Common use of Procedure for Issuance of Letters of Credit Clause in Contracts

Procedure for Issuance of Letters of Credit. The U.S. Borrower may from time to time request, upon at least three Business Days' notice, the Issuing Lender to issue a Letter of Credit by delivering to such Issuing Lender at its address specified in subsection 17.2 a Letter of Credit Application, completed to the satisfaction of such Issuing Lender, together with such other certificates, documents and other papers and information as such Issuing Lender may reasonably request. Upon receipt of any Letter of Credit Application from the U.S. Borrower, or, in the case of a Foreign Letter of Credit, from the U.S. Borrower and the Foreign Subsidiary that is an account party on such Letter of Credit, such Issuing Lender will promptly, but in no event later than five Business Days following receipt of such Letter of Credit Application, notify each U.S. Revolving Lender thereof. Upon receipt of any Letter of Credit Application, the Issuing Lender will process such Letter of Credit Application, and the other certificates, documents and other papers delivered in connection therewith, in accordance with its customary procedures and shall promptly issue such Letter of Credit (but in no event earlier than three Business Days after receipt by such Issuing Lender of the Letter of Credit Application relating thereto) by issuing the original of such Letter of Credit to the beneficiary thereof and by furnishing a copy thereof to the U.S. Borrower and the Participating Lenders. In addition, the U.S. Borrower may from time to time agree with Issuing Lenders other than JPMorgan Chase Bank upon procedures for issuance by such Issuing Lenders of Letters of Credit and cause Letters of Credit to be issued by following such procedures. Such procedures shall be reasonably satisfactory to the General Administrative Agent. Prior to the issuance of any Letter of Credit, the Issuing Lender will confirm with the General Administrative Agent that the issuance of such Letter of Credit is permitted pursuant to Section 8 and subsection 11.2. Additionally, each Issuing Lender and the U.S. Borrower shall inform the General Administrative Agent of any modifications made to outstanding Letters of Credit, of any payments made with respect to such Letters of Credit, and of any other information regarding such Letters of Credit as may be reasonably requested by the General Administrative Agent, in each case pursuant to procedures established by the General Administrative Agent.

Procedure for Issuance of Letters of Credit. The U.S. Borrower may from time to time request, upon at least three Business Days' notice, the Chase Delaware, as Issuing Lender Lender, to issue a Letter of Credit by delivering to such Issuing Lender at its address specified in subsection 17.2 18.2 a Letter of Credit Application, completed to the satisfaction of such Issuing Lender, together with such other certificates, documents and other papers and information as such Issuing Lender may reasonably request. Upon receipt of any Letter of Credit Application from the U.S. Borrower, or, in the case of a Foreign Letter of Credit, from the U.S. Borrower and the Foreign Subsidiary that is an account party on such Letter of Credit, such Issuing Lender will promptly, but in no event later than five Business Days following receipt of such Letter of Credit Application, notify each U.S. Revolving Lender thereof. Upon receipt of any Letter of Credit Application, the Chase Delaware, as Issuing Lender Lender, will process such Letter of Credit Application, and the other certificates, documents and other papers delivered in connection therewith, in accordance with its customary procedures and shall promptly issue such Letter of Credit (but in no event earlier than three Business Days after receipt by such Issuing Lender of the Letter of Credit Application relating thereto) by issuing the original of such Letter of Credit to the beneficiary thereof and by furnishing a copy thereof to the U.S. Borrower and the Participating Lenders. In addition, the U.S. Borrower may from time to time agree with Issuing Lenders other than JPMorgan Chase Bank Delaware upon procedures for issuance by such Issuing Lenders of Letters of Credit and cause Letters of Credit to be issued by following such procedures. Such procedures shall be reasonably satisfactory to the General Administrative Agent. Prior to the issuance of any Letter of Credit, the Issuing Lender will confirm with the General Administrative Agent that the issuance of such Letter of Credit is permitted pursuant to Section 8 9 and subsection 11.212.2. Additionally, each Issuing Lender and the U.S. Borrower shall inform the General Administrative Agent of any modifications made to outstanding Letters of Credit, of any payments made with respect to such Letters of Credit, and of any other information regarding such Letters of Credit as may be reasonably requested by the General Administrative Agent, in each case pursuant to procedures established by the General Administrative Agent.

Procedure for Issuance of Letters of Credit. (a) The U.S. Parent Borrower may from time to time request, upon at least three Business Days' notice, request during the Letter of Credit Commitment Period but in no event later than the 30th day prior to the Termination Date that an Issuing Lender to issue a Letter of Credit by delivering to such Issuing Lender and the Administrative Agent, at its address their respective addresses for notices specified herein, an L/C Request therefor in subsection 17.2 a Letter the form of Credit Application, Exhibit B hereto (completed to the reasonable satisfaction of such Issuing Lender), together with and such other certificates, documents and other papers and information as such Issuing Lender may reasonably request. Each L/C Request shall specify that the requested Letter of Credit is to be denominated in Dollars or the Designated Foreign Currency. Upon receipt of any Letter of Credit Application from the U.S. Borrower, or, in the case of a Foreign Letter of Credit, from the U.S. Borrower and the Foreign Subsidiary that is an account party on such Letter of CreditL/C Request, such Issuing Lender will promptly, but in no event later than five Business Days following receipt of such Letter of Credit Application, notify each U.S. Revolving Lender thereof. Upon receipt of any Letter of Credit Application, the Issuing Lender will process such Letter of Credit Application, L/C Request and the other certificates, documents and other papers and information delivered to it in connection therewith, therewith in accordance with its customary procedures and shall promptly issue such the Letter of Credit requested thereby (but in no event shall such Issuing Lender be required, unless otherwise agreed to by such Issuing Lender, to issue any Letter of Credit earlier than three Business Days after its receipt by such Issuing Lender of the Letter of Credit Application L/C Request therefor and all such other certificates, documents and other papers and information relating thereto) by issuing the original of such Letter of Credit to the beneficiary thereof and by furnishing a copy thereof to the U.S. Borrower and the Participating Lenders. In addition, the U.S. Borrower or as otherwise may from time to time agree with Issuing Lenders other than JPMorgan Chase Bank upon procedures for issuance be agreed by such Issuing Lenders Lender and the Parent Borrower. The applicable Issuing Lender shall furnish a copy of Letters of Credit and cause Letters such Letter of Credit to be issued by the Parent Borrower promptly following such procedures. Such procedures shall be reasonably satisfactory to the General Administrative Agent. Prior to the issuance thereof. No Issuing Lender shall amend, cancel or waive presentation of any Letter of Credit, or replace any lost, mutilated or destroyed Letter of Credit, without the prior written consent of the Parent Borrower. Promptly after the issuance or amendment of any Standby Letter of Credit, the applicable Issuing Lender will confirm with shall notify the General Parent Borrower and the Administrative Agent, in writing, of such issuance or amendment and such notice shall be accompanied by a copy of such issuance or amendment. Upon receipt of such notice, the Administrative Agent shall promptly notify the Lenders, in writing, of such issuance or amendment, and if so requested by a Lender, the Administrative Agent shall provide to such Lender copies of such issuance or amendment. With regards to Commercial Letters of Credit, each Issuing Lender shall on the first Business Day of each week provide the Administrative Agent, by facsimile, with a report detailing the aggregate daily outstanding Commercial Letters of Credit during the previous week. (b) The making of each request for a Letter of Credit by the Parent Borrower shall be deemed to be a representation and warranty by the Parent Borrower that such Letter of Credit may be issued in accordance with, and will not violate the requirements of, Section 3. 1. Unless the respective Issuing Lender has received notice from the Required Lenders before it issues a Letter of Credit that one or more of the applicable conditions specified in Section 6 are not then satisfied, or that the issuance of such Letter of Credit is permitted pursuant to would violate Section 8 and subsection 11.2. Additionally3.1, each then such Issuing Lender and may issue the U.S. Borrower shall inform the General Administrative Agent of any modifications made to outstanding Letters of Credit, of any payments made with respect to such Letters of Credit, and of any other information regarding such Letters requested Letter of Credit as may be reasonably requested by for the General Administrative Agent, account of the Parent Borrower in each case pursuant to procedures established by the General Administrative Agentaccordance with such Issuing Lender’s usual and customary practices.

Procedure for Issuance of Letters of Credit. (a) The U.S. Parent Borrower may from time to time request, upon at least three Business Days' notice, request during the Revolving Credit Commitment Period but in no event later than the 30th day prior to the Termination Date that the Issuing Lender to issue a Letter of Credit by delivering to such the Issuing Lender and the Administrative Agent, at its address their respective addresses for notices specified in subsection 17.2 herein, a Letter of Credit Application, Request therefor in the form Exhibit K hereto (completed to the reasonable satisfaction of such the Issuing Lender), together with and such other certificates, documents and other papers and information as such the Issuing Lender may reasonably request. Each Letter of Credit Request shall specify the Designated Foreign Currency in which the requested Letter of Credit is to be denominated (or specify that the requested Letter of Credit is to be denominated in Dollars). Upon receipt of any Letter of Credit Application from the U.S. Borrower, or, in the case of a Foreign Letter of Credit, from the U.S. Borrower and the Foreign Subsidiary that is an account party on such Letter of Credit, such Issuing Lender will promptly, but in no event later than five Business Days following receipt of such Letter of Credit Application, notify each U.S. Revolving Lender thereof. Upon receipt of any Letter of Credit ApplicationRequest, the Issuing Lender will process such Letter of Credit Application, Request and the other certificates, documents and other papers and information delivered to it in connection therewith, therewith in accordance with its customary procedures and shall promptly issue such the Letter of Credit requested thereby (but in no event shall the Issuing Lender be required to issue any Letter of Credit earlier than three Business Days after its receipt by such Issuing Lender of the Letter of Credit Application Request therefor and all such other certificates, documents and other papers and information relating thereto) by issuing the original of such Letter of Credit to the beneficiary thereof or as otherwise may be agreed by the Issuing Lender and by furnishing the Parent Borrower. The Issuing Lender shall furnish a copy thereof to the U.S. Borrower and the Participating Lenders. In addition, the U.S. Borrower may from time to time agree with Issuing Lenders other than JPMorgan Chase Bank upon procedures for issuance by of such Issuing Lenders of Letters of Credit and cause Letters Letter of Credit to be issued by the Parent Borrower promptly following such procedures. Such procedures shall be reasonably satisfactory to the General Administrative Agent. Prior to the issuance thereof. Promptly after the issuance or amendment of any Standby Letter of Credit, the Issuing Lender will confirm with shall notify the General Parent Borrower and the Administrative Agent, in writing, of such issuance or amendment and such notice shall be accompanied by a copy of such issuance or amendment. Upon receipt of such notice, the Administrative Agent, shall promptly notify the Lenders, in writing, of such issuance or amendment, and if so requested by a Lender the Administrative Agent shall provide to such Lender copies of such issuance or amendment. With regards to Commercial Letters of Credit, the Issuing Lender shall on the first Business Day of each week provide the Administrative Agent, by facsimile, with a report detailing the aggregate daily outstanding Commercial Letters of Credit during the previous week. (b) The making of each request for a Letter of Credit by the Parent Borrower shall be deemed to be a representation and warranty by the Parent Borrower that such Letter of Credit may be issued in accordance with, and will not violate the requirements of, subsection 3. 1. Unless the respective Issuing Lender has received notice from the Required Lenders before it issues a Letter of Credit that one or more of the applicable conditions specified in Section 6 are not then satisfied, or that the issuance of such Letter of Credit is permitted pursuant to Section 8 and would violate subsection 11.2. Additionally3.1, each then such Issuing Lender and may issue the U.S. Borrower shall inform the General Administrative Agent of any modifications made to outstanding Letters of Credit, of any payments made with respect to such Letters of Credit, and of any other information regarding such Letters requested Letter of Credit as may be reasonably requested by for the General Administrative Agent, account of the Parent Borrower in each case pursuant to procedures established by the General Administrative Agentaccordance with such Issuing Lender’s usual and customary practices.

