SHALL BE A BUSINESS DAY); (B) THE AMOUNT THEREOF; (C) THE EXPIRY DATE
THEREOF; (D) THE NAME AND ADDRESS OF THE BENEFICIARY THEREOF; (E) THE DOCUMENTS
TO BE PRESENTED BY SUCH BENEFICIARY IN CASE OF ANY DRAWING THEREUNDER; (F) THE
FULL TEXT OF ANY CERTIFICATE TO BE PRESENTED BY SUCH BENEFICIARY IN CASE OF ANY
DRAWING THEREUNDER; AND (G) SUCH OTHER MATTERS AS THE ADMINISTRATIVE AGENT OR
THE L/C ISSUER MAY REQUIRE.
IN THE CASE OF A REQUEST FOR AN AMENDMENT OF ANY
OUTSTANDING LETTER OF CREDIT, SUCH LETTER OF CREDIT
52
APPLICATION SHALL SPECIFY IN FORM AND DETAIL SATISFACTORY TO THE ADMINISTRATIVE
AGENT AND THE L/C ISSUER (A) THE LETTER OF CREDIT TO BE AMENDED; (B) THE
PROPOSED DATE OF AMENDMENT THEREOF (WHICH SHALL BE A BUSINESS DAY); (C) THE
NATURE OF THE PROPOSED AMENDMENT; AND (D) SUCH OTHER MATTERS AS THE
ADMINISTRATIVE AGENT AND THE L/C ISSUER MAY REQUIRE.
ADDITIONALLY, THE LEAD
BORROWER SHALL FURNISH TO THE L/C ISSUER AND THE ADMINISTRATIVE AGENT SUCH OTHER
DOCUMENTS AND INFORMATION PERTAINING TO SUCH REQUESTED LETTER OF CREDIT ISSUANCE
OR AMENDMENT, INCLUDING ANY ISSUER DOCUMENTS, AS THE L/C ISSUER OR THE
ADMINISTRATIVE AGENT MAY REASONABLY REQUIRE.
(II)
IMMEDIATELY UPON THE ISSUANCE OR AMENDMENT
OF EACH LETTER OF CREDIT, EACH LENDER SHALL BE DEEMED TO (WITHOUT ANY FURTHER
ACTION), AND HEREBY IRREVOCABLY AND UNCONDITIONALLY AGREES TO, PURCHASE FROM THE
L/C ISSUER, WITHOUT RECOURSE OR WARRANTY, A RISK PARTICIPATION IN SUCH LETTER OF
CREDIT IN AN AMOUNT EQUAL TO THE PRODUCT OF SUCH LENDER'S APPLICABLE PERCENTAGE
TIMES THE AMOUNT OF SUCH LETTER OF CREDIT.
UPON ANY CHANGE IN THE COMMITMENTS
UNDER THIS AGREEMENT, IT IS HEREBY AGREED THAT WITH RESPECT TO ALL L/C
OBLIGATIONS, THERE SHALL BE AN AUTOMATIC ADJUSTMENT TO THE PARTICIPATIONS HEREBY
CREATED TO REFLECT THE NEW APPLICABLE PERCENTAGES OF THE ASSIGNING AND ASSIGNEE
LENDERS.
(III)
IF THE LEAD BORROWER SO REQUESTS IN ANY
APPLICABLE LETTER OF CREDIT APPLICATION, THE ADMINISTRATIVE AGENT MAY, IN ITS
SOLE AND ABSOLUTE DISCRETION, CAUSE THE L/C ISSUER TO ISSUE A STANDBY LETTER OF
CREDIT THAT HAS AUTOMATIC EXTENSION PROVISIONS (EACH, AN "AUTO-EXTENSION LETTER
OF CREDIT"); PROVIDED THAT ANY SUCH AUTO-EXTENSION LETTER OF CREDIT MUST PERMIT
THE L/C ISSUER TO PREVENT ANY SUCH EXTENSION AT LEAST ONCE IN EACH TWELVE-MONTH
PERIOD (COMMENCING WITH THE DATE OF ISSUANCE OF SUCH STANDBY LETTER OF CREDIT)
BY GIVING PRIOR NOTICE TO THE BENEFICIARY THEREOF NOT LATER THAN A DAY (THE
"NON-EXTENSION NOTICE DATE") IN EACH SUCH TWELVE-MONTH PERIOD TO BE AGREED UPON
AT THE TIME SUCH STANDBY LETTER OF CREDIT IS ISSUED.
UNLESS OTHERWISE DIRECTED
BY THE ADMINISTRATIVE AGENT OR L/C ISSUER, THE LEAD BORROWER SHALL NOT BE
REQUIRED TO MAKE A SPECIFIC REQUEST TO THE ADMINISTRATIVE AGENT OR L/C ISSUER
FOR ANY SUCH EXTENSION.
ONCE AN AUTO-EXTENSION LETTER OF CREDIT HAS BEEN
ISSUED, THE LENDERS SHALL BE DEEMED TO HAVE AUTHORIZED (BUT MAY NOT REQUIRE) THE
L/C ISSUER TO PERMIT THE EXTENSION OF SUCH STANDBY LETTER OF CREDIT AT ANY TIME
TO AN EXPIRY DATE NOT LATER