Common use of Procedures for Issuance and Amendment of Letters of Credit Clause in Contracts

Procedures for Issuance and Amendment of Letters of Credit. (i) Each Letter of Credit shall be issued or amended, as the case may be, upon the request of the Borrower delivered to the applicable Issuing Bank (with a copy to the Administrative Agent) in the form of a Letter of Credit Application, appropriately completed and signed by a Responsible Official of the Borrower. Such Letter of Credit Application must be received by the applicable Issuing Bank and the Administrative Agent not later than 1:00 p.m., New York time, at least 3 Business Days (or such later date and time as the applicable Issuing Bank may agree in a particular instance in its sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to such Issuing Bank: (A) the proposed issuance date of the requested Letter of Credit (which shall be a Business Day); (B) the amount thereof; (C) the expiry date thereof; (D) the name and address of the beneficiary thereof; (E) the documents to be presented by such beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder; and (G) such other matters as the Issuing Bank may require. In the case of a request for an amendment of any outstanding Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to the Issuing Bank (w) the Letter of Credit to be amended; (x) the proposed date of amendment thereof (which shall be a Business Day); (y) the nature of the proposed amendment; and (z) such other matters as the Issuing Bank may require. (ii) Promptly after receipt of any Letter of Credit Application, the 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 Application from the Borrower and, if not, the Issuing Bank will provide the Administrative Agent with a copy thereof. Upon receipt by the Issuing Bank of confirmation from the Administrative Agent that the requested issuance or amendment is permitted in accordance with the terms hereof, then, subject to the terms and conditions hereof, the Issuing Bank 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 the Issuing Bank’s usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Bank shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank a risk participation in such Letter of Credit in an amount equal to the product of such Bank’s Pro Rata Share times the amount of such Letter of Credit. (iii) Promptly 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 Bank will also (x) deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendment and (y) notify the Borrower and the Administrative Agent of any return, surrender or cancellation of any Letter of Credit.

Procedures for Issuance and Amendment of Letters of Credit. (i) Each Letter of Credit shall be issued or amended, as the case may be, upon the request of the Borrower delivered to the applicable Issuing Bank L/C Issuer (with a copy to the Administrative Agent) in the form of a Letter of Credit Application, appropriately completed and signed by a Responsible Official Officer of the Borrower. Such Letter of Credit Application must be received by the applicable Issuing Bank L/C Issuer and the Administrative Agent not later than 1:00 p.m., New York time, 11:00 a.m. at least 3 two Business Days (or such later date and time as the applicable Issuing Bank Administrative Agent and the L/C Issuer may agree in a particular instance in its their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to such Issuing Bankthe L/C Issuer: (A) the proposed issuance date of the requested Letter of Credit (which shall be a Business Day); (B) the amount thereof; (C) the expiry date thereof; (D) the name and address of the beneficiary thereof; (E) the documents to be presented by such beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder; (G) the purpose and nature of the requested Letter of Credit; and (GH) such other matters as the Issuing Bank L/C Issuer may require. In the case of a request for an amendment of any outstanding Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to the Issuing Bank L/C Issuer (wA) the Letter of Credit to be amended; (xB) the proposed date of amendment thereof (which shall be a Business Day); (yC) the nature of the proposed amendment; and (zD) such other matters as the Issuing Bank L/C Issuer may require. Additionally, the Borrower shall furnish to the L/C Issuer and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, including any Issuer Documents, as the L/C Issuer or the Administrative Agent may require. (ii) Promptly after receipt of any Letter of Credit Application, the Issuing Bank L/C Issuer will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy of such Letter of Credit Application from the Borrower and, if not, the Issuing Bank L/C Issuer will provide the Administrative Agent with a copy thereof. Upon receipt by Unless the Issuing Bank of confirmation L/C Issuer has received written notice from any Lender, the Administrative Agent that or any Loan Party, at least one Business Day prior to the requested date of issuance or amendment is permitted of the applicable Letter of Credit, that one or more applicable conditions contained in accordance with the terms hereofArticle IV shall not then be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank L/C Issuer shall, on the requested date, issue a Letter of Credit for the account of the Borrower (or the applicable Subsidiary) or enter into the applicable amendment, as the case may be, in each case in accordance with the Issuing BankL/C Issuer’s usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Bank Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank L/C Issuer a risk participation in such Letter of Credit in an amount equal to the product of such BankLender’s Pro Rata Share Applicable Percentage times the amount of such Letter of Credit. In the event that the L/C Issuer issues a Letter of Credit denominated in a currency other than Dollars, euros, British pounds sterling or UAE dirhams (or amends such a Letter of Credit to increase the stated amount) the L/C Issuer shall promptly notify each Lender of such issuance or amendment. (iii) Promptly 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 Bank L/C Issuer will also (x) deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendment and (y) notify the Borrower and the Administrative Agent of any return, surrender or cancellation of any Letter of Creditamendment.

Procedures for Issuance and Amendment of Letters of Credit. (i) Each Letter of Credit shall be issued or amended, as the case may be, upon the request of the Borrower delivered to the applicable Issuing Bank L/C Issuer (with a copy to the Administrative Agent) in the form of a Letter of Credit Application, appropriately completed and signed by a Responsible Official Officer of the Borrower. Such Letter of Credit Application must be received by the applicable Issuing Bank such L/C Issuer and the Administrative Agent not later than 1:00 p.m., New York time, 11:00 a.m. at least 3 two Business Days (or such later date and time as the applicable Issuing Bank Administrative Agent and such L/C Issuer may agree in a particular instance in its their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to such Issuing BankL/C Issuer: (A) the proposed issuance date of the requested Letter of Credit (which shall be a Business Day); (B) the amount thereof; (C) the expiry date thereof; (D) the name and address of the beneficiary thereof; (E) the documents to be presented by such beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder; (G) the purpose and nature of the requested Letter of Credit; and (GH) such other matters as the Issuing Bank such L/C Issuer may require. In the case of a request for an amendment of any outstanding Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to the Issuing Bank such L/C Issuer (wA) the Letter of Credit to be amended; (xB) the proposed date of amendment thereof (which shall be a Business Day); (yC) the nature of the proposed amendment; and (zD) such other matters as such L/C Issuer may require. Additionally, the Issuing Bank Borrower shall furnish to such L/C Issuer and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, including any Issuer Documents, as such L/C Issuer or the Administrative Agent may require. (ii) Promptly after receipt of any Letter of Credit Application, the Issuing Bank L/C Issuer will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy of such Letter of Credit Application from the Borrower and, if not, the Issuing Bank such L/C Issuer will provide the Administrative Agent with a copy thereof. Upon receipt by the Issuing Bank of confirmation Unless such L/C Issuer has received written notice from any Lender, the Administrative Agent that or any Loan Party, at least one Business Day prior to the requested date of issuance or amendment is permitted of the applicable Letter of Credit, that one or more applicable conditions contained in accordance with the terms hereofArticle V shall not then be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank such L/C Issuer 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 the Issuing Banksuch L/C Issuer’s usual and customary business practices, and such L/C Issuer shall give the Administrative Agent and each Lender prompt notice thereof by telex, telecopier or e-mail. Immediately upon the issuance of each Letter of Credit, each Bank Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank such L/C Issuer a risk participation in such Letter of Credit in an amount equal to the product of such BankLender’s Pro Rata Share Applicable Percentage times the amount of such Letter of Credit. (iii) If the Borrower so requests in any applicable Letter of Credit Application, the L/C Issuer shall issue a Letter of Credit that has automatic extension provisions (each, an “Auto-Extension Letter of Credit”); provided that any such Auto-Extension Letter of Credit must permit such L/C Issuer 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 Auto-Extension Letter of Credit has been issued, the Lenders shall be deemed to have authorized (but may not require) such L/C Issuer to permit the extension of such Letter of Credit at any time to an expiry date not later than the Letter of Credit Expiration Date; provided, however, that such L/C Issuer shall not permit any such extension if an Event of Default is continuing hereunder. (iv) Promptly 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 Bank L/C Issuer will also (x) deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendment and (y) notify the Borrower and the Administrative Agent of any return, surrender or cancellation of any Letter of Creditamendment.

Procedures for Issuance and Amendment of Letters of Credit. (i) Each Letter of Credit shall be issued or amended, as the case may be, upon the request of the Borrower delivered to the applicable Issuing Bank L/C Issuer (with a copy to the Administrative Agent) in the form of a Letter of Credit Application, appropriately completed and signed by a Responsible Official Officer of the Borrower. Such Letter of Credit Application must be received by the applicable Issuing Bank L/C Issuer and the Administrative Agent not later than 1:00 p.m., New York time, 11:00 a.m. at least 3 two (2) Business Days (or such later date and time as the applicable Issuing Bank Administrative Agent and the L/C Issuer may agree in a particular instance in its their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to such Issuing Bankthe L/C Issuer: (A) the proposed issuance date of the requested Letter of Credit (which shall be a Business Day); (B) the amount thereof; (C) the expiry date thereof; (D) the name and address of the beneficiary thereof; (E) the documents to be presented by such beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder; (G) the purpose and nature of the requested Letter of Credit; and (GH) such other matters as the Issuing Bank L/C Issuer may reasonably require. In the case of a request for an amendment of any outstanding Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to the Issuing Bank L/C Issuer (wA) the Letter of Credit to be amended; (xB) the proposed date of amendment thereof (which shall be a Business Day); (yC) the nature of the proposed amendment; and (zD) such other matters as the Issuing Bank L/C Issuer may reasonably require. Additionally, the Borrower shall furnish to the L/C Issuer and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, including any Issuer Documents, as the L/C Issuer or the Administrative Agent may require. (ii) Promptly after receipt of any Letter of Credit Application, the Issuing Bank L/C Issuer will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy of such Letter of Credit Application from the Borrower and, if not, the Issuing Bank L/C Issuer will provide the Administrative Agent with a copy thereof. Upon receipt by Unless the Issuing Bank of confirmation L/C Issuer has received written notice from any Lender, the Administrative Agent that or any Loan Party, at least one (1) Business Day prior to the requested date of issuance or amendment is permitted of the applicable Letter of Credit, that one or more applicable conditions contained in accordance with the terms hereofArticle V shall not then be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank L/C Issuer 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 the Issuing Bank’s L/C Issuer's usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Bank Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank L/C Issuer a risk participation in such Letter of Credit in an amount equal to the product of such Bank’s Lender's Pro Rata Share times the amount of such Letter of Credit. (iii) If the Borrower so requests in any applicable Letter of Credit Application, the L/C Issuer may, in its sole and absolute discretion, agree to issue a Letter of Credit that has automatic extension provisions (each, an "Auto-Extension Letter of Credit"); provided that any such Auto-Extension Letter of Credit must permit the L/C Issuer 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. Unless otherwise directed by the L/C Issuer, the Borrower shall not be required to make a specific request to the L/C Issuer for any such extension. Once an Auto-Extension Letter of Credit has been issued, the Lenders shall be deemed to have authorized (but may not require) the L/C Issuer to permit the extension of such Letter of Credit at any time to an expiry date not later than the Letter of Credit Expiration Date; provided, however, that the L/C Issuer shall not permit any such extension if (A) the L/C Issuer 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 clause (ii) or (iii) of Section 2.03(a) or otherwise), or (B) it has received notice (which may be by telephone or in writing) on or before the day that is seven (7) 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 5.02 is not then satisfied, and in each case directing the L/C Issuer not to permit such extension. (iv) Promptly 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 Bank L/C Issuer will also (x) deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendment and (y) notify the Borrower and the Administrative Agent of any return, surrender or cancellation of any Letter of Creditamendment.

Procedures for Issuance and Amendment of Letters of Credit. (i) Each Letter of Credit shall be issued or amended, as the case may be, upon the request of the Borrower delivered to the applicable Issuing Bank L/C Issuer (with a copy to the Administrative Agent) in the form of a Letter of Credit Application, appropriately completed and signed by a Responsible Official Officer of the Borrower. Such Letter of Credit Application must be received by the applicable Issuing Bank L/C Issuer and the Administrative Agent not later than 1:00 p.m., New York time, 10:00 a.m. at least 3 two Business Days (or such later date and time as the applicable Issuing Bank Administrative Agent and the L/C Issuer may agree in a particular instance in its their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to such Issuing Bankthe L/C Issuer: (A) the proposed issuance date of the requested Letter of Credit (which shall be a Business Day); (B) the amount thereof; (C) the expiry date thereof; (D) the name and address of the beneficiary thereof; (E) the documents to be presented by such beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder; (G) the purpose and nature of the requested Letter of Credit; and (GH) such other matters as the Issuing Bank L/C Issuer may require. In the case of a request for an amendment of any outstanding Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to the Issuing Bank L/C Issuer (wA) the Letter of Credit to be amended; (xB) the proposed date of amendment thereof (which shall be a Business Day); (yC) the nature of the proposed amendment; and (zD) such other matters as the Issuing Bank L/C Issuer may require. Additionally, the Borrower shall furnish to the L/C Issuer and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, including any Issuer Documents, as the L/C Issuer or the Administrative Agent may require. (ii) Promptly after receipt of any Letter of Credit Application, the Issuing Bank L/C Issuer will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy of such Letter of Credit Application from the Borrower and, if not, the Issuing Bank L/C Issuer will provide the Administrative Agent with a copy thereof. Upon receipt by Unless the Issuing Bank of confirmation L/C Issuer has received written notice from any Lender, the Administrative Agent that or any Credit Party, at least one Business Day prior to the requested date of issuance or amendment is permitted of the applicable Letter of Credit, that one or more applicable conditions contained in accordance with the terms hereofArticle IV shall not then be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank L/C Issuer shall, on the requested date, issue a Letter of Credit for the account of the Borrower (or the applicable Subsidiary) or enter into the applicable amendment, as the case may be, in each case in accordance with the Issuing BankL/C Issuer’s usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Bank Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank L/C Issuer a risk participation in such Letter of Credit in an amount equal to the product of such BankLender’s Pro Rata Share Revolving Commitment Percentage times the amount of such Letter of Credit. (iii) Promptly 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 Bank L/C Issuer will also (x) deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendment and (y) notify the Borrower and the Administrative Agent of any return, surrender or cancellation of any Letter of Creditamendment.

Procedures for Issuance and Amendment of Letters of Credit. (i) Each Letter of Credit shall be issued or amended, as the case may be, upon the request of the Lead Borrower delivered to the applicable Issuing Bank (with a copy to an L/C Issuer and the Administrative Agent) Agent in the form of a Letter of Credit an L/C Application, appropriately completed and signed by a Responsible Official Officer of the Lead Borrower. Such Letter of Credit L/C Application must be received by the applicable Issuing Bank such L/C Issuer and the Administrative Agent not later than 1:00 2:00 p.m., New York time, at least 3 four (4) Business Days (or such later date and time as the applicable Issuing Bank Administrative Agent and such L/C Issuer may agree in a any particular instance in its their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a any request for an the initial issuance of a any Letter of Credit, such Letter of Credit L/C Application shall specify in form and detail satisfactory to such Issuing BankL/C Issuer and the Administrative Agent: (Ai) the proposed issuance date of the requested Letter of Credit (which shall be a Business Day); (Bii) the amount thereof; (Ciii) the expiry date thereof; (Div) the name and address of the beneficiary thereof; (Ev) the documents to be presented by such beneficiary in case of any drawing thereunder; (Fvi) the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder; and (Gvii) such other matters as the Issuing Bank such L/C Issuer may reasonably require. In the case of a any request for an amendment of any outstanding Letter of Credit, such Letter of Credit L/C Application shall specify in form and detail reasonably satisfactory to such L/C Issuer and the Issuing Bank Administrative Agent: (wi) the Letter of Credit to be amended; (xii) the proposed date of amendment thereof (which shall be a Business Day); (yiii) the nature of the proposed amendment; and (ziv) such other matters as such L/C Issuer may reasonably require. Additionally, the Issuing Bank Lead Borrower shall furnish to such L/C Issuer and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, including any Issuer Documents, as such L/C Issuer or the Administrative Agent may reasonably require. (ii) Promptly after receipt of any Letter of Credit L/C Application, the Issuing Bank applicable L/C Issuer will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy of such Letter of Credit L/C Application from the Lead Borrower and, if not, the Issuing Bank such L/C Issuer will provide the Administrative Agent with a copy thereof. Upon receipt by Unless the Issuing Bank of confirmation applicable L/C Issuer has received written notice from any Revolving Credit Lender, the Administrative Agent that or any Borrower, at least two (2) Business Days prior to the requested date of issuance or amendment is permitted of the applicable Letter of Credit, that one or more applicable conditions contained in accordance with the terms hereofArticle V shall not then be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank such L/C Issuer shall, on the requested date, issue a Letter of Credit, or (as the case may be) cause a Letter of Credit to be issued by the L/C Substitute Issuer, in each case for the account of the a Borrower under this Agreement or enter into the applicable amendment, as the case may be, in each case case, in accordance with the Issuing Bank’s usual and customary business practicespractices of such L/C Issuer and (if applicable) the L/C Substitute Issuer. Immediately upon the issuance of each Letter of Credit, each Bank Revolving Credit Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank such L/C Issuer a risk participation in such Letter of Credit in an amount equal to the product of such BankRevolving Credit Lender’s Pro Rata Share Applicable Percentage of the Revolving Credit Commitments times the amount of such Letter of Credit. (iii) If the Lead Borrower so requests in any applicable L/C Application, an L/C Issuer may, in its sole and absolute discretion, agree to issue (or cause to be issued) a Letter of Credit that has automatic extension provisions (each, an “Auto-Extension Letter of Credit”); provided, however, that any such Auto-Extension Letter of Credit must permit such L/C Issuer or (as the case may be) L/C Substitute Issuer 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. Unless otherwise directed by such L/C Issuer, the Lead Borrower shall not be required to make a specific request to such L/C Issuer for any such extension. Once an Auto-Extension Letter of Credit has been issued, the Revolving Credit Lenders shall be deemed to have authorized (but may not require) such L/C Issuer to permit the extension of such Letter of Credit at any time to an expiry date not later than the L/C Expiration Date; provided, however, that such L/C Issuer shall not permit any such extension if (x) such L/C Issuer has determined that it would not be permitted, or would have no obligation at such time, to issue such Letter of Credit (or otherwise to cause such Letter of Credit to be issued) in its revised form (as extended) under the terms hereof (by reason of the provisions of clause (ii) or (iii) of Section 2.08(a) or otherwise), or (y) it has received notice (which may be by telephone or in writing) on or before the day that is ten (10) Business Days before the Non-Extension Notice Date (x) from the Administrative Agent that the Required Lenders have elected not to permit such extension, or (z) from the Administrative Agent, any Revolving Credit Lender or the Lead Borrower that one or more of the applicable conditions specified in Article V is not then satisfied, and in each such case directing such L/C Issuer not to permit such extension. (iv) Promptly after its delivery of any Letter of Credit or any amendment to a Letter of Credit has been delivered to an advising bank with respect thereto or to the beneficiary thereof, the Issuing Bank applicable L/C Issuer will also (x) deliver to the Lead Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendment and (y) notify the Borrower and the Administrative Agent of any return, surrender or cancellation of any Letter of Creditamendment.

Procedures for Issuance and Amendment of Letters of Credit. (i) Each Letter of Credit shall be issued or amended, as the case may be, upon the request of the Borrower delivered to the applicable Issuing Bank L/C Issuer (with a copy to the Administrative Agent) in the form of a Letter of Credit Application, appropriately completed and signed by a Responsible Official Officer of the Borrower. Such Letter of Credit Application must be received by the applicable Issuing Bank L/C Issuer and the Administrative Agent not later than 1:00 p.m., New York time, 12:00 p.m. at least 3 two Business Days (or such later date and time as the applicable Issuing Bank Administrative Agent and the L/C Issuer may agree in a particular instance in its their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such Letter of Credit Application shall specify in form and detail reasonably satisfactory to such Issuing Bankthe L/C Issuer: (A) the proposed issuance date of the requested Letter of Credit (which shall be a Business Day); (B) the amount thereof; (C) the expiry date thereof; (D) the name and address of the beneficiary thereof; (E) the documents to be presented by such beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder; and (G) such other matters as the Issuing Bank L/C Issuer may require. In the case of a request for an amendment of any outstanding Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to the Issuing Bank L/C Issuer (w1) the Letter of Credit to be amended; (x2) the proposed date of amendment thereof (which shall be a Business Day); (y3) the nature of the proposed amendment; and (z4) such other matters as the Issuing Bank L/C Issuer may require. Additionally, the Borrower shall furnish to the L/C Issuer and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, including any Issuer Documents, as the L/C Issuer or the Administrative Agent may require. (ii) Promptly after receipt of any Letter of Credit Application, the Issuing Bank L/C Issuer will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy of such Letter of Credit Application from the Borrower and, if not, the Issuing Bank L/C Issuer will provide the Administrative Agent with a copy thereof. Upon receipt by Unless the Issuing Bank of confirmation L/C Issuer has received written notice from any Revolving Credit Lender, the Administrative Agent that or any Loan Party, at least one Business Day prior to the requested date of issuance or amendment is permitted of the applicable Letter of Credit, that one or more applicable conditions contained in accordance with the terms hereofArticle IV shall not then be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank L/C Issuer 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 the Issuing BankL/C Issuer’s usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Bank Revolving Credit Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank L/C Issuer a risk participation in such Letter of Credit in an amount equal to the product of such BankRevolving Credit Lender’s Pro Rata Share Applicable Revolving Credit Percentage times the amount of such Letter of Credit. (iii) Promptly 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 Bank L/C Issuer will also (x) deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendment and (y) notify the Borrower and the Administrative Agent of any return, surrender or cancellation of any Letter of Creditamendment.

Procedures for Issuance and Amendment of Letters of Credit. (i) Each Letter of Credit shall be issued or amended, as the case may be, upon the request of the Borrower delivered to the applicable Issuing Bank L/C Issuer (with a copy to the Administrative Agent) in the form of a Letter of Credit Application, appropriately completed and signed by a Responsible Official Officer of the Borrower. Such Letter of Credit Application must be received by the applicable Issuing Bank L/C Issuer and the Administrative Agent not later than 1:00 p.m., New York time, 11:00 a.m. at least 3 two Business Days (or such later date and time as the applicable Issuing Bank Administrative Agent and the L/C Issuer may agree in a particular instance in its their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to such Issuing Bankthe L/C Issuer: (A) the proposed issuance date of the requested Letter of Credit (which shall be a Business Day); (B) the amount thereof; (C) the expiry date thereof; (D) the name and address of the beneficiary thereof; (E) the documents to be presented by such beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder; (G) the purpose and nature of the requested Letter of Credit; and (GH) such other matters as the Issuing Bank L/C Issuer may require. In the case of a request for an amendment of any outstanding Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to the Issuing Bank L/C Issuer (wA) the Letter of Credit to be amended; (xB) the proposed date of amendment thereof (which shall be a Business Day); (yC) the nature of the proposed amendment; and (zD) such other matters as the Issuing Bank L/C Issuer may require. Additionally, the Borrower shall furnish to the L/C Issuer and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, including any Issuer Documents, as the L/C Issuer or the Administrative Agent may require. (ii) Promptly after receipt of any Letter of Credit Application, the Issuing Bank L/C Issuer will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy of such Letter of Credit Application from the Borrower and, if not, the Issuing Bank L/C Issuer will provide the Administrative Agent with a copy thereof. Upon receipt by Unless the Issuing Bank of confirmation L/C Issuer has received written notice from any Lender, the Administrative Agent that or Borrower, at least one Business Day prior to the requested date of issuance or amendment is permitted of the applicable Letter of Credit, that one or more applicable conditions contained in accordance with the terms hereofArticle IV shall not then be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank L/C Issuer 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 the Issuing BankL/C Issuer’s usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Bank Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank L/C Issuer a risk participation in such Letter of Credit in an amount equal to the product of such BankLender’s Pro Rata Share Applicable Percentage times the amount of such Letter of Credit. (iii) Promptly 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 Bank L/C Issuer will also (x) deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendment and (y) notify the Borrower and the Administrative Agent of any return, surrender or cancellation of any Letter of Creditamendment.