Procedure for Issuance of Letters of Credit. (a) The U.S. Borrower may Representative may, from time to time requestduring the Commitment Period but in no event later than the 30th day prior to the Termination Date, upon at least three Business Days' notice, the request that an Issuing Lender to issue a Letter of Credit by delivering to such Issuing Lender and the Administrative Agent at its address for notices specified herein, an L/C Request therefor in subsection 17.2 a Letter the form of Credit Application, Exhibit J-2 hereto (completed to the reasonable satisfaction of such Issuing Lender), together with and such other certificates, documents and other papers and information as such Issuing Lender may reasonably request. Upon receipt of any Letter of Credit Application from the U.S. Borrower, or, in the case of a Foreign Letter of Credit, from the U.S. Borrower and the Foreign Subsidiary that is an account party on such Letter of CreditL/C Request, such Issuing Lender will promptly, but in no event later than five Business Days following receipt of such Letter of Credit Application, notify each U.S. Revolving Lender thereof. Upon receipt of any Letter of Credit Application, the Issuing Lender will process such Letter of Credit Application, L/C Request and the other certificates, documents and other papers and information delivered to it in connection therewith, therewith in accordance with its customary procedures and shall promptly issue such the Letter of Credit requested thereby (but in no event shall an Issuing Lender be required, unless otherwise agreed to by such Issuing Lender, to issue any Letter of Credit earlier than three five Business Days after its receipt by such Issuing Lender of the Letter of Credit Application L/C Request therefor and all such other certificates, documents and other papers and information relating thereto) by issuing the original of such Letter of Credit to the beneficiary thereof and by furnishing a copy thereof to the U.S. Borrower and the Participating Lenders. In addition, the U.S. Borrower or as otherwise may from time to time agree with Issuing Lenders other than JPMorgan Chase Bank upon procedures for issuance be agreed by such Issuing Lenders Lender and the Borrower Representative. The applicable Issuing Lender shall furnish a copy of Letters of Credit and cause Letters such Letter of Credit to be issued by the Borrower Representative promptly following such proceduresthe issuance thereof. Such procedures No Issuing Lender shall be reasonably satisfactory to amend, cancel or waive presentation of any Letter of Credit, or replace any lost, mutilated or destroyed Letter of Credit, without the General Administrative Agentprior written consent of the Borrower Representative. Prior to Upon the issuance of any Letter of Credit or amendment, renewal, extension or modification to a Letter of Credit, the applicable Issuing Lender will confirm with shall promptly notify the General Administrative Agent, who shall promptly notify each Lender, thereof, which notice shall be accompanied by a copy of such Letter of Credit or amendment, renewal, extension or modification to a Letter of Credit and the amount of such Lender’s respective participation in such Letter of Credit pursuant to Subsection 3.4. If the applicable Issuing Lender is not the same person as the Administrative Agent, on the first Business Day of each calendar month, such Issuing Lender shall provide to the Administrative Agent a report listing all outstanding Letters of Credit and the amounts and beneficiaries thereof and the Administrative Agent shall promptly provide such report to each Lender. (b) The making of each request for a Letter of Credit by the Borrower Representative shall be deemed to be a representation and warranty by the Borrower Representative that such Letter of Credit may be issued in accordance with, and will not violate the requirements of, Subsection 3. 1. Unless the respective Issuing Lender has received notice from the Required Lenders before it issues a Letter of Credit that one or more of the applicable conditions specified in Section 6 are not then satisfied, or that the issuance of such Letter of Credit is permitted pursuant to Section 8 and subsection 11.2. Additionallywould violate Subsection 3.1, each then such Issuing Lender may issue the requested Letter of Credit for the account of the applicable Borrower or Subsidiary in accordance with such Issuing Lender’s usual and the U.S. Borrower customary practices. (c) No Issuing Lender shall inform the General Administrative Agent be under any obligation to issue any Letter of Credit if (i) any order, judgment or decree of any modifications made Governmental Authority or arbitrator shall by its terms purport to outstanding Letters enjoin or restrain such Issuing Lender from issuing such Letter of Credit, or any Requirement of any payments made with respect Law applicable to such Letters Issuing Lender or any request or directive (whether or not having the force of Creditlaw) from any banking regulatory authority with jurisdiction over such Issuing Lender shall prohibit the issuance of letters of credit generally, and or (ii) the issuance of any other information regarding such Letters Letter of Credit would violate one or more existing (as may be reasonably requested of the date hereof) policies of such Issuing Lender consistently applied by the General Administrative Agent, in each case pursuant such Issuing Lender to procedures established by the General Administrative Agentborrowers generally.

Procedure for Issuance of Letters of Credit. The U.S. Borrower may from time to time request, upon at least three Business Days' notice, the Chase Delaware, as Issuing Lender Lender, to issue a Letter of Credit by delivering to such Issuing Lender at its address specified in subsection 17.2 18.2 a Letter of Credit Application, completed to the satisfaction of such Issuing 69 61 Lender, together with such other certificates, documents and other papers and information as such Issuing Lender may reasonably request. Upon receipt of any Letter of Credit Application from the U.S. Borrower, or, in the case of a Foreign Letter of Credit, from the U.S. Borrower and the Foreign Subsidiary that is an account party on such Letter of Credit, such Issuing Lender will promptly, but in no event later than five Business Days following receipt of such Letter of Credit Application, notify each U.S. Revolving Lender thereof. Upon receipt of any Letter of Credit Application, the Chase Delaware, as Issuing Lender Lender, will process such Letter of Credit Application, and the other certificates, documents and other papers delivered in connection therewith, in accordance with its customary procedures and shall promptly issue such Letter of Credit (but in no event earlier than three Business Days after receipt by such Issuing Lender of the Letter of Credit Application relating thereto) by issuing the original of such Letter of Credit to the beneficiary thereof and by furnishing a copy thereof to the U.S. Borrower and the Participating Lenders. In addition, the U.S. Borrower may from time to time agree with Issuing Lenders other than JPMorgan Chase Bank Delaware upon procedures for issuance by such Issuing Lenders of Letters of Credit and cause Letters of Credit to be issued by following such procedures. Such procedures shall be reasonably satisfactory to the General Administrative Agent. Prior to the issuance of any Letter of Credit, the Issuing Lender will confirm with the General Administrative Agent that the issuance of such Letter of Credit is permitted pursuant to Section 8 9 and subsection 11.212.2. Additionally, each Issuing Lender and the U.S. Borrower shall inform the General Administrative Agent of any modifications made to outstanding Letters of Credit, of any payments made with respect to such Letters of Credit, and of any other information regarding such Letters of Credit as may be reasonably requested by the General Administrative Agent, in each case pursuant to procedures established by the General Administrative Agent.

Procedure for Issuance of Letters of Credit. The U.S. Borrower may from time to time request, upon at least three Business Days' notice, request that the applicable Issuing Lender to issue a Letter of Credit by delivering to such Issuing Lender at its address specified in subsection 17.2 (with a copy to the Administrative Agent) a Letter of Credit ApplicationApplication therefor, completed to the satisfaction of such Issuing Lender, together with and such other certificates, documents and other papers and information as such Issuing Lender may reasonably request. Upon receipt of any Letter of Credit Application from the U.S. Borrower, or, in the case of a Foreign Letter of Credit, from the U.S. Borrower and the Foreign Subsidiary that is an account party on such Letter of CreditApplication, such Issuing Lender will promptlyshall process such Letter of Credit Application and the certificates, documents and other papers and information delivered to it in connection therewith in accordance with its customary procedures and shall, subject to Section 3.1 and Article VI, promptly issue the Letter of Credit requested thereby (but in no event later than five two (2) Business Days following after its receipt of such the Letter of Credit Application, notify each U.S. Revolving Lender thereof. Upon receipt of any Letter of Credit Application, the Issuing Lender will process Application therefor and all such Letter of Credit Application, and the other certificates, documents and other papers delivered in connection therewith, in accordance with its customary procedures and shall promptly issue such Letter of Credit (but in no event earlier than three Business Days after receipt by such Issuing Lender of the Letter of Credit Application information relating thereto) by issuing the original of such Letter of Credit to the beneficiary thereof or as otherwise may be agreed by such Issuing Lender and by furnishing a copy thereof the Borrower. Such Issuing Lender shall promptly furnish to the U.S. Borrower and the Participating Lenders. In addition, the U.S. Borrower may from time to time agree with Issuing Lenders other than JPMorgan Chase Bank upon procedures for issuance by such Issuing Lenders of Letters of Credit and cause Letters of Credit to be issued by following such procedures. Such procedures shall be reasonably satisfactory to the General Administrative Agent. Prior to the issuance of any Letter of Credit, the Issuing Lender will confirm with the General Administrative Agent that the issuance a copy of such Letter of Credit is permitted pursuant and promptly notify each Revolving Lender of the issuance and upon request by any Revolving Lender, furnish to Section 8 such Lender a copy of such Letter of Credit and subsection 11.2the amount of such Revolving Lender’s participation therein. AdditionallyOn the fifth Business Day of each month, each Issuing Lender (other than ▇▇▇▇▇ Fargo, in the event it is an Issuing Lender) shall deliver a report to the Administrative Agent identifying (i) each Letter of Credit and the U.S. Borrower shall inform type and currency of such Letter of Credit issued by it during the General Administrative Agent of any modifications made to outstanding Letters of Creditprior month, of any payments made and (ii) with respect to such Letters of Credit, and of any other information regarding such Letters each Letter of Credit issued by it that remains outstanding, (A) the face amount thereof as may be reasonably requested by of the General Administrative Agentend of the prior month and the maximum potential face amount thereof, (B) the amount thereof that was drawn in each case pursuant to procedures established by the General Administrative Agentprior month, (C) the amount thereof that remains undrawn as of the last Business Day of the prior month and (D) the expiry date, including indication of auto-renewal feature, if applicable.

