TERMINATION OF THE REVOLVING CREDIT
LOAN COMMITMENTS OF THE REVOLVING LOAN CREDIT LOAN BANKS, THE TERMINATION OF ALL
REVOLVING LETTERS OF CREDIT AND THE REPAYMENT IN FULL OF ALL OUTSTANDING
REIMBURSEMENT OBLIGATIONS IN RESPECT OF THE REVOLVING LETTERS OF CREDIT, THE
AES Fourth Amended and Restated Credit Agreement
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COLLATERAL AGENT SHALL TRANSFER THE REMAINING REVOLVING L/C COLLATERAL OR THE
PROCEEDS THEREOF (THE "EXCESS REVOLVING L/C COLLATERAL") TO THE COLLATERAL
ACCOUNT.
NOTWITHSTANDING ANY OTHER TERM OR PROVISION OF THIS AGREEMENT, AND FOR
THE AVOIDANCE OF DOUBT, THE REVOLVING L/C COLLATERAL SHALL BE PAID FIRST TO THE
RELEVANT REVOLVING FRONTING BANK IN SATISFACTION OF ANY DIRECT EXPOSURES OR
RELEVANT CONTINGENT EXPOSURES AND NO REVOLVING L/C COLLATERAL SHALL BE RELEASED
OR DISBURSED TO ANY PARTY OTHER THAN THE RELEVANT REVOLVING FRONTING BANK UNTIL
THE SATISFACTION OF ALL REVOLVING LETTER OF CREDIT LIABILITIES AND THE
TERMINATION OF THE REVOLVING CREDIT LOAN COMMITMENTS AND ALL REVOLVING LETTERS
OF CREDIT.
Section 2.15
Computations of Outstandings; Determination of Available Amount of
Alternative Currency Letters of Credit.
(A)
WHENEVER REFERENCE IS MADE IN THIS AGREEMENT TO THE TOTAL OUTSTANDINGS ON
ANY DATE UNDER THIS AGREEMENT, SUCH REFERENCE SHALL REFER TO THE TOTAL
OUTSTANDINGS ON SUCH DATE AFTER GIVING EFFECT TO ALL EXTENSIONS OF CREDIT TO BE
MADE ON SUCH DATE.
FOR PURPOSES OF CALCULATING THE TOTAL OUTSTANDINGS ON ANY
DATE OF DETERMINATION, THE AGGREGATE AVAILABLE AMOUNT IN RESPECT OF ALL
ALTERNATIVE CURRENCY LETTERS OF CREDIT SHALL BE DEEMED TO EQUAL THE AMOUNT
THEREOF MOST RECENTLY REPORTED TO THE AGENT PURSUANT TO SUBSECTION (B) BELOW.
AT NO TIME SHALL THE TOTAL OUTSTANDINGS UNDER THIS AGREEMENT EXCEED THE SUM OF
(I) THE AGGREGATE AMOUNT OF THE REVOLVING CREDIT LOAN COMMITMENTS, PLUS (II) THE
AMOUNTS ON DEPOSIT IN THE REVOLVING L/C CASH COLLATERAL ACCOUNT (SUCH SUM BEING
REFERRED TO HEREIN AS THE "MAXIMUM OUTSTANDING EXPOSURE").
REFERENCES TO THE
UNUSED REVOLVING CREDIT LOAN COMMITMENTS SHALL REFER TO THE EXCESS, IF ANY, OF
THE REVOLVING CREDIT LOAN COMMITMENTS OVER THE TOTAL OUTSTANDINGS; AND
REFERENCES TO THE UNUSED PORTION OF ANY REVOLVING CREDIT LOAN COMMITMENT SHALL
REFER TO THE UNUSED REVOLVING CREDIT LOAN COMMITMENT OF SUCH BANK.
(B)
EACH REVOLVING FRONTING BANK THAT ISSUES AN ALTERNATIVE CURRENCY LETTER OF
CREDIT SHALL (I) ON THE FIRST DOMESTIC BUSINESS DAY OF EACH CALENDAR MONTH,
DELIVER TO THE AGENT A SCHEDULE LISTING (A) EACH OUTSTANDING ALTERNATIVE
CURRENCY LETTER OF CREDIT ISSUED BY SUCH REVOLVING FRONTING BANK, (B) THE
MAXIMUM AGGREGATE AMOUNT AVAILABLE TO BE DRAWN UNDER EACH SUCH ALTERNATIVE
CURRENCY LETTER OF CREDIT AT ANY TIME ON OR AFTER SUCH DATE (DENOMINATED IN THE
APPLICABLE ALTERNATIVE CURRENCY, ASSUMING THE COMPLIANCE WITH AND SATISFACTION
OF ALL CONDITIONS FOR REVOLVING L/C DRAWING ENUMERATED THEREIN) AND (C) THE
EQUIVALENT IN DOLLARS OF SUCH AMOUNT (AS DETERMINED BY SUCH REVOLVING FRONTING
BANK ON THE BASIS OF EXCHANGE RATES AVAILABLE TO OR OTHERWISE USED BY SUCH
REVOLVING FRONTING BANK), TOGETHER WITH THE APPLICABLE EXCHANGE RATE UTILIZED BY
SUCH REVOLVING FRONTING BANK AND THE SOURCE THEREOF (IT BEING AGREED AND
UNDERSTOOD