OTHER LAWFUL CORPORATE PURPOSES AND MAY BE ISSUED AS STANDBY LETTERS OF
CREDIT, INCLUDING IN CONNECTION WITH WORKERS' COMPENSATION AND OTHER INSURANCE
PROGRAMS, AND TRADE LETTERS OF CREDIT.
EXCEPT AS OTHERWISE EXPRESSLY AGREED
UPON BY ALL THE LENDERS, NO LETTER OF CREDIT SHALL HAVE AN ORIGINAL EXPIRY DATE
MORE THAN TWELVE (12) MONTHS FROM THE DATE OF ISSUANCE; PROVIDED, HOWEVER, SO
LONG AS NO DEFAULT OR EVENT OF DEFAULT HAS OCCURRED AND IS CONTINUING AND
SUBJECT TO THE OTHER TERMS AND CONDITIONS TO THE ISSUANCE OF LETTERS OF CREDIT
HEREUNDER, THE EXPIRY DATES OF LETTERS OF CREDIT MAY BE EXTENDED ANNUALLY OR
PERIODICALLY FROM TIME TO TIME ON THE REQUEST OF THE BORROWER OR BY OPERATION OF
THE TERMS OF THE APPLICABLE LETTER OF CREDIT TO A DATE NOT MORE THAN TWELVE (12)
MONTHS FROM THE DATE OF EXTENSION; PROVIDED, FURTHER, THAT NO LETTER OF CREDIT,
AS ORIGINALLY ISSUED OR AS EXTENDED, SHALL HAVE AN EXPIRY DATE EXTENDING BEYOND
THE MATURITY DATE.
EACH LETTER OF CREDIT SHALL COMPLY WITH THE RELATED LOC
DOCUMENTS.
THE ISSUANCE AND EXPIRY DATE OF EACH LETTER OF CREDIT SHALL BE A
BUSINESS DAY.
ANY LETTERS OF CREDIT ISSUED HEREUNDER SHALL BE IN A MINIMUM
ORIGINAL FACE AMOUNT OF $10,000 OR SUCH OTHER AMOUNT AS AGREED BY THE
ADMINISTRATIVE AGENT AND THE BORROWER.
BANK ONE SHALL BE THE ISSUING LENDER ON
ALL LETTERS OF CREDIT ISSUED AFTER THE CLOSING DATE.
(B)
NOTICE AND REPORTS.
THE REQUEST FOR THE ISSUANCE OF A LETTER OF
CREDIT SHALL BE SUBMITTED TO THE ISSUING LENDER AT LEAST THREE (3) BUSINESS DAYS
PRIOR TO THE REQUESTED DATE OF ISSUANCE.
THE ISSUING LENDER WILL PROMPTLY UPON
REQUEST PROVIDE TO THE ADMINISTRATIVE AGENT FOR DISSEMINATION TO THE LENDERS A
DETAILED REPORT SPECIFYING THE LETTERS OF CREDIT WHICH ARE THEN ISSUED AND
OUTSTANDING AND ANY ACTIVITY WITH RESPECT THERETO WHICH MAY HAVE OCCURRED SINCE
THE DATE OF ANY PRIOR REPORT, AND INCLUDING THEREIN, AMONG OTHER THINGS, THE
ACCOUNT PARTY, THE BENEFICIARY, THE FACE AMOUNT, EXPIRY DATE AS WELL AS ANY
PAYMENTS OR EXPIRATIONS WHICH MAY HAVE OCCURRED.
THE ISSUING LENDER WILL
FURTHER PROVIDE TO THE ADMINISTRATIVE AGENT PROMPTLY UPON REQUEST COPIES OF THE
LETTERS OF CREDIT.
THE ISSUING LENDER WILL PROVIDE TO THE ADMINISTRATIVE AGENT
PROMPTLY UPON REQUEST A SUMMARY REPORT OF THE NATURE AND EXTENT OF LOC
OBLIGATIONS THEN OUTSTANDING.
(C)
PARTICIPATIONS.
EACH LENDER UPON ISSUANCE OF A LETTER OF CREDIT,
SHALL BE DEEMED TO HAVE PURCHASED WITHOUT RECOURSE A RISK PARTICIPATION FROM THE
ISSUING LENDER IN SUCH LETTER OF CREDIT AND THE OBLIGATIONS ARISING THEREUNDER
AND ANY COLLATERAL RELATING THERETO, IN EACH CASE IN AN AMOUNT EQUAL TO ITS LOC
COMMITMENT PERCENTAGE OF THE OBLIGATIONS UNDER SUCH LETTER OF CREDIT AND SHALL
ABSOLUTELY, UNCONDITIONALLY AND IRREVOCABLY ASSUME, AS PRIMARY OBLIGOR AND NOT
AS SURETY, AND BE OBLIGATED TO PAY TO THE ISSUING LENDER THEREFOR AND DISCHARGE
WHEN DUE, ITS LOC COMMITMENT PERCENTAGE OF THE OBLIGATIONS ARISING UNDER SUCH
LETTER OF CREDIT.
WITHOUT LIMITING THE SCOPE AND NATURE OF EACH LENDER'S
PARTICIPATION IN