THE ADMINISTRATIVE AGENT SHALL PROMPTLY PAY TO THE SWINGLINE LENDER
THE AMOUNTS SO RECEIVED BY IT FROM THE REVOLVING LENDERS.
THE ADMINISTRATIVE
AGENT SHALL NOTIFY BORROWER OF ANY PARTICIPATIONS IN ANY SWINGLINE LOAN ACQUIRED
PURSUANT TO THIS PARAGRAPH, AND THEREAFTER PAYMENTS IN RESPECT OF SUCH SWINGLINE
LOAN SHALL BE MADE TO THE ADMINISTRATIVE AGENT AND NOT TO THE SWINGLINE LENDER.
ANY AMOUNTS RECEIVED BY THE SWINGLINE LENDER FROM BORROWER (OR OTHER PARTY ON
BEHALF OF BORROWER) IN RESPECT OF A SWINGLINE LOAN AFTER RECEIPT BY THE
SWINGLINE LENDER OF THE PROCEEDS OF A SALE OF PARTICIPATIONS THEREIN SHALL BE
PROMPTLY REMITTED TO THE ADMINISTRATIVE AGENT; ANY SUCH AMOUNTS RECEIVED BY THE
ADMINISTRATIVE AGENT SHALL BE PROMPTLY REMITTED BY THE ADMINISTRATIVE AGENT TO
THE REVOLVING LENDERS THAT SHALL HAVE MADE THEIR PAYMENTS PURSUANT TO THIS
PARAGRAPH AND TO THE SWINGLINE LENDER, AS THEIR INTERESTS MAY APPEAR.
THE
PURCHASE OF PARTICIPATIONS IN A SWINGLINE LOAN PURSUANT TO THIS PARAGRAPH SHALL
NOT RELIEVE BORROWER OF ANY DEFAULT IN THE PAYMENT THEREOF.
SECTION 2.18.
LETTERS OF CREDIT
(A)
GENERAL.
SUBJECT TO THE TERMS AND CONDITIONS SET FORTH HEREIN,
BORROWER MAY REQUEST THE ISSUANCE OF LETTERS OF CREDIT FOR ITS OWN ACCOUNT OR
THE ACCOUNT OF A SUBSIDIARY IN A FORM REASONABLY ACCEPTABLE TO THE
ADMINISTRATIVE AGENT AND THE ISSUING BANK, AT ANY TIME AND FROM TIME TO TIME
DURING THE REVOLVING AVAILABILITY PERIOD (PROVIDED THAT BORROWER SHALL BE A
CO-APPLICANT, AND SHALL BE JOINTLY AND SEVERALLY LIABLE, WITH RESPECT TO EACH
LETTER OF CREDIT ISSUED FOR THE ACCOUNT OF OR IN FAVOR OF A SUBSIDIARY).
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 BORROWER TO, OR ENTERED INTO BY BORROWER WITH, THE
ISSUING BANK RELATING TO ANY LETTER OF CREDIT, THE TERMS AND CONDITIONS OF THIS
AGREEMENT SHALL CONTROL.
(B)
NOTICE OF ISSUANCE, AMENDMENT, RENEWAL, EXTENSION; CERTAIN
CONDITIONS.
TO REQUEST THE ISSUANCE OF A LETTER OF CREDIT (OR THE AMENDMENT,
RENEWAL OR EXTENSION OF AN OUTSTANDING LETTER OF CREDIT), BORROWER 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
49
AGENT (AT LEAST THREE BUSINESS DAYS IN ADVANCE OF THE REQUESTED DATE OF
ISSUANCE, AMENDMENT, RENEWAL OR EXTENSION, OR SUCH SHORTER PERIOD AS IS
ACCEPTABLE TO SUCH RESPECTIVE ISSUING BANK) A NOTICE REQUESTING THE ISSUANCE OF
A LETTER OF CREDIT, OR IDENTIFYING THE LETTER OF CREDIT TO BE AMENDED, RENEWED
OR EXTENDED, AND SPECIFYING THE DATE OF ISSUANCE, AMENDMENT, RENEWAL OR
EXTENSION (WHICH SHALL BE A BUSINESS DAY), WHETHER SUCH LETTER OF CREDIT SHALL
HAVE A FIXED FINAL EXPIRATION DATE (NOT SUBJECT TO RENEWAL) OR WHETHER SUCH
LETTER OF CREDIT SHALL HAVE AN EXPIRATION DATE THAT AUTOMATICALLY EXTENDS FOR
SUCCESSIVE PERIODS (IN EITHER CASE WHICH SHALL COMPLY WITH PARAGRAPH (C) OF THIS
SECTION), THE AMOUNT OF SUCH LETTER OF