Common use of Procedure for Issuance Clause in Contracts

Procedure for Issuance. The Borrower shall give the Issuing Bank notice at least three Business Days prior to the requested issuance of a Letter of Credit specifying the date such Letter of Credit is to be issued, specifying the currency in which such Letter of Credit is to be denominated (which shall be Dollars or an Alternative Currency) and the amount thereof, and describing the other terms of such Letter of Credit and the nature of the transactions to be supported thereby (such notice, including any such notice given in connection with the extension of a Letter of Credit, a "Notice of Issuance"). Upon receipt of a Notice of Issuance, the Issuing Bank shall promptly notify the Administrative Agent, and the Administrative Agent shall promptly notify each Lender of the contents thereof and of the amount of such Lender's participation in such Letter of Credit. The issuance by the Issuing Bank of each Letter of Credit shall, in addition to the conditions precedent set forth in Article IV, be subject to the conditions precedent that such Letter of Credit shall be in such form and contain such terms as shall be satisfactory to the Issuing Bank (consistent with its customary procedures and policies for the issuance of letters of credit generally) and that the Borrower and (if other than the Borrower) the Company shall have executed and delivered such other instruments and agreements relating to such Letter of Credit as the Issuing Bank shall have reasonably requested. The Borrower shall also pay to the Issuing Bank for its own account issuance, drawing, amendment and extension charges in the amounts and at the times agreed between the Borrower and the Issuing Bank. The extension or renewal of any Letter of Credit shall be deemed to be an issuance of such Letter of Credit. If any Letter of Credit contains a provision pursuant to which it is automatically extended unless notice of termination is given by the Issuing Bank, the Issuing Bank shall timely give such notice of termination if a Stop Issuance Notice is in effect. No Letter of Credit shall have a term extending or be so extendible beyond the fifth Business Day preceding the Termination Date.

Procedure for Issuance. (a) The Borrower shall give Funds Administrator may from time to time request the Issuing Bank notice at least three Business Days prior Administrative Agent to direct the requested issuance of a Letter of Credit specifying by delivering to the date such Administrative Agent, with a copy to the applicable Issuing Bank, a Letter of Credit is Request in the form of Exhibit 3.2(a) to this Agreement, not later than 1:00 p.m. (New York City time) at least three Business Days (or such shorter period as may be issued, specifying agreed to by the currency Administrative Agent and the applicable Issuing Bank) in which such advance of the proposed date of issuance. Prior to date of issuance or in conjunction with the submission of a Letter of Credit is Request, the Funds Administrator shall provide to be denominated (which shall be Dollars or an Alternative Currency) the Administrative Agent and the amount thereof, applicable Issuing Bank a precise description of the format of the Letter of Credit or information and describing documents adequate to allow for the other terms of such Issuing Bank to prepare the requested Letter of Credit and shall specify that the nature only drawings permitted under the Letter of Credit shall be sight drawings. The Issuing Bank shall not issue any Letter of Credit until it has received authorization to do so from the transactions to be supported thereby (such notice, including Administrative Agent. Promptly after the issuance or amendment of any such notice given in connection with the extension of a standby Letter of Credit, a "Notice of Issuance"). Upon receipt of a Notice of Issuance, the Issuing Bank shall promptly notify the Administrative AgentAgent and the Funds Administrator, in writing, of such issuance or amendment and such notice shall be accompanied by a copy of such issuance and amendment. Upon receipt of such notice, the Administrative Agent shall promptly notify each Lender of the contents thereof and of the amount Lenders, in writing, of such Lender's participation in issuance or amendment, and if so requested by a Lender the Administrative Agent shall provide such Letter Lender with copies of such issuance or amendment. With regards to Commercial Letters of Credit. The issuance by , the Issuing Bank shall on the first Business Day of each week, provide to the Administrative Agent by facsimile a report detailing the daily aggregate outstanding Commercial Letters of Credit for the previous week. (b) The transmittal by the Funds Administrator of each Letter of Credit shall, in addition to the conditions precedent set forth in Article IV, be subject to the conditions precedent that such Letter of Credit shall be in such form and contain such terms as shall be satisfactory to the Issuing Bank (consistent with its customary procedures and policies for the issuance of letters of credit