BANK SHALL NOT ISSUE ANY LETTER OF CREDIT
WITHOUT FIRST RECEIVING SUCH AUTHORIZATION AND US BORROWERS SHALL NOT REQUEST
THE ISSUANCE OF, ANY LETTER OF CREDIT AT ANY TIME IF AFTER GIVING EFFECT TO SUCH
ISSUANCE, THE LC EXPOSURE WOULD EXCEED THE LC COMMITMENT OR THE TOTAL REVOLVING
EXPOSURE WOULD EXCEED THE LIMITS SET FORTH IN CLAUSE (B) BELOW.
IN THE EVENT OF
ANY INCONSISTENCY BETWEEN THE TERMS AND CONDITIONS OF THIS AGREEMENT AND THE
TERMS AND CONDITIONS OF ANY FORM OF LETTER OF CREDIT APPLICATION OR OTHER
AGREEMENT SUBMITTED BY US BORROWERS TO, OR ENTERED INTO BY US BORROWERS WITH,
THE ISSUING BANK RELATING TO ANY LETTER OF CREDIT, THE TERMS AND CONDITIONS OF
THIS AGREEMENT SHALL CONTROL.
BORROWERS AND GUARANTORS HEREBY ACKNOWLEDGE AND
AGREE THAT, EFFECTIVE AS OF THE ORIGINAL CLOSING DATE, EACH OF THE EXISTING
ISSUING BANK LETTERS OF CREDIT SHALL BE DEEMED AND SHALL EACH CONSTITUTE A
LETTER OF CREDIT AS IF SUCH EXISTING ISSUING BANK LETTERS OF CREDIT WERE
ORIGINALLY ISSUED AS A LETTER OF CREDIT UNDER THE ORIGINAL CREDIT AGREEMENT AND
SHALL BE SUBJECT TO THE TERMS AND CONDITIONS OF THIS AGREEMENT.
(B)
REQUEST FOR ISSUANCE, AMENDMENT, RENEWAL, EXTENSION; CERTAIN
CONDITIONS AND NOTICES.
TO REQUEST THE ISSUANCE OF A LETTER OF CREDIT OR THE
AMENDMENT, RENEWAL OR EXTENSION OF AN OUTSTANDING LETTER OF CREDIT, US BORROWERS
SHALL DELIVER, BY HAND OR TELECOPIER (OR TRANSMIT BY ELECTRONIC COMMUNICATION,
IF ARRANGEMENTS FOR DOING SO HAVE BEEN APPROVED BY THE ISSUING BANK), AN LC
REQUEST TO THE ISSUING BANK AND THE US ADMINISTRATIVE AGENT NOT LATER THAN 11:00
A.M. ON THE THIRD BUSINESS DAY PRECEDING THE REQUESTED DATE OF ISSUANCE,
AMENDMENT, RENEWAL OR EXTENSION (OR SUCH LATER DATE AND TIME AS IS ACCEPTABLE TO
THE ISSUING BANK).
Each LC Request for an initial issuance of a Letter of Credit shall specify in
form and detail satisfactory to the Issuing Bank the following:
(I)
THE PROPOSED ISSUANCE DATE OF THE REQUESTED LETTER OF CREDIT
(WHICH SHALL BE A BUSINESS DAY);
(II)
THE AMOUNT AND THE CURRENCY THEREOF (WHICH SHALL BE ANY APPROVED
CURRENCY);
(III)
THE EXPIRY DATE THEREOF (WHICH SHALL NOT BE LATER THAN THE CLOSE
OF BUSINESS ON THE LETTER OF CREDIT EXPIRATION DATE);
86
(IV)
THE NAME AND ADDRESS OF THE BENEFICIARY THEREOF;
(V)
WHETHER THE LETTER OF CREDIT IS TO BE ISSUED FOR ITS OWN ACCOUNT
OR FOR THE ACCOUNT OF ONE OF ITS SUBSIDIARIES (PROVIDED THAT US BORROWERS SHALL
BE A CO-APPLICANT, AND THEREFOR JOINTLY AND SEVERALLY LIABLE, WITH RESPECT TO
EACH LETTER OF CREDIT ISSUED FOR THE ACCOUNT OF A SUBSIDIARY);
(VI)
THE DOCUMENTS TO BE PRESENTED BY SUCH BENEFICIARY IN CONNECTION
WITH ANY DRAWING THEREUNDER;
(VII)
THE FULL TEXT OF ANY CERTIFICATE TO BE PRESENTED BY SUCH
BENEFICIARY IN CONNECTION WITH ANY DRAWING THEREUNDER; AND
(VIII)
SUCH OTHER MATTERS AS THE ISSUING BANK MAY REQUIRE.
A request for an amendment, renewal or extension of any outstanding Letter of
Credit shall specify in form and detail satisfactory to the Issuing Bank:
(i)