Procedures for Issuance and Amendment of Letters of Credit. (i) Each Letter of Credit shall be issued or amended, as the case may be, upon the request of the Borrower Agent delivered to the applicable Issuing Bank L/C Issuer (with a copy to the Administrative Agent) in the form of a Letter of Credit Application, appropriately completed and signed by a Responsible Official Officer of the BorrowerBorrower Agent. Such Letter of Credit Application must be received by the applicable Issuing Bank L/C Issuer and the Administrative Agent not later than 1:00 p.m., New York time, 11:00 a.m. at least 3 two Business Days (or such later date and time as the applicable Issuing Bank Administrative Agent and such L/C Issuer may agree in a particular instance in its their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to such Issuing Bankapplicable L/C Issuer: (A) the proposed issuance date of the requested Letter of Credit (which shall be a Business Day); (B) the amount thereof; (C) the expiry date thereof; (D) the name and address of the beneficiary thereof; (E) the documents to be presented by such beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder; (G) the purpose and nature of the requested Letter of Credit; and (GH) such other matters as the Issuing Bank such L/C Issuer may require. In the case of a request for an amendment of any outstanding Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to the Issuing Bank such L/C Issuer (wA) the Letter of Credit to be amended; (xB) the proposed date of amendment thereof (which shall be a Business Day); (yC) the nature of the proposed amendment; and (zD) such other matters as the Issuing Bank such L/C Issuer may require. Additionally, the Borrower Agent shall furnish to such L/C Issuer and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, including any Issuer Documents, as such L/C Issuer or the Administrative Agent may require. Upon the effectiveness of any issuance, amendment or renewal of a letter of credit that will constitute a Letter of Credit hereunder, the Administrative Agent and the Lenders shall be entitled to assume that the relevant L/C Issuer has obtained such Issuer Documents as it shall have requested, executed by the relevant parties thereto to the extent required thereby. (ii) Promptly after receipt of any Letter of Credit Application, the Issuing Bank applicable L/C Issuer will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy of such Letter of Credit Application from the Borrower Agent and, if not, the Issuing Bank such L/C Issuer will provide the Administrative Agent with a copy thereof. Upon receipt by the Issuing Bank of confirmation Unless such L/C Issuer has received written notice from any Lender, the Administrative Agent that or any Borrower, at least one Business Day prior to the requested date of issuance or amendment is permitted of the applicable Letter of Credit, that one or more L/C Conditions (other than the condition set forth in accordance with clause (a) of the terms hereofdefinition of L/C Conditions) shall not then be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank such L/C Issuer shall, on the requested date (subject to the satisfaction of the condition set forth in clause (a) of the definition of L/C Conditions on such date), issue a Letter of Credit for the account of the applicable Borrower (or the applicable Subsidiary) or enter into the applicable amendment, as the case may be, in each case in accordance with the Issuing Banksuch L/C Issuer’s usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Bank Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank such L/C Issuer a risk participation in such Letter of Credit in an amount equal to the product of such BankLender’s Pro Rata Share Applicable Percentage times the stated amount of such Letter of Credit. (iii) Promptly 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 Bank applicable L/C Issuer will also (x) deliver to the Borrower Agent and the Administrative Agent a true and complete copy of such Letter of Credit or amendment and (y) notify the Borrower and the Administrative Agent of any return, surrender or cancellation of any Letter of Creditamendment.

Procedures for Issuance and Amendment of Letters of Credit. (i) Each Letter of Credit shall be issued or amended, as the case may be, upon the request of the Borrower delivered to the applicable Issuing Bank L/C Issuer (with a copy to the Administrative Agent) in the form of a Letter of Credit Application, appropriately completed and signed by a Responsible Official Officer of the Borrower. Such Letter of Credit Application must be received by the applicable Issuing Bank L/C Issuer and the Administrative Agent not later than 1:00 p.m., New York time, 11:00 a.m. at least 3 two Business Days (or such later date and time as the applicable Issuing Bank Administrative Agent and the L/C Issuer may agree in a particular instance in its their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to such Issuing Bankthe L/C Issuer: (A) the proposed issuance date of the requested Letter of Credit (which shall be a Business Day); (B) the amount thereof; (C) the expiry date thereof; (D) the name and address of the beneficiary thereof; (E) the documents to be presented by such beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder; (G) the purpose and nature of the requested Letter of Credit; and (GH) such other matters as the Issuing Bank L/C Issuer may require. In the case of a request for an amendment of any outstanding Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to the Issuing Bank L/C Issuer (wA) the Letter of Credit to be amended; (xB) the proposed date of amendment thereof (which shall be a Business Day); (yC) the nature of the proposed amendment; and (zD) such other matters as the Issuing Bank L/C Issuer may require. Additionally, the Borrower shall furnish to the L/C Issuer and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, including any Issuer Documents, as the L/C Issuer or the Administrative Agent may require. (ii) Promptly after receipt of any Letter of Credit Application, the Issuing Bank L/C Issuer will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy of such Letter of Credit Application from the Borrower and, if not, the Issuing Bank L/C Issuer will provide the Administrative Agent with a copy thereof. Upon receipt by Unless the Issuing Bank of confirmation L/C Issuer has received written notice from any Lender, the Administrative Agent that or any Loan Party, at least one Business Day prior to the requested date of issuance or amendment is permitted of the applicable Letter of Credit, that one or more applicable conditions contained in accordance with the terms hereofArticle IV shall not then be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank L/C Issuer shall, on the requested date, issue a Letter of Credit for the account of the Borrower (or the applicable Subsidiary) or enter into the applicable amendment, as the case may be, in each case in accordance with the Issuing BankL/C Issuer’s usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Bank Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank L/C Issuer a risk participation in such Letter of Credit in an amount equal to the product of such BankL▇▇▇▇▇’s Pro Rata Share Applicable Percentage times the amount of such Letter of Credit. In the event that the L/C Issuer issues a Letter of Credit denominated in a currency other than Dollars, euros, British pounds sterling or UAE dirhams (or amends such a Letter of Credit to increase the stated amount) the L/C Issuer shall promptly notify each Lender of such issuance or amendment. (iii) Promptly 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 Bank L/C Issuer will also (x) deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendment and (y) notify the Borrower and the Administrative Agent of any return, surrender or cancellation of any Letter of Creditamendment.

Procedures for Issuance and Amendment of Letters of Credit. (i) Each Letter of Credit shall be issued or amended, as the case may be, upon the request of the Borrower delivered to the applicable Issuing Bank L/C Issuer (with a copy to the Administrative Agent) in the form of a Letter of Credit Application, appropriately completed and signed by a Responsible Official Officer of the Borrower. Such Letter of Credit Application must be received by the applicable Issuing Bank L/C Issuer and the Administrative Agent not later than 1:00 p.m., New York time, 11:00 a.m. at least 3 two (2) Business Days (or such later date and time as the applicable Issuing Bank Administrative Agent and the L/C Issuer may agree in a particular instance in its their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to such Issuing Bankthe L/C Issuer: (A) the proposed issuance date of the requested Letter of Credit (which shall be a Business Day); (B) the amount thereof; (C) the expiry date thereof; (D) the name and address of the beneficiary thereof; (E) the documents to be presented by such beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder; (G) the purpose and nature of the requested Letter of Credit; and (GH) such other matters as the Issuing Bank L/C Issuer may require. In the case of a request for an amendment of any outstanding Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to the Issuing Bank L/C Issuer (wA) the Letter of Credit to be amended; (xB) the proposed date of amendment thereof (which shall be a Business Day); (yC) the nature of the proposed amendment; and (zD) such other matters as the Issuing Bank L/C Issuer may require. Additionally, the Borrower shall furnish to the L/C Issuer and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, including any Issuer Documents, as the L/C Issuer or the Administrative Agent may require. (ii) Promptly after receipt of any Letter of Credit Application, the Issuing Bank L/C Issuer will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy of such Letter of Credit Application from the Borrower and, if not, the Issuing Bank L/C Issuer will provide the Administrative Agent with a copy thereof. Upon receipt by Unless the Issuing Bank of confirmation L/C Issuer has received written notice from any Lender, the Administrative Agent that or any Loan Party, at least one (1) Business Day prior to the requested date of issuance or amendment is permitted of the applicable Letter of Credit, that one or more applicable conditions contained in accordance with the terms hereofArticle IV shall not then be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank L/C Issuer shall, on the requested date, issue a Letter of Credit for the account of the Borrower (or the applicable Subsidiary) or enter into the applicable amendment, as the case may be, in each case in accordance with the Issuing BankL/C Issuer’s usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Bank Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank L/C Issuer a risk participation in such Letter of Credit in an amount equal to the product of such BankLender’s Pro Rata Share Applicable Percentage times the amount of such Letter of Credit. (iii) Promptly 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 Bank L/C Issuer will also (x) deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendment and (y) notify the Borrower and the Administrative Agent of any return, surrender or cancellation of any Letter of Creditamendment.

Procedures for Issuance and Amendment of Letters of Credit. (i) Each Letter of Credit shall be issued or amended, as the case may be, upon the request of the Borrower delivered to the applicable Issuing Bank L/C Issuer (with a copy to the Administrative Agent) in the form of a Letter of Credit Application, appropriately completed and signed by a Responsible Official Officer of the Borrower. Such Letter of Credit Application must be received by the applicable Issuing Bank L/C Issuer and the Administrative Agent not later than 1:00 p.m., New York time, 11:00 a.m. at least 3 three (3) Business Days (or such later date and time as the applicable Issuing Bank Administrative Agent and the L/C Issuer may agree in a particular instance in its their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to such Issuing Bankthe L/C Issuer: (A) the proposed issuance date of the requested Letter of Credit (which shall be a Business Day); (B) the amount thereof; (C) the expiry date thereof; (D) the name and address of the beneficiary thereof; (E) the documents to be presented by such beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder; (G) the purpose and nature of the requested Letter of Credit; and (GH) such other matters as the Issuing Bank L/C Issuer may reasonably require. In the case of a request for an amendment of any outstanding Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to the Issuing Bank L/C Issuer (wA) the Letter of Credit to be amended; (xB) the proposed date of amendment thereof (which shall be a Business Day); (yC) the nature of the proposed amendment; and (zD) such other matters as the Issuing Bank L/C Issuer may reasonably require. Additionally, the Borrower shall furnish to the L/C Issuer and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, including any Issuer Documents, as the L/C Issuer or the Administrative Agent may reasonably require. (ii) Promptly after receipt of any Letter of Credit Application, the Issuing Bank L/C Issuer will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy of such Letter of Credit Application from the Borrower and, if not, the Issuing Bank L/C Issuer will provide the Administrative Agent with a copy thereof. Upon receipt by Unless the Issuing Bank of confirmation L/C Issuer has received written notice from any Lender, the Administrative Agent that or the Borrower, at least one Business Day prior to the requested 4839-9354-3409 v.6 date of issuance or amendment is permitted of the applicable Letter of Credit, that one or more applicable conditions contained in accordance with the terms hereofArticle IV shall not be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank L/C Issuer shall, on the requested date, issue a Letter of Credit in form and substance satisfactory to the L/C Issuer for the account of the Borrower or enter into the applicable amendment, as the case may be, in each case in accordance with the Issuing BankL/C Issuer’s usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Bank Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank L/C Issuer a risk participation in such Letter of Credit in an amount equal to the product of such Bank▇▇▇▇▇▇’s Pro Rata Share Applicable Percentage times the amount of such Letter of Credit. (iii) [Reserved] (iv) If the Borrower so requests in any applicable Letter of Credit Application, the L/C Issuer may, in its sole discretion, agree to issue a Letter of Credit that permits the automatic reinstatement of all or a portion of the stated amount thereof after any drawing thereunder (each, an “Auto-Reinstatement Letter of Credit”). Unless otherwise directed by the L/C Issuer, the Borrower shall not be required to make a specific request to the L/C Issuer to permit such reinstatement. Once an Auto-Reinstatement Letter of Credit has been issued, except as provided in the following sentence, the Lenders shall be deemed to have authorized (but may not require) the L/C Issuer to reinstate all or a portion of the stated amount thereof in accordance with the provisions of such Letter of Credit. Notwithstanding the foregoing, if such Auto-Reinstatement Letter of Credit permits the L/C Issuer to decline to reinstate all or any portion of the stated amount thereof after a drawing thereunder by giving notice of such non-reinstatement within a specified number of days after such drawing (the “Non-Reinstatement Deadline”), the L/C Issuer shall not permit such reinstatement if it has received a notice (which may be by telephone or in writing) on or before the day that is seven Business Days before the Non-Reinstatement Deadline (A) from the Administrative Agent that the Required Lenders have elected not to permit such reinstatement or (B) from the Administrative Agent, any Lender or the Borrower that one or more of the applicable conditions specified in Section 4.02 is not then satisfied (treating such reinstatement as an L/C Credit Extension for purposes of this clause) and, in each case, directing the L/C Issuer not to permit such reinstatement. (v) Promptly 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 Bank L/C Issuer will also (x) deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendment and (y) notify the Borrower and the Administrative Agent of any return, surrender or cancellation of any Letter of Creditamendment.

Procedures for Issuance and Amendment of Letters of Credit. (i) Each Letter of Credit shall be issued or amended, as the case may be, upon the request of the Borrower delivered to the applicable Issuing Bank L/C Issuer (with a copy to Agent if different from the Administrative AgentL/C Issuer) in the form of a Letter of Credit L/C Application, appropriately completed and signed by a Responsible Official Officer of the Borrower. Such Letter of Credit L/C Application must be received by the applicable Issuing Bank L/C Issuer and the Administrative Agent not later than 1:00 p.m., New York time, 11:00 a.m. at least 3 two Business Days (or such later date and time as Agent and the applicable Issuing Bank L/C Issuer may agree in a particular instance in its their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such Letter of Credit L/C Application shall specify in form and detail reasonably satisfactory to such Issuing Bankthe L/C Issuer: (A) the proposed issuance date of the requested Letter of Credit (which shall be a Business Day); (B) the amount thereof; (C) the expiry date thereof; (D) the name and address of the beneficiary thereof; (E) the documents to be presented by such beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder; and (G) such other matters as the Issuing Bank L/C Issuer may reasonably require. In the case of a request for an amendment of any outstanding Letter of Credit, such Letter of Credit L/C Application shall specify in form and detail reasonably satisfactory to the Issuing Bank L/C Issuer (wA) the Letter of Credit to be amended; (xB) the proposed date of amendment thereof (which shall be a Business Day); (yC) the nature of the proposed amendment; and (zD) such other matters as the Issuing Bank L/C Issuer may reasonably require. Additionally, Borrower shall furnish to the L/C Issuer and Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, including any Issuer Documents, as the L/C Issuer or Agent may reasonably require. (ii) Promptly after receipt of any Letter of Credit ApplicationL/C Application at the address set forth in Section 11.02 for receiving L/C Applications and related correspondence, the Issuing Bank L/C Issuer will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy of such Letter of Credit L/C Application from the Borrower and, if not, the Issuing Bank L/C Issuer will provide the Administrative Agent with a copy thereof. Upon receipt by Unless the Issuing Bank of confirmation L/C Issuer has received written notice from the Administrative any Lender, Agent that or any Loan Party, at least one Business Day prior to the requested date of issuance or amendment is permitted of the applicable Letter of Credit, that one or more applicable conditions in accordance with the terms hereofArticle IV shall not then be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank L/C Issuer 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 the Issuing BankL/C Issuer’s usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Bank Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank L/C Issuer a risk participation in such Letter of Credit in an amount equal to the product of such BankLender’s Pro Rata Share Applicable Percentage times the amount of such Letter of Credit. (iii) Promptly 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 Bank L/C Issuer will also (x) deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendment and (y) notify the Borrower and the Administrative Agent of any return, surrender or cancellation of any Letter of Creditamendment.

Procedures for Issuance and Amendment of Letters of Credit. (i) Each Letter of Credit shall be issued or amended, as the case may be, upon the request of the Borrower delivered to the applicable Issuing Bank L/C Issuer (with a copy to the Administrative Agent) in the form of a Letter of Credit Application, appropriately completed and signed by a Responsible Official Officer of the Borrower. Such Letter of Credit Application must be received by the applicable Issuing Bank L/C Issuer and the Administrative Agent not later than 1:00 p.m., New York time, 11:00 a.m. at least 3 three (3) Business Days (or such later date and time as the applicable Issuing Bank Administrative Agent and the L/C Issuer may agree in a particular instance in its their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to such Issuing Bankthe L/C Issuer: (A) the proposed issuance date of the requested Letter of Credit (which shall be a Business Day); (B) the amount thereof; (C) the expiry date thereof; (D) the name and address of the beneficiary thereof; (E) the documents to be presented by such beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder; (G) the purpose and nature of the requested Letter of Credit; and (GH) such other matters as the Issuing Bank L/C Issuer may reasonably require. In the case of a request for an amendment of any outstanding Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to the Issuing Bank L/C Issuer (wA) the Letter of Credit to be amended; (xB) the proposed date of amendment thereof (which shall be a Business Day); (yC) the nature of the proposed amendment; and (zD) such other matters as the Issuing Bank L/C Issuer may reasonably require. Additionally, the Borrower shall furnish to the L/C Issuer and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, including any Issuer Documents, as the L/C Issuer or the Administrative Agent may reasonably require. (ii) Promptly after receipt of any Letter of Credit Application, the Issuing Bank L/C Issuer will confirm with the Administrative Agent (by telephone or in writing) that the Administrative SC1:3922355.6 Agent has received a copy of such Letter of Credit Application from the Borrower and, if not, the Issuing Bank L/C Issuer will provide the Administrative Agent with a copy thereof. Upon receipt by Unless the Issuing Bank of confirmation L/C Issuer has received written notice from any Lender, the Administrative Agent that or the Borrower, at least one Business Day prior to the requested date of issuance or amendment is permitted of the applicable Letter of Credit, that one or more applicable conditions contained in accordance with the terms hereofArticle IV shall not be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank L/C Issuer shall, on the requested date, issue a Letter of Credit in form and substance satisfactory to the L/C Issuer for the account of the Borrower or enter into the applicable amendment, as the case may be, in each case in accordance with the Issuing BankL/C Issuer’s usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Bank Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank L/C Issuer a risk participation in such Letter of Credit in an amount equal to the product of such BankLender’s Pro Rata Share Applicable Percentage times the amount of such Letter of Credit. (iii) [Reserved] (iv) If the Borrower so requests in any applicable Letter of Credit Application, the L/C Issuer may, in its sole discretion, agree to issue a Letter of Credit that permits the automatic reinstatement of all or a portion of the stated amount thereof after any drawing thereunder (each, an “Auto-Reinstatement Letter of Credit”). Unless otherwise directed by the L/C Issuer, the Borrower shall not be required to make a specific request to the L/C Issuer to permit such reinstatement. Once an Auto-Reinstatement Letter of Credit has been issued, except as provided in the following sentence, the Lenders shall be deemed to have authorized (but may not require) the L/C Issuer to reinstate all or a portion of the stated amount thereof in accordance with the provisions of such Letter of Credit. Notwithstanding the foregoing, if such Auto-Reinstatement Letter of Credit permits the L/C Issuer to decline to reinstate all or any portion of the stated amount thereof after a drawing thereunder by giving notice of such non-reinstatement within a specified number of days after such drawing (the “Non-Reinstatement Deadline”), the L/C Issuer shall not permit such reinstatement if it has received a notice (which may be by telephone or in writing) on or before the day that is seven Business Days before the Non-Reinstatement Deadline (A) from the Administrative Agent that the Required Lenders have elected not to permit such reinstatement or (B) from the Administrative Agent, any Lender or the Borrower that one or more of the applicable conditions specified in Section 4.02 is not then satisfied (treating such reinstatement as an L/C Credit Extension for purposes of this clause) and, in each case, directing the L/C Issuer not to permit such reinstatement. (v) Promptly 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 Bank L/C Issuer will also (x) deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendment and (y) notify the Borrower and the Administrative Agent of any return, surrender or cancellation of any Letter of Creditamendment.

Procedures for Issuance and Amendment of Letters of Credit. (i) Each Letter of Credit shall be issued or amended, as the case may be, upon the request of the Borrower delivered to the applicable Issuing Bank L/C Issuer (with a copy to the Administrative Agent) in the form of a Letter of Credit Application, appropriately completed and signed by a Responsible Official Officer of the Borrower. Such Letter of Credit Application must be received by the applicable Issuing Bank L/C Issuer and the Administrative Agent not later than 1:00 p.m., New York time, 11:00 a.m. at least 3 three (3) Business Days (or such later date and time as the applicable Issuing Bank Administrative Agent and the L/C Issuer may agree in a particular instance in its their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to such Issuing Bankthe L/C Issuer: (A) the proposed issuance date of the requested Letter of Credit (which shall be a Business Day); (B) the amount thereof; (C) the expiry date thereof; (D) the name and address of the beneficiary thereof; (E) the documents to be presented by such beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder; (G) the purpose and nature of the requested Letter of Credit; and (GH) such other matters as the Issuing Bank L/C Issuer may reasonably require. In the case of a request for an amendment of any outstanding Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to the Issuing Bank L/C Issuer (wA) the Letter of Credit to be amended; (xB) the proposed date of amendment thereof (which shall be a Business Day); (yC) the nature of the proposed amendment; and (zD) such other matters as the Issuing Bank L/C Issuer may reasonably require. Additionally, the Borrower shall furnish to the L/C Issuer and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, including any Issuer Documents, as the L/C Issuer or the Administrative Agent may reasonably require. (ii) Promptly after receipt of any Letter of Credit Application, the Issuing Bank L/C Issuer will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy of such Letter of Credit Application from the Borrower and, if not, the Issuing Bank L/C Issuer will provide the Administrative Agent with a copy thereof. Upon receipt by Unless the Issuing Bank of confirmation L/C Issuer has received written notice from any Lender, the Administrative Agent that or the Borrower, at least one Business Day prior to the requested date of issuance or amendment is permitted of the applicable Letter of Credit, that one or more applicable conditions contained in accordance with the terms hereofArticle IV shall not be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank L/C Issuer 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 the Issuing BankL/C Issuer’s usual and customary business practices. Immediately upon the issuance of each Letter of CreditCredit (including any deemed issuance as described in Section 2.03(l)), each Bank Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank L/C Issuer a risk participation in such Letter of Credit in an amount equal to the product of such BankLender’s Pro Rata Share Applicable Percentage times the amount of such Letter of Credit. (iii) If the Borrower so requests in any applicable Letter of Credit Application, the L/C Issuer may, in its sole discretion, agree to issue a Letter of Credit that has automatic extension provisions (each, an “Auto-Extension Letter of Credit”); provided that any such Auto-Extension Letter of Credit must permit the L/C Issuer 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. Unless otherwise directed by the L/C Issuer, the Borrower shall not be required to make a specific request to the L/C Issuer for any such extension. Once an Auto-Extension Letter of Credit has been issued, the Lenders shall be deemed to have authorized (but may not require) the L/C Issuer to permit the extension of such Letter of Credit at any time to an expiry date not later than the Maturity Date; provided, however, that the L/C Issuer shall not permit any such extension if (A) the L/C Issuer 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 clause (ii) or (iii) of Section 2.03(a) 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 4.02 is not then satisfied, and in each such case directing the L/C Issuer not to permit such extension. (iv) If the Borrower so requests in any applicable Letter of Credit Application, the L/C Issuer may, in its sole discretion, agree to issue a Letter of Credit that permits the automatic reinstatement of all or a portion of the stated amount thereof after any drawing thereunder (each, an “Auto-Reinstatement Letter of Credit”). Unless otherwise directed by the L/C Issuer, the Borrower shall not be required to make a specific request to the L/C Issuer to permit such reinstatement. Once an Auto-Reinstatement Letter of Credit has been issued, except as provided in the following sentence, the Lenders shall be deemed to have authorized (but may not require) the L/C Issuer to reinstate all or a portion of the stated amount thereof in accordance with the provisions of such Letter of Credit. Notwithstanding the foregoing, if such Auto-Reinstatement Letter of Credit permits the L/C Issuer to decline to reinstate all or any portion of the stated amount thereof after a drawing thereunder by giving notice of such non-reinstatement within a specified number of days after such drawing (the “Non-Reinstatement Deadline”), the L/C Issuer shall not permit such reinstatement if it has received a notice (which may be by telephone or in writing) on or before the day that is seven Business Days before the Non-Reinstatement Deadline (A) from the Administrative Agent that the Required Lenders have elected not to permit such reinstatement or (B) from the Administrative Agent, any Lender or the Borrower that one or more of the applicable conditions specified in Section 4.02 is not then satisfied (treating such reinstatement as an L/C Credit Extension for purposes of this clause) and, in each case, directing the L/C Issuer not to permit such reinstatement. (v) Promptly 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 Bank L/C Issuer will also (x) deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendment and (y) notify the Borrower and the Administrative Agent of any return, surrender or cancellation of any Letter of Creditamendment.

