Kodak 2011 Annual Report Download - page 190

Drawing and Reimbursement . The payment by an Issuing Bank of a draft drawn under any Letter of Credit which is not reimbursed by the Company on
the date funded shall constitute for all purposes of this Agreement the making by any such Issuing Bank of a Revolving Loan under the US Revolving
Credit Facility which shall be a Base Rate Revolving Loan, in the amount of such draft, without regard to whether the making of such a Revolving Loan
would exceed such Issuing Bank’s US Unused Revolving Credit Commitment. Each Issuing Bank shall give prompt notice to the Company and the Agent
of each drawing under any Letter of Credit issued by it. Upon written demand by such Issuing Bank, with a copy of such demand to the Agent and the
Company, each applicable Revolving Lender shall pay to the Agent such Lender’s Ratable Share of such outstanding Revolving Loan pursuant to Section
2.03(b) . Each applicable Revolving Lender acknowledges and agrees that its obligation to make Revolving Loans pursuant to this paragraph (c) in respect
of Letters of Credit is absolute and unconditional and shall not be affected by any circumstance whatsoever, including any amendment, renewal or
extension of any Letter of Credit or the occurrence and continuance of a Default or reduction or termination of the Revolving Credit Commitments, and that
each such payment shall be made without any offset, abatement, withholding or reduction whatsoever. Promptly after receipt thereof, the Agent shall
transfer such funds to such Issuing Bank. Each Revolving Lender agrees to fund its Ratable Share of an outstanding Revolving Loan on (i) the Business
Day on which demand therefor is made by such Issuing Bank, provided
that notice of such demand is given not later than 11:00 A.M. (New York City time)
on such Business Day, or (ii) the first Business Day next succeeding such demand if notice of such demand is given after such time. If and to the extent
that any Lender shall not have so made the amount of such Revolving Loan available to the Agent, such Lender agrees to pay to the Agent forthwith on
demand such amount together with interest thereon, for each day from the date of demand by any such Issuing Bank until the date such amount is paid to
the Agent, at the Federal Funds Rate for its account or the account of such Issuing Bank, as applicable. If such Lender shall pay to the Agent such amount
for the account of any such Issuing Bank on any Business Day, such amount so paid in respect of principal shall constitute a Revolving Loan made by such
Lender on such Business Day for purposes of this Agreement, and the outstanding principal amount of the Revolving Loan made by such Issuing Bank
shall be reduced by such amount on such Business Day.
(c) Letter of Credit Reports . Each Issuing Bank shall furnish (i)
to the Agent (with a copy to the Company) on the first Business Day
of each month a written report summarizing Issuance and expiration dates of Letters of Credit issued by such Issuing Bank during the preceding month and
drawings during such month under all Letters of Credit and (ii) to the Agent (with a copy to the Company) on the first Business Day of each calendar
quarter a written report setting forth the average daily aggregate Available Amount during the preceding calendar quarter of all Letters of Credit issued by
such Issuing Bank.
(d) Applicability of ISP and UCP
. Unless otherwise expressly agreed by the applicable Issuing Bank and the Company when a Letter
of Credit is issued, (i) the rules of the ISP shall apply to each standby Letter of Credit, and (ii) the rules of the Uniform Customs and Practice for
Documentary Credits, as most recently published by the International Chamber of Commerce at the time of issuance shall apply to each commercial Letter
of Credit.
(e) Failure to Make Revolving Loans
. The failure of any Lender to make the Revolving Loan to be made by it on the date specified in
Section 2.03(c) shall not relieve any other Lender of its obligation hereunder to make its Revolving Loan on such date, but no Lender shall be responsible
for the failure of any other Lender to make the Revolving Loan to be made by such other Lender on such date. No failure by any Lender to make such
Revolving Loans shall limit or restrict the availability of any Letter of Credit to the Company.
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