TO BE REFUNDED TO THE BORROWER FOR ANY REASON.
THE PURCHASE
OF PARTICIPATIONS IN A SWINGLINE LOAN PURSUANT TO THIS PARAGRAPH SHALL NOT
RELIEVE THE BORROWER OF ANY DEFAULT IN THE PAYMENT THEREOF.
28
SECTION 2.05.
LETTERS OF CREDIT.
(A) EXISTING LETTERS OF CREDIT.
ON THE
EFFECTIVE DATE, WITHOUT FURTHER ACTION BY ANY PARTY HERETO, EACH APPLICABLE
ISSUING BANK SHALL BE DEEMED TO HAVE GRANTED TO EACH LENDER, AND EACH LENDER
SHALL BE DEEMED TO HAVE ACQUIRED FROM SUCH ISSUING BANK, A PARTICIPATION IN EACH
EXISTING LETTER OF CREDIT EQUAL TO SUCH LENDER'S APPLICABLE PERCENTAGE OF (I)
THE AGGREGATE AMOUNT AVAILABLE TO BE DRAWN THEREUNDER AND (II) THE AGGREGATE
UNPAID AMOUNT OF ANY OUTSTANDING REIMBURSEMENT OBLIGATIONS IN RESPECT THEREOF.
SUCH PARTICIPATIONS SHALL BE ON ALL THE SAME TERMS AND CONDITIONS AS
PARTICIPATIONS GRANTED IN ADDITIONAL LETTERS OF CREDIT UNDER SECTION 2.05(E).
(B)
GENERAL.
SUBJECT TO THE TERMS AND CONDITIONS SET FORTH HEREIN, ANY
BORROWER MAY REQUEST THE ISSUANCE OF ADDITIONAL LETTERS OF CREDIT DENOMINATED IN
DOLLARS OR IN AN ALTERNATIVE CURRENCY FOR ITS OWN ACCOUNT IN A FORM ACCEPTABLE
TO THE ADMINISTRATIVE AGENT AND THE APPLICABLE 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 BORROWER TO, OR ENTERED INTO BY THE BORROWER WITH, THE
APPLICABLE ISSUING BANK RELATING TO ANY ADDITIONAL LETTER OF CREDIT, THE TERMS
AND CONDITIONS OF THIS AGREEMENT SHALL CONTROL.
(C)
NOTICE OF ISSUANCE, AMENDMENT, RENEWAL, EXTENSION; CERTAIN
CONDITIONS.
TO REQUEST THE ISSUANCE OF AN ADDITIONAL LETTER OF CREDIT (OR THE
AMENDMENT, RENEWAL OR EXTENSION OF AN OUTSTANDING LETTER OF CREDIT), THE
BORROWER SHALL HAND DELIVER OR FACSIMILE (OR TRANSMIT BY ELECTRONIC
COMMUNICATION, IF ARRANGEMENTS FOR DOING SO HAVE BEEN APPROVED BY THE APPLICABLE
ISSUING BANK) TO SUCH ISSUING BANK AND THE ADMINISTRATIVE AGENT (REASONABLY IN
ADVANCE OF THE REQUESTED DATE OF ISSUANCE, AMENDMENT, RENEWAL OR EXTENSION) A
NOTICE REQUESTING THE ISSUANCE OF AN ADDITIONAL 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 EURO-CURRENCY
BUSINESS DAY), THE DATE ON WHICH SUCH LETTER OF CREDIT IS TO EXPIRE (WHICH SHALL
COMPLY WITH PARAGRAPH (D) OF THIS SECTION), THE CURRENCY AND AMOUNT IN SUCH
CURRENCY OF SUCH ADDITIONAL LETTER OF CREDIT, THE NAME AND ADDRESS OF THE
BENEFICIARY THEREOF AND SUCH OTHER INFORMATION AS SHALL BE NECESSARY TO PREPARE,
AMEND, RENEW OR EXTEND SUCH LETTER OF CREDIT.
IF REQUESTED BY THE APPLICABLE
ISSUING BANK, THE BORROWER ALSO SHALL SUBMIT A LETTER OF CREDIT APPLICATION ON
SUCH ISSUING BANK'S STANDARD FORM (WITH SUCH CHANGES THERETO AS THE PARTIES MAY
AGREE UPON) IN CONNECTION WITH ANY REQUEST FOR A LETTER OF CREDIT.
A LETTER OF
CREDIT SHALL BE ISSUED, AMENDED, RENEWED OR EXTENDED ONLY IF (AND UPON ISSUANCE,
AMENDMENT, RENEWAL