Procedures for Issuance and Amendment of Letters of Credit. (i) Each Letter of Credit shall be issued or amended, as the case may be, upon the request of the Borrower delivered to the applicable Issuing Bank L/C Issuer (with a copy to the Administrative Agent) in the form of a Letter of Credit Application, appropriately completed and signed by a Responsible Official Officer of the Borrower. Such Letter of Credit Application must be received by the applicable Issuing Bank L/C Issuer and the Administrative Agent not later than 1:00 p.m., New York time, 11:00 a.m. at least 3 two Business Days (or such later date and time as the applicable Issuing Bank Administrative Agent and the L/C Issuer may agree in a particular instance in its their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to such Issuing Bankthe L/C Issuer: (A) the proposed issuance date of the requested Letter of Credit (which shall be a Business Day); (B) the amount thereof; (C) the expiry date thereof; (D) the name and address of the beneficiary thereof; (E) the documents to be presented by such beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder; (G) the identity of the L/C Issuer to whom such request is being made; and (GH) such other matters as the Issuing Bank L/C Issuer may require. In the case of a request for an amendment of any outstanding Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to the Issuing Bank L/C Issuer (wA) the Letter of Credit to be amended; (xB) the proposed date of amendment thereof (which shall be a Business Day); (yC) the nature of the proposed amendment; and (zD) such other matters as the Issuing Bank L/C Issuer may require. Additionally, the Borrower shall furnish to the L/C Issuer and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, including any Issuer Documents, as the L/C Issuer or the Administrative Agent may require. (ii) Upon receipt by a Lender of a Letter of Credit Application (with a copy to the Administrative Agent) pursuant to Section 2.04(b)(i) requesting the issuance of a Letter of Credit, (A) such Lender may be the L/C Issuer with respect to such Letter of Credit, notwithstanding the fact that the L/C Obligations with respect to such Letter of Credit and with respect to all other Letters of Credit issued by such Lender, when aggregated with its outstanding Loans, may exceed the amount of its Commitment then in effect; and (B) such Lender shall promptly notify the Borrower and the Administrative Agent whether or not, in such Lender’s sole discretion, it has elected to issue such Letter of Credit, and (1) if such Lender so elects to issue such Letter of Credit it shall be the L/C Issuer with respect thereto and (2) if such Lender fails to so promptly notify the Borrower and the Administrative Agent or declines to issue such Letter of Credit, the Borrower may request Bank of America, in its capacity as a Lender, or another Lender to be the L/C Issuer with respect to such Letter of Credit in accordance with the provisions of this Section 2.03(b). (iii) Promptly after receipt of any Letter of Credit Application, the Issuing Bank L/C Issuer will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy of such Letter of Credit Application from the Borrower and, if not, the Issuing Bank L/C Issuer will provide the Administrative Agent with a copy thereof. Upon receipt by Unless the Issuing Bank of confirmation L/C Issuer has received written notice from any Lender, the Administrative Agent that 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 Section 4.02 (and, if such Letter of Credit is permitted in accordance with the terms hereofinitial Credit Extension, Section 4.01) shall not then be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank L/C Issuer shall, on the requested date, issue a Letter of Credit for the account of the Borrower (or the applicable Subsidiary) or enter into the applicable amendment, as the case may be, in each case in accordance with the Issuing BankL/C Issuer’s usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Bank Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank L/C Issuer a risk participation in such Letter of Credit in an amount equal to the product of such BankLender’s Pro Rata Share Applicable Percentage times the amount of such Letter of Credit. (iiiiv) Promptly 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 Bank L/C Issuer will also (x) deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendment and (y) notify the Borrower and the Administrative Agent of any return, surrender or cancellation of any Letter of Creditamendment.

Procedures for Issuance and Amendment of Letters of Credit. (i) Each Letter of Credit shall be issued or amended, as the case may be, upon the request of the Borrower delivered to the applicable Issuing Bank L/C Issuer (with a copy to the Administrative Agent) in the form of a Letter of Credit Application, appropriately completed and signed by a Responsible Official Officer of the Borrower. Such Letter of Credit Application must be received by the applicable Issuing Bank L/C Issuer and the Administrative Agent not later than 1:00 p.m., New York time, 11:00 a.m. at least 3 three (3) Business Days (or such later date and time as the applicable Issuing Bank Administrative Agent and the L/C Issuer may agree in a particular instance in its their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to such Issuing Bankthe L/C Issuer: (A) the proposed issuance date of the requested Letter of Credit (which shall be a Business Day); (B) the amount thereof; (C) the expiry date thereof; (D) the name and address of the beneficiary thereof; (E) the documents to be presented by such beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder; (G) the purpose nd nature of the requested Letter of Credit; and (GH) such other matters as the Issuing Bank L/C Issuer may reasonably require. In the case of a request for an amendment of any outstanding Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to the Issuing Bank L/C Issuer (wA) the Letter of Credit to be amended; , (xB) the proposed date of amendment thereof (which shall be a Business Day); (yC) the nature of the proposed amendment; and (zD) such other matters as the Issuing Bank L/C Issuer may reasonably require. Additionally, the Borrower shall furnish to the L/C Issuer and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, including any Issuer Documents, as the L/C Issuer or the Administrative Agent may reasonably require. (ii) Promptly after receipt of any Letter of Credit Application, the Issuing Bank L/C Issuer will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy of such Letter of Credit Application from the Borrower and, if not, the Issuing Bank L/C Issuer will provide the Administrative Agent with a copy thereof. Upon receipt by Unless the Issuing Bank of confirmation L/C Issuer has received written notice from any Lender, the Administrative Agent that or the Borrower, at least one Business Day prior to the requested date of issuance or amendment is permitted of the applicable Letter of Credit, that one or more applicable conditions contained in accordance with the terms hereofArticle IV shall not be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank L/C Issuer 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 the Issuing BankL/C Issuer’s usual and customary business practices. Immediately upon the issuance of each Letter of CreditCredit (including any deemed issuance as described in Section 2.03(l)), each Bank Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank L/C Issuer a risk participation in such Letter of Credit in an amount equal to the product of such BankLender’s Pro Rata Share Applicable Percentage times the amount of such Letter of Credit. (iii) Promptly 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 Bank L/C Issuer will also (x) deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendment and (y) notify the Borrower and the Administrative Agent of any return, surrender or cancellation of any Letter of Creditamendment.

Procedures for Issuance and Amendment of Letters of Credit. (i) Each Letter of Credit shall be issued or amended, as the case may be, upon the request of the Borrower delivered to the applicable Issuing Bank L/C Issuer (with a copy to the Administrative Agent) in the form of a Letter of Credit Application, appropriately completed and signed by a Responsible Official Officer of the Borrower. Such Letter of Credit Application must be received by the applicable Issuing Bank L/C Issuer and the Administrative Agent not later than 1:00 p.m., New York time, 11:00 a.m. at least 3 two Business Days (or such later date and time as the applicable Issuing Bank Administrative Agent and the L/C Issuer may agree in a particular instance in its their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to such Issuing Bankthe L/C Issuer: (A) the proposed issuance date of the requested Letter of Credit (which shall be a Business Day); (B) the amount thereof; (C) the expiry date thereof; (D) the name and address of the beneficiary thereof; (E) the documents to be presented by such beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder; and (G) such other matters as the Issuing Bank L/C Issuer may require. In the case of a request for an amendment of any outstanding Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to the Issuing Bank L/C Issuer (wA) the Letter of Credit to be amended; (xB) the proposed date of amendment thereof (which shall be a Business Day); (yC) the nature of the proposed amendment; and (zD) such other matters as the Issuing Bank L/C Issuer may require. Additionally, the Borrower shall furnish to the L/C Issuer and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, including any Issuer Documents, as the L/C Issuer or the Administrative Agent may require. (ii) Promptly after receipt of any Letter of Credit Application, the Issuing Bank L/C Issuer will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy of such Letter of Credit Application from the Borrower and, if not, the Issuing Bank L/C Issuer will provide the Administrative Agent with a copy thereof. Upon receipt by Unless the Issuing Bank of confirmation L/C Issuer has received written notice from any Lender, the Administrative Agent that or the Borrower, at least one Business Day prior to the requested date of issuance or amendment is permitted of the applicable Letter of Credit, that one or more applicable conditions contained in accordance with the terms hereofArticle IV shall not then be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank L/C Issuer 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 the Issuing BankL/C Issuer’s usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Bank Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank L/C Issuer a risk participation in such Letter of Credit in an amount equal to the product of such BankLender’s Pro Rata Share Applicable Percentage times the amount of such Letter of Credit. (iii) Promptly 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 Bank L/C Issuer will also (x) deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendment and (y) notify the Borrower and the Administrative Agent of any return, surrender or cancellation of any Letter of Creditamendment.

Procedures for Issuance and Amendment of Letters of Credit. (i) Each Letter of Credit shall be issued or amended, as the case may be, upon the request of the Borrower Company delivered to the applicable Issuing Bank an L/C Issuer (and with a copy to the Administrative AgentAgent of all requests for new Letters of Credit or amendments to existing Letters of Credit to change the tenor or amount of such Letter of Credit) in the form of a Letter of Credit Application, appropriately completed and signed by a Responsible Official Officer of the BorrowerCompany. Such Letter of Credit Application must be received by the applicable Issuing Bank L/C Issuer and the Administrative Agent Agent, as applicable (x) not later than 1:00 p.m., New York time, p.m. at least 3 two (2) Business Days prior to the proposed issuance date or date of amendment, as the case may be, of any Letter of Credit denominated in Dollars and (y) not later than 1:00 p.m. at least five (5) Business Days prior to the proposed issuance date or date of amendment, as the case may be, of any Letter of Credit denominated in an Alternative Currency; or, in each case, such later date and time as the applicable Issuing Bank such L/C Issuer and Administrative Agent, as applicable, may agree in a particular instance in its their sole discretion) , prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to such Issuing BankL/C Issuer: (A) the proposed issuance date of the requested Letter of Credit (which shall be a Business Day); (B) the amount and currency thereof; (C) the expiry date thereof; (D) the name and address of the beneficiary thereof; (E) the documents to be presented by such beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder; (G) the purpose and nature of the requested Letter of Credit; and (GH) such other matters as the Issuing Bank such L/C Issuer may reasonably require. In the case of a request for an amendment of any outstanding Letter of Credit, such Letter of Credit Application shall specify in form and detail reasonably satisfactory to the Issuing Bank such L/C Issuer (w1) the Letter of Credit to be amended; (x2) the proposed date of amendment thereof (which shall be a Business Day); (y3) the nature of the proposed amendment; and (z4) such other matters as such L/C Issuer may reasonably require. Additionally, the Issuing Bank Company shall furnish to the applicable L/C Issuer such other documents and information pertaining to such requested Letter of Credit issuance or amendment, including any Issuer Documents, as such L/C Issuer may reasonably require. (ii) Promptly after receipt of any Letter of Credit Application, the Issuing Bank applicable L/C Issuer will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy of such Letter of Credit Application from the Borrower Company and, if not, the Issuing Bank such L/C Issuer will provide the Administrative Agent with a copy thereof. Upon receipt by the Issuing Bank of confirmation Unless such L/C Issuer has received written notice from any Revolving Credit Lender, the Administrative Agent that or any Loan Party, at least one Business Day prior to the requested date of issuance or amendment is permitted of the applicable Letter of Credit, that one or more applicable conditions contained in accordance with the terms hereofArticle IV shall not then be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank such L/C Issuer shall, on the requested date, issue a Letter of Credit for the account of the Borrower Company or enter into the applicable amendment, as the case may be, in each case in accordance with the Issuing Banksuch L/C Issuer’s usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Bank Revolving Credit Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank such L/C Issuer a risk participation in such Letter of Credit in an amount equal to the product of such BankRevolving Credit Lender’s Pro Rata Share Applicable Revolving Credit Percentage times the amount of such Letter of Credit. (iii) If the Company so requests in any applicable Letter of Credit Application, the applicable L/C Issuer shall agree to issue a Letter of Credit that has automatic extension provisions (each, an “Auto-Extension Letter of Credit”); provided that any such Auto-Extension Letter of Credit must permit such L/C Issuer 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. Unless otherwise directed by the applicable L/C Issuer, the Company shall not be required to make a specific request to such L/C Issuer for any such extension. Once an Auto-Extension Letter of Credit has been issued, the Revolving Credit Lenders shall be deemed to have authorized (but may not require) the applicable L/C Issuer to permit the extension of such Letter of Credit at any time to an expiry date not later than the Letter of Credit Expiration Date; provided, however, that such L/C Issuer shall not permit any such extension if (A) such L/C Issuer 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 clause (ii) or (iii) of Section 2.03(a) or otherwise), or (B) it has received notice (which may be by telephone or in writing) on or before the day that is seven (7) Business Days before the Non-Extension Notice Date from the Administrative Agent or the Company that one or more of the applicable conditions specified in Section 4.04 is not then satisfied, and in each such case directing such L/C Issuer not to permit such extension. For the avoidance of doubt, unless otherwise agreed by each Lender, such Lender’s participation in each Auto-Extension Letter of Credit shall terminate on the Maturity Date of such Lender. (iv) Promptly 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 Bank applicable L/C Issuer will also (x) deliver to the Borrower Company and the Administrative Agent a true and complete copy of such Letter of Credit or amendment and (y) notify the Borrower and the Administrative Agent of any return, surrender or cancellation of any Letter of Creditamendment.

Procedures for Issuance and Amendment of Letters of Credit. (i) Each Letter of Credit shall be issued or amended, as the case may be, upon the request of the Borrower delivered to the applicable Issuing Bank L/C Issuer (with a copy to the Administrative Agent) in the form of a Letter of Credit Application, appropriately completed and signed by a Responsible Official Officer of the Borrower. Such Letter of Credit Application must be received by the applicable Issuing Bank L/C Issuer and the Administrative Agent not later than 1:00 p.m., New York time, 11:00 a.m. at least 3 two Business Days (or such later date and time as the applicable Issuing Bank Administrative Agent and the L/C Issuer may agree in a particular instance in its their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to such Issuing Bankthe L/C Issuer: (A) the proposed issuance date of the requested Letter of Credit (which shall be a Business Day); (B) the amount thereof; (C) the expiry date thereof; (D) the name and address of the beneficiary thereof; (E) the documents to be presented by such beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder; (G) the purpose and nature of the requested Letter of Credit; and (GH) such other matters as the Issuing Bank L/C Issuer may require. In the case of a request for an amendment of any outstanding Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to the Issuing Bank L/C Issuer (wA) the Letter of Credit to be amended; (xB) the proposed date of amendment thereof (which shall be a Business Day); (yC) the nature of the proposed amendment; and (zD) such other matters as the Issuing Bank L/C Issuer may require. Additionally, Borrower shall furnish to the L/C Issuer and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, including any Issuer Documents, as the L/C Issuer or the Administrative Agent may require. (ii) Promptly after receipt of any Letter of Credit Application, the Issuing Bank L/C Issuer will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy of such Letter of Credit Application from the Borrower and, if not, the Issuing Bank L/C Issuer will provide the Administrative Agent with a copy thereof. Upon receipt by Unless the Issuing Bank of confirmation L/C Issuer has received written notice from any Revolving Lender, the Administrative Agent that or any Loan Party, at least one Business Day prior to the requested date of issuance or amendment is permitted of the applicable Letter of Credit, that one or more applicable conditions contained in accordance with the terms hereofArticle IV shall not then be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank L/C Issuer shall, on the requested date, issue a Letter of Credit for the account of Borrower or the Borrower applicable Subsidiary or enter into the applicable amendment, as the case may be, in each case in accordance with the Issuing BankL/C Issuer’s usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Bank Revolving Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank L/C Issuer a risk participation in such Letter of Credit in an amount equal to the product of such BankRevolving Lender’s Pro Rata Share Applicable Percentage times the amount of such Letter of Credit. (iii) If Borrower so requests in any applicable Letter of Credit Application, the L/C Issuer agrees to issue a Letter of Credit that has automatic extension provisions (each, an “Auto-Extension Letter of Credit”); provided that any such Auto-Extension Letter of Credit must permit the L/C Issuer 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. Unless otherwise directed by the L/C Issuer, Borrower shall not be required to make a specific request to the L/C Issuer for any such extension, nor shall Borrower have the right to discontinue any auto-extension feature of an issued Letter of Credit. Once an Auto-Extension Letter of Credit has been issued, the Revolving Lenders shall be deemed to have authorized (but may not require) the L/C Issuer to permit the extension of such Letter of Credit at any time prior to the then-applicable expiry date; provided, however, that the L/C Issuer shall not permit any such extension if (A) the L/C Issuer 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 clauses (ii) and (iii) of Section 2.05(a) 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 Revolving Lenders have elected not to permit such extension or (2) from the Administrative Agent, any Revolving Lender or Borrower that one or more of the applicable conditions specified in Section 4.02 is not then satisfied, and in each such case directing the L/C Issuer not to permit such extension. (iv) Promptly 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 Bank L/C Issuer will also (x) deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendment and (y) notify the Borrower and the Administrative Agent of any return, surrender or cancellation of any Letter of Creditamendment.

Procedures for Issuance and Amendment of Letters of Credit. (i) Each Letter of Credit shall be issued or amended, as the case may be, upon the request of the Borrower delivered to the applicable Issuing Bank L/C Issuer (with a copy to the Administrative Agent) in the form of a Letter of Credit Application, appropriately completed and signed by a Responsible Official Officer of the Borrower. Such Letter of Credit Application must be received by the applicable Issuing Bank L/C Issuer and the Administrative Agent not later than 1:00 p.m., New York time, 11:00 a.m. at least 3 two (2) Business Days (or such later date and time as the applicable Issuing Bank Administrative Agent and the L/C Issuer may agree in a particular instance in its their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to such Issuing Bankthe L/C Issuer: (A) the proposed issuance date of the requested Letter of Credit (which shall be a Business Day); (B) the amount thereof; (C) the expiry date thereof; (D) the name and address of the beneficiary thereof; (E) the documents to be presented by such beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder; (G) the purpose and nature of the requested Letter of Credit; and (GH) such other matters as the Issuing Bank L/C Issuer may require. In the case of a request for an amendment of any outstanding Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to the Issuing Bank L/C Issuer (wA) the Letter of Credit to be amended; (xB) the proposed date of amendment thereof (which shall be a Business Day); (yC) the nature of the proposed amendment; and (zD) such other matters as the Issuing Bank L/C Issuer may require. Additionally, the Borrower shall furnish to the L/C Issuer and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, including any Issuer Documents, as the L/C Issuer or the Administrative Agent may require. (ii) Promptly after receipt of any Letter of Credit Application, the Issuing Bank L/C Issuer will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy of such Letter of Credit Application from the Borrower and, if not, the Issuing Bank L/C Issuer will provide the Administrative Agent with a copy thereof. Upon receipt by Unless the Issuing Bank of confirmation L/C Issuer has received written notice from any Lender, the Administrative Agent that or any Loan Party, at least one Business Day prior to the requested date of issuance or amendment is permitted of the applicable Letter of Credit, that one or more applicable conditions contained in accordance with the terms hereofArticle IV shall not then be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank L/C Issuer shall, on the requested date, issue a Letter of Credit for the account of the Borrower (or the applicable Subsidiary) or enter into the applicable amendment, as the case may be, in each case in accordance with the Issuing BankL/C Issuer’s usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Bank Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank L/C Issuer a risk participation in such Letter of Credit in an amount equal to the product of such BankLender’s Pro Rata Share Applicable Percentage times the amount of such Letter of Credit. (iii) Promptly 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 Bank L/C Issuer will also (x) deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendment and (y) notify the Borrower and the Administrative Agent of any return, surrender or cancellation of any Letter of Creditamendment.

Procedures for Issuance and Amendment of Letters of Credit. (i) Each Letter of Credit shall be issued or amended, as the case may be, upon the request of the Borrower Borrowers delivered to the applicable Issuing Bank L/C Issuer (with a copy to the Administrative Agent) in the form of a Letter of D-2205695_10 Credit Application, appropriately completed and signed by a Responsible Official Officer of the Principal Borrower. Such Letter of Credit Application must be received by the applicable Issuing Bank L/C Issuer and the Administrative Agent not later than 1:00 p.m., New York time, 11:00 a.m. at least 3 two (2) Business Days (or such later date and time as the applicable Issuing Bank Administrative Agent and the L/C Issuer may agree in a particular instance in its their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to such Issuing Bankthe L/C Issuer: (A) the proposed issuance date of the requested Letter of Credit (which shall be a Business Day); (B) the amount thereof; (C) the expiry date thereof; (D) the name and address of the beneficiary thereof; (E) the documents to be presented by such beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder; (G) the purpose and nature of the requested Letter of Credit; and (GH) such other matters as the Issuing Bank L/C Issuer may require. In the case of a request for an amendment of any outstanding Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to the Issuing Bank L/C Issuer (wA) the Letter of Credit to be amended; (xB) the proposed date of amendment thereof (which shall be a Business Day); (yC) the nature of the proposed amendment; and (zD) such other matters as the Issuing Bank L/C Issuer may require. Additionally, the Borrowers shall furnish to the L/C Issuer and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, including any Issuer Documents, as the L/C Issuer or the Administrative Agent may require. (ii) Promptly after receipt of any Letter of Credit Application, the Issuing Bank L/C Issuer will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy of such Letter of Credit Application from the Principal Borrower and, if not, the Issuing Bank L/C Issuer will provide the Administrative Agent with a copy thereof. Upon receipt by Unless the Issuing Bank of confirmation L/C Issuer has received written notice from any Lender, the Administrative Agent that or any Loan Party, at least one Business Day prior to the requested date of issuance or amendment is permitted of the applicable Letter of Credit, that one or more applicable conditions contained in accordance with the terms hereofArticle IV shall not then be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank L/C Issuer shall, on the requested date, issue a Letter of Credit for the account of the applicable Borrower or Subsidiary thereof or enter into the applicable amendment, as the case may be, in each case in accordance with the Issuing BankL/C Issuer’s usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Bank Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank L/C Issuer a risk participation in such Letter of Credit in an amount equal to the product of such BankLender’s Pro Rata Share Applicable Percentage times the amount of such Letter of Credit. (iii) Promptly 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 Bank L/C Issuer will also (x) deliver to the Borrower Borrowers and the Administrative Agent a true and complete copy of such Letter of Credit or amendment and (y) notify the Borrower and the Administrative Agent of any return, surrender or cancellation of any Letter of Creditamendment.

