ACCOUNT.
IF AT ANY TIME THE ADMINISTRATIVE AGENT DETERMINES
THAT ANY FUNDS HELD AS CASH COLLATERAL ARE SUBJECT TO ANY RIGHT OR CLAIM OF ANY
PERSON OTHER THAN THE ADMINISTRATIVE AGENT OR CLAIMS OF THE DEPOSITARY BANK
ARISING BY OPERATION OF LAW OR THAT THE TOTAL AMOUNT OF SUCH FUNDS IS LESS THAN
THE AMOUNT REQUIRED BY THE FIRST SENTENCE OF THIS CLAUSE (G), THE RELEVANT
BORROWER WILL, FORTHWITH UPON DEMAND BY THE ADMINISTRATIVE AGENT, PAY TO THE
ADMINISTRATIVE AGENT, AS ADDITIONAL FUNDS TO BE DEPOSITED AND HELD IN THE
DEPOSIT ACCOUNTS DESIGNATED BY THE ADMINISTRATIVE AGENT AS AFORESAID, AN AMOUNT
EQUAL TO THE EXCESS OF (X) 100% OR 103%, AS APPLICABLE, OF SUCH AGGREGATE
OUTSTANDING AMOUNT OVER (Y) THE TOTAL AMOUNT OF FUNDS, IF ANY, THEN HELD AS CASH
COLLATERAL THAT THE ADMINISTRATIVE AGENT REASONABLY DETERMINES TO BE FREE AND
CLEAR OF ANY SUCH RIGHT AND CLAIM.
UPON THE DRAWING OF ANY LETTER OF CREDIT FOR
WHICH FUNDS ARE ON DEPOSIT AS CASH COLLATERAL, SUCH FUNDS SHALL BE APPLIED, TO
THE EXTENT PERMITTED UNDER APPLICABLE LAW, TO REIMBURSE THE L/C ISSUER.
TO THE
EXTENT THE AMOUNT OF ANY CASH COLLATERAL EXCEEDS 100% OR 103%, AS APPLICABLE, OF
THE THEN OUTSTANDING AMOUNT OF SUCH L/C OBLIGATIONS AND SO LONG AS NO EVENT OF
DEFAULT HAS OCCURRED AND IS CONTINUING, THE EXCESS SHALL BE REFUNDED TO THE
RELEVANT BORROWER.
(H)
APPLICABILITY OF ISP98 AND UCP.
UNLESS OTHERWISE EXPRESSLY AGREED
BY THE L/C ISSUER AND THE RELEVANT BORROWER WHEN A LETTER OF CREDIT IS ISSUED,
(I) THE RULES OF THE "INTERNATIONAL STANDBY PRACTICES 1998" PUBLISHED BY THE
INSTITUTE OF INTERNATIONAL BANKING LAW & PRACTICE (OR SUCH LATER VERSION THEREOF
AS MAY BE IN EFFECT AT THE TIME OF ISSUANCE) (EXCLUDING RULE 3.14) SHALL APPLY
TO EACH STANDBY LETTER OF CREDIT, AND (II) THE RULES OF THE UNIFORM CUSTOMS AND
PRACTICE FOR DOCUMENTARY CREDITS, AS MOST RECENTLY PUBLISHED BY THE
INTERNATIONAL CHAMBER OF COMMERCE AT THE TIME OF ISSUANCE SHALL APPLY TO EACH
COMMERCIAL LETTER OF CREDIT.
(I)
LETTER OF CREDIT FEES.
EACH BORROWER SHALL PAY TO THE
ADMINISTRATIVE AGENT FOR THE ACCOUNT OF EACH LENDER IN ACCORDANCE WITH ITS PRO
RATA SHARE A LETTER OF CREDIT FEE FOR EACH LETTER OF CREDIT ISSUED FOR THE
ACCOUNT OF SUCH BORROWER EQUAL TO THE APPLICABLE RATE TIMES THE DAILY MAXIMUM
AMOUNT THEN AVAILABLE TO BE DRAWN UNDER SUCH LETTER OF CREDIT.
SUCH LETTER OF
CREDIT FEES SHALL BE COMPUTED ON A QUARTERLY BASIS IN ARREARS.
SUCH LETTER OF
CREDIT FEES SHALL BE DUE AND PAYABLE ON THE LAST BUSINESS DAY OF EACH MARCH,
JUNE, SEPTEMBER AND DECEMBER, COMMENCING WITH THE FIRST SUCH DATE TO OCCUR AFTER
THE ISSUANCE OF SUCH LETTER OF CREDIT, ON THE LETTER OF CREDIT EXPIRATION DATE
AND THEREAFTER ON DEMAND.
IF THERE IS ANY CHANGE IN THE APPLICABLE RATE DURING
ANY QUARTER, THE DAILY MAXIMUM AMOUNT OF EACH LETTER OF CREDIT SHALL BE COMPUTED
AND MULTIPLIED BY THE APPLICABLE RATE SEPARATELY FOR EACH PERIOD DURING SUCH
QUARTER THAT SUCH APPLICABLE