AFTER THE MATURITY DATE.
(B)
IF, AT ANY TIME AND FROM TIME TO TIME, ANY LETTER OF CREDIT SHALL
HAVE BEEN ISSUED HEREUNDER AND THE SAME SHALL EXPIRE ON A DATE AFTER THE
MATURITY DATE, THEN, ON THE DATE THAT IS FIFTEEN (15) DAYS PRIOR TO THE MATURITY
DATE, THE BORROWER SHALL PAY TO THE ADMINISTRATIVE AGENT, ON BEHALF OF THE
BANKS, IN SAME DAY FUNDS AT THE ADMINISTRATIVE AGENT'S OFFICE DESIGNATED IN SUCH
DEMAND, FOR DEPOSIT IN THE LETTER OF CREDIT COLLATERAL ACCOUNT, LETTER OF CREDIT
COLLATERAL IN AN AMOUNT EQUAL TO THE LETTER OF CREDIT USAGE WITH RESPECT TO
LETTERS OF CREDIT ISSUED IN DOLLARS AND 110% OF THE DOLLAR EQUIVALENT AMOUNT OF
THE LETTER OF CREDIT USAGE WITH RESPECT TO ALTERNATE CURRENCY LETTERS OF CREDIT.
INTEREST SHALL ACCRUE ON THE LETTER OF CREDIT COLLATERAL ACCOUNT IN ACCORDANCE
WITH THE PROVISIONS OF SECTION 6.4.
(C)
FROM AND AFTER THE MATURITY DATE, THE ADMINISTRATIVE AGENT SHALL
CALCULATE, IN ACCORDANCE WITH THE TERMS OF THIS AGREEMENT, THE DOLLAR EQUIVALENT
AMOUNT OF ANY OUTSTANDING ALTERNATE CURRENCY LETTERS OF CREDIT ON THE LAST
BUSINESS DAY OF EACH CALENDER QUARTER.
IF AT ANY SUCH TIME 110% OF THE DOLLAR
EQUIVALENT AMOUNT OF THE LETTER OF CREDIT USAGE, SO DETERMINED BY THE
ADMINISTRATIVE AGENT, EXCEEDS THE AMOUNT IN THE LETTER OF CREDIT COLLATERAL
ACCOUNT ATTRIBUTABLE TO THE ALTERNATE CURRENCY LETTERS OF CREDIT, BORROWER,
WITHIN THREE (3) BUSINESS DAYS AFTER NOTICE THEREOF FROM THE ADMINISTRATIVE
AGENT, SHALL DEPOSIT ANY SUCH SHORTFALL IN THE LETTER OF CREDIT COLLATERAL
ACCOUNT.
SECTION 2.20.
Designated Borrowers.
(A)
THE BORROWER MAY AT ANY TIME, UPON NOT LESS THAN 15 BUSINESS DAYS'
NOTICE FROM THE BORROWER TO THE ADMINISTRATIVE AGENT (OR SUCH SHORTER PERIOD AS
MAY BE AGREED BY THE ADMINISTRATIVE AGENT IN ITS SOLE DISCRETION BUT IN NO EVENT
LESS THAN TEN (10) BUSINESS DAYS), DESIGNATE ANY FOREIGN SUBSIDIARY OF THE
BORROWER (AN "APPLICANT BORROWER") TO RECEIVE LOANS HEREUNDER BY DELIVERING TO
THE ADMINISTRATIVE AGENT (WHICH SHALL PROMPTLY DELIVER COUNTERPARTS THEREOF TO
EACH BANK) A DULY EXECUTED NOTICE AND AGREEMENT IN SUBSTANTIALLY THE FORM OF
EXHIBIT H (A "DESIGNATED BORROWER REQUEST AND ASSUMPTION AGREEMENT"). THE
PARTIES
46
HERETO ACKNOWLEDGE AND AGREE THAT PRIOR TO ANY APPLICANT BORROWER BECOMING
ENTITLED TO UTILIZE THE CREDIT FACILITIES PROVIDED FOR HEREIN THE ADMINISTRATIVE
AGENT SHALL HAVE RECEIVED SUCH SUPPORTING RESOLUTIONS, INCUMBENCY CERTIFICATES,
OPINIONS OF COUNSEL AND OTHER DOCUMENTS OR INFORMATION (INCLUDING, WITHOUT
LIMITATION, ALL SUCH DOCUMENTS OR INFORMATION REQUIRED TO COMPLY WITH THE
PATRIOT ACT), IN EACH CASE CONSISTENT WITH THE DOCUMENTS AND INFORMATION
REQUIRED TO BE DELIVERED HEREUNDER WITH RESPECT TO THE BORROWER ON THE CLOSING
DATE (BUT WITH SUCH DIFFERENCES AS MAY BE APPROPRIATE IN LIGHT OF APPLICABLE
LOCAL LAW), AS WELL AS A GUARANTY OF SUCH NEW BORROWERS' OBLIGATIONS HEREUNDER
BY THE BORROWER IN FORM AND SUBSTANCE REASONABLY ACCEPTABLE TO THE
ADMINISTRATIVE AGENT.
IF THE ADMINISTRATIVE AGENT AND ANY ONE OR MORE BANKS (IT
BEING UNDERSTOOD AND AGREED THAT NO BANK SHALL HAVE ANY OBLIGATION TO LEND TO A
DESIGNATED