Procedure for Issuance of Letters of Credit. (a) The U.S. Borrower may from time-to-time to time request, upon at least three Business Days' notice, the request that any Issuing Lender to issue or amend a Letter of Credit by delivering to such Issuing Lender at its address specified in subsection 17.2 a Letter of Credit Applicationand the Administrative Agent an Application therefor, completed to the satisfaction of such Issuing Lender, together with a Letter of Credit Request, and such other certificates, documents and other papers and information as such Issuing Lender may reasonably request. Upon receipt of any Letter of Credit Application from the U.S. Borrower, or, in In the case of a Foreign Letter of Credit, from the U.S. Borrower and the Foreign Subsidiary that is request for an account party on such Letter of Credit, such Issuing Lender will promptly, but in no event later than five Business Days following receipt of such Letter of Credit Application, notify each U.S. Revolving Lender thereof. Upon receipt of any Letter of Credit Application, the Issuing Lender will process such Letter of Credit Application, and the other certificates, documents and other papers delivered in connection therewith, in accordance with its customary procedures and shall promptly issue such Letter of Credit (but in no event earlier than three Business Days after receipt by such Issuing Lender of the Letter of Credit Application relating thereto) by issuing the original of such Letter of Credit to the beneficiary thereof and by furnishing a copy thereof to the U.S. Borrower and the Participating Lenders. In addition, the U.S. Borrower may from time to time agree with Issuing Lenders other than JPMorgan Chase Bank upon procedures for issuance by such Issuing Lenders of Letters of Credit and cause Letters of Credit to be issued by following such procedures. Such procedures shall be reasonably satisfactory to the General Administrative Agent. Prior to the initial issuance of any Letter of Credit, such Letter of Credit Request shall specify, to the extent not included in the Application: (i) the maximum amount of such Letter of Credit; (ii) the requested date on which such Letter of Credit is to be issued; (iii) the purpose and nature of the proposed Letter of Credit; (iv) the name and address of the beneficiary of such Letter of Credit; (v) the expiration or termination date of the Letter of Credit; (vi) the documents to be presented by such beneficiary in the case of a drawing or demand for payment thereunder; and (vii) the delivery instructions for such Letter of Credit. In the case of a request for an amendment of any outstanding Letter of Credit, such Letter of Credit Request shall specify in form and detail satisfactory to the Administrative Agent and the Issuing Lender thereof: (i) the Letter of Credit to be amended; (ii) the requested date of the proposed amendment; (iii) the nature of the proposed amendment; and (iv) the delivery instructions for such amendment. Any such Letter of Credit Request must be received by the applicable Issuing Lender and the Administrative Agent by no later than 11:00 a.m. (New York City time), one (1) Business Day prior to the date such Letter of Credit is to be issued or amended, or such other time as previously agreed between the Issuing Lender and the Borrower; provided that, if such Letter of Credit Request is received by the applicable Issuing Lender after 11:00 a.m. (New York City time) one (1) Business Day prior to the date such Letter of Credit is to be issued or amended, such Issuing Lender may, in its sole discretion, issue such requested Letter of Credit on the requested day. Upon the issuance of any Letter of Credit or any amendment to an outstanding Letter of Credit, the Administrative Agent and the applicable Lenders shall be entitled to assume that the Applications and certificates, documents and other papers and information reasonably requested by the relevant Issuing Lender in connection therewith were completed and delivered to the satisfaction of such Issuing Lender. (b) Upon receipt of a Letter of Credit Request by an Issuing Lender, such Issuing Lender will confirm with the General Administrative Agent (by telephone and in writing) that the Administrative Agent has received a copy of such Letter of Credit Request and, if not, such Issuing Lender will provide the Administrative Agent with a copy thereof. Upon receipt by such Issuing Lender of confirmation from the Administrative Agent, that the requested Letter of Credit or amendment is permitted in accordance with the terms hereof, such Issuing Lender shall, on the requested date, issue a Letter of Credit for the account of the Borrower or enter into the applicable amendment, as the case may be, in each case in accordance with such Issuing Lender’s usual and customary business practices. (c) If any Issuing Lender shall issue, extend or amend any Letter of Credit without obtaining prior consent of the Administrative Agent (as provided in subsection (b) above), such Letter of Credit (A) shall for all purposes be deemed to have been issued by such Issuing Lender solely for its own account and risk and (B) shall not be considered a Letter of Credit outstanding under this Agreement, and no Lender shall be deemed to have any participation therein, effective as of the date of such issuance, amendment, extension or renewal, as the case may be, unless the Required Lenders expressly consent thereto; provided, however, that to be considered a Letter of Credit outstanding under this Agreement, the consent of all Lenders shall be required to the extent that any such issuance, amendment, extension or renewal is not then permitted hereunder by reason of the provisions of Sections 3.1(a) or 3.1(b). (d) Notwithstanding anything herein to the contrary (including the provisions of this Section 3.2), an Issuing Lender is under no obligation to issue or provide any Letter of Credit unless consented to by such Issuing Lender and the Administrative Agent, if: (i) Any order, judgment or decree of any Governmental Authority or arbitrator shall by its terms purport to enjoin or restrain such Issuing Lender from issuing or amending such Letter of Credit, or any Requirement of Law applicable to such Issuing Lender or any request or directive (whether or not having the force of Law) from any Governmental Authority with jurisdiction over such Issuing Lender shall prohibit, or request that such Issuing Lender refrain from, the issuance or amending of a Letter of Credit generally or such Letter of Credit in particular or shall impose upon such Issuing Lender with respect to such Letter of Credit any restriction, reserve or capital requirement (in the case of an amendment of a Letter of Credit, for which such Issuing Lender is not otherwise compensated hereunder) not in effect on the Closing Date, or shall impose upon such Issuing Lender any unreimbursed loss, cost or expense which was not applicable on the Closing Date and which such Issuing Lender in good ▇▇▇▇▇ ▇▇▇▇▇ material to it; or (ii) such Letter of Credit is not in form and substance reasonably acceptable to such Issuing Lender thereof or the issuance of such Letter of Credit is permitted shall violate any applicable policies of such Issuing Lender. (e) Within one (1) Business Day after its delivery of any Letter of Credit or any amendment to a Letter of Credit to an advising bank with respect thereto or to the beneficiary thereof, the Issuing Lender thereof will also deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendment. In the event that an Issuing Lender fails to satisfy the terms of this Section 3.2(e), such Issuing Lender shall not be credited for any portion of the applicable fees accrued on the applicable Letter of Credit pursuant to Section 8 and subsection 11.2. Additionally, each Issuing Lender and 3.3(a) during the U.S. Borrower shall inform period from the General Administrative Agent Business Day following the effectiveness of any modifications made to outstanding Letters of Credit, of any payments made with respect to such Letters of Credit, and of any other information regarding such Letters the Letter of Credit as may be reasonably requested by until the General Administrative Agent, in each case pursuant to procedures established by the General Administrative Agenttime such failure is remedied.

Procedure for Issuance of Letters of Credit. (a) The U.S. Parent Borrower may from time to time request, upon at least three Business Days' noticeduring (x) in the case of Revolving Letters of Credit, the Initial Revolving Commitment Period, but in no event later than the 30th day prior to the Initial Revolving Maturity Date and (y) in the case of Term Letters of Credit, the Initial Term L/C Commitment Period, but in no event later than the 30th day prior to the Initial Term C Loan Maturity Date, that an Issuing Lender to issue a Letter of Credit by delivering to such Issuing Lender and the Administrative Agent, at its address their respective addresses for notices specified herein, an L/C Request therefor in subsection 17.2 a Letter the form of Credit Application, Exhibit B hereto (completed to the reasonable satisfaction of such Issuing Lender), together with and such other certificates, documents and other papers and information as such Issuing Lender may reasonably requestrequest (which L/C Request must have been received by such Issuing Lender and the Administrative Agent prior to 12:00 P.M., New York City time, at least three Business Days (or five Business days for Letter of Credit transactions in a Designated Foreign Currency) prior to the requested date of issuance (or such shorter period as may be agreed by the Issuing Lender in its reasonable discretion)). Each L/C Request shall specify the applicable Borrower and that the requested Letter of Credit is to be denominated in Dollars or any Designated Foreign Currency. Upon receipt of any Letter of Credit Application from the U.S. Borrower, or, in the case of a Foreign Letter of Credit, from the U.S. Borrower and the Foreign Subsidiary that is an account party on such Letter of CreditL/C Request, such Issuing Lender will promptly, but in no event later than five Business Days following receipt of such Letter of Credit Application, notify each U.S. Revolving Lender thereof. Upon receipt of any Letter of Credit Application, the Issuing Lender will process such Letter of Credit Application, L/C Request and the other certificates, documents and other papers and information delivered to it in connection therewith, therewith in accordance with its customary procedures and shall promptly issue such the Letter of Credit requested thereby (but in no event shall such Issuing Lender be required, unless otherwise agreed to by such Issuing Lender, to issue any Letter of Credit earlier than three Business Days after its receipt by such Issuing Lender of the Letter of Credit Application L/C Request therefor and all such other certificates, documents and other papers and information relating thereto) by issuing the original of such Letter of Credit to the beneficiary thereof and by furnishing a copy thereof to the U.S. Borrower and the Participating Lenders. In addition, the U.S. Borrower or as otherwise may from time to time agree with Issuing Lenders other than JPMorgan Chase Bank upon procedures for issuance be agreed by such Issuing Lenders Lender and the Parent Borrower. The applicable Issuing Lender shall furnish a copy of Letters of Credit and cause Letters such Letter of Credit to be issued by the Parent Borrower promptly following such procedures. Such procedures shall be reasonably satisfactory to the General Administrative Agent. Prior to the issuance thereof. No Issuing Lender shall amend, cancel or waive presentation of any Letter of Credit, or replace any lost, mutilated or destroyed Letter of Credit, without the prior written consent of the Parent Borrower. Promptly after the issuance or amendment of any Standby Letter of Credit, the applicable Issuing Lender will confirm with shall notify the General Parent Borrower and the Administrative Agent, in writing, of such issuance or amendment and such notice shall be accompanied by a copy of such issuance or amendment. Upon receipt of such notice, the Administrative Agent shall promptly notify the Lenders, in writing, of such issuance or amendment, and if so requested by a Lender, the Administrative Agent shall provide to such Lender copies of such issuance or amendment. With regards to Commercial L/Cs, each Issuing Lender shall on the first Business Day of each week provide the Administrative Agent, by facsimile, with a report detailing the aggregate daily outstanding Commercial L/Cs during the previous week. (b) The making of each request for a Letter of Credit by the Parent Borrower shall be deemed to be a representation and warranty by the Parent Borrower that such Letter of Credit may be issued in accordance with, and will not violate the applicable requirements of, Section 3.1. Unless the respective Issuing Lender has received notice from the Required Lenders before it issues a Letter of Credit that one or more of the applicable conditions specified in Section 6.2 are not then satisfied, or that the issuance of such Letter of Credit is permitted pursuant to would violate Section 8 and subsection 11.2. Additionally3.1, each then such Issuing Lender and may issue the U.S. Borrower shall inform the General Administrative Agent of any modifications made to outstanding Letters of Credit, of any payments made with respect to such Letters of Credit, and of any other information regarding such Letters requested Letter of Credit as may be reasonably requested by for the General Administrative Agent, account of the applicable Borrower in each case pursuant to procedures established by the General Administrative Agentaccordance with such Issuing Lender’s usual and customary practices.