generally) and that the Borrower and (if other than the Borrower) the Company shall have executed and delivered such other instruments and agreements relating to such Letter of Credit as the Issuing Bank shall have reasonably requested. The Borrower shall also pay to the Issuing Bank for its own account issuance, drawing, amendment and extension charges in the amounts and at the times agreed between the Borrower and the Issuing Bank. The extension or renewal of any Letter of Credit Request shall be deemed to be an a representation and warranty made by each of the Borrowers, both at the time of such transmittal and at the time of the issuance of such the requested Letter of Credit. If any , that the Letter of Credit contains a provision pursuant to which it is automatically extended unless notice may be issued in accordance with and will not violate any of termination is given by the Issuing Bank, the Issuing Bank shall timely give such notice requirements of termination if a Stop Issuance Notice is in effect. No Letter of Credit shall have a term extending or be so extendible beyond the fifth Business Day preceding the Termination DateSection 3.1.

Procedure for Issuance. (a) The Borrower shall give Funds Administrator may from time to time request the Issuing Bank notice at least three Business Days prior Agent to direct the requested issuance of a Letter of Credit specifying by delivering to the date such Agent, with a copy to the applicable Issuing Bank, a Letter of Credit is Request in the form of EXHIBIT C-2 to this Credit Agreement, not later than 1:00 P.M (New York City time) at least five (5) Business Days (or such shorter period as may be issued, specifying agreed to by the currency Agent and the applicable Issuing Bank) in which such advance of the proposed date of issuance. Prior to date of issuance or in conjunction with the submission of a Letter of Credit is Request, the Funds Administrator shall provide to be denominated (which shall be Dollars or an Alternative Currency) the Agent and the amount thereof, applicable Issuing Bank a precise description of the format of the Letter of Credit or information and describing documents adequate to allow for the other terms of such Issuing Bank to prepare the requested Letter of Credit and shall specify that the nature only drawings permitted under the Letter of Credit shall be sight drawings. The Issuing Bank shall not issue any Letter of Credit until it has received authorization to do so from the transactions to be supported thereby (such notice, including Agent. Promptly after the issuance or amendment of any such notice given in connection with the extension of a standby Letter of Credit, a "Notice of Issuance"). Upon receipt of a Notice of Issuance, the Issuing Bank shall promptly notify the Administrative Agent, Agent and the Administrative Funds Administrator, in writing, of such issuance or amendment and such notice shall be accompanied by a copy of such issuance and amendment. Upon receipt of such notice, the Agent shall promptly notify each Lender of the contents thereof and of the amount Lenders, in writing, of such Lender's participation in issuance or amendment, and if so requested by a Lender the Agent shall provide such Letter Lender with copies of such issuance or amendment. With regards to commercial Letters of Credit. The issuance by , the Issuing Bank shall on the first Business Day of each week, provide to the Agent by facsimile a report detailing the daily aggregate outstanding commercial Letters of Credit for the previous week. (b) The transmittal by the Funds Administrator of each Letter of Credit shall, in addition to the conditions precedent set forth in Article IV, be subject to the conditions precedent that such Letter of Credit shall be in such form and contain such terms as shall be satisfactory to the Issuing Bank (consistent with its customary procedures and policies for the issuance of letters of credit generally) and that the Borrower and (if other than the Borrower) the Company shall have executed and delivered such other instruments and agreements relating to such Letter of Credit as the Issuing Bank shall have reasonably requested. The Borrower shall also pay to the Issuing Bank for its own account issuance, drawing, amendment and extension charges in the amounts and at the times agreed between the Borrower and the Issuing Bank. The extension or renewal of any Letter of Credit Request shall be deemed to be an a representation and warranty made by each of the Borrowers, both at the time of such transmittal and at the time of the issuance of such the requested Letter of Credit. If any , that the Letter of Credit contains a provision pursuant to which it is automatically extended unless notice may be issued in accordance with and will not violate any of termination is given by the Issuing Bank, the Issuing Bank shall timely give such notice requirements of termination if a Stop Issuance Notice is in effect. No Letter of Credit shall have a term extending or be so extendible beyond the fifth Business Day preceding the Termination DateSECTION 3.1.

