2% OVER THE APPLICABLE
MARGIN THEN IN EFFECT FOR LIBOR LOANS.
EACH LETTER OF CREDIT SHALL BE DEEMED TO
BE OUTSTANDING UP TO THE FULL FACE AMOUNT OF THE LETTER OF CREDIT UNTIL THE
ISSUING BANK HAS RECEIVED THE CANCELED LETTER OF CREDIT OR A WRITTEN
CANCELLATION OF THE LETTER OF CREDIT FROM THE BENEFICIARY OF SUCH LETTER OF
CREDIT IN FORM AND SUBSTANCE ACCEPTABLE TO THE ISSUING BANK, OR FOR ANY
REDUCTIONS IN THE AMOUNT OF THE LETTER OF CREDIT (OTHER THAN FROM A DRAWING),
WRITTEN NOTIFICATION FROM THE BENEFICIARY OF SUCH LETTER OF CREDIT.
SUCH FEES
ARE PAYABLE QUARTERLY IN ARREARS ON EACH QUARTERLY DATE AND UPON CANCELLATION OR
EXPIRATION OF EACH SUCH LETTER OF CREDIT.
(II)
THE BORROWER AGREES TO PAY THE ISSUING
BANK, FOR ITS OWN ACCOUNT, AN ISSUING FEE FOR ISSUING LETTERS OF CREDIT ON THE
DAILY AVERAGE AMOUNT OF THE MAXIMUM LIABILITY OF THE ISSUING BANK EXISTING FROM
TIME TO TIME UNDER SUCH LETTER OF CREDIT (CALCULATED SEPARATELY FOR EACH LETTER
OF CREDIT) AT THE RATE OF 0.125% PER ANNUM, PAYABLE QUARTERLY IN ARREARS ON EACH
QUARTERLY DATE AND UPON CANCELLATION OR EXPIRATION OF EACH SUCH LETTER OF
CREDIT.
(III)
IN ADDITION TO THE FEES IN SUBSECTIONS (I)
AND (II) OF SECTION 2.04(B), THE BORROWER AGREES TO PAY THE ISSUING BANK ON
DEMAND THE ISSUING BANK'S CUSTOMARY LETTER OF CREDIT FEES, INCLUDING, WITHOUT
LIMITATION, AMENDMENT FEES, NEGOTIATION AND DRAWING FEES, AND OTHER FEES
CUSTOMARILY PAYABLE WITH RESPECT TO EACH LETTER OF CREDIT.
(C)
FEE LETTERS.
THE BORROWER SHALL PAY ALL
FEES SET FORTH IN THE FEE LETTERS ON THE DATES AND TO THE PARTIES SPECIFIED
THEREIN.
28
SECTION 2.05.
SEVERAL OBLIGATIONS.
The failure of any Lender to make any Loan to be made by it or to provide funds
for disbursements or reimbursements under Letters of Credit on the date
specified therefor shall not relieve any other Lender of its obligation to make
its Loan or provide funds on such date, but no Lender shall be responsible for
the failure of any other Lender to make a Loan to be made by such other Lender
or to provide funds to be provided by such other Lender.
SECTION 2.06.
NOTELESS AGREEMENT; EVIDENCE OF INDEBTEDNESS.
(A)
EACH LENDER SHALL MAINTAIN IN ACCORDANCE
WITH ITS USUAL PRACTICE AN ACCOUNT OR ACCOUNTS EVIDENCING THE INDEBTEDNESS OF
THE BORROWER TO SUCH LENDER RESULTING FROM EACH LOAN MADE BY SUCH LENDER FROM
TIME TO TIME, INCLUDING THE AMOUNTS OF PRINCIPAL AND INTEREST PAYABLE AND PAID
TO SUCH LENDER FROM TIME TO TIME HEREUNDER.
(B)
THE AGENT SHALL ALSO MAINTAIN ACCOUNTS IN
WHICH IT WILL RECORD (I) THE AMOUNT OF EACH LOAN MADE HEREUNDER, THE TYPE
THEREOF AND THE INTEREST PERIOD (IF ANY) WITH RESPECT THERETO, (II) THE AMOUNT
OF ANY PRINCIPAL OR INTEREST DUE AND PAYABLE OR TO BECOME DUE AND PAYABLE FROM
THE BORROWER TO EACH LENDER HEREUNDER, AND (III) THE AMOUNT OF ANY SUM RECEIVED
BY THE AGENT HEREUNDER FROM THE BORROWER AND EACH LENDER'S SHARE THEREOF.