Procedure for Issuance of Letters of Credit. The U.S. Borrower may from time to time request, upon at least three Business Days' notice, request that the Issuing Lender to issue issue, amend, renew or extend a Letter of Credit by delivering to such the Issuing Lender at its address specified in subsection 17.2 applicable office (with a copy to the Administrative Agent at the Administrative Agent’s Office) a Letter of Credit ApplicationApplication therefor, completed to the satisfaction of such the Issuing Lender, together with and such other certificates, documents and other papers Letter of Credit Documents and information as the Issuing Lender or the Administrative Agent may request, not later than 11:00 a.m. at least two (2) Business Days (or such later date and time as the Administrative Agent and the Issuing Lender may reasonably requestagree in their sole discretion) prior to the proposed date of issuance, amendment, renewal or extension, as the case may be. Upon receipt Such notice shall specify (a) the requested date of any issuance, amendment, renewal or extension (which shall be a Business Day), (b) the date on which such Letter of Credit Application from is to expire (which shall comply with Section 2.7(b)), (c) the U.S. Borrower, or, in the case amount of a Foreign Letter of Credit, from the U.S. Borrower and the Foreign Subsidiary that is an account party on such Letter of Credit, such Issuing Lender will promptly(d) the name and address of the beneficiary thereof, but in no event later than five Business Days following receipt (e) the purpose and nature of such Letter of Credit Applicationand (f) such other information as shall be necessary to issue, notify each U.S. Revolving Lender thereofamend, renew or extend such Letter of Credit. Upon receipt of any Letter of Credit Application, the Issuing Lender will shall, if in its sole discretion it elects to do so, process such Letter of Credit Application, Application and the other certificates, documents and other papers Letter of Credit Documents and information delivered to it in connection therewith, therewith in accordance with its customary procedures and shall shall, subject to Section 2.7 and Article IV, promptly issue such Letter of Credit (but in no event earlier than three Business Days after receipt by such Issuing Lender of issue, amend, renew or extend the Letter of Credit Application relating theretorequested thereby (subject to the timing requirements set forth in this Section 2.7(b)) by issuing the original of such Letter of Credit to the beneficiary thereof or as otherwise may be agreed by the Issuing Lender and by furnishing a copy thereof the Borrower. Additionally, the Borrower shall furnish to the U.S. Issuing Lender and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, renewal or extension, including any Letter of Credit Documents, as the Issuing Lender or the Administrative Agent may require. The Issuing Lender shall promptly furnish to the Borrower and the Participating Lenders. In addition, the U.S. Borrower may from time to time agree with Issuing Lenders other than JPMorgan Chase Bank upon procedures for issuance by such Issuing Lenders of Letters of Credit and cause Letters of Credit to be issued by following such procedures. Such procedures shall be reasonably satisfactory to the General Administrative Agent. Prior to the issuance of any Letter of Credit, the Issuing Lender will confirm with the General Administrative Agent that the issuance a copy of such Letter of Credit is permitted pursuant to Section 8 and subsection 11.2. Additionally, each Issuing Lender and the U.S. Borrower shall inform related Letter of Credit Documents and the General Administrative Agent shall promptly notify each Revolving Lender of the issuance and upon request by any modifications made to outstanding Letters of CreditRevolving Lender, of any payments made with respect furnish to such Letters Revolving Lender a copy of Credit, and of any other information regarding such Letters Letter of Credit as may be reasonably requested by and the General Administrative Agent, in each case pursuant to procedures established by the General Administrative Agentamount of such Revolving Lender’s participation therein.

Procedure for Issuance of Letters of Credit. (i) The U.S. Borrower may from time to time request, upon at least three request during the Revolving Commitment Period but in no event later than the third Business Days' notice, Day prior to the Revolving Facility Maturity Date that the Issuing Lender to issue a Letter of Credit by delivering to such the Issuing Lender and the Administrative Agent, at its address their respective addresses for notices specified in subsection 17.2 herein, a Letter of Credit Application, Request therefor (completed to the reasonable satisfaction of such the Issuing Lender), together with and such other certificates, documents and other papers and information as such the Issuing Lender may reasonably request. Upon receipt of any Letter of Credit Application from Request, the U.S. Borrower, or, in the case of a Foreign Letter of Credit, from the U.S. Borrower and the Foreign Subsidiary that is an account party on such Letter of Credit, such Issuing Lender will promptly, but shall (i) confirm with the Administrative Agent (by telephone or in no event later than five Business Days following receipt writing) that the Administrative Agent has received a copy of such Letter of Credit ApplicationRequest from the Borrower and, notify each U.S. Revolving Lender thereof. Upon receipt of any Letter of Credit Applicationif not so received, the Issuing Lender will shall provide the Administrative Agent with a copy thereof and (ii) process such Letter of Credit Application, Request and the certificates, documents and other papers and information delivered to it in connection therewith in accordance with its customary procedures and, unless notified by the Administrative Agent, any Lender or any Loan Party, at least one Business Day prior to the requested date of issuance or amendment of the applicable Letter of Credit, that one or more applicable conditions contained in subsection 5.2 shall not then be satisfied, shall promptly issue the Letter of Credit requested thereby (but in no event shall the Issuing Lender be required to issue any Letter of Credit earlier than three Business Days after its receipt of the Letter of Credit Request therefor and all such other certificates, documents and other papers delivered in connection therewith, in accordance with its customary procedures and shall promptly issue such Letter of Credit (but in no event earlier than three Business Days after receipt by such Issuing Lender of the Letter of Credit Application information relating thereto) by issuing the original of such Letter of Credit to the beneficiary thereof or as otherwise may be agreed by the Issuing Lender and by furnishing the Borrower. The Issuing Lender shall furnish a copy thereof to the U.S. Borrower and the Participating Lenders. In addition, the U.S. Borrower may from time to time agree with Issuing Lenders other than JPMorgan Chase Bank upon procedures for issuance by of such Issuing Lenders of Letters of Credit and cause Letters Letter of Credit to be issued by the Borrower promptly following such procedures. Such procedures shall be reasonably satisfactory to the General Administrative Agent. Prior to the issuance thereof. Promptly after the issuance or amendment of any Standby Letter of Credit, the Issuing Lender will confirm with shall notify the General Borrower and the Administrative Agent, in writing, of such issuance or amendment and such notice shall be accompanied by a copy of such issuance or amendment. Upon receipt of such notice, the Administrative Agent shall promptly notify the Lenders, in writing, of such issuance or amendment, and if so requested by a Lender, the Administrative Agent shall provide to such Lender copies of such issuance or amendment. With regard to Commercial Letters of Credit, the Issuing Lender shall on the first Business Day of each week provide the Administrative Agent, by facsimile, with a report detailing the aggregate daily outstanding Commercial Letters of Credit during the previous week. (ii) The making of each request for a Letter of Credit by the Borrower shall be deemed to be a representation and warranty by the Borrower that such Letter of Credit may be issued in accordance with, and will not violate the requirements of, subsection 2.9(a). Unless the Issuing Lender has received notice from the Required Lenders before it issues a Letter of Credit that one or more of the applicable conditions specified in Section 5 are not then satisfied, or that the issuance of such Letter of Credit is permitted pursuant to Section 8 and would violate subsection 11.2. Additionally2.9(a), each then the Issuing Lender and may issue the U.S. Borrower shall inform the General Administrative Agent of any modifications made to outstanding Letters of Credit, of any payments made with respect to such Letters of Credit, and of any other information regarding such Letters requested Letter of Credit as may be reasonably requested by in accordance with the General Administrative Agent, in each case pursuant to procedures established by the General Administrative AgentIssuing Lender’s usual and customary practices.