Procedure for Issuance. The Borrower Prior to the issuance of each Letter of Credit, and as a condition of such issuance, Borrowers shall give deliver to the Issuing Bank notice at least three Business Days prior Lender (with a copy to the requested issuance of Administrative Agent) a Letter of Credit specifying application signed by Borrowers, the form of which has been provided by Administrative Agent to Borrowers, together with such other documents or items as may be required pursuant to the terms thereof, and the proposed form and content of such Letter of Credit shall be reasonably satisfactory to the Issuing Lender. Each Letter of Credit shall be issued no earlier than two (2) Business Days after delivery of the foregoing documents, which delivery may be by Borrowers to the Issuing Lender by facsimile transmission, telex or other electronic means followed by delivery of executed originals within five days thereafter. The documents so delivered shall be in compliance with the requirements set forth in Section 3.1(A), and shall specify therein (i) the stated amount of the Letter of Credit requested, (ii) the effective date of issuance of such requested Letter of Credit, which shall be a Business Day, (iii) the date on which such requested Letter of Credit is to expire, (iv) the entity for whose benefit the requested Letter of Credit is to be issued, specifying which shall be a Borrower and (v) the currency in which such aggregate amount of Letter of Credit is Obligations which are outstanding and which will be outstanding after giving effect to be denominated (which shall be Dollars or an Alternative Currency) and the amount thereof, and describing the other terms of such requested Letter of Credit and the nature issuance. The delivery of the transactions foregoing documents and information shall constitute an "ISSUANCE REQUEST" for purposes of this Agreement. Subject to be supported thereby (such noticethe terms and conditions of Section 3.1(A) and provided that the applicable conditions set forth in Section 6.1 hereof have been satisfied, including any such notice given in connection with the extension of Issuing Lender shall, on the requested date, issue a Letter of Credit, a "Notice Credit on behalf of Issuance"). Upon receipt of a Notice of Issuance, Borrowers in accordance with the Issuing Bank shall promptly notify the Administrative Agent, and the Administrative Agent shall promptly notify each Lender of the contents thereof and of the amount of such Lender's participation in such Letter usual and customary business practices. In addition, any amendment of Credit. The issuance by the Issuing Bank of each Letter of Credit shall, in addition to the conditions precedent set forth in Article IV, be subject to the conditions precedent that such Letter of Credit shall be in such form and contain such terms as shall be satisfactory to the Issuing Bank (consistent with its customary procedures and policies for the issuance of letters of credit generally) and that the Borrower and (if other than the Borrower) the Company shall have executed and delivered such other instruments and agreements relating to such Letter of Credit as the Issuing Bank shall have reasonably requested. The Borrower shall also pay to the Issuing Bank for its own account issuance, drawing, amendment and extension charges in the amounts and at the times agreed between the Borrower and the Issuing Bank. The extension or renewal of any an existing Letter of Credit shall be deemed to be an issuance of such a new Letter of Credit and shall be subject to the requirements set forth above. The Issuing Lender shall give Administrative Agent prompt written notice of the issuance of any Letter of Credit. If any Letter of Credit contains a provision pursuant to which it is automatically extended unless notice of termination is given by the Issuing Bank, the Issuing Bank shall timely give such notice of termination if a Stop Issuance Notice is in effect. No Letter of Credit shall have a term extending or be so extendible beyond the fifth Business Day preceding the Termination Date.

