conflict with, or cause the Issuing Bank or any
L/C Participant to exceed any limits imposed by, any applicable Requirement of
Law; or
(B)
the Issuing Bank does not as of the issuance date of such
requested Letter of Credit issue Letters of Credit in the requested currency (if
other than U.S. Dollars, Euros or Sterling).
(B)
PROCEDURE FOR ISSUANCE OF LETTERS OF CREDIT.
(I)
THE PARENT BORROWER (ON BEHALF OF THE APPLICABLE BORROWER) MAY
FROM TIME TO TIME REQUEST DURING THE REVOLVING COMMITMENT PERIOD BUT IN NO EVENT
LATER THAN THE 30TH DAY PRIOR TO THE MATURITY DATE THAT THE ISSUING BANK ISSUE A
LETTER OF CREDIT BY DELIVERING TO THE ISSUING BANK AND THE ADMINISTRATIVE AGENT,
AT THEIR RESPECTIVE ADDRESSES FOR NOTICES SPECIFIED HEREIN, A LETTER OF CREDIT
REQUEST THEREFOR (COMPLETED TO THE REASONABLE SATISFACTION OF THE ISSUING BANK),
AND SUCH OTHER CERTIFICATES, DOCUMENTS AND OTHER PAPERS AND INFORMATION AS THE
ISSUING BANK MAY REASONABLY REQUEST.
EACH LETTER OF CREDIT REQUEST SHALL
SPECIFY THE APPLICABLE BORROWER AND THE L/C DESIGNATED FOREIGN CURRENCY IN WHICH
THE REQUESTED LETTER OF CREDIT IS TO BE DENOMINATED (OR SPECIFY THAT THE
REQUESTED LETTER OF CREDIT IS TO BE DENOMINATED IN DOLLARS).
UPON RECEIPT OF
ANY LETTER OF CREDIT REQUEST, THE ISSUING BANK SHALL (I) CONFIRM WITH THE
ADMINISTRATIVE AGENT (BY TELEPHONE OR IN WRITING) THAT THE ADMINISTRATIVE AGENT
HAS RECEIVED A COPY OF SUCH LETTER OF CREDIT REQUEST FROM THE PARENT BORROWER
AND, IF NOT SO RECEIVED, THE ISSUING BANK SHALL PROVIDE THE ADMINISTRATIVE AGENT
WITH A COPY THEREOF AND (II) PROCESS SUCH LETTER OF CREDIT REQUEST AND THE
CERTIFICATES, DOCUMENTS AND OTHER PAPERS AND INFORMATION DELIVERED TO IT IN
CONNECTION THEREWITH IN ACCORDANCE WITH ITS CUSTOMARY PROCEDURES AND, UNLESS
NOTIFIED BY THE ADMINISTRATIVE AGENT, ANY LENDER 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
SUBSECTION 5.2 SHALL NOT THEN BE SATISFIED, SHALL PROMPTLY ISSUE THE LETTER OF
CREDIT REQUESTED THEREBY (BUT IN NO EVENT SHALL THE ISSUING BANK BE REQUIRED TO
ISSUE ANY LETTER OF CREDIT EARLIER THAN THREE BUSINESS DAYS AFTER ITS RECEIPT OF
THE LETTER OF CREDIT REQUEST THEREFOR AND ALL SUCH OTHER CERTIFICATES, DOCUMENTS
AND OTHER PAPERS AND INFORMATION RELATING THERETO) BY ISSUING THE ORIGINAL OF
SUCH LETTER OF CREDIT TO THE BENEFICIARY THEREOF OR AS OTHERWISE MAY BE AGREED
BY THE ISSUING BANK AND THE PARENT BORROWER.
THE ISSUING BANK SHALL FURNISH A
COPY OF SUCH LETTER OF CREDIT TO THE PARENT BORROWER PROMPTLY FOLLOWING THE
ISSUANCE THEREOF.
PROMPTLY AFTER THE ISSUANCE OR AMENDMENT OF ANY STANDBY
LETTER OF CREDIT, THE
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ISSUING BANK SHALL NOTIFY THE PARENT BORROWER AND THE ADMINISTRATIVE AGENT, IN
WRITING, OF SUCH ISSUANCE OR AMENDMENT AND SUCH NOTICE SHALL BE ACCOMPANIED BY A
COPY OF SUCH ISSUANCE OR AMENDMENT.
UPON RECEIPT OF SUCH NOTICE, THE
ADMINISTRATIVE AGENT SHALL PROMPTLY NOTIFY THE LENDERS, IN WRITING, OF SUCH
ISSUANCE