Procedures for Issuance and Amendment of Letters of Credit. (i) Each Letter of Credit shall be issued or amended, as the case may be, upon the request of the Borrower delivered to the applicable Issuing Bank L/C Issuer (with a copy to the Administrative Agent) in the form of a Letter of Credit Application, appropriately completed and signed by a Responsible Official Officer of the Borrower. Such Letter of Credit Application must be received by the applicable Issuing Bank L/C Issuer and the Administrative Agent not later than 1:00 p.m., New York time, 11:00 a.m. at least 3 three (3) Business Days (or such later date and time as the applicable Issuing Bank Administrative Agent and the L/C Issuer may agree in a particular instance in its their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to such Issuing Bankthe L/C Issuer: (A) the proposed issuance date of the requested Letter of Credit (which shall be a Business Day); Day); (B) the amount thereof; thereof; (C) the expiry date thereof; thereof; (D) the name and address of the beneficiary thereof; thereof; (E) the documents to be presented by such beneficiary in case of any drawing thereunder; thereunder; (F) the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder; thereunder; (G) the purpose and nature of the requested Letter of Credit; and (GH) such other matters as the Issuing Bank L/C Issuer may reasonably require. In the case of a request for an amendment of any outstanding Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to the Issuing Bank L/C Issuer (wA) the Letter of Credit to be amended; amended; (xB) the proposed date of amendment thereof (which shall be a Business Day); Day); (yC) the nature of the proposed amendment; amendment; and (zD) such other matters as the Issuing Bank L/C Issuer may reasonably require. Additionally, the Borrower shall furnish to the L/C Issuer and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, including any Issuer Documents, as the L/C Issuer or the Administrative Agent may reasonably require. (ii) Promptly after receipt of any Letter of Credit Application, the Issuing Bank L/C Issuer will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy of such Letter of Credit Application from the Borrower and, if not, the Issuing Bank L/C Issuer will provide the Administrative Agent with a copy thereof. Upon receipt by Unless the Issuing Bank of confirmation L/C Issuer has received written notice from any Lender, the Administrative Agent that or the Borrower, at least one Business Day prior to the requested date of issuance or amendment is permitted of the applicable Letter of Credit, that one or more applicable conditions contained in accordance with the terms hereofArticle IV shall not be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank L/C Issuer shall, on the requested date, issue a Letter of Credit in form and substance satisfactory to the L/C Issuer for the account of the Borrower or enter into the applicable amendment, as the case may be, in each case in accordance with the Issuing BankL/C Issuer’s usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Bank Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank L/C Issuer a risk participation in such Letter of Credit in an amount equal to the product of such BankLender’s Pro Rata Share Applicable Percentage times the amount of such Letter of Credit. (iii) [Reserved]. (iv) If the Borrower so requests in any applicable Letter of Credit Application, the L/C Issuer may, in its sole discretion, agree to issue a Letter of Credit that permits the automatic reinstatement of all or a portion of the stated amount thereof after any drawing thereunder (each, an “Auto-Reinstatement Letter of Credit”). Unless otherwise directed by the L/C Issuer, the Borrower shall not be required to make a specific request to the L/C Issuer to permit such reinstatement. Once an Auto-Reinstatement Letter of Credit has been issued, except as provided in the following sentence, the Lenders shall be deemed to have authorized (but may not require) the L/C Issuer to reinstate all or a portion of the stated amount thereof in accordance with the provisions of such Letter of Credit. Notwithstanding the foregoing, if such Auto-Reinstatement Letter of Credit permits the L/C Issuer to decline to reinstate all or any portion of the stated amount thereof after a drawing thereunder by giving notice of such non-reinstatement within a specified number of days after such drawing (the “Non-Reinstatement Deadline”), the L/C Issuer shall not permit such reinstatement if it has received a notice (which may be by telephone or in writing) on or before the day that is seven Business Days before the Non-Reinstatement Deadline (A) from the Administrative Agent that the Required Lenders have elected not to permit such reinstatement or (B) from the Administrative Agent, any Lender or the Borrower that one or more of the applicable conditions specified in Section 4.02 is not then satisfied (treating such reinstatement as an L/C Credit Extension for purposes of this clause) and, in each case, directing the L/C Issuer not to permit such reinstatement. (v) Promptly 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 Bank L/C Issuer will also (x) deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendment and (y) notify the Borrower and the Administrative Agent of any return, surrender or cancellation of any Letter of Creditamendment.

Procedures for Issuance and Amendment of Letters of Credit. (i) Each Letter of Credit shall be issued or amended, as the case may be, upon the request of the Borrower delivered to the applicable Issuing Bank L/C Issuer (with a copy to the Administrative Agent) in the form of a Letter of Credit Application, appropriately completed and signed by a Responsible Official Officer of the Borrower. Such Letter of Credit Application must be received by the applicable Issuing Bank L/C Issuer and the Administrative Agent not later than 1:00 p.m., New York time, 11:00 a.m. at least 3 two Business Days (or such later date and time as the applicable Issuing Bank Administrative Agent and the L/C Issuer may agree in a particular instance in its their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such Letter of Credit Application shall specify in form and detail reasonably satisfactory to such Issuing Bankthe L/C Issuer: (A) the proposed issuance date of the requested Letter of Credit (which shall be a Business Day); (B) the amount thereof; (C) the expiry date thereof; (D) the name and address of the beneficiary thereof; (E) the documents to be presented by such beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder; and (G) such other matters as the Issuing Bank L/C Issuer may reasonably require. In the case of a request for an amendment of any outstanding Letter of Credit, such Letter of Credit Application shall specify in form and detail reasonably satisfactory to the Issuing Bank L/C Issuer (w1) the Letter of Credit to be amended; (x2) the proposed date of amendment thereof (which shall be a Business Day); (y) the nature of the proposed amendment; and (z) such other matters as the Issuing Bank may require. (ii) Promptly after receipt of any Letter of Credit Application, the 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 Application from the Borrower and, if not, the Issuing Bank will provide the Administrative Agent with a copy thereof. Upon receipt by the Issuing Bank of confirmation from the Administrative Agent that the requested issuance or amendment is permitted in accordance with the terms hereof, then, subject to the terms and conditions hereof, the Issuing Bank 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 the Issuing Bank’s usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Bank shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank a risk participation in such Letter of Credit in an amount equal to the product of such Bank’s Pro Rata Share times the amount of such Letter of Credit. (iii) Promptly 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 Bank will also (x) deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendment and (y) notify the Borrower and the Administrative Agent of any return, surrender or cancellation of any Letter of Credit.;

Procedures for Issuance and Amendment of Letters of Credit. (i) Each Letter of Credit shall be issued or amended, as the case may be, upon the request of the Borrower delivered to the applicable Issuing Bank L/C Issuer (with a copy to the Administrative Agent) in the form of a Letter of Credit Application, appropriately completed and signed by a Responsible Official Officer of the Borrower. Such Letter of Credit Application must be received by the applicable Issuing Bank L/C Issuer and the Administrative Agent not later than 1:00 p.m., New York time, 11:00 a.m. at least 3 two Business Days (or such later date and time as the applicable Issuing Bank Administrative Agent and the L/C Issuer may agree in a particular instance in its their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to such Issuing Bankthe L/C Issuer: (A) the proposed issuance date of the requested Letter of Credit (which shall be a Business Day); (B) the amount thereof; (C) the expiry date thereof; (D) the name and address of the beneficiary thereof; (E) the documents to be presented by such beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder; (G) the purpose and nature of the requested Letter of Credit; and (GH) such other matters as the Issuing Bank L/C Issuer may require. In the case of a request for an amendment of any outstanding Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to the Issuing Bank L/C Issuer (w) the Letter of Credit to be amended; (x) the proposed date of amendment thereof (which shall be a Business Day); (y) the nature of the proposed amendment; and (z) such other matters as the Issuing Bank L/C Issuer may require. Additionally, the Borrower shall furnish to the L/C Issuer and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, including any Issuer Documents, as the L/C Issuer or the Administrative Agent may require. (ii) Promptly after receipt of any Letter of Credit Application, the Issuing Bank L/C Issuer will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy of such Letter of Credit Application from the Borrower and, if not, the Issuing Bank L/C Issuer will provide the Administrative Agent with a copy thereof. Upon receipt by Unless the Issuing Bank of confirmation L/C Issuer has received written notice from any Lender, the Administrative Agent that or the Borrower, at least one Business Day prior to the requested date of issuance or amendment is permitted of the applicable Letter of Credit, that one or more applicable conditions contained in accordance with the terms hereofArticle IV shall not then be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank L/C Issuer 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 the Issuing BankL/C Issuer’s usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Bank Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank L/C Issuer a risk participation in such Letter of Credit in an amount equal to the product of such BankLender’s Pro Rata Share Applicable Percentage times the amount of such Letter of Credit. (iii) If the Borrower so requests in any applicable Letter of Credit Application, the L/C Issuer may, in its sole discretion, agree to issue a Letter of Credit that has automatic extension provisions (each, an “Auto-Extension Letter of Credit”); provided that any such Auto-Extension Letter of Credit must permit the L/C Issuer 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. Unless otherwise directed by the L/C Issuer, the Borrower shall not be required to make a specific request to the L/C Issuer for any such extension. Once an Auto-Extension Letter of Credit has been issued, the Lenders shall be deemed to have authorized (but may not require) the L/C Issuer to permit the extension of such Letter of Credit at any time to an expiry date not later than the Letter of Credit Expiration Date; provided, however, that the L/C Issuer shall not permit any such extension if (A) the L/C Issuer 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 clause (ii) or (iii) of Section 2.04(a) 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 4.02 is not then satisfied, and in each such case directing the L/C Issuer not to permit such extension. (iv) Promptly 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 Bank L/C Issuer will also (x) deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendment and (y) notify the Borrower and the Administrative Agent of any return, surrender or cancellation of any Letter of Creditamendment.

Procedures for Issuance and Amendment of Letters of Credit. (i) Each Letter of Credit shall be issued or amended, as the case may be, upon the request of the Borrower delivered to the applicable Issuing Bank L/C Issuer (with a copy to the Administrative Agent) in the form of a Letter of Credit Application, appropriately completed and signed by a Responsible Official Officer of the Borrower. Such Letter of Credit Application must be received by the applicable Issuing Bank L/C Issuer and the Administrative Agent not later than 1:00 p.m., New York time, p.m. at least 3 two Business Days (or such later date and time as the applicable Issuing Bank Administrative Agent and the L/C Issuer may agree in a particular instance in its their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to such Issuing Bankthe L/C Issuer: (A) the proposed issuance date of the requested Letter of Credit (which shall be a Business Day); (B) the amount thereof; (C) the expiry date thereof; (D) the name and address of the beneficiary thereof; (E) the documents to be presented by such beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder; and (G) such other matters as the Issuing Bank L/C Issuer may require. In the case of a request for an amendment of any outstanding Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to the Issuing Bank L/C Issuer (wA) the Letter of Credit to be amended; (xB) the proposed date of amendment thereof (which shall be a Business Day); (yC) the nature of the proposed amendment; and (zD) such other matters as the Issuing Bank L/C Issuer may require. Additionally, the Borrower shall furnish to the L/C Issuer and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, including any Issuer Documents, as the L/C Issuer or the Administrative Agent may require. (ii) Promptly after receipt of any Letter of Credit Application, the Issuing Bank L/C Issuer will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy of such Letter of Credit Application from the Borrower and, if not, the Issuing Bank L/C Issuer will provide the Administrative Agent with a copy thereof. Upon receipt by Unless the Issuing Bank of confirmation L/C Issuer has received written notice from any Lender, the Administrative Agent that or any Loan Party, at least one Business Day prior to the requested date of issuance or amendment is permitted of the applicable Letter of Credit, that one or more applicable conditions contained in accordance with the terms hereofArticle IV shall not then be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank L/C Issuer shall, on the requested date, issue a Letter of Credit for the account of the Borrower (or the applicable Restricted Subsidiary) or enter into the applicable amendment, as the case may be, in each case in accordance with the Issuing BankL/C Issuer’s usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Bank Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank L/C Issuer a risk participation in such Letter of Credit in an amount equal to the product of such BankLender’s Pro Rata Share Applicable Percentage times the amount of such Letter of Credit. (iii) Promptly 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 Bank L/C Issuer will also (x) deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendment and (y) notify the Borrower and the Administrative Agent of any return, surrender or cancellation of any Letter of Creditamendment.

Procedures for Issuance and Amendment of Letters of Credit. (i) Each Letter of Credit shall be issued or amended, as the case may be, upon the request of the Borrower delivered to the applicable Issuing Bank L/C Issuer (with a copy to the Administrative Agent) in the form of a Letter of Credit Application, appropriately completed and signed by a Responsible Official Officer of the Borrower. Such Letter of Credit Application must be received by the applicable Issuing Bank L/C Issuer and the Administrative Agent not later than 1:00 p.m., New York time, 11:00 a.m. at least 3 two Business Days (or such later date and time as the applicable Issuing Bank Administrative Agent and the L/C Issuer may agree in a particular instance in its their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such Letter of Credit Application shall specify in form and detail reasonably satisfactory to such Issuing Bankthe L/C Issuer: (A) the proposed issuance date of the requested Letter of Credit (which shall be a Business Day); (B) the amount thereof; (C) the expiry date thereof; (D) the name and address of the beneficiary thereof; (E) the documents to be presented by such beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder; (G) evidence that such requested Letter of Credit has been Cash Collateralized as required pursuant to Section 2.03(g); and (GH) such other matters as the Issuing Bank L/C Issuer may reasonably require. In the case of a request for an amendment of any outstanding Letter of Credit, such Letter of Credit Application shall specify in form and detail reasonably satisfactory to the Issuing Bank L/C Issuer (wA) the Letter of Credit to be amended; (xB) the proposed date of amendment thereof (which shall be a Business Day); (yC) the nature of the proposed amendment; and (zD) such other matters as the Issuing Bank L/C Issuer may reasonably require, including, if necessary, evidence of additional amounts deposited to fully Cash Collateralize the Letter of Credit as required pursuant to Section 2.03(g). Additionally, the Borrower shall furnish to the L/C Issuer and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, including any Issuer Documents, as the L/C Issuer or the Administrative Agent may reasonably require. (ii) Promptly after receipt of any Letter of Credit Application, the Issuing Bank L/C Issuer will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy of such Letter of Credit Application from the Borrower and, if not, the Issuing Bank L/C Issuer will provide the Administrative Agent with a copy thereof. Upon receipt by Unless the Issuing Bank of confirmation L/C Issuer has received written notice from any Lender, the Administrative Agent that or any Loan Party, at least one Business Day prior to the requested date of issuance or amendment is permitted of the applicable Letter of Credit, that one or more applicable conditions contained in accordance with the terms hereofArticle IV shall not then be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank L/C Issuer shall, on the requested date, issue a Letter of Credit for the account of the Borrower (or the applicable Subsidiary) or enter into the applicable amendment, as the case may be, in each case in accordance with the Issuing Bank’s L/C Issuer's usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Bank Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank L/C Issuer a risk participation in such Letter of Credit in an amount equal to the product of such Bank’s Pro Rata Share Lender's Applicable Revolving Percentage times the amount of such Letter of Credit. (iii) Promptly 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 Bank L/C Issuer will also (x) deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendment and (y) notify the Borrower and the Administrative Agent of any return, surrender or cancellation of any Letter of Creditamendment.

Procedures for Issuance and Amendment of Letters of Credit. (i) Each Letter of Credit shall be issued or amended, as the case may be, upon the request of the Borrower delivered to the applicable an Issuing Bank (with a copy to the Administrative Agent) in the form of a Letter of Credit Application, appropriately completed and signed by a Responsible Official Financial Officer of the Borrower. Such Letter of Credit Application must be received by the applicable Issuing Bank and the Administrative Agent not later than 1:00 p.m.11:00 a.m., New York City time, at least 3 two Business Days (or such later date and time as the applicable Administrative Agent and the Issuing Bank may agree in a particular instance in its their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to such the Issuing Bank: (A) the proposed issuance date of the requested Letter of Credit (which shall be a Business Day); (B) the amount thereof; (C) the expiry date thereof; (D) the name and address of the beneficiary thereof; (E) the documents to be presented by such beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder; (G) the purpose and nature of the requested Letter of Credit; and (GH) such other matters as the Issuing Bank may require. In the case of a request for an amendment of any outstanding Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to the Issuing Bank (wA) the Letter of Credit to be amended; (xB) the proposed date of amendment thereof (which shall be a Business Day); (yC) the nature of the proposed amendment; and (zD) such other matters as the Issuing Bank may require. Additionally, the Borrower shall furnish to the Issuing Bank and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, including any Issuer Documents, as the Issuing Bank or the Administrative Agent may require. (ii) Promptly after receipt of any Letter of Credit Application, the 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 Application from the Borrower and, if not, the Issuing Bank will provide the Administrative Agent with a copy thereof. Upon receipt by Unless the Issuing Bank of confirmation has received written notice from any Lender, the Administrative Agent that or any Loan Party, at least one Business Day prior to the requested date of issuance or amendment is permitted of the applicable Letter of Credit, that one or more applicable conditions contained in accordance with the terms hereofArticle IV shall not then be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank 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 the Issuing Bank’s 's usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Bank Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank a risk participation in such Letter of Credit in an amount equal to the product of such Bank’s Pro Rata Share Lender's Applicable Percentage times the amount of such Letter of Credit.. 36 (iii) Promptly 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 Bank will also (x) deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendment and (y) notify the Borrower and the Administrative Agent of any return, surrender or cancellation of any Letter of Creditamendment.

Procedures for Issuance and Amendment of Letters of Credit. (i) Each Letter of Credit shall be issued or amended, as the case may be, upon the request of the Borrower delivered to the applicable Issuing Bank L/C Issuer (with a copy to the Administrative Agent) in the form of a Letter of Credit Application, appropriately completed and signed by a Responsible Official Officer of the Borrower. Such Letter of Credit Application must be received by the applicable Issuing Bank L/C Issuer and the Administrative Agent not later than 1:00 p.m., New York time, 11:00 a.m. at least 3 three (3) Business Days (or such later date and time as the applicable Issuing Bank Administrative Agent and the L/C Issuer may agree in a particular instance in its their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to such Issuing Bankthe L/C Issuer: (A) the proposed issuance date of the requested Letter of Credit (which shall be a Business Day); (B) the amount thereof; (C) the expiry date thereof; (D) the name and address of the beneficiary thereof; (E) the documents to be presented by such beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder; (G) the purpose and nature of the requested Letter of Credit; and (GH) such other matters as the Issuing Bank L/C Issuer may reasonably require. In the case of a request for an amendment of any outstanding Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to the Issuing Bank L/C Issuer (wA) the Letter of Credit to be amended; , (xB) the proposed date of amendment thereof (which shall be a Business Day); (yC) the nature of the proposed amendment; and (zD) such other matters as the Issuing Bank L/C Issuer may reasonably require. Additionally, the Borrower shall furnish to the L/C Issuer and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, including any Issuer Documents, as the L/C Issuer or the Administrative Agent may reasonably require. (ii) Promptly after receipt of any Letter of Credit Application, the Issuing Bank L/C Issuer will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy of such Letter of Credit Application from the Borrower and, if not, the Issuing Bank L/C Issuer will provide the Administrative Agent with a copy thereof. Upon receipt by Unless the Issuing Bank of confirmation L/C Issuer has received written notice from any Lender, the Administrative Agent that or the Borrower, at least one Business Day prior to the requested date of issuance or amendment is permitted of the applicable Letter of Credit, that one or more applicable conditions contained in accordance with the terms hereofArticle IV shall not be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank L/C Issuer 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 the Issuing BankL/C Issuer’s usual and customary business practices. Immediately upon the issuance of each Letter of CreditCredit (including any deemed issuance as described in Section 2.03(l)), each Bank Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank L/C Issuer a risk participation in such Letter of Credit in an amount equal to the product of such BankLender’s Pro Rata Share Applicable Percentage times the amount of such Letter of Credit. (iii) If the Borrower so requests in any applicable Letter of Credit Application, the L/C Issuer may, in its sole discretion, agree to issue a Letter of Credit that has automatic extension provisions (each, an “Auto-Extension Letter of Credit”); provided that any such Auto-Extension Letter of Credit must permit the L/C Issuer to prevent any such extension at least once in each 364 day 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 364 day period to be agreed upon at the time such Letter of Credit is issued. Unless otherwise directed by the L/C Issuer, the Borrower shall not be required to make a specific request to the L/C Issuer for any such extension. Once an Auto-Extension Letter of Credit has been issued, the Lenders shall be deemed to have authorized (but may not require) the L/C Issuer to permit the extension of such Letter of Credit at any time to an expiry date not later than the Letter of Credit Maturity Date; provided, however, that the L/C Issuer shall not permit any such extension if (A) the L/C Issuer 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 clause (ii) or (iii) of Section 2.03(a) 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 4.02 is not then satisfied, and in each such case directing the L/C Issuer not to permit such extension. (iv) If the Borrower so requests in any applicable Letter of Credit Application, the L/C Issuer may, in its sole discretion, agree to issue a Letter of Credit that permits the automatic reinstatement of all or a portion of the stated amount thereof after any drawing thereunder (each, an “Auto-Reinstatement Letter of Credit”). Unless otherwise directed by the L/C Issuer, the Borrower shall not be required to make a specific request to the L/C Issuer to permit such reinstatement. Once an Auto-Reinstatement Letter of Credit has been issued, except as provided in the following sentence, the Lenders shall be deemed to have authorized (but may not require) the L/C Issuer to reinstate all or a portion of the stated amount thereof in accordance with the provisions of such Letter of Credit. Notwithstanding the foregoing, if such Auto-Reinstatement Letter of Credit permits the L/C Issuer to decline to reinstate all or any portion of the stated amount thereof after a drawing thereunder by giving notice of such non-reinstatement within a specified number of days after such drawing (the “Non-Reinstatement Deadline”), the L/C Issuer shall not permit such reinstatement if it has received a notice (which may be by telephone or in writing) on or before the day that is seven Business Days before the Non-Reinstatement Deadline (A) from the Administrative Agent that the Required Lenders have elected not to permit such reinstatement or (B) from the Administrative Agent, any Lender or the Borrower that one or more of the applicable conditions specified in Section 4.02 is not then satisfied (treating such reinstatement as an L/C Credit Extension for purposes of this clause) and, in each case, directing the L/C Issuer not to permit such reinstatement. (v) Promptly 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 Bank L/C Issuer will also (x) deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendment and (y) notify the Borrower and the Administrative Agent of any return, surrender or cancellation of any Letter of Creditamendment.

