LOANS SHALL HAVE
THE SAME MATURITY DATE AND SHALL BEAR INTEREST AT THE SAME RATES (I.E., HAVE THE
SAME APPLICABLE MARGINS) APPLICABLE TO TERM LOANS;
(II)
THE INCREMENTAL TERM LOANS SHALL HAVE THE
SAME SCHEDULED REPAYMENT DATES AS THEN REMAIN WITH RESPECT TO THE TERM LOANS
(WITH THE AMOUNT OF EACH SCHEDULED REPAYMENT APPLICABLE TO SUCH INCREMENTAL TERM
LOANS TO BE THE SAME (ON A PROPORTIONATE BASIS) AS IS THERETOFORE APPLICABLE TO
THE TERM LOANS, THEREBY INCREASING THE AMOUNT OF EACH THEN REMAINING SCHEDULED
REPAYMENT PROPORTIONATELY; AND
(III)
ON THE DATE OF THE MAKING OF SUCH
INCREMENTAL TERM LOANS, AND NOTWITHSTANDING ANYTHING TO THE CONTRARY SET FORTH
IN SECTION 1.09, SAME SHALL BE ADDED TO (AND FORM PART OF) EACH BORROWING OF
OUTSTANDING TERM LOANS ON A PRO RATA BASIS (BASED ON THE RELATIVE SIZES OF THE
VARIOUS OUTSTANDING BORROWINGS), SO THAT EACH LENDER WILL PARTICIPATE
PROPORTIONATELY IN EACH THEN OUTSTANDING BORROWING OF TERM LOANS, AND SO THAT
THE EXISTING LENDERS HAVING THEN OUTSTANDING TERM LOANS CONTINUE TO HAVE THE
SAME
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PARTICIPATION (BY AMOUNT) IN EACH BORROWING OF TERM LOANS AS THEY HAD BEFORE THE
MAKING OF SUCH INCREMENTAL TERM LOANS.
To the extent the provisions of preceding clause (iii) require that Lenders
making such Incremental Term Loans add same to then outstanding Borrowings of
Eurodollar Loans, it is acknowledged that the effect thereof may result in such
Incremental Term Loans having short Interest Periods (i.e., an Interest Period
that began during an Interest Period then applicable to outstanding Eurodollar
Loans and which will end on the last day of such Interest Period).
In
connection therewith, the Borrower may agree, in the respective Incremental Term
Loan Commitment Agreement, to compensate the Incremental Term Loan Lenders
making such Incremental Term Loans for funding Eurodollar Loans during an
existing Interest Period on such basis as may be agreed to by the Borrower and
the respective Incremental Term Loan Lender or Incremental Term Loan Lenders.
SECTION 2.
LETTERS OF CREDIT.
2.01
LETTERS OF CREDIT.
(A)
SUBJECT TO AND UPON THE TERMS AND CONDITIONS
HEREIN SET FORTH, THE BORROWER MAY REQUEST OF ANY LETTER OF CREDIT ISSUER AT ANY
TIME AND FROM TIME TO TIME ON OR AFTER THE RESTATEMENT EFFECTIVE DATE AND PRIOR
TO THE TENTH BUSINESS DAY PRIOR TO THE RF MATURITY DATE THAT IT ISSUE, FOR THE
ACCOUNT OF THE BORROWER (X) TRADE LETTERS OF CREDIT IN SUPPORT OF TRADE
OBLIGATIONS OF THE BORROWER AND ITS SUBSIDIARIES INCURRED IN THE ORDINARY COURSE
OF BUSINESS (SUCH LETTERS OF CREDIT ISSUED FOR SUCH PURPOSES, "TRADE LETTERS OF
CREDIT") AND (Y) STANDBY LETTERS OF CREDIT ISSUED FOR ANY OTHER LAWFUL PURPOSES
OF THE BORROWER AND ITS SUBSIDIARIES (SUCH LETTERS OF CREDIT ISSUED FOR SUCH
PURPOSES, "STANDBY LETTERS OF CREDIT"), AND SUBJECT TO AND UPON THE TERMS AND
CONDITIONS HEREIN SET FORTH, EACH LETTER OF CREDIT ISSUER AGREES TO ISSUE FROM
TIME TO TIME FOLLOWING ITS RECEIPT OF THE RESPECTIVE LETTER OF CREDIT REQUEST TO
IT, IRREVOCABLE LETTERS OF CREDIT DENOMINATED IN DOLLARS