Procedure for Issuance of Letters of Credit. The U.S. Borrower may from time to time request, upon at least three Business Days' notice, the request that any Issuing Lender to issue issue, amend, renew or extend a Letter of Credit by delivering to such Issuing Lender at its address specified in subsection 17.2 applicable office (with a copy to the Administrative Agent at the Administrative Agent’s Office) a Letter of Credit ApplicationApplication therefor, completed to the satisfaction of such Issuing Lender, together with and such other certificates, documents and other papers Letter of Credit Documents and information as such Issuing Lender or the Administrative Agent may reasonably request, not later than 12:00 p.m. at least two (2) Business Days (or such later date and time as the Administrative Agent and such Issuing Lender may agree in their sole discretion) prior to the proposed date of issuance, amendment, renewal or extension, as the case may be. Upon receipt Such notice shall specify (a) the requested date of any issuance, amendment, renewal or extension (which shall be a Business Day), (b) the date on which such Letter of Credit Application from is to expire (which shall comply with Section 3.1(b)), (c) the U.S. Borrower, or, in the case amount of a Foreign Letter of Credit, from the U.S. Borrower and the Foreign Subsidiary that is an account party on such Letter of Credit, such Issuing Lender will promptly(d) the name and address of the beneficiary thereof, but in no event later than five Business Days following receipt (e) the purpose and nature of such Letter of Credit Applicationand (f) such other information as shall be necessary to issue, notify each U.S. Revolving Lender thereofamend, renew or extend such Letter of Credit. Upon receipt of any Letter of Credit Application, the applicable Issuing Lender will shall, process such Letter of Credit Application, Application and the other certificates, documents and other papers Letter of Credit Documents and information delivered to it in connection therewith, therewith in accordance with its customary procedures and shall shall, subject to Section 3.1 and Article V, promptly issue such Letter of Credit (but in no event earlier than three Business Days after receipt by such Issuing Lender of issue, amend, renew or extend the Letter of Credit Application relating theretorequested thereby (subject to the timing requirements set forth in this Section 3.2) by issuing the original of such Letter of Credit to the beneficiary thereof or as otherwise may be agreed by such Issuing Lender and by furnishing a copy thereof the Borrower. Additionally, the Borrower shall furnish to the U.S. applicable Issuing Lender and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, renewal or extension, including any Letter of Credit Documents, as the applicable Issuing Lender or the Administrative Agent may require. The applicable Issuing Lender shall promptly furnish to the Borrower and the Participating Lenders. In addition, the U.S. Borrower may from time to time agree with Issuing Lenders other than JPMorgan Chase Bank upon procedures for issuance by such Issuing Lenders of Letters of Credit and cause Letters of Credit to be issued by following such procedures. Such procedures shall be reasonably satisfactory to the General Administrative Agent. Prior to the issuance of any Letter of Credit, the Issuing Lender will confirm with the General Administrative Agent that the issuance a copy of such Letter of Credit is permitted pursuant to Section 8 and subsection 11.2. Additionally, each Issuing Lender and the U.S. Borrower shall inform related Letter of Credit Documents and the General Administrative Agent shall promptly notify each Lender of the issuance and upon request by any modifications made to outstanding Letters of CreditLender, of any payments made with respect furnish to such Letters Lender a copy of Credit, and of any other information regarding such Letters Letter of Credit as may be reasonably requested by and the General Administrative Agent, in each case pursuant to procedures established by the General Administrative Agentamount of such ▇▇▇▇▇▇’s participation therein.

Procedure for Issuance of Letters of Credit. (a) The U.S. Borrower may from time to time request, upon at least three Business Days' notice, request that the U.S. Issuing Lender to issue a U.S. Letter of Credit by delivering to such the U.S. Issuing Lender at its address for notices specified in subsection 17.2 a Letter of Credit Applicationherein an Application therefor, completed to the satisfaction of such the U.S. Issuing Lender, together with and such other certificates, documents and other papers and information as such the U.S. Issuing Lender may reasonably request. Upon receipt of any Letter of Credit Application from the U.S. Borrower, or, in the case of a Foreign Letter of Credit, from the U.S. Borrower and the Foreign Subsidiary that is an account party on such Letter of Credit, such Issuing Lender will promptly, but in no event later than five Business Days following receipt of such Letter of Credit Application, notify each U.S. Revolving Lender thereof. Upon receipt of any Letter of Credit Application, the U.S. Issuing Lender will process such Letter of Credit Application, Application and the other certificates, documents and other papers and information delivered to it in connection therewith, therewith in accordance with its customary procedures and shall promptly issue such the U.S. Letter of Credit requested thereby (but in no event shall the U.S. Issuing Lender be required to issue any U.S. Letter of Credit earlier than three Business Days after its receipt by such Issuing Lender of the Letter of Credit Application therefor and all such other certificates, documents and other papers and information relating thereto) by issuing the original of such Letter of Credit to the beneficiary thereof or as otherwise may be agreed to by the U.S. Issuing Lender and by furnishing the U.S. Borrower. The U.S. Issuing Lender shall furnish a copy thereof of such Letter of Credit to the U.S. Borrower and promptly following the Participating Lendersissuance thereof. In addition, The U.S. Issuing Lender shall promptly furnish to the U.S. Administrative Agent, which shall in turn promptly (but in any event within 2 Business Days) furnish to the U.S. Revolving Lenders, notice of the issuance of each U.S. Letter of Credit (including the amount thereof). (b) The Canadian Borrower may from time to time agree with Issuing Lenders other than JPMorgan Chase Bank upon procedures for issuance by such Issuing Lenders of Letters of Credit and cause Letters of Credit to be issued by following such procedures. Such procedures shall be reasonably satisfactory to request that the General Administrative Agent. Prior to the issuance of any Letter of Credit, the Canadian Issuing Lender will confirm with the General Administrative Agent that the issuance of such issue a Canadian Letter of Credit is permitted pursuant by delivering to Section 8 and subsection 11.2. Additionally, each the Canadian Issuing Lender and the U.S. Borrower shall inform the General Administrative Agent of any modifications made to outstanding Letters of Credit, of any payments made with respect to such Letters of Credit, and of any other information regarding such Letters of Credit as may be reasonably requested by the General Canadian Administrative Agent, in each case pursuant at its address for notices specified herein, an Application therefor, completed to the satisfaction of the Canadian Issuing Lender, and such other certificates, documents and other papers and information as the Canadian Issuing Lender may request. Upon receipt of any Application, the Canadian Issuing Lender will process such Application and the certificates, documents and other papers and information delivered to it in connection therewith in accordance with its customary procedures established and, unless directed by the General Canadian Administrative AgentAgent not to issue such Canadian Letter of Credit, shall promptly issue the Canadian Letter of Credit requested thereby (but in no event shall the Canadian Issuing Lender be required to issue any Canadian Letter of Credit earlier than three Business Days after its receipt of the Application therefor and all such other certificates, documents and other papers and information relating thereto) by issuing the original of such Letter of Credit to the beneficiary thereof or as otherwise may be agreed to by the Canadian Issuing Lender and the Canadian Borrower. The Canadian Issuing Lender shall furnish a copy of such Letter of Credit to the Canadian Borrower and the Canadian Administrative Agent promptly following the issuance thereof.

Procedure for Issuance of Letters of Credit. (a) The U.S. Borrower may from time to time request, upon at least three Business Days' notice, the Issuing Lender to request that a Fronting Bank issue a Letter of Credit by delivering to such Issuing Lender Fronting Bank, at its address specified for notices referred to in subsection 17.2 a Letter of Credit ApplicationSection 9.1, an Application therefor, completed to the satisfaction of such Issuing LenderFronting Bank (which completion may occur by means of any electronic system operated by such Fronting Bank), together with and such other certificates, documents and other papers and information as such Issuing Lender Fronting Bank may reasonably request. Each Application for a Documentary Letter of Credit shall specify the documents, certificates and any other items required to be presented as a condition for acceptance of a draft drawn on, or other payment request made with respect to, the Documentary Letter of Credit Fronting Bank pursuant to such Documentary Letter of Credit. Upon receipt of any Application, the relevant Fronting Bank will process such Application and the certificates, documents and other papers and information delivered to it in connection therewith in accordance with its customary procedures, subject to the terms and conditions hereof, and shall, subject to the terms and conditions hereof, promptly issue the Letter of Credit Application from the U.S. Borrower, or, in the case of a Foreign Letter of Credit, from the U.S. Borrower and the Foreign Subsidiary that is an account party on such Letter of Credit, such Issuing Lender will promptly, requested thereby (but in no event later than five Business Days following receipt of such Letter of Credit Application, notify each U.S. Revolving Lender thereof. Upon receipt of shall a Fronting Bank (unless it otherwise agrees) be required to issue any Letter of Credit Application, earlier than two Domestic Business Days after its receipt of the Issuing Lender will process Application therefor and all such Letter of Credit Application, and the other certificates, documents and other papers delivered in connection therewith, in accordance with its customary procedures and shall promptly issue such Letter of Credit (but in no event earlier than three Business Days after receipt by such Issuing Lender of the Letter of Credit Application information relating thereto) by issuing the original of such Letter of Credit to the beneficiary thereof or as otherwise may be agreed by such Fronting Bank and by furnishing the Borrower. Such Fronting Bank shall furnish a copy thereof to the U.S. Borrower and the Participating Lenders. In addition, the U.S. Borrower may from time to time agree with Issuing Lenders other than JPMorgan Chase Bank upon procedures for issuance by such Issuing Lenders of Letters of Credit and cause Letters of Credit to be issued by following such procedures. Such procedures shall be reasonably satisfactory to the General Administrative Agent. Prior to the issuance of any Letter of Credit, the Issuing Lender will confirm with the General Administrative Agent that the issuance of such Letter of Credit is permitted pursuant to Section 8 and subsection 11.2the Borrower promptly following the issuance thereof. AdditionallyEach Fronting Bank will periodically (but in any event on the last Business Day of each month) report to the Agent regarding Letter of Credit issuance activity, each Issuing Lender and the U.S. Borrower Agent will periodically (but in any event on the last Business Day of each month) report to the Lenders regarding Letter of Credit issuance activity. Unless the Documentary Letter of Credit Fronting Bank shall inform have received written notice from the General Administrative Agent of any modifications made at least one Business Day prior to outstanding Letters of Credit, of any payments made the date with respect to such Letters which the Borrower has requested issuance of Credit, and a Documentary Letter of any other information regarding such Credit that not all of the conditions to issuance of Documentary Letters of Credit as have been satisfied, the Documentary Letter of Credit Fronting Bank may be reasonably requested by assume that all such conditions have been satisfied. (b) To the General Administrative Agentextent that any provision of any Application related to any Letter of Credit is inconsistent with the provisions of this Agreement, in each case pursuant to procedures established by the General Administrative Agentprovisions of this Agreement shall control.

