RIGHTS AND POWERS UNDER THE FINANCING DOCUMENTS AS ANY
OTHER BANK AND MAY EXERCISE OR REFRAIN FROM EXERCISING THE SAME AS THOUGH THEY
WERE NOT REVOLVING FRONTING BANKS (IN EACH CASE TO THE EXTENT SUCH REVOLVING
FRONTING BANK IS ALSO A BANK), AND THE REVOLVING FRONTING BANKS AND THEIR
RESPECTIVE AFFILIATES MAY ACCEPT DEPOSITS FROM, LEND MONEY TO, AND GENERALLY
ENGAGE IN ANY KIND OF BUSINESS WITH THE BORROWER OR ANY SUBSIDIARY OR AFFILIATE
OF THE BORROWER AS IF THEY WERE NOT REVOLVING FRONTING BANKS HEREUNDER.
(I)
APPLICABILITY OF ISP98.
UNLESS OTHERWISE EXPRESSLY AGREED BY THE
REVOLVING FRONTING BANK AND THE BORROWER WHEN A REVOLVING LETTER OF CREDIT IS
ISSUED (OR DEEMED ISSUED), THE RULES OF THE "INTERNATIONAL STANDBY PRACTICES
1998" PUBLISHED BY THE INSTITUTE OF INTERNATIONAL BANKING LAW AND PRACTICE (OR
SUCH LATER VERSION THEREOF AS MAY BE IN EFFECT AT THE TIME ISSUANCE) SHALL APPLY
TO THE REVOLVING LETTER OF CREDIT.
Section 2.04
Evidence of Debt.
(A)
EACH BANK PARTY SHALL MAINTAIN IN ACCORDANCE WITH ITS USUAL PRACTICE AN
ACCOUNT OR ACCOUNTS EVIDENCING THE INDEBTEDNESS OF THE BORROWER TO SUCH BANK
PARTY RESULTING FROM EACH LOAN OWING TO SUCH BANK PARTY FROM TIME TO TIME,
INCLUDING THE AMOUNTS OF PRINCIPAL AND INTEREST PAYABLE AND PAID TO SUCH BANK
PARTY FROM TIME TO TIME HEREUNDER.
THE BORROWER AGREES THAT UPON NOTICE BY ANY
BANK PARTY TO THE BORROWER (WITH A COPY OF SUCH NOTICE TO THE AGENT) TO THE
EFFECT THAT A PROMISSORY NOTE OR OTHER EVIDENCE OF INDEBTEDNESS IS REQUIRED OR
APPROPRIATE IN ORDER FOR SUCH BANK PARTY TO EVIDENCE (WHETHER FOR PURPOSES OF
PLEDGE, ENFORCEMENT OR OTHERWISE) THE LOANS OWING TO, OR TO BE MADE BY, SUCH
BANK PARTY, THE BORROWER SHALL PROMPTLY EXECUTE AND DELIVER TO SUCH BANK PARTY,
WITH A COPY TO THE AGENT, A REVOLVING CREDIT LOAN NOTE OR A TERM LOAN NOTE, AS
APPLICABLE, IN SUBSTANTIALLY THE FORM OF EXHIBITS A-1 AND A-2 HERETO,
RESPECTIVELY, PAYABLE TO THE ORDER OF SUCH BANK PARTY IN A PRINCIPAL AMOUNT
EQUAL TO THE LOANS OWING TO, OR TO BE MADE BY, SUCH BANK PARTY.
ALL REFERENCES
TO NOTES IN THE FINANCING DOCUMENTS SHALL MEAN NOTES, IF ANY, ISSUED HEREUNDER.
(B)
THE REGISTER MAINTAINED BY THE AGENT PURSUANT TO SECTION 10.06(F) SHALL
INCLUDE A CONTROL ACCOUNT, AND A SUBSIDIARY ACCOUNT FOR EACH BANK PARTY, IN
WHICH ACCOUNTS
AES Fourth Amended and Restated Credit Agreement
42
(TAKEN TOGETHER) SHALL BE RECORDED (I) THE DATE AND AMOUNT OF EACH LOAN MADE
HEREUNDER (OR DEEMED TO BE MADE HEREUNDER), WHETHER SUCH LOAN BEARS INTEREST AT
THE BASE RATE OR THE ADJUSTED LONDON INTERBANK OFFERED RATE, AND, IF
APPROPRIATE, THE INTEREST PERIOD APPLICABLE THERETO; (II) THE TERMS OF EACH
ASSIGNMENT AND ASSUMPTION DELIVERED TO AND ACCEPTED BY IT; (III) THE AMOUNT OF
ANY PRINCIPAL OR INTEREST DUE AND PAYABLE OR TO BECOME DUE AND PAYABLE FROM THE
BORROWER TO EACH BANK PARTY HEREUNDER; AND (IV) THE AMOUNT OF ANY SUMS RECEIVED
BY THE AGENT FROM THE BORROWER HEREUNDER AND EACH