MATTERS AS THE APPLICABLE L/C ISSUER MAY REQUIRE.
ADDITIONALLY,
BORROWER SHALL FURNISH TO THE APPLICABLE L/C ISSUER AND THE ADMINISTRATIVE AGENT
SUCH OTHER DOCUMENTS AND INFORMATION PERTAINING TO SUCH REQUESTED LETTER OF
CREDIT ISSUANCE OR AMENDMENT, INCLUDING ANY ISSUER DOCUMENTS, AS THE APPLICABLE
L/C ISSUER OR THE ADMINISTRATIVE AGENT MAY REQUIRE.
(II)
PROMPTLY AFTER RECEIPT OF ANY LETTER OF CREDIT APPLICATION, THE
APPLICABLE L/C ISSUER WILL CONFIRM WITH THE ADMINISTRATIVE AGENT (BY TELEPHONE
OR IN WRITING) THAT THE ADMINISTRATIVE AGENT HAS RECEIVED A COPY OF SUCH LETTER
OF CREDIT APPLICATION FROM BORROWER AND, IF NOT, THE APPLICABLE L/C ISSUER WILL
PROVIDE THE ADMINISTRATIVE AGENT WITH A COPY THEREOF.
UNLESS THE APPLICABLE L/C
ISSUER HAS RECEIVED WRITTEN NOTICE FROM ANY LENDER, THE ADMINISTRATIVE AGENT OR
ANY LOAN PARTY, AT LEAST ONE BUSINESS DAY PRIOR TO THE REQUESTED DATE OF
ISSUANCE OR AMENDMENT OF THE APPLICABLE LETTER OF CREDIT, THAT ONE OR MORE
APPLICABLE CONDITIONS CONTAINED IN ARTICLE IV SHALL NOT THEN BE SATISFIED, THEN,
SUBJECT TO THE TERMS AND CONDITIONS HEREOF, THE APPLICABLE L/C ISSUER SHALL, ON
THE REQUESTED DATE, ISSUE A LETTER OF CREDIT FOR THE ACCOUNT OF BORROWER (OR THE
APPLICABLE SUBSIDIARY) OR ENTER INTO THE APPLICABLE AMENDMENT, AS THE CASE MAY
BE, IN EACH CASE IN ACCORDANCE WITH THE APPLICABLE L/C ISSUER'S USUAL AND
CUSTOMARY BUSINESS PRACTICES.
IMMEDIATELY UPON THE ISSUANCE OF EACH LETTER OF
CREDIT, EACH LENDER SHALL BE DEEMED TO, AND HEREBY IRREVOCABLY AND
UNCONDITIONALLY AGREES TO, PURCHASE FROM THE APPLICABLE L/C ISSUER A RISK
PARTICIPATION IN SUCH LETTER OF CREDIT IN AN AMOUNT EQUAL TO THE PRODUCT OF SUCH
LENDER'S APPLICABLE PERCENTAGE TIMES THE AMOUNT OF SUCH LETTER OF CREDIT.
(III)
IF BORROWER SO REQUESTS IN ANY APPLICABLE LETTER OF CREDIT
APPLICATION, THE APPLICABLE L/C ISSUER MAY, IN ITS SOLE AND ABSOLUTE DISCRETION,
AGREE TO ISSUE A LETTER OF CREDIT THAT HAS AUTOMATIC EXTENSION PROVISIONS (EACH,
AN "AUTO-EXTENSION LETTER OF CREDIT"); PROVIDED THAT ANY SUCH AUTO-EXTENSION
LETTER OF CREDIT MUST PERMIT THE APPLICABLE L/C ISSUER TO PREVENT ANY SUCH
EXTENSION AT LEAST ONCE IN EACH TWELVE-MONTH PERIOD (COMMENCING WITH THE DATE OF
ISSUANCE OF SUCH LETTER OF CREDIT) BY GIVING PRIOR NOTICE TO THE BENEFICIARY
THEREOF NOT LATER THAN A DAY (THE "NON-EXTENSION NOTICE DATE") IN EACH SUCH
TWELVE-MONTH PERIOD TO BE AGREED UPON AT THE TIME SUCH LETTER OF CREDIT IS
ISSUED.
UNLESS OTHERWISE DIRECTED BY THE APPLICABLE L/C ISSUER, BORROWER SHALL
NOT BE REQUIRED TO MAKE A SPECIFIC REQUEST TO THE APPLICABLE L/C ISSUER FOR ANY
SUCH EXTENSION.
ONCE AN AUTO-EXTENSION LETTER OF CREDIT HAS BEEN ISSUED, THE
LENDERS SHALL BE DEEMED TO HAVE AUTHORIZED (BUT MAY NOT REQUIRE) THE APPLICABLE
L/C ISSUER TO PERMIT THE EXTENSION OF SUCH LETTER OF CREDIT AT ANY TIME TO AN
EXPIRY DATE NOT LATER THAN THE LETTER OF CREDIT EXPIRATION DATE; PROVIDED,
HOWEVER, THAT THE APPLICABLE L/C ISSUER SHALL NOT PERMIT ANY SUCH EXTENSION IF
(A) THE APPLICABLE L/C ISSUER HAS DETERMINED THAT IT WOULD NOT BE PERMITTED, OR
WOULD HAVE NO OBLIGATION AT SUCH TIME