Procedure for Issuance of Letters of Credit. The U.S. Borrower may from time to time request, upon at least three Business Days' notice, the request that any Issuing Lender to issue issue, amend, renew or extend a Letter of Credit by delivering to such Issuing Lender at its address specified in subsection 17.2 applicable office (with a copy to the Administrative Agent at the Administrative Agent’s Office) a Letter of Credit ApplicationApplication therefor, completed to the satisfaction of such Issuing Lender, together with and such other certificates, documents and other papers Letter of Credit Documents and information as such Issuing Lender or the Administrative Agent may reasonably request, not later than 12:00 p.m. at least two (2) Business Days (or such later date and time as the Administrative Agent and such Issuing Lender may agree in their sole discretion) prior to the proposed date of issuance, amendment, renewal or extension, as the case may be. Upon receipt Such notice shall specify (a) the requested date of any issuance, amendment, renewal or extension (which shall be a Business Day), (b) the date on which such Letter of Credit Application from is to expire (which shall comply with Section 3.1(b)), (c) the U.S. Borrower, or, in the case amount of a Foreign Letter of Credit, from the U.S. Borrower and the Foreign Subsidiary that is an account party on such Letter of Credit, such Issuing Lender will promptly(d) the name and address of the beneficiary thereof, but in no event later than five Business Days following receipt (e) the purpose and nature of such Letter of Credit Applicationand (f) such other information as shall be necessary to issue, notify each U.S. Revolving Lender thereofamend, renew or extend such Letter of Credit. Upon receipt of any Letter of Credit Application, the applicable Issuing Lender will shall, process such Letter of Credit Application, Application and the other certificates, documents and other papers Letter of Credit Documents and information delivered to it in connection therewith, therewith in accordance with its customary procedures and shall shall, subject to Section 3.1 and Article V, promptly issue such Letter of Credit (but in no event earlier than three Business Days after receipt by such Issuing Lender of issue, amend, renew or extend the Letter of Credit Application relating theretorequested thereby (subject to the timing requirements set forth in this Section 3.2) by issuing the original of such Letter of Credit to the beneficiary thereof or as otherwise may be agreed by such Issuing Lender and by furnishing a copy thereof the Borrower. Additionally, the Borrower shall furnish to the U.S. applicable Issuing Lender and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, renewal or extension, including any Letter of Credit Documents, as the applicable Issuing Lender or the Administrative Agent may require. The applicable Issuing Lender shall promptly furnish to the Borrower and the Participating Lenders. In addition, the U.S. Borrower may from time to time agree with Issuing Lenders other than JPMorgan Chase Bank upon procedures for issuance by such Issuing Lenders of Letters of Credit and cause Letters of Credit to be issued by following such procedures. Such procedures shall be reasonably satisfactory to the General Administrative Agent. Prior to the issuance of any Letter of Credit, the Issuing Lender will confirm with the General Administrative Agent that the issuance a copy of such Letter of Credit is permitted pursuant to Section 8 and subsection 11.2. Additionally, each Issuing Lender and the U.S. Borrower shall inform related Letter of Credit Documents and the General Administrative Agent shall promptly notify each Lender of the issuance and upon request by any modifications made to outstanding Letters of CreditLender, of any payments made with respect furnish to such Letters Lender a copy of Credit, and of any other information regarding such Letters Letter of Credit as may be reasonably requested by and the General Administrative Agent, in each case pursuant to procedures established by the General Administrative Agentamount of such Lender’s participation therein.

Procedure for Issuance of Letters of Credit. (i) The U.S. Borrower may from time to time requestrequest during the Initial Revolving Commitment Period, upon at least three Business Days' noticebut in no event later than the 30th day prior to the Initial Revolving Maturity Date, that the Issuing Lender to Bank issue a Letter of Credit by delivering to such the Issuing Lender Bank and the Administrative Agent, at its address their respective addresses for notices specified in subsection 17.2 herein, a Letter of Credit Application, Request therefor (completed to the reasonable satisfaction of such the Issuing LenderBank), together with and such other certificates, documents and other papers and information as such the Issuing Lender Bank may reasonably request. Upon receipt of any Letter of Credit Application from Request, the U.S. Borrower, or, Issuing Bank shall (i) confirm with the Administrative Agent (by telephone or in writing) that the case of Administrative Agent has received a Foreign Letter of Credit, from the U.S. Borrower and the Foreign Subsidiary that is an account party on such Letter of Credit, such Issuing Lender will promptly, but in no event later than five Business Days following receipt copy of such Letter of Credit ApplicationRequest from the Borrower and, notify each U.S. Revolving Lender thereof. Upon receipt of any Letter of Credit Applicationif not so received, the Issuing Lender will Bank shall provide the Administrative Agent with a copy thereof and (ii) process such Letter of Credit Application, Request and the certificates, documents and other papers and information delivered to it in connection therewith in accordance with its customary procedures and, unless notified by the Administrative Agent or the Borrower, at least one Business Day prior to the requested date of issuance or amendment of the applicable Letter of Credit, that one or more applicable conditions contained in Subsection 6.2 shall not then be satisfied, shall promptly issue the Letter of Credit requested thereby (but in no event shall the Issuing Bank be required to issue any Letter of Credit earlier than three Business Days after its receipt of the Letter of Credit Request therefor and all such other certificates, documents and other papers delivered in connection therewith, in accordance with its customary procedures and shall promptly issue such Letter of Credit (but in no event earlier than three Business Days after receipt by such Issuing Lender of the Letter of Credit Application information relating thereto) by issuing the original of such Letter of Credit to the beneficiary thereof or as otherwise may be agreed by the Issuing Bank and by furnishing the Borrower. The Issuing Bank shall furnish a copy thereof to the U.S. Borrower and the Participating Lenders. In addition, the U.S. Borrower may from time to time agree with Issuing Lenders other than JPMorgan Chase Bank upon procedures for issuance by of such Issuing Lenders of Letters of Credit and cause Letters Letter of Credit to be issued by the Borrower promptly following such procedures. Such procedures shall be reasonably satisfactory to the General Administrative Agent. Prior to the issuance thereof. Promptly after the issuance or amendment of any Standby Letter of Credit, the Issuing Lender will confirm with Bank shall notify the General Borrower and the Administrative Agent, in writing, of such issuance or amendment and such notice shall be accompanied by a copy of such issuance or amendment. Upon receipt of such notice, the Administrative Agent shall promptly notify the Lenders, in writing, of such issuance or amendment, and if so requested by a Lender the Administrative Agent shall provide to such Lender copies of such issuance or amendment. With regard to Commercial Letters of Credit, the Issuing Bank shall on the first Business Day of each week provide the Administrative Agent, by facsimile, with a report detailing the aggregate daily outstanding Commercial Letters of Credit during the previous week. (ii) The making of each request for a Letter of Credit by the Borrower shall be deemed to be a representation and warranty by the Borrower that such Letter of Credit may be issued in accordance with, and will not violate the requirements of, Subsection 2.6(a). Unless the Issuing Bank has received notice from the Administrative Agent before it issues a Letter of Credit that one or more of the applicable conditions specified in Section 6.2 have not been satisfied, or that the issuance of such Letter of Credit is permitted pursuant to Section 8 and subsection 11.2. Additionallywould violate Subsection 2.6(a), each then the Issuing Lender and Bank may issue the U.S. Borrower shall inform the General Administrative Agent of any modifications made to outstanding Letters of Credit, of any payments made with respect to such Letters of Credit, and of any other information regarding such Letters requested Letter of Credit as may be reasonably requested by in accordance with the General Administrative Agent, in each case pursuant to procedures established by the General Administrative AgentIssuing Bank’s usual and customary practices.

Procedure for Issuance of Letters of Credit. The U.S. Borrower may from time to time request, upon at least three Business Days' notice, request that the Issuing Lender to issue a Letter of Credit in connection with an Eligible Receivable by delivering to such the Issuing Lender and the Administrator, at its address their respective addresses for notices specified in subsection 17.2 herein, a Letter of Credit ApplicationRequest therefor, completed to the satisfaction of such the Issuing Lender, together with and such other certificates, documents and other papers and information as such the Issuing Lender may reasonably request. Any such Letter of Credit Request must be received by the Issuing Lender and the Administrator by no later than 12:00 noon (Atlanta) time, two (2) Business Days prior to the date such Letter of Credit is to be issued or amended, or such other time as previously agreed between the Issuing Lender and the Borrower. Upon receipt of any Letter of Credit Application from the U.S. Borrower, or, in the case of a Foreign Letter of Credit, from the U.S. Borrower and the Foreign Subsidiary that is an account party on such Letter of Credit, such Issuing Lender will promptly, but in no event later than five Business Days following receipt of such Letter of Credit Application, notify each U.S. Revolving Lender thereof. Upon receipt of any Letter of Credit ApplicationRequest, the Issuing Lender will process such Letter of Credit Application, Request and the certificates, documents and other papers and information delivered to it in connection therewith in accordance with its customary procedures and shall, subject to the terms and conditions set forth herein, promptly issue the Letter of Credit requested thereby (but in no event shall the Issuing Lender be required to issue any Letter of Credit earlier than two (2) Business Days after its receipt of the Letter of Credit Request therefor and all such other certificates, documents and other papers delivered in connection therewith, in accordance with its customary procedures and shall promptly issue such Letter of Credit (but in no event earlier than three Business Days after receipt by such Issuing Lender of the Letter of Credit Application information relating thereto) by issuing the original of such Letter of Credit to the beneficiary thereof and or as otherwise may be agreed by furnishing a copy thereof to the U.S. Borrower and the Participating Lenders. In addition, the U.S. Borrower may from time to time agree with Issuing Lenders other than JPMorgan Chase Bank upon procedures for issuance by such Issuing Lenders of Letters of Credit and cause Letters of Credit to be issued by following such procedures. Such procedures shall be reasonably satisfactory to the General Administrative Agent. Prior to the issuance of any Letter of Credit, the Issuing Lender will confirm with and the General Administrative Agent that the issuance Borrower. The Issuing Lender shall promptly furnish a copy of such Letter of Credit to the Borrower and is permitted pursuant required to Section 8 promptly notify each Lender of such issuance and subsection 11.2. Additionallyupon request by any Lender, each Issuing furnish to such Lender a copy of such Letter of Credit and the U.S. Borrower shall inform the General Administrative Agent amount of any modifications made to outstanding Letters of Credit, of any payments made with respect to such Letters of Credit, and of any other information regarding such Letters of Credit as may be reasonably requested by the General Administrative Agent, in each case pursuant to procedures established by the General Administrative AgentLender’s participation therein.

