HEREIN SHALL BE DEEMED TO RELIEVE ANY LENDER
FROM ITS OBLIGATION TO FULFILL ITS COMMITMENTS OR TO PREJUDICE ANY RIGHTS WHICH
THE ADMINISTRATIVE AGENT OR ANY BORROWER MAY HAVE AGAINST ANY LENDER AS A RESULT
OF ANY DEFAULT BY SUCH LENDER HEREUNDER.
(III)
IF ANY LENDER FAILED TO MAKE A PAYMENT
FUNDING A COMMITTED LOAN, AND FAILS TO MAKE SUCH PAYMENT ON THE BUSINESS DAY
FOLLOWING THE CREDIT DATE, THE APPLICABLE BORROWER SHALL REPAY SUCH LENDER'S
FAILED PAYMENT FUNDING OF SUCH COMMITMENT LOAN TO THE ADMINISTRATIVE AGENT
IMMEDIATELY UPON RECEIPT OF NOTICE FROM THE ADMINISTRATIVE AGENT REGARDING SUCH
FAILURE TO PAY BY ANY SUCH LENDER.
SECTION 2.10.
FUNDING SOURCES.
NOTHING IN THIS AGREEMENT SHALL BE DEEMED TO
OBLIGATE ANY LENDER TO OBTAIN THE FUNDS FOR ANY LOAN IN ANY PARTICULAR PLACE OR
MANNER OR TO CONSTITUTE A REPRESENTATION BY ANY LENDER THAT IT HAS OBTAINED OR
WILL OBTAIN THE FUNDS FOR ANY LOAN IN ANY PARTICULAR PLACE OR MANNER.
SECTION 2.11.
LETTERS OF CREDIT.
(A)
GENERAL.
SUBJECT TO THE TERMS AND
CONDITIONS SET FORTH HEREIN, THE COMPANY MAY REQUEST THE ISSUANCE OF LETTERS OF
CREDIT FOR ITS OWN ACCOUNT OR FOR THE ACCOUNT OF ANY OF ITS SUBSIDIARIES, IN A
FORM REASONABLY ACCEPTABLE TO THE ADMINISTRATIVE AGENT AND THE ISSUING BANK, AT
ANY TIME AND FROM TIME TO TIME DURING THE AVAILABILITY PERIOD.
IN THE EVENT OF
ANY INCONSISTENCY BETWEEN THE TERMS AND CONDITIONS OF THIS AGREEMENT AND THE
TERMS AND CONDITIONS OF ANY FORM OF LETTER OF CREDIT APPLICATION OR OTHER
AGREEMENT SUBMITTED BY THE COMPANY TO, OR ENTERED INTO BY THE COMPANY WITH, THE
ISSUING BANK RELATING TO ANY LETTER OF CREDIT, THE TERMS AND CONDITIONS OF THIS
AGREEMENT SHALL CONTROL.
(B)
NOTICE OF ISSUANCE, INCORPORATION,
AMENDMENT, RENEWAL, EXTENSION; CERTAIN CONDITIONS.
WHENEVER THE COMPANY DESIRES
TO (I) HAVE A LETTER OF
39
CREDIT ISSUED HEREUNDER, (II) INCORPORATE AN EXISTING LETTER OF CREDIT NOT
ISSUED HEREUNDER AS A LETTER OF CREDIT FOR THE PURPOSES HEREOF OR (III) AMEND,
RENEW OR EXTEND A LETTER OF CREDIT OUTSTANDING HEREUNDER, THE COMPANY SHALL HAND
DELIVER OR TELECOPY (OR TRANSMIT BY ELECTRONIC COMMUNICATION, IF ARRANGEMENTS
FOR DOING SO HAVE BEEN APPROVED BY THE ISSUING BANK) TO THE ISSUING BANK AND THE
ADMINISTRATIVE AGENT (NOT LESS THAN THREE BUSINESS DAYS IN ADVANCE OF THE
REQUESTED DATE OF ISSUANCE, INCORPORATION, AMENDMENT, RENEWAL OR EXTENSION) AN
LC REQUEST; SPECIFYING INFORMATION AS PROVIDED IN THE FORM ATTACHED HERETO AS
EXHIBIT E AND SUCH OTHER INFORMATION AS SHALL BE NECESSARY IN THE DETERMINATION
OF THE ISSUING BANK TO PREPARE, INCORPORATE, AMEND, RENEW OR EXTEND SUCH LETTER
OF CREDIT.
THE DATE OF ISSUANCE, INCORPORATION, AMENDMENT, RENEWAL OR EXTENSION
SPECIFIED IN SUCH LC REQUEST SHALL BE A BUSINESS DAY, AND THE DATE ON WHICH SUCH
LETTER OF CREDIT IS TO EXPIRE SHALL COMPLY WITH PARAGRAPH (C) OF THIS SECTION.
IF REQUESTED BY THE ISSUING BANK, THE COMPANY ALSO SHALL SUBMIT A LETTER OF
CREDIT APPLICATION ON THE ISSUING BANK'S STANDARD FORM IN CONNECTION WITH ANY
REQUEST FOR A LETTER