Procedure for Issuance. (a) The Borrower shall give the Issuing Bank notice at least three Business Days may from time to time but not later than thirty (30) days prior to the requested Expiration Date request the issuance of a Letter of Credit specifying by delivering to the Issuing Bank (with a copy to the Agent), not later than 1:00 P.M. (New York City time) at least three (3) Business Days (or such shorter period as may be acceptable to the Issuing Bank) prior to the proposed date such of issuance or amendment of a Letter of Credit is to be issuedRequest in the form of Exhibit F (each, specifying the currency in which such a “Letter of Credit is Request”) or an electronic equivalent in accordance with the applicable Issuing Bank’s electronic letter of credit issuance and management system (each, an “Electronic Letter of Credit Request”). Each Letter of Credit Request must be accompanied by a precise description of the documents and the text of any certificate to be denominated (which shall be Dollars or an Alternative Currency) and presented by the amount thereof, and describing the other terms beneficiary of such Letter of Credit and against which the nature of Issuing Bank would be required to make payment under the transactions to be supported thereby (such notice, including any such notice given in connection with the extension of a applicable Letter of Credit. If so requested by the Issuing Bank, a "Notice each Letter of Issuance")Credit Request shall be accompanied by such Issuing Bank’s executed form of L/C Application; provided, however, that in the event of any conflicts between the terms and conditions of any L/C Application and the terms and conditions of this agreement, the terms and conditions of this agreement shall govern. Upon The Issuing Bank is not obligated to issue any Letter of Credit unless it agrees to the format of the Letter of Credit. The Issuing Bank shall not issue any Letter of Credit unless it has requested and received authorization to do so from the Agent, which authorization may be provided by releasing any applicable Electronic Letter of Credit Request previously received by it from the applicable Issuing Bank. Promptly upon receipt of any such request, the Agent shall either notify the applicable Issuing Bank of its approval thereof or notify the Borrower that such request has been declined. Promptly after the issuance, amendment, expiration or termination of a Notice standby Letter of IssuanceCredit, the Issuing Bank shall promptly notify the Administrative Borrower and the Agent, in writing, of such issuance, amendment, expiration or termination and the Administrative notice shall be accompanied by a copy of the issuance or amendment. Promptly upon receipt of such notice, the Agent shall promptly notify each Lender of the contents thereof and of the amount Lender, in writing, of such Lender's participation in issuance or amendment and if so requested by a Lender the Agent shall provide such Lender with a copy of such issuance or amendment. In the case of commercial Letters of Credit (other than commercial Letters of Credit for which the applicable Electronic Letter of Credit. The issuance Credit Request has been authorized by the Agent), the Issuing Bank shall on the first Business Day of each week furnish the Agent, by facsimile, with a report detailing the daily aggregate commercial Letter of Credit outstanding for such Issuing Bank during the previous week. (b) The transmittal by the Borrower of each Letter of Credit shall, in addition to the conditions precedent set forth in Article IV, be subject to the conditions precedent that such Letter of Credit shall be in such form and contain such terms as shall be satisfactory to the Issuing Bank (consistent with its customary procedures and policies for the issuance of letters of credit generally) and that the Borrower and (if other than the Borrower) the Company shall have executed and delivered such other instruments and agreements relating to such Letter of Credit as the Issuing Bank shall have reasonably requested. The Borrower shall also pay to the Issuing Bank for its own account issuance, drawing, amendment and extension charges in the amounts and at the times agreed between the Borrower and the Issuing Bank. The extension or renewal of any Letter of Credit Request shall be deemed to be an a representation and warranty made by the Borrower, both at the time of such transmittal and at the time of the issuance of such the requested Letter of Credit. If any , that the Letter of Credit contains a may be issued in accordance with and will not violate any of the requirements of Section 3.1 or any other provision pursuant to which it is automatically extended unless notice of termination is given by the Issuing Bank, the Issuing Bank shall timely give such notice of termination if a Stop Issuance Notice is in effect. No Letter of Credit shall have a term extending or be so extendible beyond the fifth Business Day preceding the Termination Datehereof.