Procedures for Issuance and Amendment of Letters of Credit. (ia) Each Letter of Credit shall be issued or amended, as the case may be, upon the request of the Borrower Borrowers delivered to the applicable Issuing Bank L/C Issuer (with a copy to the Administrative Agent) in the form of a Letter of Credit Application, appropriately completed and signed by a Responsible Official Officer of the BorrowerBorrowers. Such Letter of Credit Application must be received by the applicable Issuing Bank L/C Issuer and the Administrative Agent not later than 1:00 p.m.9:30 a.m., New York Pacific Coast time, at least 3 two Business Days (or such later date and time as the applicable Issuing Bank L/C Issuer may agree in a particular instance in its sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to such Issuing Bankthe L/C Issuer: (A) the proposed issuance date of the requested Letter of Credit (which shall be a Business Day); (B) the amount thereof; (C) the expiry date thereof; (D) the name and address of the beneficiary thereof; (E) the documents to be presented by such beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder; and (G) such other matters as the Issuing Bank L/C Issuer may require. In the case of a request for an amendment of any outstanding Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to the Issuing Bank L/C Issuer (wA) the Letter of Credit to be amended; (xB) the proposed date of amendment thereof (which shall be a Business Day); (yC) the nature of the proposed amendment; and (zD) such other matters as the Issuing Bank L/C Issuer may require. (iib) Promptly after receipt of any Letter of Credit Application, the Issuing Bank L/C Issuer will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy of such Letter of Credit Application from the Borrower Borrowers and, if not, the Issuing Bank L/C Issuer will provide the Administrative Agent with a copy thereof. Upon receipt by the Issuing Bank L/C Issuer of confirmation from the Administrative Agent that the requested issuance or amendment is permitted in accordance with the terms hereof, then, subject to the terms and conditions hereof, the Issuing Bank L/C Issuer shall, on the requested date, issue a Letter of Credit for the account of the Borrower Borrowers or enter into the applicable amendment, as the case may be, in each case in accordance with the Issuing Bank’s L/C Issuer's usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Bank Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank L/C Issuer a risk participation in such Letter of Credit in an amount equal to the product of such Bank’s Lender's Pro Rata Share times the amount of such Letter of Credit. (iiic) Promptly 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 Bank L/C Issuer will also (x) deliver to the Borrower Borrowers and the Administrative Agent a true and complete copy of such Letter of Credit or amendment and amendment. (yd) notify From time to time, any Lender may request from the Borrower Administrative Agent, and the Administrative Agent promptly shall provide, a summary of any return, surrender or cancellation of any Letter all outstanding Letters of Credit.

Procedures for Issuance and Amendment of Letters of Credit. (i) Each Letter of Credit shall be issued or amended, as the case may be, upon the request of the Borrower delivered to the applicable Issuing Bank L/C Issuer (with a copy to the Administrative Agent) in the form of a Letter of Credit Application, appropriately completed and signed by a Responsible Official Officer of the Borrower. Such Letter of Credit Application must be received by the applicable Issuing Bank L/C Issuer and the Administrative Agent not later than 1:00 p.m., New York time, 11:00 a.m. at least 3 two Business Days (or such later date and time as the applicable Issuing Bank Administrative Agent and the L/C Issuer may agree in a particular instance in its their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to such Issuing Bankthe L/C Issuer: (A) the proposed issuance date of the requested Letter of Credit (which shall be a Business Day); (B) the amount and currency thereof; (C) the expiry date thereof; (D) the name and address of the beneficiary thereof; (E) the documents to be presented by such beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder; (G) the purpose and nature of the requested Letter of Credit; and (GH) such other matters as the Issuing Bank L/C Issuer may require. In the case of a request for an amendment of any outstanding Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to the Issuing Bank L/C Issuer (wA) the Letter of Credit to be amended; (xB) the proposed date of amendment thereof (which shall be a Business Day); (yC) the nature of the proposed amendment; and (zD) such other matters as the Issuing Bank L/C Issuer may require. Additionally, the Borrower shall furnish to the L/C Issuer and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, including any Issuer Documents, as the L/C Issuer or the Administrative Agent may require. (ii) Promptly after receipt of any Letter of Credit Application, the Issuing Bank L/C Issuer will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy of such Letter of Credit Application from the Borrower and, if not, the Issuing Bank L/C Issuer will provide the Administrative Agent with a copy thereof. Upon receipt by Unless the Issuing Bank of confirmation L/C Issuer has received written notice from any Lender, the Administrative Agent that or any Loan Party, at least one Business Day prior to the requested date of issuance or amendment is permitted of the applicable Letter of Credit, that one or more applicable conditions contained in accordance with the terms hereofArticle IV shall not then be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank L/C Issuer shall, on the requested date, issue a Letter of Credit for the account of the Borrower or the applicable Subsidiary or enter into the applicable amendment, as the case may be, in each case in accordance with the Issuing BankL/C Issuer’s usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Bank Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank L/C Issuer a risk participation in such Letter of Credit in an amount equal to the product of such BankLender’s Pro Rata Share times the amount of such Letter of Credit. (iii) If the Borrower so requests in any applicable Letter of Credit Application, the L/C Issuer may, in its sole and absolute discretion, agree to issue a Letter of Credit that has automatic extension provisions (each, an “Auto-Extension Letter of Credit”); provided that any such Auto-Extension Letter of Credit must permit the L/C Issuer 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. Unless otherwise directed by the L/C Issuer, the Borrower shall not be required to make a specific request to the L/C Issuer for any such extension. Once an Auto-Extension Letter of Credit has been issued, the Lenders shall be deemed to have authorized (but may not require) the L/C Issuer to permit the extension of such Letter of Credit at any time to an expiry date not later than the Letter of Credit Expiration Date; provided, however, that the L/C Issuer shall not permit any such extension if (A) the L/C Issuer 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 clause (ii) or (iii) of Section 2.02(a) 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 4.02 is not then satisfied, and in each such case directing the L/C Issuer not to permit such extension. (iv) Promptly 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 Bank L/C Issuer will also (x) deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendment and (y) notify the Borrower and the Administrative Agent of any return, surrender or cancellation of any Letter of Creditamendment.

Procedures for Issuance and Amendment of Letters of Credit. (i) Each Letter of Credit shall be issued or amended, as the case may be, upon the request of the Borrower delivered to the applicable Issuing Bank L/C Issuer (with a copy to the Administrative Agent) in the form of a Letter of Credit Application, appropriately completed and signed by a Responsible Official Officer of the Borrower. Such Letter of Credit Application must be received by the applicable Issuing Bank L/C Issuer and the Administrative Agent not later than 1:00 p.m., New York time, 11:00 a.m. at least 3 two Business Days (or such later date and time as the applicable Issuing Bank Administrative Agent and the L/C Issuer may agree in a particular instance in its their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to such Issuing Bankthe L/C Issuer: (A) the proposed issuance date of the requested Letter of Credit (which shall be a Business Day); (B) the amount thereof; (C) the expiry date thereof; (D) the name and address of the beneficiary thereof; (E) the documents to be presented by such beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder; (G) the purpose and nature of the requested Letter of Credit; and (GH) such other matters as the Issuing Bank L/C Issuer may require. In the case of a request for an amendment of any outstanding Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to the Issuing Bank L/C Issuer (w1) the Letter of Credit to be amended; (x2) the proposed date of amendment thereof (which shall be a Business Day); (y3) the nature of the proposed amendment; and (z4) such other matters as the Issuing Bank L/C Issuer may require. Additionally, the Borrower shall furnish to the L/C Issuer and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, including any Issuer Documents, as the L/C Issuer or the Administrative Agent may require. (ii) Promptly after receipt of any Letter of Credit Application, the Issuing Bank L/C Issuer will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy of such Letter of Credit Application from the Borrower and, if not, the Issuing Bank L/C Issuer will provide the Administrative Agent with a copy thereof. Upon receipt by Unless the Issuing Bank of confirmation L/C Issuer has received written notice from any Lender, the Administrative Agent that or any Loan Party, at least one Business Day prior to the requested date of issuance or amendment is permitted of the applicable Letter of Credit, that one or more applicable conditions contained in accordance with the terms hereofArticle IV shall not then be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank L/C Issuer shall, on the requested date, issue a Letter of Credit for the account of the Borrower (or the applicable Subsidiary) or enter into the applicable amendment, as the case may be, in each case in accordance with the Issuing BankL/C Issuer’s usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Bank Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank L/C Issuer a risk participation in such Letter of Credit in an amount equal to the product of such BankLender’s Pro Rata Share Applicable Percentage times the amount of such Letter of Credit. (iii) Promptly 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 Bank L/C Issuer will also (x) deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendment and (y) notify the Borrower and the Administrative Agent of any return, surrender or cancellation of any Letter of Creditamendment.

Procedures for Issuance and Amendment of Letters of Credit. (ia) Each Letter of Credit shall be issued or amended, as the case may be, upon the request of the Borrower delivered to the applicable Issuing Bank LC Issuer (with a copy to the Administrative Agent) in the form of a Letter of Credit Application, appropriately completed and signed by a Responsible Official an Authorized Officer of the Borrower. Such Letter of Credit Application must be received by the applicable Issuing Bank LC Issuer and the Administrative Agent not later than 1:00 p.m., New York 11:00 a.m. (Chicago time, ) at least 3 two Business Days (or such later date and time as the applicable Issuing Bank Administrative Agent and the LC Issuer may agree in a particular instance in its their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to such Issuing Bankthe LC Issuer: (Ai) the proposed issuance date of the requested Letter of Credit (which shall be a Business Day); (Bii) the amount thereof; (Ciii) the expiry date thereof; (Div) the name and address of the beneficiary thereof; (Ev) the documents to be presented by such beneficiary in case of any drawing thereunder; (Fvi) the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder; (vii) the purpose and nature of the requested Letter of Credit; and (Gviii) such other matters as the Issuing Bank LC Issuer may require. In the case of a request for an amendment of any outstanding Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to the Issuing Bank LC Issuer (wi) the Letter of Credit to be amended; (xii) the proposed date of amendment thereof (which shall be a Business Day); (yiii) the nature of the proposed amendment; and (ziv) such other matters as the Issuing Bank LC Issuer may require. Additionally, Borrower shall furnish to the LC Issuer and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, including, without limitation, any Issuer Documents, as the LC Issuer or the Administrative Agent may require. (iib) Promptly after receipt of any Letter of Credit Application, the Issuing Bank LC Issuer will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy of such Letter of Credit Application from the Borrower and, if not, the Issuing Bank LC Issuer will provide the Administrative Agent with a copy thereof. Upon receipt by Unless the Issuing Bank of confirmation LC Issuer has received written notice from any Lender, the Administrative Agent that Agent, Borrower or Guarantor, at least one Business Day prior to the requested date of issuance or amendment is permitted of the applicable Letter of Credit, that one or more applicable conditions contained in accordance with the terms hereofArticle IV shall not then be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank LC Issuer 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 the Issuing BankLC Issuer’s usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Bank Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank LC Issuer a risk participation in such Letter of Credit in an amount equal to the product of such BankLender’s Pro Rata Share times the amount of such Letter of Credit. (iiic) Promptly 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 Bank LC Issuer will also (x) deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendment and (y) notify the Borrower and the Administrative Agent of any return, surrender or cancellation of any Letter of Creditamendment.

Procedures for Issuance and Amendment of Letters of Credit. (i) Each Letter of Credit shall be issued or amended, as the case may be, upon the request of the Borrower delivered to the applicable an Issuing Bank (with a copy to the Administrative Agent) in the form of a Letter of Credit Application, appropriately completed and signed by a Responsible Official Financial Officer of the Borrower. Such Letter of Credit Application must be received by the applicable Issuing Bank and the Administrative Agent not later than 1:00 p.m.11:00 a.m., New York City time, at least 3 two Business Days (or such later date and time as the applicable Administrative Agent and the Issuing Bank may agree in a particular instance in its their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to such the Issuing Bank: (A) the proposed issuance date of the requested Letter of Credit (which shall be a Business Day); (B) the amount thereof; (C) the expiry date thereof; (D) the name and address of the beneficiary thereof; (E) the documents to be presented by such beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder; (G) the purpose and nature of the requested Letter of Credit; and (GH) such other matters as the Issuing Bank may require. In the case of a request for an amendment of any outstanding Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to the Issuing Bank (wA) the Letter of Credit to be amended; (xB) the proposed date of amendment thereof (which shall be a Business Day); (yC) the nature of the proposed amendment; and (zD) such other matters as the Issuing Bank may require. Additionally, the Borrower shall furnish to the Issuing Bank and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, including any Issuer Documents, as the Issuing Bank or the Administrative Agent may require. (ii) Promptly after receipt of any Letter of Credit Application, the 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 Application from the Borrower and, if not, the Issuing Bank will provide the Administrative Agent with a copy thereof. Upon receipt by Unless the Issuing Bank of confirmation has received written notice from any Lender, the Administrative Agent that or the Borrower, at least one Business Day prior to the requested date of issuance or amendment is permitted of the applicable Letter of Credit, that one or more applicable conditions contained in accordance with the terms hereofArticle IV shall not then be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank 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 the Issuing Bank’s usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Bank Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank a risk participation in such Letter of Credit in an amount equal to the product of such BankLender’s Pro Rata Share Applicable Percentage times the amount of such Letter of Credit. (iii) Promptly 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 Bank will also (x) deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendment and (y) notify the Borrower and the Administrative Agent of any return, surrender or cancellation of any Letter of Creditamendment.

Procedures for Issuance and Amendment of Letters of Credit. (i) Each Letter of Credit shall be issued or amended, renewed or extended, as the case may be, upon the request of the Borrower delivered (by hand or facsimile or other electronic transmission (including email) to the applicable Issuing Bank L/C Issuer (with a copy to the Administrative Agent) in the form of a Letter of Credit L/C Application, appropriately completed and signed by a Responsible Official Officer of the Borrower. Such Letter of Credit L/C Application must be received by the applicable Issuing Bank L/C Issuer and the Administrative Agent not later than 1:00 p.m., New York time, 11:00 a.m. at least 3 two Business Days (or such later date and time as Administrative Agent and the applicable Issuing Bank L/C Issuer may agree in a particular instance in its their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such Letter of Credit L/C Application shall specify in form and detail satisfactory to such Issuing Bankthe L/C Issuer: (A) the proposed issuance date of the requested Letter of Credit (which shall be a Business Day); (B) the amount thereof; (C) the expiry date thereof; (D) the name and address of the beneficiary thereof; (E) the documents to be presented by such beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder; and (G) such other matters as the Issuing Bank L/C Issuer may require. In the case of a request for an amendment of any outstanding Letter of Credit, such Letter of Credit L/C Application shall specify in form and detail satisfactory to the Issuing Bank L/C Issuer (wA) the Letter of Credit to be amended; (xB) the proposed date of amendment thereof (which shall be a Business Day); (yC) the nature of the proposed amendment; and (zD) such other matters as the Issuing Bank L/C Issuer may require. Additionally, Borrower shall furnish to the L/C Issuer and Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, including any Issuer Documents, as the L/C Issuer or Administrative Agent may require. (ii) Promptly after receipt of any Letter of Credit ApplicationL/C Application at the address set forth in Section 11.02 for receiving L/C Applications and related correspondence, the Issuing Bank L/C Issuer will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy of such Letter of Credit L/C Application from the Borrower and, if not, the Issuing Bank L/C Issuer will provide the Administrative Agent with a copy thereof. Upon receipt by Unless the Issuing Bank of confirmation L/C Issuer has received written notice from the any Lender, Administrative Agent that or any Loan Party, at least one Business Day prior to the requested date of issuance or amendment is permitted of the applicable Letter of Credit, that one or more applicable conditions in accordance with the terms hereofArticle V shall not then be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank L/C Issuer shall, on the requested date, issue a Letter of Credit for the account of Borrower (or the Borrower applicable Subsidiary) or enter into the applicable amendment, as the case may be, in each case in accordance with the Issuing Bank’s L/C Issuer's usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Bank Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank L/C Issuer a risk participation in such Letter of Credit in an amount equal to the product of such Bank’s Pro Rata Share Lender's Applicable Percentage times the amount of such Letter of Credit. (iii) Promptly 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 Bank L/C Issuer will also (x) deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendment and amendment. (yiv) notify the Borrower and the Administrative Agent of any return, surrender or cancellation of any No Letter of CreditCredit may have an automatic renewal provision.

Procedures for Issuance and Amendment of Letters of Credit. (i) Each Letter of Credit shall be issued or amended, as the case may be, upon the request of the Borrower delivered to the applicable Issuing Bank L/C Issuer (with a copy to the Administrative Agent) in the form of a Letter of Credit Application, appropriately completed and signed by a Responsible Official Officer of the Borrower. Such Letter of Credit Application must be received by the applicable Issuing Bank L/C Issuer and the Administrative Agent not later than 1:00 p.m., New York time, 11:00 a.m. at least 3 two Business Days (or such later date and time as the applicable Issuing Bank Administrative Agent and the L/C Issuer may agree in a particular instance in its their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to such Issuing Bankthe L/C Issuer: (A) the proposed issuance date of the requested Letter of Credit (which shall be a Business Day); (B) the amount thereof; (C) the expiry date thereof; (D) the name and address of the beneficiary thereof; (E) the documents to be presented by such beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder; (G) the purpose of the requested Letter of Credit; and (GH) such other matters as the Issuing Bank L/C Issuer may reasonably require. In the case of a request for an amendment of any outstanding Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to the Issuing Bank L/C Issuer (wA) the Letter of Credit to be amended; (xB) the proposed date of amendment thereof (which shall be a Business Day); (yC) the nature of the proposed amendment; and (zD) such other matters as the Issuing Bank L/C Issuer may reasonably require. Additionally, the Borrower shall furnish to the L/C Issuer and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, including any Issuer Documents, as the L/C Issuer or the Administrative Agent may reasonably require. (ii) Promptly after receipt of any Letter of Credit Application, the Issuing Bank L/C Issuer will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy of such Letter of Credit Application from the Borrower and, if not, the Issuing Bank L/C Issuer will provide the Administrative Agent with a copy thereof. Upon receipt by Unless the Issuing Bank of confirmation L/C Issuer has received written notice from any Lender, the Administrative Agent that or any Loan Party, at least one Business Day prior to the requested date of issuance or amendment is permitted of the applicable Letter of Credit, that one or more applicable conditions contained in accordance with the terms hereofArticle IV shall not then be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank L/C Issuer shall, on the requested date, issue a Letter of Credit for the account of the Borrower (or the applicable Restricted Subsidiary) or enter into the applicable amendment, as the case may be, in each case in accordance with the Issuing BankL/C Issuer’s usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Bank Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank L/C Issuer a risk participation in such Letter of Credit in an amount equal to the product of such BankLender’s Pro Rata Share Applicable Percentage times the amount of such Letter of Credit. (iii) Promptly 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 Bank L/C Issuer will also (x) deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendment and (y) notify the Borrower and the Administrative Agent of any return, surrender or cancellation of any Letter of Creditamendment.

Procedures for Issuance and Amendment of Letters of Credit. (i) Each Letter of Credit shall be issued or amended, as the case may be, upon the request of the Borrower delivered to the applicable Issuing Bank L/C Issuer (with a copy to the Administrative Agent) in the form of a Letter of Credit Application, appropriately completed and signed by a Responsible Official Officer of the Borrower. Such Letter of Credit Application must be received by the applicable Issuing Bank L/C Issuer and the Administrative Agent not later than 1:00 p.m., New York time, 11:00 a.m. at least 3 two Business Days (or such later date and time as the applicable Issuing Bank Administrative Agent and the L/C Issuer may agree in a particular instance in its their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to such Issuing Bankthe L/C Issuer: (A) the proposed issuance date of the requested Letter of Credit (which shall be a Business Day); (B) the amount thereof; (C) the expiry date thereof; (D) the name and address of the beneficiary thereof; (E) the documents to be presented by such beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder; and (G) such other matters as the Issuing Bank L/C Issuer may require. In the case of a request for an amendment of any outstanding Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to the Issuing Bank L/C Issuer (w1) the Letter of Credit to be amended; (x2) the proposed date of amendment thereof (which shall be a Business Day); (y3) the nature of the proposed amendment; and (z4) such other matters as the Issuing Bank L/C Issuer may require. Additionally, the Borrower shall furnish to the L/C Issuer and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, including any Issuer Documents, as the L/C Issuer or the Administrative Agent may require. (ii) Promptly after receipt of any Letter of Credit Application, the Issuing Bank L/C Issuer will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy of such Letter of Credit Application from the Borrower and, if not, the Issuing Bank L/C Issuer will provide the Administrative Agent with a copy thereof. Upon receipt by Unless the Issuing Bank of confirmation L/C Issuer has received written notice from any Revolving Lender, the Administrative Agent that or any Loan Party, at least one Business Day prior to the requested date of issuance or amendment is permitted of the applicable Letter of Credit, that one or more applicable conditions contained in accordance with the terms hereofArticle 4 shall not then be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank L/C Issuer shall, on the requested date, issue a Letter of Credit for the account of the Borrower (or the applicable Subsidiary) or enter into the applicable amendment, as the case may be, in each case in accordance with the Issuing BankL/C Issuer’s usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Bank Revolving Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank L/C Issuer a risk participation in such Letter of Credit in an amount equal to the product of such BankRevolving Lender’s Pro Rata Share Applicable Revolving Percentage times the amount of such Letter of Credit. (iii) Promptly 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 Bank L/C Issuer will also (x) deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendment amendment. (iv) Each L/C Issuer will, on the last Business Day of each month and (y) notify more frequently upon request, deliver to the Administrative Agent a detailed report specifying the Letters of Credit issued by such L/C Issuer that are then issued and outstanding and any activity with respect thereto that may have occurred since the date of the prior report, and including therein, among other things, the beneficiary, the fact amount and the expiry date, as well as any payment or expirations which may have occurred. The Administrative Agent shall provide notice to the Borrower and the Administrative Agent Lenders not less frequently than quarterly as to the Letters of Credit outstanding hereunder (and in any returnevent, surrender or cancellation to an individual Lender from time to time upon the request of any Letter of Creditsuch Lender).

