(C) THE NATURE OF THE PROPOSED AMENDMENT; AND (D) SUCH OTHER MATTERS AS
THE LETTER OF CREDIT ISSUER MAY REASONABLY REQUIRE. ADDITIONALLY, THE BORROWER
SHALL FURNISH TO THE LETTER OF CREDIT ISSUER AND THE ADMINISTRATIVE AGENT SUCH
OTHER
67
DOCUMENTS AND INFORMATION PERTAINING TO SUCH REQUESTED LETTER OF CREDIT ISSUANCE
OR AMENDMENT, INCLUDING ANY ISSUER DOCUMENTS, AS THE LETTER OF CREDIT ISSUER OR
THE ADMINISTRATIVE AGENT MAY REQUIRE.
(C)
PROMPTLY AFTER RECEIPT OF ANY LETTER OF CREDIT REQUEST, THE LETTER
OF CREDIT ISSUER WILL 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 BORROWER AND, IF NOT, THE LETTER OF CREDIT ISSUER WILL
PROVIDE THE ADMINISTRATIVE AGENT WITH A COPY THEREOF. UNLESS THE LETTER OF
CREDIT ISSUER HAS RECEIVED WRITTEN NOTICE FROM ANY REVOLVING CREDIT LENDER, THE
ADMINISTRATIVE AGENT OR ANY CREDIT 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 SECTIONS 6 AND 7 SHALL NOT THEN
BE SATISFIED, THEN, SUBJECT TO THE TERMS AND CONDITIONS HEREOF, THE LETTER OF
CREDIT ISSUER SHALL, ON THE REQUESTED DATE, ISSUE A LETTER OF CREDIT FOR THE
ACCOUNT OF THE BORROWER (OR THE APPLICABLE RESTRICTED SUBSIDIARY) OR ENTER INTO
THE APPLICABLE AMENDMENT, AS THE CASE MAY BE, IN EACH CASE IN ACCORDANCE WITH
THE LETTER OF CREDIT ISSUER'S USUAL AND CUSTOMARY BUSINESS PRACTICES.
(D)
IF THE BORROWER SO REQUESTS IN ANY APPLICABLE LETTER OF CREDIT
REQUEST, THE LETTER OF CREDIT ISSUER MAY, IN ITS SOLE AND ABSOLUTE DISCRETION,
AGREE TO ISSUE A LETTER OF CREDIT THAT HAS AUTOMATIC EXTENSION PROVISIONS (EACH,
AN "AUTO-EXTENSION LETTER OF CREDIT"); PROVIDED THAT ANY SUCH AUTO-EXTENSION
LETTER OF CREDIT MUST PERMIT THE LETTER OF CREDIT ISSUER TO PREVENT ANY SUCH
EXTENSION AT LEAST ONCE IN EACH TWELVE-MONTH PERIOD (COMMENCING WITH THE DATE OF
ISSUANCE OF SUCH LETTER OF CREDIT) BY GIVING PRIOR NOTICE TO THE BENEFICIARY
THEREOF NOT LATER THAN A DAY (THE "NON-EXTENSION NOTICE DATE") IN EACH SUCH
TWELVE-MONTH PERIOD TO BE AGREED UPON AT THE TIME SUCH LETTER OF CREDIT IS
ISSUED. UNLESS OTHERWISE DIRECTED BY THE LETTER OF CREDIT ISSUER, THE BORROWER
SHALL NOT BE REQUIRED TO MAKE A SPECIFIC REQUEST TO THE LETTER OF CREDIT ISSUER
FOR ANY SUCH EXTENSION. ONCE AN AUTO-EXTENSION LETTER OF CREDIT HAS BEEN ISSUED,
THE LENDERS SHALL BE DEEMED TO HAVE AUTHORIZED (BUT MAY NOT REQUIRE) THE LETTER
OF CREDIT ISSUER TO PERMIT THE EXTENSION OF SUCH LETTER OF CREDIT AT ANY TIME TO
AN EXPIRY DATE NOT LATER THAN THE L/C MATURITY DATE; PROVIDED, HOWEVER, THAT THE
LETTER OF CREDIT ISSUER SHALL NOT PERMIT ANY SUCH EXTENSION IF (A) THE LETTER OF
CREDIT ISSUER HAS DETERMINED THAT IT WOULD NOT BE PERMITTED, OR WOULD HAVE NO
OBLIGATION, AT SUCH TIME TO ISSUE SUCH LETTER OF CREDIT IN ITS REVISED FORM (AS
EXTENDED) UNDER THE TERMS HEREOF (BY REASON OF