Procedure for Issuance. The Borrower shall give the Issuing Bank notice at least three Business Days prior to the requested issuance of a an Additional Letter of Credit specifying the date such Additional Letter of Credit is to be issued, specifying the currency in which such Additional Letter of Credit is to be denominated (which shall be Dollars or an Alternative Currency) and the amount thereof, and describing the other terms of such Additional Letter of Credit and the nature of the transactions to be supported thereby (such notice, including any such notice given in connection with the extension of a Letter of Credit, a "Notice of Issuance"). Upon receipt of a Notice of Issuance, the Issuing Bank shall promptly notify the Administrative Agent, and the Administrative Agent shall promptly notify each Lender of the contents thereof and of the amount of such Lender's participation in such Additional Letter of Credit. The issuance by the Issuing Bank of each Additional Letter of Credit shall, in addition to the conditions precedent set forth in Article IV4, be subject to the conditions precedent that such Additional Letter of Credit shall be in such form and contain such terms as shall be satisfactory to the Issuing Bank (consistent with its customary procedures and policies for the issuance of letters of credit generally) and that the Borrower and (if other than the Borrower) the Company shall have executed and delivered such other instruments and agreements relating to such Additional Letter of Credit as the Issuing Bank shall have reasonably requested. The Borrower shall also pay to the Issuing Bank for its own account issuance, drawing, amendment and extension charges in the amounts and at the times agreed between the Borrower and the Issuing Bank. The extension or renewal of any Letter of Credit shall be deemed to be an issuance of such Letter of Credit. If any Letter of Credit contains a provision pursuant to which it is automatically extended unless notice of termination is given by the Issuing Bank, the Issuing Bank shall timely give such notice of termination if a Stop Issuance Notice is in effect. No Letter of Credit shall have a term extending or be so extendible beyond the fifth Business Day preceding the Termination Date.

Procedure for Issuance. The Borrower shall give may from time to time ---------------------- request the Standby and Trade LC Issuing Bank notice to issue a Standby or Trade Letter of Credit by delivering to the Standby and Trade LC Issuing Bank at such location as the Standby and Trade LC Issuing Bank may from time to time designate, with a copy to the Administrative Agent, at least three (3) Business Days prior to the requested issuance of a proposed Standby or Trade Letter of Credit specifying issuance date (or on such shorter notice as the date Standby and Trade LC Issuing Bank may approve in its discretion), an application, in such form as may from time to time be approved by the Standby and Trade LC Issuing Bank (the "Letter of Credit Application"), completed to the satisfaction of the Standby and Trade LC Issuing Bank, together with such other certificates, documents and other papers and information as the Standby and Trade LC Issuing Bank may reasonably request. Upon receipt of any Letter of Credit Application, the Standby and Trade LC Issuing Bank will process such Letter of Credit is Application, and the other certificates, documents and other papers and information delivered to be issuedit in connection therewith, specifying in accordance with its customary procedures and, unless it has been notified by the currency in which such Administrative Agent by the Standby and Trade LC Issuing Bank's close of business on the Business Day preceding the proposed Standby or Trade Letter of Credit is to be denominated (which shall be Dollars issuance date that any condition thereto has not been satisfied, issue such Standby or an Alternative Currency) and the amount thereof, and describing the other terms of such Trade Letter of Credit by delivering the original thereof to the beneficiary and furnishing a copy thereof to the Borrower