ANY LAWS (OTHER THAN AS A RESULT OF
BORROWERS' BREACH), OR FOR AMOUNTS WHICH WERE INCURRED MORE THAN NINETY (90)
DAYS PRIOR TO THE DATE BORROWERS ARE NOTIFIED OF THE INCURRENCE OF SUCH AMOUNT.
SECTION 2.14.
ISSUANCE OF LETTERS OF CREDIT.
A.
ANY AUTHORIZED OFFICER OF BORROWERS MAY FROM TIME TO TIME REQUEST
THAT A STANDBY LETTER OF CREDIT OR COMMERCIAL LETTER OF CREDIT BE ISSUED BY
DELIVERING TO L/C ISSUER (WITH A TELECOPY TO THE AGENT BANK) ON A BANKING
BUSINESS DAY, AT LEAST FIVE (5) BANKING BUSINESS DAYS PRIOR TO THE DATE OF SUCH
PROPOSED ISSUANCE, AN L/C AGREEMENT IN L/C ISSUER'S THEN STANDARD FORM
(CONSISTENT WITH THE TERMS OF THE CREDIT AGREEMENT), COMPLETED TO THE
SATISFACTION OF L/C ISSUER AND SUCH OTHER CERTIFICATES AS THE L/C ISSUER MAY
REASONABLY REQUEST; PROVIDED, HOWEVER, THAT NO LETTER OF CREDIT SHALL BE ISSUED
(A) IF ANY DEFAULT OR EVENT OF DEFAULT HAS OCCURRED AND REMAINS CONTINUING, OR
(B) IF AFTER GIVING EFFECT TO THE ISSUANCE THEREOF, THE AGGREGATE STATED AMOUNT
OF OUTSTANDING LETTERS OF CREDIT WOULD EXCEED FIFTY-FIVE MILLION DOLLARS
($55,000,000.00), OR (C) THE STATED AMOUNT OF THE REQUESTED LETTER OF CREDIT
EXCEEDS THE MAXIMUM AVAILABILITY.
EACH LETTER OF CREDIT SHALL BE ISSUED BY THE
L/C ISSUER ON THE BANKING BUSINESS DAY SPECIFIED IN THE BORROWER'S APPLICATION
THEREFOR.
EACH REQUEST FOR A LETTER OF CREDIT AND EACH LETTER OF CREDIT SHALL
BE SUBJECT TO THE UNIFORM CUSTOMS AND PRACTICE FOR DOCUMENTARY CREDITS,
INTERNATIONAL CHAMBER OF COMMERCE PUBLICATION NEW 1994 REVISION NO. 500, OR ANY
SUCCESSOR PUBLICATION THEN IN EFFECT.
OTHER THAN THE PIDI LICENSE LETTER OF
CREDIT, EACH STANDBY LETTER OF CREDIT WILL BE ISSUED FOR A TERM NOT GREATER THAN
ONE (1) YEAR AND SHALL NOT INCLUDE ANY PROVISION FOR AUTOMATIC RENEWAL IF SUCH
STANDBY LETTER OF CREDIT IS FOR AN AMOUNT INN EXCESS OF TWO MILLION DOLLARS
($2,000,000.00).
THE PIDI LICENSE LETTER OF CREDIT MAY BE ISSUED FOR A TERM NOT
GREATER THAN TWO (2) YEARS AND SHALL NOT INCLUDE ANY PROVISION FOR AUTOMATIC
RENEWAL.
EACH COMMERCIAL LETTER OF CREDIT WILL BE ISSUED FOR A TERM NOT GREATER
THAN ONE HUNDRED EIGHTY (180) CALENDAR DAYS.
IN NO EVENT SHALL ANY LETTER OF
CREDIT HAVE A STATED EXPIRY DATE LATER THAN THIRTY (30) DAYS PRIOR TO THE
MATURITY DATE.
PROMPTLY AFTER RECEIPT OF EACH REQUEST FOR THE ISSUANCE OF A
LETTER OF CREDIT AND
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IMMEDIATELY PRIOR TO THE ISSUANCE THEREOF, L/C ISSUER SHALL OBTAIN TELEPHONIC
VERIFICATION FROM AGENT BANK THAT THE AMOUNT OF SUCH REQUEST DOES NOT EXCEED THE
THEN AVAILABLE BORROWINGS.
THE L/C ISSUER SHALL PROMPTLY NOTIFY THE AGENT BANK
OF THE AGGREGATE L/C EXPOSURE OF OUTSTANDING LETTERS OF CREDIT EACH TIME THERE
IS A CHANGE THEREIN.
B.
UPON PRESENTATION OF A DRAFT DRAWN UNDER ANY LETTER OF CREDIT,
L/C ISSUER SHALL PROMPTLY NOTIFY THE AGENT BANK AND BORROWERS OF THE AMOUNT
UNDER SUCH DRAFT AND THE DATE UPON WHICH SUCH DRAFT IS TO BE FUNDED.
ON OR
BEFORE TWO (2) BANKING BUSINESS DAYS FOLLOWING SUCH