LIQUIDATOR, CUSTODIAN OR OTHER SIMILAR
OFFICIAL ANY PORTION OF THE PAYMENTS MADE BY THE BORROWER TO SUCH REVOLVING
FRONTING BANK IN PAYMENT OF ANY REIMBURSEMENT OBLIGATION OR INTEREST THEREON
UPON THE INSOLVENCY OF THE BORROWER, OR THE COMMENCEMENT OF ANY CASE OR
PROCEEDING UNDER ANY BANKRUPTCY, INSOLVENCY OR OTHER SIMILAR LAW WITH RESPECT TO
THE BORROWER, EACH REVOLVING CREDIT LOAN BANK SHALL, ON DEMAND OF SUCH REVOLVING
FRONTING BANK, FORTHWITH RETURN TO SUCH REVOLVING FRONTING BANK ANY AMOUNTS
TRANSFERRED TO SUCH REVOLVING CREDIT LOAN BANK BY SUCH REVOLVING FRONTING BANK
IN RESPECT THEREOF PURSUANT TO THIS SUBSECTION PLUS SUCH REVOLVING CREDIT LOAN
BANK'S PRO RATA SHARE OF ANY INTEREST ON SUCH PAYMENTS REQUIRED TO BE PAID TO
THE PERSON RECOVERING SUCH PAYMENTS PLUS INTEREST ON THE AMOUNT SO DEMANDED FROM
THE DAY SUCH DEMAND IS MADE, IF SUCH DEMAND IS MADE BY 2:00 P.M. (NEW
AES Fourth Amended and Restated Credit Agreement
40
YORK CITY TIME), OR FROM THE NEXT FOLLOWING DOMESTIC BUSINESS DAY, IF SUCH
DEMAND IS MADE AFTER 2:00 P.M. (NEW YORK CITY TIME), TO BUT NOT INCLUDING THE
DAY SUCH AMOUNTS ARE RETURNED BY SUCH REVOLVING CREDIT LOAN BANK TO SUCH
REVOLVING FRONTING BANK AT A RATE PER ANNUM FOR EACH DAY EQUAL TO (A) THE
FEDERAL FUNDS RATE FOR THE DAY OF SUCH DEMAND AND (B) THE BASE RATE PLUS 1% FOR
EACH DAY THEREAFTER.
NOTWITHSTANDING THE FOREGOING OR ANY OTHER PROVISION
CONTAINED HEREIN, IN NO EVENT SHALL ANY REVOLVING CREDIT LOAN BANK BE OBLIGATED
TO MAKE ANY PAYMENT TO A REVOLVING FRONTING BANK TO THE EXTENT THAT SUCH PAYMENT
WOULD CAUSE SUCH BANK'S PRO RATA SHARE OF THE TOTAL OUTSTANDINGS HEREUNDER TO
EXCEED SUCH BANK'S REVOLVING CREDIT LOAN COMMITMENT; PROVIDED THAT THE FOREGOING
SHALL NOT AFFECT THE OBLIGATION OF THE BORROWER (WHICH IS ABSOLUTE,
UNCONDITIONAL AND IRREVOCABLE) TO REIMBURSE EACH REVOLVING FRONTING BANK FOR THE
ENTIRE AMOUNT OF EACH PAYMENT MADE BY SUCH REVOLVING FRONTING BANK UNDER A
REVOLVING LETTER OF CREDIT, INCLUDING ANY AMOUNT THEREOF THAT IS NOT PAID BY ANY
REVOLVING CREDIT LOAN BANK TO SUCH REVOLVING FRONTING BANK (PURSUANT TO THIS
SENTENCE OR OTHERWISE).
(H)
REVOLVING LETTER OF CREDIT COMMISSION; ISSUANCE FEE.
(I)
REVOLVING LETTER OF CREDIT COMMISSION.
THE BORROWER AGREES TO
PAY TO THE AGENT A LETTER OF CREDIT COMMISSION WITH RESPECT TO EACH REVOLVING
LETTER OF CREDIT ISSUED AT ITS REQUEST OR FOR ITS ACCOUNT, COMPUTED FOR EACH DAY
FROM AND INCLUDING THE DATE OF ISSUANCE OF SUCH REVOLVING LETTER OF CREDIT
THROUGH AND INCLUDING THE LAST DAY A REVOLVING L/C DRAWING IS AVAILABLE UNDER
SUCH REVOLVING LETTER OF CREDIT (THE "REVOLVING LETTER OF CREDIT TERMINATION
DATE"), AT THE REVOLVING LETTER OF CREDIT COMMISSION RATE ON THE AGGREGATE
AMOUNT AVAILABLE FOR DRAWING UNDER SUCH REVOLVING LETTER OF CREDIT FROM TIME TO
TIME (WHETHER OR NOT ANY CONDITIONS TO DRAWING CAN THEN BE MET), SUCH FEE TO BE
FOR THE ACCOUNT OF THE REVOLVING CREDIT LOAN BANKS RATABLY IN PROPORTION TO
THEIR TOTAL EXPOSURES.
SUCH FEE SHALL BE PAYABLE QUARTERLY