and the nature of the transactions to be supported thereby Administrative Agent (such notice, including any such notice given in connection with the extension of a Letter of Credit, a "Notice of Issuance"). Upon receipt of a Notice of Issuance, the Issuing Bank shall promptly notify the Administrative Agent, and the Administrative Agent shall upon request promptly notify each Lender of the contents furnish copies thereof and of the amount of such Lender's participation in such Letter of Credit. The issuance by the Issuing Bank of each Letter of Credit shall, in addition to the conditions precedent set forth in Article IV, be subject to the conditions precedent that such Letter of Credit shall be in such form and contain such terms as shall be satisfactory to the Issuing Bank (consistent with its customary procedures and policies for the issuance of letters of credit generally) and that the Borrower and (if other than the Borrower) the Company shall have executed and delivered such other instruments and agreements relating to such Letter of Credit as the Issuing Bank shall have reasonably requested. The Borrower shall also pay to the Issuing Bank for its own account issuance, drawing, amendment and extension charges in the amounts and at the times agreed between the Borrower and the Issuing Bank. The extension or renewal of any Letter of Credit shall be deemed to be an issuance of such Letter of Credit. If any Letter of Credit contains a provision pursuant to which it is automatically extended unless notice of termination is given by the Issuing Bank, the Issuing Bank shall timely give such notice of termination if a Stop Issuance Notice is in effect. No Letter of Credit shall have a term extending or be so extendible beyond the fifth Business Day preceding the Termination DateBanks).

Procedure for Issuance. The Borrower shall give the Issuing Bank notice at least three Business Days prior to the requested issuance of a an Additional Letter of Credit specifying the date such Additional Letter of Credit is to be issued, specifying the currency in which such Additional Letter of Credit is to be denominated (which shall be Dollars or an Alternative Currency) and the amount thereof, and describing the other terms of such Additional Letter of Credit and the nature of the transactions to be supported thereby (such notice, including any such notice given in connection with the extension of a Letter of Credit, a "Notice of IssuanceNOTICE OF ISSUANCE"). Upon receipt of a Notice of Issuance, the Issuing Bank shall promptly notify the Administrative Agent, and the Administrative Agent shall promptly notify each Lender of the contents thereof and of the amount of such Lender's participation in such Additional Letter of Credit. The issuance by the Issuing Bank of each Additional Letter of Credit shall, in addition to the conditions precedent set forth in Article IV4, be subject to the conditions precedent that such Additional Letter of Credit shall be in such form and contain such terms as shall be satisfactory to the Issuing Bank (consistent with its customary procedures and policies for the issuance of letters of credit generally) and that the Borrower and (if other than the Borrower) the Company shall have executed and delivered such other instruments and agreements relating to such Additional Letter of Credit as the Issuing Bank shall have reasonably requested. The Borrower shall also pay to the Issuing Bank for its own account issuance, drawing, amendment and extension charges in the amounts and at the times agreed between the Borrower and the Issuing Bank. The extension or renewal of any Letter of Credit shall be deemed to be an issuance of such Letter of Credit. If any Letter of Credit contains a provision pursuant to which it is automatically extended unless notice of termination is given by the Issuing Bank, the Issuing Bank shall timely give such notice of termination if a Stop Issuance Notice is in effect. No Letter of Credit shall have a term extending or be so extendible beyond the fifth Business Day preceding first anniversary of the Termination LC Cut-Off Date.

