PERIOD IN SUCH FORM
AS MAY BE CUSTOMARILY USED FROM TIME TO TIME BY THE ISSUING LENDER OR IN SUCH
OTHER FORM AS MAY BE REASONABLY SATISFACTORY TO THE ISSUING LENDER; PROVIDED,
THAT THE ISSUING LENDER SHALL HAVE NO OBLIGATION TO ISSUE ANY LETTER OF CREDIT
IF, AFTER GIVING EFFECT TO SUCH ISSUANCE, (X) THE L/C OBLIGATIONS WOULD EXCEED
THE L/C SUBCOMMITMENT AMOUNT, (Y) THE AGGREGATE AMOUNT OF THE AVAILABLE
REVOLVING COMMITMENTS WOULD BE LESS THAN ZERO OR (Z) THE SUM OF (1)
THE
AGGREGATE AMOUNT OF ALL HEDGING OBLIGATIONS UNDER ALL SPECIFIED HEDGING
AGREEMENTS THEN OUTSTANDING PLUS (2) THE AGGREGATE UNPAID PRINCIPAL AMOUNT OF
THE TERM LOANS THEN OUTSTANDING PLUS (3) THE AGGREGATE AMOUNT OF REVOLVING
EXTENSIONS OF CREDIT OF ALL REVOLVING LENDERS THEN OUTSTANDING WOULD EXCEED THE
MAXIMUM AMOUNT.
EACH LETTER OF CREDIT SHALL BE DENOMINATED IN DOLLARS AND
EXPIRE NO LATER THAN THE EARLIER OF (I) THE FIRST ANNIVERSARY OF ITS DATE OF
ISSUANCE AND (II) THE DATE THAT IS FIVE BUSINESS DAYS PRIOR TO THE MATURITY
DATE, PROVIDED THAT ANY LETTER OF CREDIT WITH A ONE-YEAR TERM MAY PROVIDE FOR
THE RENEWAL THEREOF FOR ADDITIONAL PERIODS OF UP TO ONE YEAR (WHICH SHALL IN NO
EVENT EXTEND BEYOND THE DATE REFERRED TO IN CLAUSE (II) ABOVE).
(B)
THE ISSUING LENDER SHALL NOT AT ANY TIME BE OBLIGATED TO ISSUE ANY
LETTER OF CREDIT HEREUNDER IF SUCH ISSUANCE WOULD CONFLICT WITH, OR CAUSE THE
ISSUING LENDER OR ANY L/C PARTICIPANT TO EXCEED ANY LIMITS IMPOSED BY, ANY
APPLICABLE REQUIREMENT OF LAW.
23
2.7
PROCEDURE FOR ISSUANCE OF LETTER OF CREDIT.
(A)
THE BORROWER MAY FROM TIME TO TIME REQUEST THAT THE ISSUING LENDER
ISSUE A LETTER OF CREDIT DURING THE REVOLVING COMMITMENT PERIOD BY DELIVERING TO
THE ISSUING LENDER AT ITS ADDRESS FOR NOTICES SPECIFIED HEREIN AN APPLICATION
THEREFOR, COMPLETED TO THE REASONABLE SATISFACTION OF THE ISSUING LENDER, AND
SUCH OTHER CERTIFICATES, DOCUMENTS AND OTHER PAPERS AND INFORMATION AS THE
ISSUING LENDER MAY REASONABLY REQUEST.
UPON RECEIPT OF ANY APPLICATION, THE
ISSUING LENDER WILL NOTIFY THE ADMINISTRATIVE AGENT OF THE AMOUNT, THE
BENEFICIARY AND THE REQUESTED EXPIRATION OF THE REQUESTED LETTER OF CREDIT, AND
UPON RECEIPT OF CONFIRMATION FROM THE ADMINISTRATIVE AGENT THAT AFTER GIVING
EFFECT TO THE REQUESTED ISSUANCE, THE AVAILABLE REVOLVING COMMITMENTS WOULD NOT
BE LESS THAN ZERO, THE ISSUING LENDER WILL PROCESS SUCH APPLICATION AND THE
CERTIFICATES, DOCUMENTS AND OTHER PAPERS AND INFORMATION DELIVERED TO IT IN
CONNECTION THEREWITH IN ACCORDANCE WITH ITS CUSTOMARY PROCEDURES AND SHALL
PROMPTLY ISSUE THE LETTER OF CREDIT REQUESTED THEREBY (BUT IN NO EVENT SHALL THE
ISSUING LENDER BE REQUIRED TO ISSUE ANY LETTER OF CREDIT EARLIER THAN TWO
BUSINESS DAYS AFTER ITS RECEIPT OF THE APPLICATION THEREFOR AND ALL SUCH OTHER
CERTIFICATES, DOCUMENTS AND OTHER PAPERS AND INFORMATION RELATING THERETO) BY
ISSUING THE ORIGINAL OF SUCH LETTER OF CREDIT TO THE BENEFICIARY THEREOF OR AS
OTHERWISE MAY BE AGREED TO BY THE ISSUING LENDER AND THE BORROWER.
THE ISSUING
LENDER SHALL FURNISH A COPY OF SUCH LETTER