Procedures for Issuance and Amendment of Letters of Credit. (i) Each Letter of Credit shall be issued or amended, as the case may be, upon the request of the Borrower delivered to the applicable Issuing Bank L/C Issuer (with a copy to the Administrative Agent) in the form of a Letter of Credit Application, appropriately completed and signed by a Responsible Official Officer of the Borrower. Such Letter of Credit Application must be received by the applicable Issuing Bank L/C Issuer and the Administrative Agent not later than 1:00 p.m., New York time, 11:00 a.m. at least 3 two Business Days (or such later date and time as the applicable Issuing Bank Administrative Agent and the L/C Issuer may agree in a particular instance in its their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to such Issuing Bankthe L/C Issuer: (A) the proposed issuance date of the requested Letter of Credit (which shall be a Business Day); (B) the amount thereof; (C) the expiry date thereof; (D) the name and address of the beneficiary thereof; (E) the documents to be presented by such beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder; (G) the purpose and nature of the requested Letter of Credit; and (GH) such other matters as the Issuing Bank L/C Issuer may require. In the case of a request for an amendment of any outstanding Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to the Issuing Bank L/C Issuer (wA) the Letter of Credit to be amended; (xB) the proposed date of amendment thereof (which shall be a Business Day); (yC) the nature of the proposed amendment; and (zD) such other matters as the Issuing Bank L/C Issuer may require. Additionally, the Borrower shall furnish to the L/C Issuer and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, including any Issuer Documents, as the L/C Issuer or the Administrative Agent may reasonably require. (ii) Promptly after receipt of any Letter of Credit Application, the Issuing Bank L/C Issuer will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy of such Letter of Credit Application from the Borrower and, if not, the Issuing Bank L/C Issuer will provide the Administrative Agent with a copy thereof. Upon receipt by Unless the Issuing Bank of confirmation L/C Issuer has received written notice from any Lender, the Administrative Agent that or any Loan Party, at least one Business Day prior to the requested date of issuance or amendment is permitted of the applicable Letter of Credit, that one or more applicable conditions contained in accordance with the terms hereofArticle IV shall not then be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank L/C Issuer shall, on the requested date, issue a Letter of Credit for the account of the Borrower (or the applicable Subsidiary) or enter into the applicable amendment, as the case may be, in each case in accordance with the Issuing BankL/C Issuer’s usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Bank Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank L/C Issuer a risk participation in such Letter of Credit in an amount equal to the product of such BankLender’s Pro Rata Share Applicable Percentage times the amount of such Letter of Credit.. CREDIT AGREEMENT (iii) Promptly 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 Bank L/C Issuer will also (x) deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendment and (y) notify the Borrower and the Administrative Agent of any return, surrender or cancellation of any Letter of Creditamendment.

Procedures for Issuance and Amendment of Letters of Credit. (i) Each Letter of Credit shall be issued or amended, as the case may be, upon the request of the Borrower delivered to the applicable Issuing Bank L/C Issuer (with a copy to the Administrative Agent) in the form of a Letter of Credit Application, appropriately completed and signed by a Responsible Official Officer of the Borrower. Such Letter of Credit Application must be received by the applicable Issuing Bank L/C Issuer and the Administrative Agent not later than 1:00 p.m., New York time, 11:00 a.m. at least 3 two Business Days (or such later date and time as the applicable Issuing Bank Administrative Agent and the L/C Issuer may agree in a particular instance in its their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to such Issuing Bankthe L/C Issuer: (A) the proposed issuance date of the requested Letter of Credit (which shall be a Business Day); (B) the amount thereof; (C) the expiry date thereof; (D) the name and address of the beneficiary thereof; (E) the documents to be presented by such beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder; and (G) such other matters as the Issuing Bank L/C Issuer may require. In the case of a request for an amendment of any outstanding Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to the Issuing Bank L/C Issuer (wA) the Letter of Credit to be amended; (xB) the proposed date of amendment thereof (which shall be a Business Day); (yC) the nature of the proposed amendment; and (zD) such other matters as the Issuing Bank L/C Issuer may require. Additionally, the Borrower shall furnish to the L/C Issuer and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, including any Issuer Documents, as the L/C Issuer or the Administrative Agent may require. (ii) Promptly after receipt of any Letter of Credit Application, the Issuing Bank L/C Issuer will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy of such Letter of Credit Application from the Borrower and, if not, the Issuing Bank L/C Issuer will provide the Administrative Agent with a copy thereof. Upon receipt by Unless the Issuing Bank of confirmation L/C Issuer has received written notice from any Lender, the Administrative Agent that or any Loan Party, at least one Business Day prior to the requested date of issuance or amendment is permitted of the applicable Letter of Credit, that one or more applicable conditions contained in accordance with the terms hereofArticle IV shall not then be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank L/C Issuer shall, on the requested date, issue a Letter of Credit for the account of the Borrower (or the applicable Guarantor) or enter into the applicable amendment, as the case may be, in each case in accordance with the Issuing Bank’s L/C Issuer's usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Bank Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank L/C Issuer a risk participation in such Letter of Credit in an amount equal to the product of such Bank’s Pro Rata Share Lender's Applicable Percentage times the amount of such Letter of Credit. (iii) Promptly 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 Bank L/C Issuer will also (x) deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendment and (y) notify the Borrower and the Administrative Agent of any return, surrender or cancellation of any Letter of Creditamendment.

Procedures for Issuance and Amendment of Letters of Credit. (i) Each Letter of Credit shall be issued or amended, as the case may be, upon the request of the Borrower delivered to the applicable Issuing Bank L/C Issuer (with a copy to the Administrative Agent) in the form of a Letter of Credit Application, appropriately completed and signed by a Responsible Official Officer of the Borrower. Such Letter of Credit Application must be received by the applicable Issuing Bank L/C Issuer and the Administrative Agent not later than 1:00 p.m., New York time, 11:00 a.m. at least 3 two Business Days (or such later date and time as the applicable Issuing Bank Administrative Agent and the L/C Issuer may agree in a particular instance in its their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to such Issuing Bankthe L/C Issuer: (A) the proposed issuance date of the requested Letter of Credit (which shall be a Business Day); (B) the amount thereof; (C) the expiry date thereof; (D) the name and address of the beneficiary thereof; (E) the documents to be presented by such beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be presented by such beneficiary in case ease of any drawing thereunder; and (G) such other matters as the Issuing Bank L/C Issuer may require. In the case of a request for an amendment of any outstanding Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to the Issuing Bank L/C Issuer (wA) the Letter of Credit to be amended; (xB) the proposed date of amendment thereof (which shall be a Business Day); (yC) the nature of the proposed amendment; and (zD) such other matters as the Issuing Bank L/C Issuer may require. Additionally, the Borrower shall furnish to the L/C Issuer and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, including any Issuer Documents, as the L/C Issuer or the Administrative Agent may require. (ii) Promptly after receipt of any Letter of Credit Application, the Issuing Bank L/C Issuer will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy of such Letter of Credit Application from the Borrower and, if not, the Issuing Bank L/C Issuer will provide the Administrative Agent with a copy thereof. Upon receipt by Unless the Issuing Bank of confirmation L/C Issuer has received written notice from any Lender, the Administrative Agent that or any Loan Party, at least one Business Day prior to the requested date of issuance or amendment is permitted of the applicable Letter of Credit, that one or more applicable conditions contained in accordance with the terms hereofArticle IV shall not then be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank L/C Issuer shall, on the requested date, issue a Letter of Credit for the account of the Borrower (or the applicable Subsidiary) or enter into the applicable amendment, as the case ease may be, in each case in accordance with the Issuing Bank’s L/C Issuer's usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Bank Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank L/C Issuer a risk participation in such Letter 4019304v5 of Credit in an amount equal to the product of such Bank’s Pro Rata Share Lender's Applicable Percentage times the amount of such Letter of Credit. (iii) Promptly 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 Bank L/C Issuer will also (x) deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendment and (y) notify the Borrower and the Administrative Agent of any return, surrender or cancellation of any Letter of Creditamendment.

Procedures for Issuance and Amendment of Letters of Credit. (i) Each Letter of Credit shall be issued or amended, as the case may be, upon the request of the Borrower delivered to the applicable an Issuing Bank (with a copy to the Administrative Agent) in the form of a Letter of Credit Application, appropriately completed and signed by a Responsible Official Financial Officer of the Borrower. Such Letter of Credit Application must be received by the applicable Issuing Bank and the Administrative Agent not later than 1:00 p.m.11:00 a.m., New York City time, at least 3 two Business Days (or such later date and time as the applicable Administrative Agent and the Issuing Bank may agree in a particular instance in its their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to such the Issuing Bank: (A) the proposed issuance date of the requested Letter of Credit (which shall be a Business Day); (B) the amount thereof; (C) the expiry date thereof; (D) the name and address of the beneficiary thereof; (E) the documents to be presented by such beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder; (G) the purpose and nature of the requested Letter of Credit; and (GH) such other matters as the Issuing Bank may require. In the case of a request for an amendment of any outstanding Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to the Issuing Bank (wA) the Letter of Credit to be amended; (xB) the proposed date of amendment thereof (which shall be a Business Day); (yC) the nature of the proposed amendment; and (zD) such other matters as the Issuing Bank may require. Additionally, the Borrower shall furnish to the Issuing Bank and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, including any Issuer Documents, as the Issuing Bank or the Administrative Agent may require. (ii) Promptly after receipt of any Letter of Credit Application, the 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 Application from the Borrower and, if not, the Issuing Bank will provide the Administrative Agent with a copy thereof. Upon receipt by Unless the Issuing Bank of confirmation has received written notice from any Lender, the Administrative Agent that or any Loan Party, at least one Business Day prior to the requested date of issuance or amendment is permitted of the applicable Letter of Credit, that one or more applicable conditions contained in accordance with the terms hereofArticle IV shall not then be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank 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 the Issuing Bank’s usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Bank Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank a risk participation in such Letter of Credit in an amount equal to the product of such BankLender’s Pro Rata Share Applicable Percentage times the amount of such Letter of Credit. (iii) Promptly 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 Bank will also (x) deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendment and (y) notify the Borrower and the Administrative Agent of any return, surrender or cancellation of any Letter of Creditamendment.

Procedures for Issuance and Amendment of Letters of Credit. (i) Each Letter of Credit shall be issued or amended, as the case may be, upon the request of the Borrower delivered to the applicable Issuing Bank L/C Issuer (with a copy to the Administrative Agent) in the form of a Letter of Credit Application, appropriately completed and signed by a Responsible Official Officer of the Borrower. Such Letter of Credit L/C Application must be received by the applicable Issuing Bank L/C Issuer and the Administrative Agent not later than 1:00 p.m.11:00 a.m., New York time, at least 3 two Business Days (or such later date and time as the applicable Issuing Bank L/C Issuer may agree in a particular instance in its sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to such Issuing Bankthe L/C Issuer: (A) the proposed issuance date of the requested Letter of Credit (which shall be a Business Day); (B) the amount thereof; (C) the expiry date thereof; (D) the name and address of the beneficiary thereof; (E) the documents to be presented by such beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder; and (G) such other matters as the Issuing Bank L/C Issuer may require. In the case of a request for an amendment of any outstanding Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to the Issuing Bank L/C Issuer (wA) the Letter of Credit to be amended; (xB) the proposed date of amendment thereof (which shall be a Business Day); (yC) the nature of the proposed amendment; and (zD) such other matters as the Issuing Bank L/C Issuer may require. (ii) Promptly after receipt of any Letter of Credit Application, the Issuing Bank L/C Issuer will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy of such Letter of Credit Application from the Borrower and, if not, the Issuing Bank L/C Issuer will provide the Administrative Agent with a copy thereof. Upon receipt by the Issuing Bank L/C Issuer of confirmation from the Administrative Agent that the requested issuance or amendment is permitted in accordance with the terms hereof, then, subject to the terms and conditions hereof, the Issuing Bank L/C Issuer 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 the Issuing BankL/C Issuer’s usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Bank Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank L/C Issuer a risk participation in such Letter of Credit in an amount equal to the product of such BankLender’s Pro Rata Share times the amount of such Letter of Credit. (iii) Promptly 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 Bank L/C Issuer will also (x) deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendment and (y) notify the Borrower and the Administrative Agent of any return, surrender or cancellation of any Letter of Creditamendment.

Procedures for Issuance and Amendment of Letters of Credit. (i) Each Letter of Credit shall be issued or amended, as the case may be, upon the request of the Borrower delivered to the applicable Issuing Bank L/C Issuer (with a copy to the Administrative Agent) in the form of a Letter of Credit Application, appropriately completed and signed by a Responsible Official an Authorized Officer of the Borrower. Such Letter of Credit Application must be received by the applicable Issuing Bank L/C Issuer and the Administrative Agent not later than 1:00 p.m., New York time, 11:00 a.m. at least 3 two Business Days (or such later date and time as the applicable Issuing Bank Administrative Agent and the L/C Issuer may agree in a particular instance in its their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to such Issuing Bankthe L/C Issuer: (A) the proposed issuance date of the requested Letter of Credit (which shall be a Business Day); (B) the amount thereof; (C) the expiry date thereof; (D) the name and address of the beneficiary thereof; (E) the documents to be presented by such beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder; and (G) such other matters as the Issuing Bank L/C Issuer may require. In the case of a request for an amendment of any outstanding Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to the Issuing Bank L/C Issuer (wA) the Letter of Credit to be amended; (xB) the proposed date of amendment thereof (which shall be a Business Day); (yC) the nature of the proposed amendment; and (zD) such other matters as the Issuing Bank L/C Issuer may require. Additionally, the Borrower shall furnish to the L/C Issuer and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, including any Issuer Documents, as the L/C Issuer or the Administrative Agent may require. (ii) Promptly after receipt of any Letter of Credit Application, the Issuing Bank L/C Issuer will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy of such Letter of Credit Application from the Borrower and, if not, the Issuing Bank L/C Issuer will provide the Administrative Agent with a copy thereof. Upon receipt by Unless the Issuing Bank of confirmation L/C Issuer has received written notice from any Lender, the Administrative Agent that or any Loan Party, at least one Business Day prior to the requested date of issuance or amendment is permitted of the applicable Letter of Credit, that one or more applicable conditions contained in accordance with the terms hereofArticle IV shall not then be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank L/C Issuer 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 the Issuing BankL/C Issuer’s usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Bank Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank L/C Issuer a risk participation in such Letter of Credit in an amount equal to the product of such BankLender’s Pro Rata Share Applicable Percentage times the amount of such Letter of Credit. (iii) Promptly 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 Bank L/C Issuer will also (x) deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendment and (y) notify the Borrower and the Administrative Agent of any return, surrender or cancellation of any Letter of Creditamendment.

Procedures for Issuance and Amendment of Letters of Credit. (i) Each Letter of Credit shall be issued or amended, as the case may be, upon the request of the Borrower Representative delivered to the applicable Issuing Bank L/C Issuer (with a copy to the Administrative Agent) in the form of a Letter of Credit Application, appropriately completed and signed by a Responsible Official Officer of the BorrowerBorrower Representative. Such Letter of Credit Application must be received by the applicable Issuing Bank L/C Issuer and the Administrative Agent not later than 1:00 p.m., New York time, 2:00 P.M. at least 3 three Business Days (or such later date and time as the applicable Issuing Bank Administrative Agent and such L/C Issuer may agree in a particular instance in its their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such Letter of Credit Application shall specify in form and detail reasonably satisfactory to such Issuing Bankthe applicable L/C Issuer: (A) the proposed issuance date of the requested Letter of Credit (which shall be a Business Day); (B) the amount and currency thereof; (C) the expiry date thereof; (D) the name and address of the beneficiary thereof; (E) the documents to be presented by such beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder; (G) the purpose and nature of the requested Letter of Credit; (H) whether such Letter of Credit is requested to be a U.S. Letter of Credit or a Canadian Letter of Credit and (GI) such other matters as the Issuing Bank applicable L/C Issuer may reasonably require. In the case of a request for an amendment of any outstanding Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to the Issuing Bank applicable L/C Issuer: (w1) the Letter of Credit to be amended; (x2) the proposed date of amendment thereof (which shall be a Business Day); (y3) the nature of the proposed amendment; and (z4) such other matters as the Issuing Bank applicable L/C Issuer may reasonably require. Additionally, the applicable Borrower shall furnish to the applicable L/C Issuer and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, including any Issuer Documents, as the applicable L/C Issuer or the Administrative Agent may reasonably require. (ii) Promptly after receipt of any Letter of Credit Application, the Issuing Bank applicable L/C Issuer will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy of such Letter of Credit Application from the Borrower Representative and, if not, the Issuing Bank such L/C Issuer will provide the Administrative Agent with a copy thereof. Upon receipt by Unless the Issuing Bank of confirmation applicable L/C Issuer has received written notice from any Appropriate Lender under the applicable Facility, the Administrative Agent that or any Loan Party, at least one Business Day prior to the requested date of issuance or amendment is permitted of the applicable Letter of Credit, that one or more applicable conditions contained in accordance with the terms hereofArticle IV shall not then be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank such L/C Issuer shall, on the requested date, issue a Letter of Credit for the account of the applicable Borrower (or the applicable Subsidiary) or enter into the applicable amendment, as the case may be, in each case in accordance with the Issuing Bankapplicable L/C Issuer’s usual and customary business practices. Immediately upon the issuance of each U.S. Letter of Credit, each Bank U.S. Revolving Credit Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank applicable U.S. L/C Issuer a risk participation in such U.S. Letter of Credit in an amount equal to the product of such BankU.S. Revolving Credit Lender’s Pro Rata Share Applicable Adjusted Percentage times the amount of such U.S. Letter of Credit. Immediately upon the issuance of each Canadian Letter of Credit, each Canadian Revolving Credit Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the applicable Canadian L/C Issuer a risk participation in such Canadian Letter of Credit in an amount equal to the 3616092.7 77 product of such Canadian Revolving Credit Lender’s Applicable Adjusted Percentage times the amount of such Canadian Letter of Credit. (iii) If the Borrower Representative so requests in any applicable Letter of Credit Application, the applicable L/C Issuer may, in its reasonable discretion, agree to issue a Letter of Credit that has automatic extension provisions (each, an “Auto-Extension Letter of Credit”); provided that (x) any such Auto-Extension Letter of Credit must permit the applicable L/C Issuer 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 and (y) such prior notice shall be deemed to have been given by the L/C Issuer on the effective date of its resignation as L/C Issuer in accordance with Section 10.06(g). Unless otherwise directed by the L/C Issuer, the Borrower Representative shall not be required to make a specific request to the L/C Issuer for any such extension. Once an Auto-Extension Letter of Credit has been issued, the Revolving Credit Lenders shall be deemed to have authorized (but may not require) the applicable L/C Issuer to permit the extension of such Letter of Credit at any time to an expiry date not later than the Letter of Credit Expiration Date; provided, however, that the applicable L/C Issuer shall not permit any such extension if (A) the applicable L/C Issuer 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 clause (iii) or (iv) of Section 2.03(a) 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 Revolving Lenders have elected not to permit such extension or (2) from the Administrative Agent, any Revolving Credit Lender or the Borrower Representative that one or more of the applicable conditions specified in Section 4.02 is not then satisfied, and in each such case directing the applicable L/C Issuer not to permit such extension. (iv) Promptly 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 Bank applicable L/C Issuer will also (x) deliver to the Borrower Representative and the Administrative Agent a true and complete copy of such Letter of Credit or amendment and (y) notify the Borrower and the Administrative Agent of any return, surrender or cancellation of any Letter of Creditamendment.

Procedures for Issuance and Amendment of Letters of Credit. (i) Each Letter of Credit shall be issued or amended, as the case may be, upon the request of the Borrower Borrowers delivered to the applicable Issuing Bank L/C Issuer (with a copy to the Administrative Agent) in the form of a Letter of Credit Application, appropriately completed and signed by a Responsible Official Officer of the BorrowerBorrowers. Such Letter of Credit Application must be received by the applicable Issuing Bank L/C Issuer and the Administrative Agent not later than 1:00 p.m., New York time, 11:00 a.m. at least 3 one Business Days Day (or such later date and time as the applicable Issuing Bank Administrative Agent and the L/C Issuer may agree in a particular instance in its their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to such Issuing Bankthe L/C Issuer: (A) the proposed issuance date of the requested Letter of Credit (which shall be a Business Day); (B) the amount thereof; (C) the expiry date thereof; (D) the name and address of the beneficiary thereof; (E) the documents to be presented by such beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder; and (G) such other matters as the Issuing Bank L/C Issuer may require. In the case of a request for an amendment of any outstanding Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to the Issuing Bank L/C Issuer (wA) the Letter of Credit to be amended; (xB) the proposed date of amendment thereof (which shall be a Business Day); (yC) the nature of the proposed amendment; and (zD) such other matters as the Issuing Bank L/C Issuer may require. Additionally, the Borrowers shall furnish to the L/C Issuer and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, including any Issuer Documents, as the L/C Issuer or the Administrative Agent may require. (ii) Promptly after receipt of any Letter of Credit Application, the Issuing Bank L/C Issuer will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy of such Letter of Credit Application from the Borrower Borrowers and, if not, the Issuing Bank L/C Issuer will provide the Administrative Agent with a copy thereof. Upon receipt by Unless the Issuing Bank of confirmation L/C Issuer has received written notice from any Lender, the Administrative Agent that or any Loan Party, at least one Business Day prior to the requested date of issuance or amendment is permitted of the applicable Letter of Credit, that one or more applicable conditions contained in accordance with the terms hereofArticle IV shall not then be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank L/C Issuer shall, on the requested date, issue a Letter of Credit for the account of the Borrower Borrowers or enter into the applicable amendment, as the case may be, in each case in accordance with the Issuing BankL/C Issuer’s usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Bank Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank L/C Issuer a risk participation in such Letter of Credit in an amount equal to the product of such BankLender’s Pro Rata Share Applicable Percentage times the amount of such Letter of Credit. (iii) If a Borrower so requests in any applicable Letter of Credit Application, the L/C Issuer may, in its sole and absolute discretion, agree to issue a Letter of Credit that has automatic extension provisions (each, an “Auto-Extension Letter of Credit”); provided that any such Auto-Extension Letter of Credit must permit the L/C Issuer 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. Unless otherwise directed by the L/C Issuer, the Borrowers shall not be required to make a specific request to the L/C Issuer for any such extension. Once an Auto-Extension Letter of Credit has been issued, the Lenders shall be deemed to have authorized (but may not require) the L/C Issuer to permit the extension of such Letter of Credit at any time to an expiry date not later than the Letter of Credit Expiration Date; provided, however, that the L/C Issuer shall not permit any such extension if (A) the L/C Issuer 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 clause (ii) or (iii) of Section 2.3(a) or otherwise), or (B) it has received notice (which may be by telephone or in writing) on or before the day that is five 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 Borrowers that one or more of the applicable conditions specified in Section 4.2 is not then satisfied, and in each such case directing the L/C Issuer not to permit such extension. (iv) Promptly 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 Bank L/C Issuer will also (x) deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendment and (y) notify the Borrower and the Administrative Agent of any return, surrender or cancellation of any Letter of Creditamendment.