Procedure for Issuance. (A) The Borrower shall give Funds Administrator may from time to time request the Issuing Bank notice at least three Business Days prior Agent to direct the requested issuance of a Letter of Credit specifying by delivering to the date such Agent, with a copy to the applicable Issuing Bank, a Letter of Credit is Request in the form of EXHIBIT C-2 to this Credit Agreement (a "LETTER OF CREDIT REQUEST"), not later than 1:00 P.M. (New York City time) at least five (5) Business Days (or such shorter period as may be issued, specifying agreed to by the currency Agent and the applicable Issuing Bank) in which such advance of the proposed date of issuance. Prior to date of issuance or in conjunction with the submission of a Letter of Credit is Request, the Funds Administrator shall provide to be denominated (which shall be Dollars or an Alternative Currency) the Agent and the amount thereof, applicable Issuing Bank a precise description of the format of the Letter of Credit or information and describing documents adequate to allow for the other terms of such Issuing Bank to prepare the requested Letter of Credit and shall specify that the nature only drawings permitted under the Letter of Credit shall be sight drawings. The Issuing Bank shall not issue any Letter of Credit until it has received authorization to do so from the transactions to be supported thereby (such notice, including Agent. Promptly after the issuance or amendment of any such notice given in connection with the extension of a standby Letter of Credit, a "Notice of Issuance"). Upon receipt of a Notice of Issuance, the Issuing Bank shall promptly notify the Administrative Agent, Agent and the Administrative Funds Administrator, in writing, of such issuance or amendment and such notice shall be accompanied by a copy of such issuance and amendment. Upon receipt of such notice, the Agent shall promptly notify each Lender of the contents thereof and of the amount Lenders, in writing, of such Lender's participation in issuance or amendment, and if so requested by a Lender the Agent shall provide such Letter Lender with copies of such issuance or amendment. With regards to commercial Letters of Credit. The issuance by , the Issuing Bank shall on the first Business Day of each week, provide to the Agent by facsimile a report detailing the daily aggregate outstanding commercial Letters of Credit for the previous week. (B) The transmittal by the Funds Administrator of each Letter of Credit shall, in addition to the conditions precedent set forth in Article IV, be subject to the conditions precedent that such Letter of Credit shall be in such form and contain such terms as shall be satisfactory to the Issuing Bank (consistent with its customary procedures and policies for the issuance of letters of credit generally) and that the Borrower and (if other than the Borrower) the Company shall have executed and delivered such other instruments and agreements relating to such Letter of Credit as the Issuing Bank shall have reasonably requested. The Borrower shall also pay to the Issuing Bank for its own account issuance, drawing, amendment and extension charges in the amounts and at the times agreed between the Borrower and the Issuing Bank. The extension or renewal of any Letter of Credit Request shall be deemed to be an a representation and warranty made by each of the Borrowers, both at the time of such transmittal and at the time of the issuance of such the requested Letter of Credit. If any , that the Letter of Credit contains a provision pursuant to which it is automatically extended unless notice may be issued in accordance with and will not violate any of termination is given by the Issuing Bank, the Issuing Bank shall timely give such notice requirements of termination if a Stop Issuance Notice is in effect. No Letter of Credit shall have a term extending or be so extendible beyond the fifth Business Day preceding the Termination DateSECTION 3.1.

Procedure for Issuance. The (i) To request the Issuance of a Letter of Credit, the Borrower shall give deliver to the applicable Issuing Bank notice and the Administrative Agent (which will promptly notify the Lenders) at least three Business Days prior to in advance of the requested date of Issuance (or such later date and time as the Administrative Agent and such Issuing Bank may agree in a particular instance in their sole discretion) a notice in a form reasonably acceptable to such Issuing Bank (a “Letter of Credit Notice”) requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed, extended or increased, as the case may be, and specifying the date such Letter of Credit is to Issuance (which shall be issueda Business Day), specifying the currency in date on which such Letter of Credit is to be denominated expire (which shall be Dollars or an Alternative Currency) comply with Section 2.3(b)(iii)), the amount of such Letter of Credit, the name and address of the beneficiary thereof and the amount thereofterms and conditions of (and such other information as shall be necessary to prepare, amend, renew, extend or increase, as the case may