AN EVENT OF DEFAULT, SUCH AMOUNT PLUS ANY ACCRUED INTEREST
57
OR REALIZED PROFITS WITH RESPECT TO SUCH AMOUNTS (TO THE EXTENT NOT APPLIED AS
AFORESAID) SHALL BE RETURNED TO BORROWER WITHIN THREE BUSINESS DAYS AFTER ALL
EVENTS OF DEFAULT HAVE BEEN CURED OR WAIVED.
(J)
ADDITIONAL ISSUING BANKS.
BORROWER MAY, AT ANY TIME AND FROM
TIME TO TIME, DESIGNATE ONE OR MORE ADDITIONAL REVOLVING LENDERS TO ACT AS AN
ISSUING BANK UNDER THE TERMS OF THIS AGREEMENT, WITH THE CONSENT OF THE
ADMINISTRATIVE AGENT (WHICH CONSENT SHALL NOT BE UNREASONABLY WITHHELD) AND SUCH
REVOLVING LENDER(S).
ANY LENDER DESIGNATED AS AN ISSUING BANK PURSUANT TO THIS
PARAGRAPH (J) SHALL BE DEEMED (IN ADDITION TO BEING A REVOLVING LENDER) TO BE
THE ISSUING BANK WITH RESPECT TO LETTERS OF CREDIT ISSUED OR TO BE ISSUED BY
SUCH REVOLVING LENDER, AND ALL REFERENCES HEREIN AND IN THE OTHER LOAN DOCUMENTS
TO THE TERM "ISSUING BANK" SHALL, WITH RESPECT TO SUCH LETTERS OF CREDIT, BE
DEEMED TO REFER TO SUCH REVOLVING LENDER IN ITS CAPACITY AS ISSUING BANK, AS THE
CONTEXT SHALL REQUIRE.
(K)
RESIGNATION OR REMOVAL OF THE ISSUING BANK.
THE ISSUING BANK MAY
RESIGN AS ISSUING BANK HEREUNDER AT ANY TIME UPON AT LEAST 30 DAYS' PRIOR NOTICE
TO THE LENDERS, THE ADMINISTRATIVE AGENT AND BORROWER; PROVIDED THAT SUCH
RESIGNATION SHALL NOT BE EFFECTIVE UNLESS AND UNTIL A SUBSTITUTE OR REPLACEMENT
ISSUING BANK HAS BEEN APPOINTED.
THE ISSUING BANK MAY BE REPLACED AT ANY TIME
BY WRITTEN AGREEMENT AMONG BORROWER, EACH AGENT, THE REPLACED ISSUING BANK AND
THE SUCCESSOR ISSUING BANK.
THE ADMINISTRATIVE AGENT SHALL NOTIFY THE LENDERS
OF ANY SUCH REPLACEMENT OF THE ISSUING BANK OR ANY SUCH ADDITIONAL ISSUING
BANK.
AT THE TIME ANY SUCH RESIGNATION OR REPLACEMENT SHALL BECOME EFFECTIVE,
BORROWER SHALL PAY ALL UNPAID FEES ACCRUED FOR THE ACCOUNT OF THE REPLACED
ISSUING BANK PURSUANT TO SECTION 2.05(C).
FROM AND AFTER THE EFFECTIVE DATE OF
ANY SUCH RESIGNATION OR REPLACEMENT OR ADDITION, AS APPLICABLE, (I) THE
SUCCESSOR OR ADDITIONAL ISSUING BANK SHALL HAVE ALL THE RIGHTS AND OBLIGATIONS
OF THE ISSUING BANK UNDER THIS AGREEMENT WITH RESPECT TO LETTERS OF CREDIT TO BE
ISSUED BY IT THEREAFTER AND (II) REFERENCES HEREIN TO THE TERM "ISSUING BANK"
SHALL BE DEEMED TO REFER TO SUCH SUCCESSOR OR SUCH ADDITION OR TO ANY PREVIOUS
ISSUING BANK, OR TO SUCH SUCCESSOR OR SUCH ADDITION AND ALL PREVIOUS ISSUING
BANKS, AS THE CONTEXT SHALL REQUIRE.
AFTER THE RESIGNATION OR REPLACEMENT OF AN
ISSUING BANK HEREUNDER, THE REPLACED ISSUING BANK SHALL REMAIN A PARTY HERETO
AND SHALL CONTINUE TO HAVE ALL THE RIGHTS AND OBLIGATIONS OF AN ISSUING BANK
UNDER THIS AGREEMENT WITH RESPECT TO LETTERS OF CREDIT ISSUED BY IT PRIOR TO
SUCH RESIGNATION OR REPLACEMENT, BUT SHALL NOT BE REQUIRED TO ISSUE ADDITIONAL
LETTERS OF CREDIT.
IF AT ANY TIME THERE IS MORE THAN ONE ISSUING BANK
HEREUNDER, BORROWER MAY, IN ITS DISCRETION, SELECT WHICH ISSUING BANK IS TO
ISSUE ANY PARTICULAR LETTER OF CREDIT.
(L)
OTHER.
THE ISSUING BANK