CERTIFICATES, DOCUMENTS AND OTHER
PAPERS AND INFORMATION REQUIRED BY THE ISSUING LENDER WHICH RELATE THERETO.
THE
ISSUING LENDER SHALL PROMPTLY FURNISH A COPY OF EACH LETTER OF CREDIT TO THE
AGENT, THE BORROWER AND TO EACH OF THE LENDERS.
A LETTER OF CREDIT SHALL BE
ISSUED, AMENDED, RENEWED OR EXTENDED ONLY IF (AND, UPON ISSUANCE, AMENDMENT,
RENEWAL OR EXTENSION OF EACH LETTER OF CREDIT, THE BORROWER SHALL BE DEEMED TO
REPRESENT AND WARRANT THAT), AFTER GIVING EFFECT TO SUCH ISSUANCE, AMENDMENT,
RENEWAL OR EXTENSION THE PROVISO SET FORTH IN SECTION 2.02(A) THROUGH (G) IS
SATISFIED.
THE ISSUING LENDER SHALL NOT BE OBLIGATED TO AMEND ANY LETTER OF
CREDIT IF THE ISSUING LENDER WOULD NOT BE REQUIRED AT SUCH TIME TO ISSUE SUCH
LETTER OF CREDIT IN ITS AMENDED FORM UNDER THE TERMS OF THIS AGREEMENT.
2.02.2.
EXPIRATION DATE.
EACH LETTER OF CREDIT SHALL EXPIRE AT OR
PRIOR TO THE CLOSE OF BUSINESS ON THE EARLIER OF (A) THE DATE THAT IS 365 DAYS
AFTER THE DATE OF THE ISSUANCE OF SUCH LETTER OF CREDIT (OR, IN THE CASE OF ANY
RENEWAL OR EXTENSION THEREOF, 365 DAYS AFTER SUCH RENEWAL OR EXTENSION) AND
(B) THE LC EXPIRATION DATE, PROVIDED THAT ANY LETTER OF CREDIT MAY PROVIDE FOR
THE AUTOMATIC RENEWAL THEREOF FOR ADDITIONAL 365-DAY PERIODS (WHICH SHALL IN NO
EVENT EXTEND BEYOND THE LC EXPIRATION DATE).
2.02.3.
AGREEMENT OF LENDERS TO PURCHASE PROPORTIONATE SHARE OF
LETTERS OF CREDIT.
IN ORDER TO INDUCE THE ISSUING LENDER TO ISSUE LETTERS OF
CREDIT FOR THE ACCOUNT OF THE BORROWER IN ACCORDANCE WITH THE TERMS OF THIS
AGREEMENT, EACH LENDER UNCONDITIONALLY AND IRREVOCABLY AGREES TO ACCEPT AND
PURCHASE AND HEREBY ACCEPTS AND PURCHASES FROM THE ISSUING LENDER, ON THE TERMS
AND CONDITIONS HEREINAFTER STATED, FOR SUCH LENDER'S OWN ACCOUNT AND RISK AN
UNDIVIDED INTEREST EQUAL TO SUCH LENDER'S REVOLVING CREDIT COMMITMENT PERCENTAGE
IN THE ISSUING LENDER'S OBLIGATIONS AND RIGHTS UNDER EACH LETTER OF CREDIT
ISSUED HEREUNDER AND THE AMOUNT OF EACH LC DISBURSEMENT OF THE ISSUING LENDER.
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EACH LENDER UNCONDITIONALLY AND IRREVOCABLY COVENANTS TO THE ISSUING LENDER
THAT, IF AN LC DISBURSEMENT IS MADE BY THE ISSUING LENDER WITH RESPECT TO ANY
LETTER OF CREDIT FOR WHICH THE ISSUING LENDER IS NOT IMMEDIATELY REIMBURSED IN
FULL BY THE BORROWER, SUCH LENDER SHALL PAY TO THE AGENT, FOR THE ACCOUNT OF THE
ISSUING LENDER, UPON THE DEMAND BY THE AGENT, AN AMOUNT EQUAL TO SUCH LENDER'S
REVOLVING CREDIT COMMITMENT PERCENTAGE OF THE UNREIMBURSED AMOUNT OF SUCH LC
DISBURSEMENT NOT LATER THAN 1:00 P.M. ON THE BUSINESS DAY SPECIFIED BY THE AGENT
IN ITS DEMAND FOR PAYMENT. ANY PAYMENT MADE BY A LENDER PURSUANT TO THIS
PARAGRAPH TO REIMBURSE THE ISSUING LENDER FOR ANY LC DISBURSEMENT SHALL NOT
CONSTITUTE A LOAN AND SHALL NOT RELIEVE THE BORROWER OF ITS OBLIGATION TO
REIMBURSE SUCH LC DISBURSEMENT.
2.02.4.
REIMBURSEMENT OBLIGATIONS OF THE BORROWER.
THE BORROWER
UNCONDITIONALLY AND IRREVOCABLY AGREES TO REIMBURSE THE ISSUING LENDER ON EACH
DATE ON WHICH EITHER THE ISSUING LENDER OR THE AGENT NOTIFIES