Procedure for Issuance of Letters of Credit. (a) The U.S. Borrower Applicant may from time to time request, upon at least three Business Days' noticeduring the Commitment Period, but in no event later than the 30th day prior to the Maturity Date, that an Issuing Lender to issue a Letter of Credit by delivering to such Issuing Lender and the Administrative Agent, at its address their respective addresses for notices specified herein, an L/C Request therefor in subsection 17.2 a Letter the form of Credit Application, Exhibit B hereto (completed to the reasonable satisfaction of such Issuing Lender), together with and such other certificates, documents and other papers and information as such Issuing Lender may reasonably requestrequest (which L/C Request must have been received by such Issuing Lender and the Administrative Agent prior to 12:00 P.M., New York City time, at least three Business Days prior to the requested date of issuance (or such shorter period as may be agreed by the Issuing Lender in its reasonable discretion)). Each L/C Request shall specify whether the requested Letter of Credit is to be denominated in Dollars or any Designated Foreign Currency. Upon receipt of any Letter of Credit Application from the U.S. Borrower, or, in the case of a Foreign Letter of Credit, from the U.S. Borrower and the Foreign Subsidiary that is an account party on such Letter of CreditL/C Request, such Issuing Lender will promptly, but in no event later than five Business Days following receipt of such Letter of Credit Application, notify each U.S. Revolving Lender thereof. Upon receipt of any Letter of Credit Application, the Issuing Lender will process such Letter of Credit Application, L/C Request and the other certificates, documents and other papers and information delivered to it in connection therewith, therewith in accordance with its customary procedures and shall promptly issue such the Letter of Credit requested thereby (but in no event shall such Issuing Lender be required, unless otherwise agreed to by such Issuing Lender, to issue any Letter of Credit earlier than three Business Days after its receipt by such Issuing Lender of the Letter of Credit Application L/C Request therefor and all such other certificates, documents and other papers and information relating thereto) by issuing the original of such Letter of Credit to the beneficiary thereof and by furnishing a copy thereof to the U.S. Borrower and the Participating Lenders. In addition, the U.S. Borrower or as otherwise may from time to time agree with Issuing Lenders other than JPMorgan Chase Bank upon procedures for issuance be agreed by such Issuing Lenders Lender and the Applicant. The applicable Issuing Lender shall furnish a copy of Letters of Credit and cause Letters such Letter of Credit to be issued by the Applicant promptly following such procedures. Such procedures shall be reasonably satisfactory to the General Administrative Agent. Prior to the issuance thereof. No Issuing Lender shall amend, cancel or waive presentation of any Letter of Credit, or replace any lost, mutilated or destroyed Letter of Credit, without the prior written consent of the Applicant. Promptly after the issuance or amendment of any Letter of Credit, the applicable Issuing Lender will confirm with shall notify the General Applicant and the Administrative Agent, in writing, of such issuance or amendment and such notice shall be accompanied by a copy of such issuance or amendment. Upon receipt of such notice, the Administrative Agent shall promptly notify the Lenders, in writing, of such issuance or amendment, and if so requested by a Lender, the Administrative Agent shall provide to such Lender copies of such issuance or amendment. With regards to Commercial L/Cs, each Issuing Lender shall on the first Business Day of each week provide the Administrative Agent, by facsimile, with a report detailing the aggregate daily outstanding Commercial L/Cs during the previous week. (b) The making of each request for a Letter of Credit by the Applicant shall be deemed to be a representation and warranty by the Applicant that such Letter of Credit may be issued in accordance with, and will not violate the requirements of, Section 3. 1. Unless the respective Issuing Lender has received notice from the Required Lenders before it issues a Letter of Credit that one or more of the applicable conditions specified in Section 6.2 are not then satisfied, or that the issuance of such Letter of Credit is permitted pursuant to would violate Section 8 and subsection 11.2. Additionally3.1, each then such Issuing Lender and may issue the U.S. Borrower shall inform the General Administrative Agent of any modifications made to outstanding Letters of Credit, of any payments made with respect to such Letters of Credit, and of any other information regarding such Letters requested Letter of Credit as may be reasonably requested by for the General Administrative Agent, account of the Applicant in each case pursuant to procedures established by the General Administrative Agentaccordance with such Issuing Lender’s usual and customary practices.

Procedure for Issuance of Letters of Credit. (a) The U.S. Parent Borrower may from time to time request, upon at least three Business Days' noticeduring (x) in the case of Revolving Letters of Credit, the Initial Revolving Commitment Period, but in no event later than the 30th day prior to the Initial Revolving Maturity Date and (y) in the case of Term Letters of Credit, the Initial Term L/C Commitment Period, but in no event later than the 30th day prior to the Initial Term C Loan Maturity Date, that an Issuing Lender to issue a Letter of Credit by delivering to such Issuing Lender and the Administrative Agent, at its address their respective addresses for notices specified herein, an L/C Request therefor in subsection 17.2 a Letter the form of Credit Application, Exhibit B hereto (completed to the reasonable satisfaction of such Issuing Lender), together with and such other certificates, documents and other papers and information as such Issuing Lender may reasonably requestrequest (which L/C Request must have been received by such Issuing Lender and the Administrative Agent prior to 12:00 P.M., New York City time, at least three Business Days (or five Business days for Letter of Credit transactions in a Designated Foreign Currency) prior to the requested date of issuance (or such shorter period as may be agreed by the Issuing Lender in its reasonable discretion)). Each L/C Request shall specify the applicable Borrower and that the requested Letter of Credit is to be denominated in Dollars or any Designated Foreign Currency. Upon receipt of any Letter of Credit Application from the U.S. Borrower, or, in the case of a Foreign Letter of Credit, from the U.S. Borrower and the Foreign Subsidiary that is an account party on such Letter of CreditL/C Request, such Issuing Lender will promptly, but in no event later than five Business Days following receipt of such Letter of Credit Application, notify each U.S. Revolving Lender thereof. Upon receipt of any Letter of Credit Application, the Issuing Lender will process such Letter of Credit Application, L/C Request and the other certificates, documents and other papers and information delivered to it in connection therewith, therewith in accordance with its customary procedures and shall promptly issue such the Letter of Credit requested thereby (but in no event shall such Issuing Lender be required, unless otherwise agreed to by such Issuing Lender, to issue any Letter of Credit earlier than three Business Days after its receipt by such Issuing Lender of the Letter of Credit Application L/C Request therefor and all such other certificates, documents and other papers and information relating thereto) by issuing the original of such Letter of Credit to the beneficiary thereof and by furnishing a copy thereof to the U.S. Borrower and the Participating Lenders. In addition, the U.S. Borrower or as otherwise may from time to time agree with Issuing Lenders other than JPMorgan Chase Bank upon procedures for issuance be agreed by such Issuing Lenders Lender and the Parent Borrower. The applicable Issuing Lender shall furnish a copy of Letters of Credit and cause Letters such Letter of Credit to be issued by the Parent Borrower promptly following such procedures. Such procedures shall be reasonably satisfactory to the General Administrative Agent. Prior to the issuance thereof. No Issuing Lender shall amend, cancel or waive presentation of any Letter of Credit, or replace any lost, mutilated or destroyed Letter of Credit, without the prior written consent of the Parent Borrower. Promptly after the issuance or amendment of any Standby Letter of Credit, the applicable Issuing Lender will confirm with shall notify the General Parent Borrower and the Administrative Agent, in writing, of such issuance or amendment and such notice shall be accompanied by a copy of such issuance or amendment. Upon receipt of such notice, the Administrative Agent shall promptly notify the Lenders, in writing, of such issuance or amendment, and if so requested by a Lender, the Administrative Agent shall provide to such Lender copies of such issuance or amendment. With regards to Commercial L/Cs, each Issuing Lender shall on the first Business Day of each week provide the Administrative Agent, by facsimile, with a report detailing the aggregate daily outstanding Commercial L/Cs during the previous week. (b) The making of each request for a Letter of Credit by the Parent Borrower shall be deemed to be a representation and warranty by the Parent Borrower that such Letter of Credit may be issued in accordance with, and will not violate the applicable requirements of, Section 3. 1. Unless the respective Issuing Lender has received notice from the Required Lenders before it issues a Letter of Credit that one or more of the applicable conditions specified in Section 6.2 are not then satisfied, or that the issuance of such Letter of Credit is permitted pursuant to would violate Section 8 and subsection 11.2. Additionally3.1, each then such Issuing Lender and may issue the U.S. Borrower shall inform the General Administrative Agent of any modifications made to outstanding Letters of Credit, of any payments made with respect to such Letters of Credit, and of any other information regarding such Letters requested Letter of Credit as may be reasonably requested by for the General Administrative Agent, account of the applicable Borrower in each case pursuant to procedures established by the General Administrative Agentaccordance with such Issuing Lender’s usual and customary practices.

Procedure for Issuance of Letters of Credit. The U.S. Borrower may from time to time request, upon at least three Business Days' notice, the request that an Issuing Lender to issue issue, amend, renew or extend a Letter of Credit issued by such Issuing Lender by delivering to such Issuing Lender at its address specified in subsection 17.2 applicable office (with a copy to the Administrative Agent at the Administrative Agent’s Office) a Letter of Credit ApplicationApplication therefor, completed to the satisfaction of such Issuing Lender, together with and such other certificates, documents and other papers Letter of Credit Documents and information as such Issuing Lender or the Administrative Agent may reasonably request, not later than 11:00 a.m. (Portland time) at least three (3) Business Days (or such later date and time as the Administrative Agent and such Issuing Lender may agree in their sole discretion) prior to the proposed date of issuance, amendment, renewal or extension, as the case may be. Upon receipt Such notice shall specify (i) the requested date of any issuance, amendment, renewal or extension (which shall be a Business Day), (ii) the date on which such Letter of Credit Application from is to expire (which shall comply with Section 2.1B(a)(ii)), (iii) the U.S. Borrower, or, in the case amount of a Foreign Letter of Credit, from the U.S. Borrower and the Foreign Subsidiary that is an account party on such Letter of Credit, such Issuing Lender will promptly(iv) the name and address of the beneficiary thereof, but in no event later than five Business Days following receipt (v) the purpose and nature of such Letter of Credit Applicationand (vi) such other information as shall be necessary to issue, notify each U.S. Revolving Lender thereofamend, renew or extend such Letter of Credit. Upon receipt of any Letter of Credit Application, the applicable Issuing Lender will shall, process such Letter of Credit Application, Application and the other certificates, documents and other papers Letter of Credit Documents and information delivered to it in connection therewith, therewith in accordance with its customary procedures and shall shall, subject to Section 2.1B(a) and Article V, promptly issue such Letter of Credit (but in no event earlier than three Business Days after receipt by such Issuing Lender of issue, amend, renew or extend the Letter of Credit Application relating theretorequested thereby (subject to the timing requirements set forth in this Section 2.1B(b)) by issuing the original of such Letter of Credit to the beneficiary thereof or as otherwise may be agreed by such Issuing Lender and by furnishing a copy thereof the Borrower. Additionally, the Borrower shall furnish to the U.S. applicable Issuing Lender and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, renewal or extension, including any Letter of Credit Documents, as such Issuing Lender or the Administrative Agent may require. The applicable Issuing Lender shall promptly furnish to the Borrower and the Participating Lenders. In addition, the U.S. Borrower may from time to time agree with Issuing Lenders other than JPMorgan Chase Bank upon procedures for issuance by such Issuing Lenders of Letters of Credit and cause Letters of Credit to be issued by following such procedures. Such procedures shall be reasonably satisfactory to the General Administrative Agent. Prior to the issuance of any Letter of Credit, the Issuing Lender will confirm with the General Administrative Agent that the issuance a copy of such Letter of Credit is permitted pursuant to Section 8 and subsection 11.2. Additionally, each Issuing Lender and the U.S. Borrower shall inform related Letter of Credit Documents and the General Administrative Agent shall promptly notify each Lender of the issuance and upon request by any modifications made to outstanding Letters of CreditLender, of any payments made with respect furnish to such Letters Lender a copy of Credit, and of any other information regarding such Letters Letter of Credit as may be reasonably requested by and the General Administrative Agent, in each case pursuant to procedures established by the General Administrative Agentamount of such Lender’s participation therein.