be) such Letter of Credit, it being understood and describing agreed that Letters of Credit may be extended and renewed in accordance with Section 2.3(b)(iii). If requested by the other applicable Issuing Bank, the Borrower shall submit a letter of credit application on such Issuing Bank’s standard form in connection with any request for a Letter of Credit. In the event of any inconsistency between the terms and conditions of this Agreement and the terms and conditions of any such letter of credit application, the terms and conditions of this Agreement shall control. (ii) Promptly after receipt of any Letter of Credit Notice, the applicable Issuing Bank will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy of such Letter of Credit and Notice from the nature Borrower and, if not, the Issuing Bank will provide the Administrative Agent with a copy thereof. Unless the applicable Issuing Bank has received written notice from any Lender, the Administrative Agent or the Borrower, at least one Business Day prior to the requested date of Issuance of the transactions to be supported thereby (such notice, including any such notice given in connection with the extension of a applicable Letter of Credit, a "Notice of Issuance"). Upon receipt of a Notice of Issuancethat one or more applicable conditions contained in Article III shall not then be satisfied, then, subject to the terms and conditions hereof, such Issuing Bank shall promptly notify shall, on the Administrative Agentrequested date, and the Administrative Agent shall promptly notify each Lender of the contents thereof and of the amount of such Lender's participation in such Letter of Credit. The issuance by the Issuing Bank of each Issue a Letter of Credit shall, for the account of the Borrower (or the applicable Subsidiary) in addition to the conditions precedent set forth in Article IV, be subject to the conditions precedent that accordance with such Issuing Bank’s usual and customary business practices. (iii) Each Letter of Credit shall be in such form and contain such terms as shall be satisfactory expire at or prior to the Issuing Bank earlier of (consistent with its customary procedures and policies for the issuance of letters of credit generally) and that the Borrower and (if other than the Borroweri) the Company shall have executed and delivered such other instruments and agreements relating to such Letter close of Credit as business on the Issuing Bank shall have reasonably requested. The Borrower shall also pay to date one year after the Issuing Bank for its own account issuance, drawing, amendment and extension charges in date of the amounts and at the times agreed between the Borrower and the Issuing Bank. The extension or renewal of any Letter of Credit shall be deemed to be an issuance Issuance of such Letter of Credit. If any , or (ii) the Letter of Credit contains a provision pursuant to which it is automatically extended unless notice Maturity Date; provided, however, that if the Borrower so requests in its Letter of termination is given by the Issuing BankCredit Notice, the applicable Issuing Bank may, in its sole discretion, agree to issue a Letter of Credit (each, an “Evergreen Letter of Credit”) that has automatic extension provisions for successive periods of one year or less (but not beyond the L/C Maturity Date), provided that any such Evergreen Letter of Credit must permit the applicable Issuing Bank to prevent any such extension at least once in each twelve-month period (commencing with the date of Issuance of such Letter of Credit) by giving prior notice to the beneficiary thereof not later than a day (the “Non-Extension Notice Date”) in each such twelve-month period to be agreed upon at the time such Letter of Credit is Issued. Once an Evergreen Letter of Credit has been Issued, the Lenders shall be deemed to have authorized (but may not require) the applicable Issuing Bank to permit the extension of such Letter of Credit at any time to an expiry date not later than the L/C Maturity Date; provided, however, that no Issuing Bank shall timely give permit any such notice of termination extension if a Stop Issuance Notice is in effect. No (A) such Issuing Bank has determined that it would not be permitted, or would have no obligation, at such time to Issue such Letter of Credit in its revised form (as extended) under the terms hereof (by reason of the provisions of Section 2.3(h) or otherwise), or (B) it has received notice (which may be by telephone or in writing) on or before the day that is seven Business Days before the Non-Extension Notice Date (1) from the Administrative Agent that the Required Lenders have elected not to permit such extension or (2) from the Administrative Agent, any Lender or the Borrower that one or more of the applicable conditions specified in Section 3.2 is not then satisfied, and in each such case directing such Issuing Bank not to permit such extension. Such Issuing Bank shall have promptly provide a term extending or be so extendible beyond copy of any such notice to the fifth Business Day preceding Borrower and the Termination DateAdministrative Agent.