AT LEAST THREE BUSINESS
DAYS PRIOR TO THE DATE OF THE RENEWAL OR EXTENSION, OF A LETTER OF CREDIT
HEREUNDER WHICH REQUEST SHALL SPECIFY (I) THE AMOUNT OF SUCH LETTER OF CREDIT,
(II) THE DATE (WHICH SHALL BE A BUSINESS DAY) SUCH LETTER OF CREDIT IS TO BE
ISSUED, RENEWED OR EXTENDED, (III) THE DURATION THEREOF, (IV) THE NAME AND
ADDRESS OF THE BENEFICIARY THEREOF, (V) THE NAME OF THE ACCOUNT PARTY ON WHOSE
BEHALF THE LETTER OF CREDIT SHALL BE ISSUED, (VI) THE FORM OF THE LETTER OF
CREDIT AND (VII) SUCH OTHER INFORMATION AS THE ISSUING BANK MAY REASONABLY
REQUEST, ALL OF WHICH SHALL BE REASONABLY SATISFACTORY TO THE ISSUING BANK.
SUBJECT TO THE TERMS AND CONDITIONS OF THIS AGREEMENT, ON THE DATE SPECIFIED FOR
THE ISSUANCE, RENEWAL OR EXTENSION OF A LETTER OF CREDIT, THE ISSUING BANK SHALL
ISSUE, RENEW OR EXTEND SUCH LETTER OF CREDIT TO THE BENEFICIARY THEREOF.
In conjunction with the issuance of each Letter of Credit, the Borrower shall
execute a Letter of Credit Agreement.
In the event of any conflict between any
provision of a Letter of Credit Agreement and this Agreement, the Borrower, the
Issuing Bank, the Agent and the Lenders hereby agree that the provisions of this
Agreement shall govern.
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The Issuing Bank will send to the Borrower and each Lender, immediately upon
issuance of any Letter of Credit, or an amendment thereto, a true and complete
copy of such Letter of Credit or such amendment.
SECTION 2.03.
CHANGES OF COMMITMENTS; ADDITIONAL REVOLVING CREDIT COMMITMENT
AMOUNT.
(A)
THE BORROWER SHALL HAVE THE RIGHT TO
TERMINATE OR TO REDUCE THE AMOUNT OF THE AGGREGATE REVOLVING CREDIT COMMITMENTS
AT ANY TIME, OR FROM TIME TO TIME, UPON NOT LESS THAN THREE BUSINESS DAYS' PRIOR
NOTICE TO THE AGENT (WHICH SHALL PROMPTLY NOTIFY THE LENDERS) OF EACH SUCH
TERMINATION OR REDUCTION, WHICH NOTICE SHALL SPECIFY THE EFFECTIVE DATE THEREOF
AND THE AMOUNT OF ANY SUCH REDUCTION (WHICH SHALL NOT BE LESS THAN $2,000,000 OR
ANY WHOLE MULTIPLE OF $2,000,000 IN EXCESS THEREOF) AND SHALL BE IRREVOCABLE AND
EFFECTIVE ONLY UPON RECEIPT BY THE AGENT.
(B)
THE AGGREGATE REVOLVING CREDIT COMMITMENTS
ONCE TERMINATED OR REDUCED MAY NOT BE REINSTATED, INCLUDING WITHOUT LIMITATION
PURSUANT TO CLAUSE (C).
(C)
(I) SO LONG AS NO EVENT OF DEFAULT HAS
OCCURRED AND IS CONTINUING BOTH ON THE DATE OF SUCH REQUEST AND THE EFFECTIVE
DATE OF SUCH INCREASE, FROM TIME TO TIME AFTER THE CLOSING DATE, BORROWER MAY,
UPON AT LEAST 30 DAYS' WRITTEN NOTICE TO THE AGENT, WHO SHALL PROMPTLY NOTIFY
THE LENDERS, PROPOSE TO INCREASE THE AGGREGATE REVOLVING CREDIT COMMITMENT BY AN
AMOUNT NOT TO EXCEED $200,000,000 (THE AMOUNT OF ANY SUCH INCREASE, THE
"ADDITIONAL REVOLVING CREDIT COMMITMENT AMOUNT").
EACH LENDER SHALL HAVE THE
RIGHT FOR A PERIOD OF 15 DAYS FOLLOWING RECEIPT OF SUCH NOTICE, TO ELECT BY
WRITTEN NOTICE TO THE BORROWER AND THE AGENT TO INCREASE ITS REVOLVING CREDIT
COMMITMENT BY A PRINCIPAL AMOUNT EQUAL TO OR LESS THAN ITS PERCENTAGE