RELEVANT
BORROWER AND THE RELEVANT L/C ISSUER, COMPUTED ON THE DOLLAR EQUIVALENT OF THE
AMOUNT OF SUCH LETTER OF CREDIT, AND PAYABLE UPON THE ISSUANCE THEREOF, (II)
WITH RESPECT TO ANY AMENDMENT OF A COMMERCIAL LETTER OF CREDIT INCREASING THE
AMOUNT OF SUCH LETTER OF CREDIT, AT A RATE SEPARATELY AGREED BETWEEN THE
RELEVANT BORROWER AND THE RELEVANT L/C ISSUER, COMPUTED ON THE DOLLAR EQUIVALENT
OF THE AMOUNT OF SUCH INCREASE, AND PAYABLE UPON THE EFFECTIVENESS OF SUCH
AMENDMENT, AND (III) WITH RESPECT TO EACH STANDBY LETTER OF CREDIT ISSUED FOR
THE ACCOUNT OF A BORROWER OR ANY OF ITS SUBSIDIARIES, AT THE RATE PER ANNUM AS
SEPARATELY AGREED BETWEEN SUCH BORROWER AND THE RELEVANT L/C ISSUER, COMPUTED ON
THE DOLLAR EQUIVALENT OF THE DAILY AMOUNT AVAILABLE TO BE DRAWN UNDER SUCH
LETTER OF CREDIT ON A QUARTERLY BASIS IN ARREARS.
SUCH FRONTING FEE SHALL BE
DUE AND PAYABLE ON THE FIRST BUSINESS DAY FOLLOWING THE LAST DAY OF EACH MARCH,
JUNE, SEPTEMBER AND DECEMBER, COMMENCING WITH THE FIRST SUCH DATE TO OCCUR AFTER
THE ISSUANCE
44
ActiveUS 170689984v.4
OF SUCH LETTER OF CREDIT, ON THE LETTER OF CREDIT EXPIRATION DATE AND THEREAFTER
ON DEMAND.
FOR PURPOSES OF COMPUTING THE DAILY AMOUNT AVAILABLE TO BE DRAWN
UNDER ANY LETTER OF CREDIT, THE AMOUNT OF SUCH LETTER OF CREDIT SHALL BE
DETERMINED IN ACCORDANCE WITH SECTION 1.09.
IN ADDITION, THE APPLICABLE
BORROWER SHALL PAY DIRECTLY TO THE APPLICABLE L/C ISSUER FOR ITS OWN ACCOUNT, IN
DOLLARS, THE CUSTOMARY ISSUANCE, PRESENTATION, AMENDMENT AND OTHER PROCESSING
FEES, AND OTHER STANDARD COSTS AND CHARGES, OF THE APPLICABLE L/C ISSUER
RELATING TO LETTERS OF CREDIT AS FROM TIME TO TIME IN EFFECT.
SUCH CUSTOMARY
FEES AND STANDARD COSTS AND CHARGES ARE DUE AND PAYABLE WITHIN THREE BUSINESS
DAYS OF DEMAND AND ARE NONREFUNDABLE.
(K)
CONFLICT WITH ISSUER DOCUMENTS.
IN THE EVENT OF ANY CONFLICT
BETWEEN THE TERMS HEREOF AND THE TERMS OF ANY ISSUER DOCUMENT, THE TERMS HEREOF
SHALL CONTROL.
(L)
LETTERS OF CREDIT ISSUED FOR SUBSIDIARIES.
NOTWITHSTANDING
THAT A LETTER OF CREDIT ISSUED OR OUTSTANDING HEREUNDER IS IN SUPPORT OF ANY
OBLIGATIONS OF, OR IS FOR THE ACCOUNT OF, A SUBSIDIARY, THE RELEVANT BORROWER
SHALL BE OBLIGATED TO REIMBURSE ANY L/C ISSUER HEREUNDER FOR ANY AND ALL
DRAWINGS UNDER SUCH LETTER OF CREDIT.
EACH BORROWER HEREBY ACKNOWLEDGES THAT
THE ISSUANCE OF LETTERS OF CREDIT FOR THE ACCOUNT OF SUBSIDIARIES INURES TO THE
BENEFIT OF SUCH BORROWER, AND THAT SUCH BORROWER'S BUSINESS DERIVES SUBSTANTIAL
BENEFITS FROM THE BUSINESSES OF SUCH SUBSIDIARIES.
2.05.
SWING LINE LOANS
(A)
THE SWING LINE.
SUBJECT TO THE TERMS AND CONDITIONS SET
FORTH HEREIN, THE SWING LINE LENDER, IN RELIANCE UPON THE AGREEMENTS OF THE
OTHER LENDERS SET FORTH IN THIS SECTION 2.05, SHALL MAKE LOANS IN DOLLARS (EACH
SUCH LOAN, A "SWING LINE LOAN") TO ANY BORROWER FROM TIME TO TIME ON ANY
BUSINESS DAY DURING THE AVAILABILITY PERIOD IN AN AGGREGATE AMOUNT NOT TO EXCEED
AT ANY TIME OUTSTANDING THE AMOUNT OF THE SWING LINE SUBLIMIT; PROVIDED,
HOWEVER,