Procedure for Issuance of Letters of Credit. (i) The U.S. Borrower may from time to time request, upon at least three Business Days' notice, request during the Initial Revolving Commitment Period but in no event later than the 30th day prior to the Initial Revolving Maturity Date that an Issuing Lender to Bank issue a Letter of Credit by delivering to such Issuing Lender Bank and the Administrative Agent, at its address their respective addresses for notices specified in subsection 17.2 herein, a Letter of Credit Application, Request therefor (completed to the reasonable satisfaction of such Issuing LenderBank), together with and such other certificates, documents and other papers and information as such Issuing Lender Bank may reasonably request. Upon receipt of any Letter of Credit Application from Request, the U.S. Borrower, or, applicable Issuing Bank shall (i) confirm with the Administrative Agent (by telephone or in writing) that the case of Administrative Agent has received a Foreign Letter of Credit, from the U.S. Borrower and the Foreign Subsidiary that is an account party on such Letter of Credit, such Issuing Lender will promptly, but in no event later than five Business Days following receipt copy of such Letter of Credit ApplicationRequest from the Borrower and, notify each U.S. Revolving Lender thereof. Upon receipt of any Letter of Credit Applicationif not so received, such Issuing Bank shall provide the Issuing Lender will Administrative Agent with a copy thereof and (ii) process such Letter of Credit Application, Request and the certificates, documents and other papers and information delivered to it in connection therewith in accordance with its customary procedures and, unless notified by the Administrative Agent or the Borrower, at least one Business Day prior to the requested date of issuance or amendment of the applicable Letter of Credit, that one or more applicable conditions contained in subsection 5.2 shall not then be satisfied, shall promptly issue the Letter of Credit requested thereby (but in no event shall such Issuing Bank be required to issue any Letter of Credit earlier than three Business Days after its receipt of the Letter of Credit Request therefor and all such other certificates, documents and other papers delivered in connection therewith, in accordance with its customary procedures and shall promptly issue such Letter of Credit (but in no event earlier than three Business Days after receipt by such Issuing Lender of the Letter of Credit Application information relating thereto) by issuing the original of such Letter of Credit to the beneficiary thereof and by furnishing a copy thereof to the U.S. Borrower and the Participating Lenders. In addition, the U.S. Borrower or as otherwise may from time to time agree with Issuing Lenders other than JPMorgan Chase Bank upon procedures for issuance be agreed by such Issuing Lenders Bank and the Borrower. The applicable Issuing Bank shall furnish a copy of Letters of Credit and cause Letters such Letter of Credit to be issued by the Borrower promptly following such procedures. Such procedures shall be reasonably satisfactory to the General Administrative Agent. Prior to the issuance thereof. Promptly after the issuance or amendment of any Standby Letter of Credit, the applicable Issuing Lender will confirm with Bank shall notify the General Borrower and the Administrative Agent, in writing, of such issuance or amendment and such notice shall be accompanied by a copy of such issuance or amendment. Upon receipt of such notice, the Administrative Agent shall promptly notify the Lenders, in writing, of such issuance or amendment, and if so requested by a Lender the Administrative Agent shall provide to such Lender copies of such issuance or amendment. With regard to Commercial Letters of Credit, each Issuing Bank shall on the first Business Day of each week provide the Administrative Agent, by facsimile, with a report detailing the aggregate daily outstanding Commercial Letters of Credit during the previous week. (ii) The making of each request for a Letter of Credit by the Borrower shall be deemed to be a representation and warranty by the Borrower that such Letter of Credit may be issued in accordance with, and will not violate the requirements of, subsection 2.7(a). Unless an Issuing Bank has received notice from the Administrative Agent before it issues a Letter of Credit that one or more of the applicable conditions specified in subsection 5.2 are not then satisfied, or that the issuance of such Letter of Credit is permitted pursuant to Section 8 and would violate subsection 11.2. Additionally2.7(a), each then such Issuing Lender and Bank may issue the U.S. Borrower shall inform the General Administrative Agent of any modifications made to outstanding Letters of Credit, of any payments made with respect to such Letters of Credit, and of any other information regarding such Letters requested Letter of Credit as may be reasonably requested by the General Administrative Agent, in each case pursuant to procedures established by the General Administrative Agentaccordance with such Issuing Bank’s usual and customary practices.

Procedure for Issuance of Letters of Credit. The U.S. Borrower may from time to time request, upon at least three Business Days' notice, request that the Issuing Lender to issue issue, amend, renew or extend a Letter of Credit by delivering to such the Issuing Lender at its address specified in subsection 17.2 applicable office (with a copy to the Administrative Agent at the Administrative Agent’s Office) a Letter of Credit ApplicationApplication therefor, completed to the satisfaction of such the Issuing Lender, together with and such other certificates, documents and other papers Letter of Credit Documents and information as the Issuing Lender or the Administrative Agent may request, not later than 11:00 a.m. at least two (2) Business Days (or such later date and time as the Administrative Agent and the Issuing Lender may reasonably requestagree in their sole discretion) prior to the proposed date of issuance, amendment, renewal or extension, as the case may be. Upon receipt Such notice shall specify (i) the requested date of any issuance, amendment, renewal or extension (which shall be a Business Day), (ii) the date on which such Letter of Credit Application from is to expire (which shall comply with Section 2.1C(a)(ii), (iii) the U.S. Borrower, or, in the case amount of a Foreign Letter of Credit, from the U.S. Borrower and the Foreign Subsidiary that is an account party on such Letter of Credit, such Issuing Lender will promptly(iv) the name and address of the beneficiary thereof, but in no event later than five Business Days following receipt (v) the purpose and nature of such Letter of Credit Applicationand (vi) such other information as shall be necessary to issue, notify each U.S. Revolving Lender thereofamend, renew or extend such Letter of Credit. Upon receipt of any Letter of Credit Application, the Issuing Lender will shall, process such Letter of Credit Application, Application and the other certificates, documents and other papers Letter of Credit Documents and information delivered to it in connection therewith, therewith in accordance with its customary procedures and shall shall, subject to Section 2.1C(a) and Article V, promptly issue such Letter of Credit (but in no event earlier than three Business Days after receipt by such Issuing Lender of issue, amend, renew or extend the Letter of Credit Application relating theretorequested thereby (subject to the timing requirements set forth in this Section 2.1C(b)) by issuing the original of such Letter of Credit to the beneficiary thereof or as otherwise may be agreed by the Issuing Lender and by furnishing a copy thereof the Borrower. Additionally, the Borrower shall furnish to the U.S. Issuing Lender and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, renewal or extension, including any Letter of Credit Documents, as the Issuing Lender or the Administrative Agent may require. The Issuing Lender shall promptly furnish to the Borrower and the Participating Lenders. In addition, the U.S. Borrower may from time to time agree with Issuing Lenders other than JPMorgan Chase Bank upon procedures for issuance by such Issuing Lenders of Letters of Credit and cause Letters of Credit to be issued by following such procedures. Such procedures shall be reasonably satisfactory to the General Administrative Agent. Prior to the issuance of any Letter of Credit, the Issuing Lender will confirm with the General Administrative Agent that the issuance a copy of such Letter of Credit is permitted pursuant to Section 8 and subsection 11.2. Additionally, each Issuing Lender and the U.S. Borrower shall inform related Letter of Credit Documents and the General Administrative Agent shall promptly notify each Revolving A Lender of the issuance and upon request by any modifications made to outstanding Letters of CreditRevolving A Lender, of any payments made with respect furnish to such Letters Revolving A Lender a copy of Credit, and of any other information regarding such Letters Letter of Credit as may be reasonably requested by and the General Administrative Agent, in each case pursuant to procedures established by the General Administrative Agentamount of such Revolving A Lender’s participation therein.

Procedure for Issuance of Letters of Credit. The U.S. Borrower may from time to time request, upon at least three Business Days' notice, the Issuing Lender to issue a Letter of Credit by delivering to such Issuing Lender at its address specified in subsection 17.2 a Letter of Credit Application, completed to the satisfaction of such Issuing Lender, together with such other certificates, documents and other papers and information as such Issuing Lender may reasonably request. Upon receipt of any Letter of Credit Application from the U.S. Borrower, or, in the case of a Foreign Letter of Credit, from the U.S. Borrower and the Foreign Subsidiary that is an account party on such Letter of Credit, such Issuing Lender will promptly, but in no event later than five Business Days following receipt of such Letter of Credit Application, notify each U.S. Revolving Lender thereof. Upon receipt of any Letter of Credit Application, the Issuing Lender will process such Letter of Credit Application, and the other certificates, documents and other papers delivered in connection therewith, in accordance with its customary procedures and shall promptly issue such Letter of Credit (but in no event earlier than three Business Days after receipt by such Issuing Lender of the Letter of Credit Application relating thereto) by issuing the original of such Letter of Credit to the beneficiary thereof and by furnishing a copy thereof to the U.S. Borrower and the Participating Lenders. In addition, the U.S. Borrower may from time to time agree with Issuing Lenders other than JPMorgan Chase Bank upon procedures for issuance by such Issuing Lenders of Letters of Credit and cause Letters of Credit to be issued by following such procedures. Such procedures shall be reasonably satisfactory to the General Administrative Agent. Prior to the issuance of any Letter of Credit, the Issuing Lender will confirm with the General Administrative Agent that the issuance of such Letter of Credit is permitted pursuant to Section 8 and subsection 11.2. Additionally, each Issuing Lender and the U.S. Borrower shall inform the General Administrative Agent of any modifications made to outstanding Letters of Credit, of any payments made with respect to such Letters of Credit, and of any other information regarding such Letters of Credit as may be reasonably requested by the General Administrative Agent, in each case pursuant to procedures established by the General Administrative Agent.