Procedures for Issuance and Amendment of Letters of Credit. (i) Each Letter of Credit shall be issued or amended, as the case may be, upon the request of the Borrower delivered to the applicable Issuing Bank L/C Issuer (with a copy to the Administrative Agent) in the form of a Letter of Credit Application, appropriately completed and signed by a Responsible Official Officer of the Borrower. Such Letter of Credit Application must be received by the applicable Issuing Bank L/C Issuer and the Administrative Agent not later than 1:00 p.m., New York time, 11:00 a.m. at least 3 two Business Days (or such later date and time as the applicable Issuing Bank Administrative Agent and the L/C Issuer may agree in a particular instance in its their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to such Issuing Bankthe L/C Issuer: (A) the proposed issuance date of the requested Letter of Credit (which shall be a Business Day); (B) the amount thereof; (C) the expiry date thereof; (D) the name and address of the beneficiary thereof; (E) the documents to be presented by such beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder; (G) the purpose and nature of the requested Letter of Credit; and (GH) such other matters as the Issuing Bank L/C Issuer may require. In the case of a request for an amendment of any outstanding Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to the Issuing Bank L/C Issuer (wA) the Letter of Credit to be amended; (xB) the proposed date of amendment thereof (which shall be a Business Day); (yC) the nature of the proposed amendment; and (zD) such other matters as the Issuing Bank L/C Issuer may require. Additionally, the Borrower shall furnish to the L/C Issuer and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, including any Issuer Documents, as the L/C Issuer or the Administrative Agent may require. (ii) Promptly after receipt of any Letter of Credit Application, the Issuing Bank L/C Issuer will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy of such Letter of Credit Application from the Borrower and, if not, the Issuing Bank L/C Issuer will provide the Administrative Agent with a copy thereof. Upon receipt by Unless the Issuing Bank of confirmation L/C Issuer has received written notice from any Lender, the Administrative Agent that or any Loan Party, at least one Business Day prior to the requested date of issuance or amendment is permitted of the applicable Letter of Credit, that one or more applicable conditions contained in accordance with the terms hereofArticle IV shall not then be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank L/C Issuer shall, on the requested date, issue a Letter of Credit for the account of the Borrower (or the applicable Subsidiary) or enter into the applicable amendment, as the case may be, in each case in accordance with the Issuing BankL/C Issuer’s usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Bank Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank a risk participation in such Letter of Credit in an amount equal to the product of such Bank’s Pro Rata Share times the amount of such Letter of Credit.and (iii) Promptly 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 Bank L/C Issuer will also (x) deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendment and (y) notify the Borrower and the Administrative Agent of any return, surrender or cancellation of any Letter of Creditamendment.

Procedures for Issuance and Amendment of Letters of Credit. (i) Each Letter of Credit shall be issued or amended, as the case may be, upon the request of the Borrower delivered to the applicable Issuing Bank L/C Issuer (with a copy to the Administrative Agent) in the form of a Letter of Credit Application, appropriately completed and signed by a Responsible Official Officer of the Borrower. Such Letter of Credit Application must be received by the applicable Issuing Bank L/C Issuer and the Administrative Agent not later than 1:00 p.m., New York time, 11:00 a.m. at least 3 two Business Days (or such later date and time as the applicable Issuing Bank Administrative Agent and the L/C Issuer may agree in a particular instance in its sole their reasonable discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to such Issuing Bankthe L/C Issuer: (A) the proposed issuance date of the requested Letter of Credit (which shall be a Business Day); (B) the amount thereof; (C) the expiry date thereof; (D) the name and address of the beneficiary thereof; (E) the documents to be presented by such beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder; and (G) such other matters as the Issuing Bank L/C Issuer may require. In the case of a request for an amendment of any outstanding Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to the Issuing Bank L/C Issuer (wA) the Letter of Credit to be amended; (xB) the proposed date of amendment thereof (which shall be a Business Day); (yC) the nature of the proposed amendment; and (zD) such other matters as the Issuing Bank L/C Issuer may reasonably require. Additionally, the Borrower shall furnish to the L/C Issuer and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, including any Issuer Documents, as the L/C Issuer or the Administrative Agent may reasonably require. (ii) Promptly after receipt of any Letter of Credit Application, the Issuing Bank L/C Issuer will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy of such Letter of Credit Application from the Borrower and, if not, the Issuing Bank L/C Issuer will provide the Administrative Agent with a copy thereof. Upon receipt by Unless the Issuing Bank of confirmation L/C Issuer has received written notice from any Lender, the Administrative Agent that or any Loan Party, at least one Business Day prior to the requested date of issuance or amendment is permitted of the applicable Letter of Credit, that one or more applicable conditions contained in accordance with the terms hereofArticle IV shall not then be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank L/C Issuer shall, on the requested date, issue a Letter of Credit for the account of the Borrower (or the applicable Subsidiary) or enter into the applicable amendment, as the case may be, in each case in accordance with the Issuing BankL/C Issuer’s usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Bank Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank L/C Issuer a risk participation in such Letter of Credit in an amount equal to the product of such BankLender’s Pro Rata Share Applicable Percentage times the amount of such Letter of Credit. (iii) Promptly 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 Bank L/C Issuer will also (x) deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendment and (y) notify the Borrower and the Administrative Agent of any return, surrender or cancellation of any Letter of Creditamendment.

Procedures for Issuance and Amendment of Letters of Credit. (i) Each Letter of Credit shall be issued or amended, as the case may be, upon the request of the Borrower Borrowers delivered to the applicable Issuing Bank L/C Issuer (with a copy to the Administrative Agent) in the form of a Letter of Credit Application, appropriately completed and signed by a Responsible Official Officer of the BorrowerBorrowers. Such Letter of Credit Application must be received by the applicable Issuing Bank L/C Issuer and the Administrative Agent not later than 1:00 p.m., New York time, 11:00 a.m. at least 3 two Business Days (or such later date and time as the applicable Issuing Bank Administrative Agent and the L/C Issuer may agree in a particular instance in its their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to such Issuing Bankthe L/C Issuer: (A) the proposed issuance date of the requested Letter of Credit (which shall be a Business Day); (B) the amount thereof; (C) the expiry date thereof; (D) the name and address of the beneficiary thereof; (E) the documents to be presented by such beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder; (G) the purpose and nature of the requested Letter of Credit; and (GH) such other matters as the Issuing Bank L/C Issuer may require. In the case of a request for an amendment of any outstanding Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to the Issuing Bank L/C Issuer (w1) the Letter of Credit to be amended; (x2) the proposed date of amendment thereof (which shall be a Business Day); (y3) the nature of the proposed amendment; and (z4) such other matters as the Issuing Bank L/C Issuer may require. Additionally, the Borrowers shall furnish to the L/C Issuer and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, including any Issuer Documents, as the L/C Issuer or the Administrative Agent may require. (ii) Promptly after receipt of any Letter of Credit Application, the Issuing Bank L/C Issuer will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy of such Letter of Credit Application from the Borrower Borrowers and, if not, the Issuing Bank L/C Issuer will provide the Administrative Agent with a copy thereof. Upon receipt by Unless the Issuing Bank of confirmation L/C Issuer has received written notice from any Revolving Credit Lender, the Administrative Agent that or any Loan Party, at least one Business Day prior to the requested date of issuance or amendment is permitted of the applicable Letter of Credit, that one or more applicable conditions contained in accordance with the terms hereofArticle IV shall not then be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank L/C Issuer shall, on the requested date, issue a Letter of Credit for the account of the applicable Borrower (or the applicable Subsidiary) or enter into the applicable amendment, as the case may be, in each case in accordance with the Issuing BankL/C Issuer’s usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Bank Revolving Credit Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank L/C Issuer a risk participation in such Letter of Credit in an amount equal to the product of such BankRevolving Credit Lender’s Pro Rata Share Applicable Revolving Credit Percentage times the amount of such Letter of Credit. (iii) Promptly 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 Bank L/C Issuer will also (x) deliver to the Borrower Borrowers and the Administrative Agent a true and complete copy of such Letter of Credit or amendment and (y) notify the Borrower and the Administrative Agent of any return, surrender or cancellation of any Letter of Creditamendment.

Procedures for Issuance and Amendment of Letters of Credit. (i) Each Letter of Credit shall be issued or amended, as the case may be, upon the request of the Borrower delivered to the applicable Issuing Bank relevant L/C Issuer (with a copy to the Administrative Agent) in the form of a Letter of Credit Application, appropriately completed and signed by a Responsible Official Officer of the Borrower. Such Letter of Credit Application must be received by the applicable Issuing Bank relevant L/C Issuer and the Administrative Agent not later than 1:00 p.m., New York time, 11:00 a.m. at least 3 two Business Days (or such later date and time as the applicable Issuing Bank Administrative Agent and the relevant L/C Issuer may agree in a particular instance in its their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to such Issuing Bankthe relevant L/C Issuer: (A) the proposed issuance date of the requested Letter of Credit (which shall be a Business Day); (B) the amount thereof; (C) the expiry date thereof; (D) the name and address of the beneficiary thereof; (E) the documents to be presented by such beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder; and (G) such other matters as the Issuing Bank relevant L/C Issuer may require. In the case of a request for an amendment of any outstanding Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to the Issuing Bank relevant L/C Issuer (w1) the Letter of Credit to be amended; (x2) the proposed date of amendment thereof (which shall be a Business Day); (y3) the nature of the proposed amendment; and (z4) such other matters as the Issuing Bank relevant L/C Issuer may require. Additionally, the Borrower shall furnish to the relevant L/C Issuer and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, including any Issuer Documents, as the relevant L/C Issuer or the Administrative Agent may require. (ii) Promptly after receipt of any Letter of Credit Application, the Issuing Bank relevant L/C Issuer will confirm with the Administrative Agent (by telephone telephone, electronic transmission or in writing) that the Administrative Agent has received a copy of such Letter of Credit Application from the Borrower and, if not, the Issuing Bank such L/C Issuer will provide the Administrative Agent with a copy thereof. Upon receipt by Unless the Issuing Bank of confirmation relevant L/C Issuer has received written notice from any Revolving Credit Lender, the Administrative Agent that or any Loan Party, at least one Business Day prior to the requested date of issuance or amendment is permitted of the applicable Letter of Credit, that one or more applicable conditions contained in accordance with the terms hereofArticle V shall not then be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank relevant L/C Issuer shall, on the requested date, issue a Letter of Credit for the account of the Borrower (or the applicable Subsidiary) or enter into the applicable amendment, as the case may be, in each case in accordance with the Issuing Bankrelevant L/C Issuer’s usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Bank Revolving Credit Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank relevant L/C Issuer a risk participation in such Letter of Credit in an amount equal to the product of such BankRevolving Credit Lender’s Pro Rata Share Applicable Revolving Credit Percentage times the amount of such Letter of Credit. (iii) Promptly 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 Bank relevant L/C Issuer will also (x) deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendment and (y) notify the Borrower and the Administrative Agent of any return, surrender or cancellation of any Letter of Creditamendment.

Procedures for Issuance and Amendment of Letters of Credit. (i) Each Letter of Credit shall be issued or amended, as the case may be, upon the request of the Borrower delivered to the applicable Issuing Bank L/C Issuer (with a copy to the Administrative Agent) in the form of a Letter of Credit Application, appropriately completed and signed by a Responsible Official Officer of the Borrower. Such Letter of Credit Application may be sent by facsimile, by United States mail, by overnight courier, by electronic transmission using the system provided by the L/C Issuer, by personal delivery or by any other means acceptable to the L/C Issuer. Such Letter of Credit Application must be received by the applicable Issuing Bank L/C Issuer and the Administrative Agent not later than 1:00 p.m., New York time, 11:00 a.m. at least 3 three (3) Business Days (or five (5) Business Days in the case of a Letter of Credit to be issued in an Alternative Currency (or, in each case, such later date and time as the applicable Issuing Bank Administrative Agent and the L/C Issuer may agree in a particular instance in its their sole discretion)) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such Letter of Credit Application shall specify in form and detail reasonably satisfactory to such Issuing Bankthe L/C Issuer: (A) the proposed issuance date of the requested Letter of Credit (which shall be a Business Day); (B) the amount thereofand currency thereof (and in the absence of specification of currency shall be deemed a request for a Letter of Credit denominated in Dollars); (C) the expiry date thereof; (D) the name and address of the beneficiary thereof; (E) the documents to be presented by such beneficiary in case of any drawing thereunder; (F) the full text of any certificate or other documents to be presented by such beneficiary in case of any drawing thereunder; (G) the purpose and nature of the requested Letter of Credit; and (GH) such other matters as the Issuing Bank L/C Issuer may require. In the case of a request for an amendment of any outstanding Letter of Credit, such Letter of Credit Application shall specify in form and detail reasonably satisfactory to the Issuing Bank L/C Issuer: (w1) the Letter of Credit to be amended; (x2) the proposed date of amendment thereof (which shall be a Business Day); (y3) the nature of the proposed amendment; and (z4) such other matters as the Issuing Bank L/C Issuer may reasonably require. Additionally, the Borrower shall furnish to the L/C Issuer and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, including any Issuer Documents, as the L/C Issuer or the Administrative Agent may reasonably require. (ii) Promptly after receipt of Unless the L/C Issuer has received written notice from any Letter of Credit ApplicationLender, the 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 Application from the Borrower andBorrower, if not, the Issuing Bank will provide the Administrative Agent with a copy thereof. Upon receipt by the Issuing Bank of confirmation from the Administrative Agent that at least one Business Day prior to the requested date of issuance or amendment is permitted of the applicable Letter of Credit, that one or more applicable conditions contained in accordance with the terms hereofArticle IV shall not then be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank L/C Issuer 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 the Issuing BankL/C Issuer’s usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Bank Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank L/C Issuer a risk participation in such Letter of Credit in an amount equal to the product of such Bank▇▇▇▇▇▇’s Pro Rata Share Applicable Percentage times the amount of such Letter of Credit. (iii) If the Borrower so requests in any applicable Letter of Credit Application, the L/C Issuer may, in its sole discretion, agree to issue a Letter of Credit that has automatic extension provisions (each, an “Auto-Extension Letter of Credit”); provided, that, any such Auto-Extension Letter of Credit must permit the L/C Issuer 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. Unless otherwise directed by the L/C Issuer, the Borrower shall not be required to make a specific request to the L/C Issuer for any such extension. Once an Auto-Extension Letter of Credit has been issued, the Lenders shall be deemed to have authorized (but may not require) the L/C Issuer to permit the extension of such Letter of Credit at any time to an expiry date not later than the Letter of Credit Expiration Date; provided, that, the L/C Issuer shall not permit any such extension if (A) the L/C Issuer 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 clause (ii) or (iii) of Section 2.03(a) or otherwise), or (B) it has received notice (which may be by telephone or in writing) on or before the day that is seven (7) 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 4.02 is not then satisfied, and in each case directing the L/C Issuer not to permit such extension. (iv) Promptly 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 Bank L/C Issuer will also (x) deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendment and (y) notify the Borrower and the Administrative Agent of any return, surrender or cancellation of any Letter of Creditamendment.

Procedures for Issuance and Amendment of Letters of Credit. (i) Each Letter of Credit shall be issued or amended, as the case may be, upon the request of the Borrower Borrowers delivered to the applicable Issuing Bank L/C Issuer (with a copy to the Administrative Agent) in the form of a Letter of Credit Application, appropriately completed and signed by a Responsible Official Officer of the BorrowerBorrowers. Such Letter of Credit Application must be received by the applicable Issuing Bank L/C Issuer and the Administrative Agent not later than 1:00 p.m., New York time, 11:00 a.m. at least 3 one Business Days Day (or such later date and time as the applicable Issuing Bank Administrative Agent and the L/C Issuer may agree in a particular instance in its their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to such Issuing Bankthe L/C Issuer: (A) the proposed issuance date of the requested Letter of Credit (which shall be a Business Day); (B) the amount thereof; (C) the expiry date thereof; (D) the name and address of the beneficiary thereof; (E) the documents to be presented by such beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder; and (G) such other matters as the Issuing Bank L/C Issuer may require. In the case of a request for an amendment of any outstanding Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to the Issuing Bank L/C Issuer (wA) the Letter of Credit to be amended; (xB) the proposed date of amendment thereof (which shall be a Business Day); (yC) the nature of the proposed amendment; and (zD) such other matters as the Issuing Bank L/C Issuer may require. Additionally, the Borrowers shall furnish to the L/C Issuer and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, including any Issuer Documents, as the L/C Issuer or the Administrative Agent may require. (ii) Promptly after receipt of any Letter of Credit Application, the Issuing Bank L/C Issuer will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy of such Letter of Credit Application from the Borrower Borrowers and, if not, the Issuing Bank L/C Issuer will provide the Administrative Agent with a copy thereof. Upon receipt by Unless the Issuing Bank of confirmation L/C Issuer has received written notice from any Lender, the Administrative Agent that or any Loan Party, at least one Business Day prior to the requested date of issuance or amendment is permitted of the applicable Letter of Credit, that one or more applicable conditions contained in accordance with the terms hereofArticle IV shall not then be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank L/C Issuer shall, on the requested date, issue a Letter of Credit for the account of the Borrower Borrowers or enter into the applicable amendment, as the case may be, in each case in accordance with the Issuing Bank’s L/C Issuer's usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Bank Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank L/C Issuer a risk participation in such Letter of Credit in an amount equal to the product of such Bank’s Pro Rata Share Lender's Applicable Percentage times the amount of such Letter of Credit. (iii) Promptly after its delivery of If a Borrower so requests in any applicable Letter of Credit or any amendment Application, the L/C Issuer may, in its sole and absolute discretion, agree to issue a Letter of Credit that has automatic extension provisions (each, an "Auto-Extension Letter of Credit"); provided that any such Auto-Extension Letter of Credit must permit the L/C Issuer to an advising bank prevent any such extension at least once in each twelve-month period (commencing with respect thereto or the date of issuance of such Letter of Credit) by giving prior notice to the beneficiary thereofthereof 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. Unless otherwise directed by the L/C Issuer, the Issuing Bank will also (x) deliver Borrowers shall not be required to make a specific request to the Borrower and L/C Issuer for any such extension. Once an Auto-Extension Letter of Credit has been issued, the Administrative Agent a true and complete copy Lenders shall be deemed to have authorized (but may not require) the L/C Issuer to permit the extension of such Letter of Credit or amendment and (y) notify at any time to an expiry date not later than the Borrower and the Administrative Agent of any return, surrender or cancellation of any Letter of Credit.Credit Expiration Date; provided, however, that the L/C Issuer shall not permit any such extension if (A) the L/C Issuer 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 clause (ii) or

Procedures for Issuance and Amendment of Letters of Credit. (i) Each Letter of Credit shall be issued or amended, as the case may be, upon the request of the Borrower delivered to the applicable Issuing Bank L/C Issuer (with a copy to the Administrative Agent) in the form of a Letter of Credit Application, appropriately completed and signed by a Responsible Official Officer of the Borrower. Such Letter of Credit Application must be received by the applicable Issuing Bank L/C Issuer and the Administrative Agent not later than 1:00 p.m., New York time, 11:00 a.m. at least 3 two Business Days (or such later date and time as the applicable Issuing Bank Administrative Agent and the L/C Issuer may agree in a particular instance in its their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such Letter of Credit Application shall specify in form and detail reasonably satisfactory to such Issuing Bankthe L/C Issuer: (A) the proposed issuance date of the requested Letter of Credit (which shall be a Business Day); (B) the amount thereof; (C) the expiry date thereof; (D) the name and address of the beneficiary thereof; (E) the documents to be presented by such beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder; and (G) such other matters as the Issuing Bank L/C Issuer may reasonably require. In the case of a request for an amendment of any outstanding Letter of Credit, such Letter of Credit Application shall specify in form and detail reasonably satisfactory to the Issuing Bank L/C Issuer (w1) the Letter of Credit to be amended; (x2) the proposed date of amendment thereof (which shall be a Business Day); (y3) the nature of the proposed amendment; and (z4) such other matters as the Issuing Bank L/C Issuer may reasonably require. Additionally, the Borrower shall furnish to the L/C Issuer and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, including any Issuer Documents, as the L/C Issuer or the Administrative Agent may reasonably require. (ii) Promptly after receipt of any Letter of Credit Application, the Issuing Bank L/C Issuer will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy of such Letter of Credit Application from the Borrower and, if not, the Issuing Bank L/C Issuer will provide the Administrative Agent with a copy thereof. Upon receipt by Unless the Issuing Bank of confirmation L/C Issuer has received written notice from any Revolving Credit Lender, the Administrative Agent that or any Loan Party, at least one Business Day prior to the requested date of issuance or amendment is permitted of the applicable Letter of Credit, that one or more applicable conditions contained in accordance with the terms hereofArticle IV shall not then be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank L/C Issuer 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 the Issuing BankL/C Issuer’s usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Bank Revolving Credit Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank L/C Issuer a risk participation in such Letter of Credit in an amount equal to the product of such BankRevolving Credit Lender’s Pro Rata Share Applicable Revolving Credit Percentage times the amount of such Letter of Credit. (iii) Promptly 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 Bank L/C Issuer will also (x) deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendment and (y) notify the Borrower and the Administrative Agent of any return, surrender or cancellation of any Letter of Creditamendment.

Procedures for Issuance and Amendment of Letters of Credit. (i) Each Letter of Credit shall be issued or amended, as the case may be, upon the request of the applicable Borrower delivered to the applicable Issuing Bank L/C Issuer (with a copy to the Administrative applicable Agent) in the form of a Letter of Credit Application, appropriately completed and signed by a Responsible Official Officer of the applicable Borrower. Such Letter of Credit Application must be received by the applicable Issuing Bank such L/C Issuer and the Administrative such Agent not later than 1:00 p.m., New York time, 11:00 a.m. at least 3 two Business Days (or such later date and time as the applicable Issuing Bank such Agent and such L/C Issuer may agree in a particular instance in its their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to such Issuing BankL/C Issuer: (A) the proposed issuance date of the requested Letter of Credit (which shall be a Business Day); (B) the amount and currency thereof; (C) the expiry date thereof; (D) the name and address of the beneficiary thereof; (E) the documents to be presented by such beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder; (G) the purpose and nature of the requested Letter of Credit; and (GH) such other matters as the Issuing Bank such L/C Issuer may require. In the case of a request for an amendment of any outstanding Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to the Issuing Bank such L/C Issuer: (wV) the Letter of Credit to be amended; (xW) the proposed date of amendment thereof (which shall be a Business Day); (yX) the nature of the proposed amendment; (Y) a copy of the applicable beneficiary’s consent to the proposed amendments; and (zZ) such other matters as such L/C Issuer may require. Additionally, the Issuing Bank applicable Borrower shall furnish to the applicable L/C Issuer and the applicable Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, including any Issuer Documents, as such L/C Issuer or such Agent may require. (ii) Promptly after receipt of any Letter of Credit Application, the Issuing Bank applicable L/C Issuer will confirm with the Administrative applicable Agent (by telephone or in writing) that the Administrative such Agent has received a copy of such Letter of Credit Application from the applicable Borrower and, if not, the Issuing Bank applicable L/C Issuer will provide the Administrative applicable Agent with a copy thereof. Upon receipt by Unless such L/C Issuer has received written notice from any Lender, the Issuing Bank of confirmation from the Administrative applicable Agent that or any Loan Party, at least one Business Day prior to the requested date of issuance or amendment is permitted of the applicable Letter of Credit, that one or more applicable conditions contained in accordance with the terms hereofArticle IV shall not then be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank such L/C Issuer shall, on the requested date, issue a Letter of Credit for the account of the Borrower Company (or the applicable Subsidiary) or enter into the applicable amendment, as the case may be, in each case in accordance with the Issuing Banksuch L/C Issuer’s usual and customary business practices. Immediately upon the issuance of each U.S. Letter of Credit, each Bank U.S. Sub-facility Lender with a U.S. Revolving Commitment shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank U.S. L/C Issuer a risk participation in such Letter of Credit in an amount equal to the product of such BankLender’s Pro Rata Share Applicable Percentage times the amount of such Letter of Credit. Immediately upon the issuance of each Australian Letter of Credit, each Australian Sub-facility Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Australian L/C Issuer a risk participation in such Letter of Credit in an amount equal to the product of such Lender’s Applicable Percentage times the amount of such Letter of Credit. (iii) Promptly 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 Bank applicable L/C Issuer will also (x) deliver to the applicable Borrower and the Administrative applicable Agent a true and complete copy of such Letter of Credit or amendment and (y) notify the Borrower and the Administrative Agent of any return, surrender or cancellation of any Letter of Creditamendment.

