Audiovox 2012 Annual Report Download - page 207

(e) Repayment with Revolving Loans. On any day on which the Domestic Borrowers shall have requested, or been
deemed to have requested, a U.S. Revolving Loan to reimburse a drawing under a Letter of Credit, the Administrative Agent
shall give notice to the U.S. Revolving Lenders that a U.S. Revolving Loan has been requested or deemed requested in
connection with a drawing under a Letter of Credit, in which case a U.S. Revolving Loan borrowing comprised entirely of
Alternate Base Rate Loans (each such borrowing, a “ Mandatory LOC Borrowing”) shall be made (without giving effect to any
termination of the Commitments pursuant to Section 7.2) pro rata based on each U.S. Revolving Lender's respective U.S.
Revolving Commitment Percentage (determined before giving effect to any termination of the Commitments pursuant to
Section 7.2) and the proceeds thereof shall be paid directly to the Administrative Agent for the account of the Issuing Lender for
application to the respective LOC Obligations. Each U.S. Revolving Lender hereby irrevocably agrees to make such U.S.
Revolving Loans on the day such notice is received by the U.S. Revolving Lenders from the Administrative Agent if such
notice is received at or before 2:00 P.M., otherwise such payment shall be made at or before 12:00 P.M. on the Business Day next
succeeding the day such notice is received, in each case notwithstanding (i) the amount of Mandatory LOC Borrowing may not
comply with the minimum amount for borrowings of U.S. Revolving Loans otherwise required hereunder, (ii) whether any
conditions specified in Section 4.2 are then satisfied, (iii) whether a Default or an Event of Default then exists, (iv) failure for
any such request or deemed request for U.S. Revolving Loan to be made by the time otherwise required in Section 2.1(b),
(v) the date of such Mandatory LOC Borrowing, or (vi) any reduction in the U.S. Revolving Committed Amount after any such
Letter of Credit may have been drawn upon. In the event that any Mandatory LOC Borrowing cannot for any reason be made on
the date otherwise required above (including, without limitation, as a result of the occurrence of a Bankruptcy Event), then
each such U.S. Revolving Lender hereby agrees that it shall forthwith fund its Participation Interests in the outstanding LOC
Obligations on the Business Day such notice to fund is received by such U.S. Revolving Lender from the Administrative Agent
if such notice is received at or before 2:00 P.M., otherwise such payment shall be made at or before 12:00 Noon on the Business
Day next succeeding the Business Day such notice is received; provided, further, that in the event any Lender shall fail to fund
its Participation Interest as required herein, then the amount of such U.S. Revolving Lender's unfunded Participation Interest
therein shall automatically bear interest payable by such U.S. Revolving Lender to the Administrative Agent for the account of
the Issuing Lender upon demand, at the rate equal to, if paid within two (2) Business Days of such date, the Federal Funds
Effective Rate, and thereafter at a rate equal to the Alternate Base Rate.
(f) Modification, Extension. The issuance of any supplement, modification, amendment, renewal, or extension to any
Letter of Credit shall, for purposes hereof, be treated in all respects the same as the issuance of a new Letter of Credit
hereunder.
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