMENTS AND THE LOAN DOCUMENTS, THE
TERMS OF THE LOAN DOCUMENTS SHALL CONTROL) AND THE PROPOSED FACILITY LETTER OF
CREDIT SHALL BE REASONABLY SATISFACTORY TO THE ISSUING BANK AS TO FORM AND
CONTENT;
(II)
AS OF THE DATE OF ISSUANCE, NO ORDER,
JUDGMENT OR DECREE OF ANY COURT, ARBITRATOR OR GOVERNMENTAL AUTHORITY SHALL
PURPORT BY ITS TERMS TO ENJOIN OR RESTRAIN THE ISSUING BANK FROM ISSUING THE
REQUESTED FACILITY LETTER OF CREDIT AND NO LAW, RULE OR REGULATION APPLICABLE TO
THE ISSUING BANK AND NO REQUEST OR DIRECTIVE (WHETHER OR NOT HAVING THE FORCE OF
LAW) FROM ANY GOVERNMENTAL AUTHORITY WITH JURISDICTION OVER THE ISSUING BANK
SHALL PROHIBIT OR REQUEST THAT THE ISSUING BANK REFRAIN FROM THE ISSUANCE OF
LETTERS OF CREDIT GENERALLY OR THE ISSUANCE OF THE REQUESTED FACILITY LETTER OR
CREDIT IN PARTICULAR; AND
(III)
THERE SHALL NOT EXIST ANY DEFAULT OR
UNMATURED DEFAULT.
2A.4
PROCEDURE FOR ISSUANCE OF FACILITY LETTERS OF