EQUAL TO
SUCH UNPAID AMOUNT ARE OFFERED BY THE PRINCIPAL LONDON OFFICE OF THE
ADMINISTRATIVE AGENT IN THE LONDON INTERBANK MARKET FOR SUCH DAY; PROVIDED THAT,
IF THE BORROWER FAILS TO REIMBURSE SUCH LC DISBURSEMENT WHEN DUE PURSUANT TO
PARAGRAPH (F) OF THIS SECTION, THEN 2% PER ANNUM SHALL BE ADDED TO THE
APPLICABLE RATE SPECIFIED ABOVE.
INTEREST ACCRUED PURSUANT TO THIS PARAGRAPH
SHALL BE FOR THE ACCOUNT OF THE APPLICABLE ISSUING BANK, EXCEPT THAT INTEREST
ACCRUED ON AND AFTER THE DATE OF PAYMENT BY ANY LENDER PURSUANT TO PARAGRAPH (F)
OF THIS SECTION TO REIMBURSE SUCH ISSUING BANK SHALL BE FOR THE ACCOUNT OF SUCH
LENDER TO THE EXTENT OF SUCH PAYMENT.
32
(J)
REPLACEMENT OF AN ISSUING BANK.
ANY ISSUING BANK MAY BE REPLACED
AT ANY TIME BY WRITTEN AGREEMENT AMONG THE BORROWER, THE ADMINISTRATIVE AGENT,
THE REPLACED ISSUING BANK AND THE SUCCESSOR ISSUING BANK.
THE ADMINISTRATIVE
AGENT SHALL NOTIFY THE LENDERS OF ANY SUCH REPLACEMENT OF AN ISSUING BANK.
AT
THE TIME ANY SUCH REPLACEMENT SHALL BECOME EFFECTIVE, THE BORROWER SHALL PAY ALL
UNPAID FEES ACCRUED FOR THE ACCOUNT OF THE REPLACED ISSUING BANK PURSUANT TO
SECTION 2.11(B).
FROM AND AFTER THE EFFECTIVE DATE OF ANY SUCH REPLACEMENT, (I)
THE SUCCESSOR ISSUING BANK SHALL HAVE ALL THE RIGHTS AND OBLIGATIONS OF AN
ISSUING BANK UNDER THIS AGREEMENT WITH RESPECT TO LETTERS OF CREDIT TO BE ISSUED
THEREAFTER AND (II) REFERENCES HEREIN TO THE TERM "ISSUING BANK" SHALL BE DEEMED
TO REFER TO SUCH SUCCESSOR OR TO ANY PREVIOUS ISSUING BANK, OR TO SUCH SUCCESSOR
AND ALL PREVIOUS ISSUING BANKS, AS THE CONTEXT SHALL REQUIRE.
AFTER THE
REPLACEMENT OF AN ISSUING BANK HEREUNDER, THE REPLACED ISSUING BANK SHALL REMAIN
A PARTY HERETO AND SHALL CONTINUE TO HAVE ALL THE RIGHTS AND OBLIGATIONS OF AN
ISSUING BANK UNDER THIS AGREEMENT WITH RESPECT TO LETTERS OF CREDIT ISSUED BY IT
PRIOR TO SUCH REPLACEMENT, BUT SHALL NOT BE REQUIRED TO ISSUE ADDITIONAL LETTERS
OF CREDIT.
(K)
CASH COLLATERALIZATION.
IF ANY EVENT OF DEFAULT SHALL OCCUR AND BE
CONTINUING (BUT, EXCEPT IN THE CASE OF AN EVENT OF DEFAULT UNDER CLAUSE (B),
(C), (G) OR (H) OF ARTICLE 8, ONLY IF THE MATURITY OF ANY THEN OUTSTANDING LOANS
SHALL HAVE BEEN ACCELERATED AND THE COMMITMENTS TERMINATED PURSUANT TO ARTICLE
8), ON THE DOMESTIC BUSINESS DAY THAT THE COMPANY RECEIVES NOTICE FROM THE
ADMINISTRATIVE AGENT GIVEN UPON REQUEST OF THE REQUIRED LENDERS (OR, IF THE
MATURITY OF THE LOANS HAS BEEN ACCELERATED, LENDERS WITH LC EXPOSURE
REPRESENTING GREATER THAN 50% OF THE TOTAL LC EXPOSURE) DEMANDING THE DEPOSIT OF
CASH COLLATERAL PURSUANT TO THIS PARAGRAPH, THE COMPANY SHALL DEPOSIT IN AN
ACCOUNT WITH THE ADMINISTRATIVE AGENT, IN THE NAME OF THE ADMINISTRATIVE AGENT
AND FOR THE BENEFIT OF THE LENDERS, AN AMOUNT IN CASH IN EACH RELEVANT CURRENCY
EQUAL TO THE LC EXPOSURE IN SUCH CURRENCY AS OF SUCH DATE PLUS ANY ACCRUED AND
UNPAID INTEREST THEREON; PROVIDED THAT THE OBLIGATION TO DEPOSIT SUCH CASH
COLLATERAL WILL BECOME EFFECTIVE IMMEDIATELY, AND