Procedures for Issuance and Amendment of Letters of Credit. (i) Each Letter of Credit shall be issued or amended, as the case may be, upon the request of the Borrower delivered to the applicable Issuing Bank L/C Issuer (with a copy to the Administrative Agent) in the form of a Letter of Credit Application, appropriately completed and signed by a Responsible Official Officer of the Borrower. Such Letter of Credit Application must be received by the applicable Issuing Bank L/C Issuer and the Administrative Agent not later than 1:00 p.m., New York time, 11:00 a.m. at least 3 two Business Days (or such later date and time as the applicable Issuing Bank Administrative Agent and the L/C Issuer may agree in a particular instance in its their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such Letter of Credit Application shall specify in form and detail reasonably satisfactory to such Issuing Bankthe L/C Issuer: (A) the proposed issuance date of the requested Letter of Credit (which shall be a Business Day); (B) the amount thereof; (C) the expiry date thereof; (D) the name and address of the beneficiary thereof; (E) the documents to be presented by such beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder; (G) the purpose and nature of the requested Letter of Credit; and (GH) such other matters as the Issuing Bank CHL:45705.8 L/C Issuer may require. In the case of a request for an amendment of any outstanding Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to the Issuing Bank L/C Issuer (wA) the Letter of Credit to be amended; (xB) the proposed date of amendment thereof (which shall be a Business Day); (yC) the nature of the proposed amendment; and (zD) such other matters as the Issuing Bank L/C Issuer may require. Additionally, the Borrower shall furnish to the L/C Issuer and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, including any Issuer Documents, as the L/C Issuer or the Administrative Agent may require. (ii) Promptly after receipt of any Letter of Credit Application, the Issuing Bank L/C Issuer will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy of such Letter of Credit Application from the Borrower and, if not, the Issuing Bank L/C Issuer will provide the Administrative Agent with a copy thereof. Upon receipt by Unless the Issuing Bank of confirmation L/C Issuer has received written notice from any Revolving Lender, the Administrative Agent that or any Loan Party, at least one Business Day prior to the requested date of issuance or amendment is permitted of the applicable Letter of Credit, that one or more applicable conditions contained in accordance with the terms hereofArticle IV shall not then be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank L/C Issuer shall, on the requested date, issue a Letter of Credit for the account of the Borrower (or the applicable Subsidiary) or enter into the applicable amendment, as the case may be, in each case in accordance with the Issuing BankL/C Issuer’s usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Bank Revolving Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank L/C Issuer a risk participation in such Letter of Credit in an amount equal to the product of such BankRevolving Lender’s Pro Rata Share Applicable Percentage of the Revolving Credit Facility times the amount of such Letter of Credit. (iii) Promptly 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 Bank L/C Issuer will also (x) deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendment and (y) notify the Borrower and the Administrative Agent of any return, surrender or cancellation of any Letter of Creditamendment.

Procedures for Issuance and Amendment of Letters of Credit. (i) Each Letter of Credit shall be issued or amended, as the case may be, upon the request of the Borrower delivered to the applicable Issuing Bank L/C Issuer (with a copy to the Administrative Agent) in the form of a Letter of Credit Application, appropriately completed and signed by a Responsible Official Officer of the Borrower. Such Letter of Credit Application must be received by the applicable Issuing Bank L/C Issuer and the Administrative Agent not later than 1:00 p.m., New York time, 11:00 a.m. at least 3 two Business Days (or such later date and time as the applicable Issuing Bank Administrative Agent and the L/C Issuer may agree in a particular instance in its their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to such Issuing Bankthe L/C Issuer: (A) the proposed issuance date of the requested Letter of Credit (which shall be a Business Day); (B) the amount thereof; (C) the expiry date thereof; (D) the name and address of the beneficiary thereof; (E) the documents to be presented by such beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder; and (G) such other matters as the Issuing Bank L/C Issuer may require. In the case of a request for an amendment of any outstanding Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to the Issuing Bank L/C Issuer (wA) the Letter of Credit to be amended; (xB) the proposed date of amendment thereof (which shall be a Business Day); (yC) the nature of the proposed amendment; and (zD) such other matters as the Issuing Bank L/C Issuer may require. Additionally, the Borrower shall furnish to the L/C Issuer and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, including any Issuer Documents, as the L/C Issuer or the Administrative Agent may require. (ii) Promptly after receipt of any Letter of Credit Application, the Issuing Bank L/C Issuer will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy of such Letter of Credit Application from the Borrower and, if not, the Issuing Bank L/C Issuer will provide the Administrative Agent with a copy thereof. Upon receipt by Unless the Issuing Bank of confirmation L/C Issuer has received written notice from any Lender, the Administrative Agent that or any Loan Party, at least one Business Day prior to the requested date of issuance or amendment is permitted of the applicable Letter of Credit, that one or more applicable conditions contained in accordance with the terms hereofArticle IV shall not then be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank L/C Issuer shall, on the requested date, issue a Letter of Credit for the account of the Borrower (or the applicable Subsidiary) or enter into the applicable amendment, as the case may be, in each case in accordance with the Issuing Bank’s L/C Issuer's usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Bank Revolving Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank L/C Issuer a risk participation in such Letter of Credit in an amount equal to the product of such Bank’s Pro Rata Share Revolving Lender's Applicable Revolving Credit Percentage times the amount of such Letter of Credit. (iii) Promptly 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 Bank L/C Issuer will also (x) deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendment and (y) notify the Borrower and the Administrative Agent of any return, surrender or cancellation of any Letter of Creditamendment.

Procedures for Issuance and Amendment of Letters of Credit. (i) Each Letter of Credit shall be issued or amended, as the case may be, upon the request of the Borrower delivered to the applicable Issuing Bank L/C Issuer (with a copy to the Administrative Agent) in the form of a Letter of Credit Application, appropriately completed and signed by a Responsible Official Officer of the Borrower. Such Letter of Credit Application must be received by the applicable Issuing Bank L/C Issuer and the Administrative Agent not later than 1:00 p.m., New York time, 11:00 a.m. at least 3 two Business Days (or such later date and time as the applicable Issuing Bank Administrative Agent and the L/C Issuer may agree in a particular instance in its their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to such Issuing Bankthe L/C Issuer: (A) the proposed issuance date of the requested Letter of Credit (which shall be a Business Day); (B) the amount thereof; (C) the expiry date thereof; (D) the name and address of the beneficiary thereof; (E) the documents to be presented by such beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder; (G) the purpose and nature of the requested Letter of Credit; and (GH) such other matters as the Issuing Bank L/C Issuer may require. In the case of a request for an amendment of any outstanding Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to the Issuing Bank L/C Issuer (wA) the Letter of Credit to be amended; (xB) the proposed date of amendment thereof (which shall be a Business Day); (yC) the nature of the proposed amendment; and (zD) such other matters as the Issuing Bank L/C Issuer may require. Additionally, the Borrower shall furnish to the L/C Issuer and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, including any Issuer Documents, as the L/C Issuer or the Administrative Agent may require. (ii) Promptly after receipt of any Letter of Credit Application, the Issuing Bank L/C Issuer will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy of such Letter of Credit Application from the Borrower and, if not, the Issuing Bank L/C Issuer will provide the Administrative Agent with a copy thereof. Upon receipt by Unless the Issuing Bank of confirmation L/C Issuer has received written notice from any Lender, the Administrative Agent that or any Loan Party, at least one Business Day prior to the requested date of issuance or amendment is permitted of the applicable Letter of Credit, that one or more applicable conditions contained in accordance with the terms hereofArticle IV shall not then be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank L/C Issuer shall, on the requested date, issue a Letter of Credit for the account of the Borrower (or the applicable Subsidiary) or enter into the applicable amendment, as the case may be, in each case in accordance with the Issuing BankL/C Issuer’s usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Bank Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank L/C Issuer a risk participation in such Letter of Credit in an amount equal to the product of such Bank▇▇▇▇▇▇’s Pro Rata Share Applicable Percentage times the amount of such Letter of Credit. In the event that the L/C Issuer issues a Letter of Credit denominated in a currency other than Dollars, euros, British pounds sterling or UAE dirhams (or amends such a Letter of Credit to increase the stated amount) the L/C Issuer shall promptly notify each Lender of such issuance or amendment. (iii) Promptly 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 Bank L/C Issuer will also (x) deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendment and (y) notify the Borrower and the Administrative Agent of any return, surrender or cancellation of any Letter of Creditamendment.

Procedures for Issuance and Amendment of Letters of Credit. (i) Each Letter of Credit shall be issued or amended, as the case may be, upon the request of the Borrower Borrowers delivered to the applicable Issuing Bank L/C Issuer (with a copy to the Administrative Agent) in the form of a Letter of Credit Application, appropriately completed and signed by a Responsible Official Officer of the Principal Borrower. Such Letter of Credit Application must be received by the applicable Issuing Bank L/C Issuer and the Administrative Agent not later than 1:00 p.m., New York time, 11:00 a.m. at least 3 two (2) Business Days (or such later date and time as the applicable Issuing Bank Administrative Agent and the L/C Issuer may agree in a particular instance in its their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to such Issuing Bankthe L/C Issuer: (A) the proposed issuance date of the requested Letter of Credit (which shall be a Business Day); (B) the amount thereof; (C) the expiry date thereof; (D) the name and address of the beneficiary thereof; (E) the documents to be presented by such beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder; (G) the purpose and nature of the requested Letter of Credit; and (GH) such other matters as the Issuing Bank L/C Issuer may require. In the case of a request for an amendment of any outstanding Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to the Issuing Bank L/C Issuer (wA) the Letter of Credit to be amended; (xB) the proposed date of amendment thereof (which shall be a Business Day); (yC) the nature of the proposed amendment; and (zD) such other matters as the Issuing Bank L/C Issuer may require. Additionally, the Borrowers shall furnish to the L/C Issuer and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, including any Issuer Documents, as the L/C Issuer or the Administrative Agent may require. (ii) Promptly after receipt of any Letter of Credit Application, the Issuing Bank L/C Issuer will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy of such Letter of Credit Application from the Principal Borrower and, if not, the Issuing Bank L/C Issuer will provide the Administrative Agent with a copy thereof. Upon receipt by Unless the Issuing Bank of confirmation L/C Issuer has received written notice from any Revolving Credit Lender, the Administrative Agent that or any Loan Party, at least one Business Day prior to the requested date of issuance or amendment is permitted of the applicable Letter of Credit, that one or more applicable conditions contained in accordance with the terms hereofArticle IV shall not then be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank L/C Issuer shall, on the requested date, issue a Letter of Credit for the account of the applicable Borrower or Subsidiary thereof or enter into the applicable amendment, as the case may be, in each case in accordance with the Issuing BankL/C Issuer’s usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Bank Revolving Credit Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank L/C Issuer a risk participation in such Letter of Credit in an amount equal to the product of such BankRevolving Credit Lender’s Pro Rata Share Applicable Revolving Credit Percentage times the amount of such Letter of Credit. (iii) Promptly 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 Bank L/C Issuer will also (x) deliver to the Borrower Borrowers and the Administrative Agent a true and complete copy of such Letter of Credit or amendment and (y) notify the Borrower and the Administrative Agent of any return, surrender or cancellation of any Letter of Creditamendment.

Procedures for Issuance and Amendment of Letters of Credit. (i) Each Letter of Credit shall be issued or amended, as the case may be, upon the request of the Borrower delivered to the applicable Issuing Bank (with a copy to the Administrative Agent) in the form of a Letter of Credit Application, appropriately completed and signed by a Responsible Official Officer of the Borrower. Such Letter of Credit Application must be received by the applicable Issuing Bank and the Administrative Agent not later than 1:00 p.m.11:00 a.m., New York City time, at least 3 two Business Days (or such later date and time as the applicable Administrative Agent and the Issuing Bank may agree in a particular instance in its their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to such the Issuing Bank: (A) the proposed issuance date of the requested Letter of Credit (which shall be a Business Day); (B) the amount thereof; (C) the expiry date thereof; (D) the name and address of the beneficiary thereof; (E) the documents to be presented by such beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder; (G) the purpose and nature of the requested Letter of Credit; and (GH) such other matters as the Issuing Bank may require. In the case of a request for an amendment of any outstanding Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to the Issuing Bank (wA) the Letter of Credit to be amended; (xB) the proposed date of amendment thereof (which shall be a Business Day); (yC) the nature of the proposed amendment; and (zD) such other matters as the Issuing Bank may require. Additionally, the Borrower shall furnish to the Issuing Bank and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, including any Issuer Documents, as the Issuing Bank or the Administrative Agent may require. (ii) Promptly after receipt of any Letter of Credit Application, the 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 Application from the Borrower and, if not, the Issuing Bank will provide the Administrative Agent with a copy thereof. Upon receipt by Unless the Issuing Bank of confirmation has received written notice from any Revolving Credit Lender, the Administrative Agent that or any Loan Party, at least one Business Day prior to the requested date of issuance or amendment is permitted of the applicable Letter of Credit, that one or more applicable conditions contained in accordance with the terms hereofArticle 4 shall not then be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank shall, on the requested date, issue a Letter of Credit for the account of the Borrower (or the applicable Subsidiary) or enter into the applicable amendment, as the case may be, in each case in accordance with the Issuing Bank’s usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Bank Revolving Credit Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank a risk participation in such Letter of Credit in an amount equal to the product of such BankLender’s Pro Rata Share Percentage times the amount of such Letter of Credit. The Administrative Agent shall notify each Revolving Credit Lender of the issuance of any Letter of Credit, the face amount of such Letter of Credit and the amount of such Revolving Credit Lender’s participation therein. (iii) If the Borrower so requests in any applicable Letter of Credit Application, the Issuing Bank may agree to issue a Letter of Credit that has automatic extension provisions (each, an “Auto-Extension Letter of Credit”); provided that any such Auto-Extension Letter of Credit must permit the 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 and the Borrower not later than 30 days prior to the auto-renewal date thereof (the “Non-Extension Notice Date”) in each such twelve-month period to be agreed upon at the time such Letter of Credit is issued. Unless otherwise directed by the Issuing Bank, the Borrower shall not be required to make a specific request to the Issuing Bank for any such extension. Once an Auto-Extension Letter of Credit has been issued, the Revolving Credit Lenders shall be deemed to have authorized (but may not require) the Issuing Bank to permit the extension of such Letter of Credit at any time to an expiry date not later than the Letter of Credit Expiration Date; provided, however, that the Issuing Bank shall not permit any such extension if (A) the 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 clause (ii) or (iii) of Section 2.23(a) 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 from the Administrative Agent, any Revolving Credit Lender or the Borrower that one or more of the applicable conditions specified in Section 4.01 (other than the delivery of a Borrowing Request) or Section 2.23(a)(i) is not then satisfied, and in each such case directing the Issuing Bank not to permit such extension. (iv) Promptly 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 Bank will also (x) deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendment and (y) notify the Borrower and the Administrative Agent of any return, surrender or cancellation of any Letter of Creditamendment.

Procedures for Issuance and Amendment of Letters of Credit. (i) Each Letter of Credit shall be issued or amended, as the case may be, upon the request of the Borrower Borrowers delivered to the applicable Issuing Bank L/C Issuer (with a copy to the Administrative Agent) in the form of a Letter of Credit Application, appropriately completed and signed by a Responsible Official Officer of the Principal Borrower. Such Letter of Credit Application must be received by the applicable Issuing Bank L/C Issuer and the Administrative Agent not later than 1:00 p.m., New York time, 11:00 a.m. at least 3 two (2) Business Days (or such later date and time as the applicable Issuing Bank Administrative Agent and the L/C Issuer may agree in a particular instance in its their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to such Issuing Bankthe L/C Issuer: (A) the proposed issuance date of the requested Letter of Credit (which shall be a Business Day); (B) the amount thereof; (C) the expiry date thereof; (D) the name and address of the beneficiary thereof; (E) the documents to be presented by such beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder; (G) the purpose and nature of the requested Letter of Credit; and (GH) such other matters as the Issuing Bank L/C Issuer may require. In the case of a request for an amendment of any outstanding Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to the Issuing Bank L/C Issuer (wA) the Letter of Credit to be amended; (xB) the proposed date of amendment thereof (which shall be a Business Day); (yC) the nature of the proposed amendment; and (zD) such other matters as the Issuing Bank L/C Issuer may require. Additionally, the Borrowers shall furnish to the L/C Issuer and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, including any Issuer Documents, as the L/C Issuer or the Administrative Agent may require. (ii) Promptly after receipt of any Letter of Credit Application, the Issuing Bank L/C Issuer will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy of such Letter of Credit Application from the Borrower and, if not, the Issuing Bank L/C Issuer will provide the Administrative Agent with a copy thereof. Upon receipt by Unless the Issuing Bank of confirmation L/C Issuer has received written notice from any Lender, the Administrative Agent that or any Loan Party, at least one Business Day prior to the requested date of issuance or amendment is permitted of the applicable Letter of Credit, that one or more applicable conditions contained in accordance with the terms hereofArticle IV shall not then be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank L/C Issuer shall, on the requested date, issue a Letter of Credit for the account of the applicable Borrower or Subsidiary thereof or enter into the applicable amendment, as the case may be, in each case in accordance with the Issuing BankL/C Issuer’s usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Bank Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank L/C Issuer a risk participation in such Letter of Credit in an amount equal to the product of such BankLender’s Pro Rata Share Applicable Percentage times the amount of such Letter of Credit. (iii) Promptly 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 Bank L/C Issuer will also (x) deliver to the Borrower Borrowers and the Administrative Agent a true and complete copy of such Letter of Credit or amendment and (y) notify the Borrower and the Administrative Agent of any return, surrender or cancellation of any Letter of Creditamendment.

Procedures for Issuance and Amendment of Letters of Credit. (i) Each Letter of Credit shall be issued or amended, as the case may be, upon the request of the Borrower delivered to the applicable Issuing Bank L/C Issuer (with a copy to the Administrative Agent) in the form of a Letter of Credit Application, appropriately completed and signed by a Responsible Official Officer of the Borrower. Such Letter of Credit Application must be received by the applicable Issuing Bank L/C Issuer and the Administrative Agent not later than 1:00 p.m., New York time, 11:00 a.m. at least 3 two Business Days (or such later date and time as the applicable Issuing Bank Administrative Agent and such L/C Issuer may agree in a particular instance in its their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to such Issuing Bankapplicable L/C Issuer: (A) the proposed issuance date of the requested Letter of Credit (which shall be a Business Day); (B) the amount thereof; (C) the expiry date thereof; (D) the name and address of the beneficiary thereof; (E) the documents to be presented by such beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder; (G) the purpose and nature of the requested Letter of Credit; and (GH) such other matters as the Issuing Bank such L/C Issuer may require. In the case of a request for an amendment of any outstanding Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to the Issuing Bank such L/C Issuer (wA) the Letter of Credit to be amended; (xB) the proposed date of amendment thereof (which shall be a Business Day); (yC) the nature of the proposed amendment; and (zD) such other matters as the Issuing Bank such L/C Issuer may require. Additionally, the Borrower shall furnish to such L/C Issuer and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, including any Issuer Documents, as such L/C Issuer or the Administrative Agent may require. Upon the effectiveness of any issuance, amendment or renewal of a letter of credit that will constitute a Letter of Credit hereunder, the Administrative Agent and the Lenders shall be entitled to assume that the relevant L/C Issuer has obtained such Issuer Documents as it shall have requested, executed by the relevant parties thereto to the extent required thereby. (ii) Promptly after receipt of any Letter of Credit Application, the Issuing Bank applicable L/C Issuer will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy of such Letter of Credit Application from the Borrower and, if not, the Issuing Bank such L/C Issuer will provide the Administrative Agent with a copy thereof. Upon receipt by the Issuing Bank of confirmation Unless such L/C Issuer has received written notice from any Lender, the Administrative Agent that or any Loan Party, at least one Business Day prior to the requested date of issuance or amendment is permitted of the applicable Letter of Credit, that one or more applicable conditions contained in accordance with the terms hereofArticle IV shall not then be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank such L/C Issuer shall, on the requested date, issue a Letter of Credit for the account of the Borrower (or the applicable Subsidiary) or enter into the applicable amendment, as the case may be, in each case in accordance with the Issuing Banksuch L/C Issuer’s usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Bank Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank such L/C Issuer a risk participation in such Letter of Credit in an amount equal to the product of such BankLender’s Pro Rata Share Applicable Percentage times the stated amount of such Letter of Credit. (iii) Promptly 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 Bank applicable L/C Issuer will also (x) deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendment and (y) notify the Borrower and the Administrative Agent of any return, surrender or cancellation of any Letter of Creditamendment.

Procedures for Issuance and Amendment of Letters of Credit. (i) Each Letter of Credit shall be issued or amended, as the case may be, upon the request of the Borrower delivered to the applicable Issuing Bank L/C Issuer (with a copy to the Administrative Agent) in the form of a Letter of Credit Application, appropriately completed and signed by a Responsible Official Officer of the Borrower. Such Letter of Credit Application must be received by the applicable Issuing Bank L/C Issuer and the Administrative Agent not later than 1:00 p.m., New York time, 11:00 a.m. at least 3 ten Business Days (or such later date and time as the applicable Issuing Bank Administrative Agent and the L/C Issuer may agree in a particular instance in its their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to such Issuing Bankthe L/C Issuer: (A) the proposed issuance date of the requested Letter of Credit (which shall be a Business Day); (B) the amount thereof; (C) the expiry date thereof; (D) the name and address of the beneficiary thereof; (E) the documents to be presented by such beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder; and (G) such other matters as the Issuing Bank L/C Issuer may reasonably require. In the case of a request for an amendment of any outstanding Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to the Issuing Bank L/C Issuer (wA) the Letter of Credit to be amended; (xB) the proposed date of amendment thereof (which shall be a Business Day); (yC) the nature of the proposed amendment; and (zD) such other matters as the Issuing Bank L/C Issuer may reasonably require. (ii) Promptly after receipt of any Letter of Credit Application, the Issuing Bank L/C Issuer will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy of such Letter of Credit Application from the Borrower and, if not, the Issuing Bank L/C Issuer will provide the Administrative Agent with a copy thereof. Upon receipt by Unless the Issuing Bank of confirmation L/C Issuer has received written notice from any Lender, the Administrative Agent that or any Loan Party, at least one Business Day prior to the requested date of issuance or amendment is permitted of the applicable Letter of Credit, that one or more applicable conditions contained in accordance with the terms hereofArticle V shall not be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank L/C Issuer shall, on the requested date, issue a Letter of Credit for the account of the Borrower or the applicable Subsidiary or enter into the applicable amendment, as the case may be, in each case in accordance with the Issuing BankL/C Issuer’s usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Bank Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank L/C Issuer a risk participation in such Letter of Credit in an amount equal to the product of such BankLender’s Pro Rata Share Applicable Percentage times the amount of such Letter of Credit. (iii) Promptly 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 Bank L/C Issuer will also (x) deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendment and (y) notify the Borrower and the Administrative Agent of any return, surrender or cancellation of any Letter of Creditamendment.

Procedures for Issuance and Amendment of Letters of Credit. (i) Each Letter of Credit shall be issued or amended, as the case may be, upon the request of the Borrower ▇▇▇▇▇▇▇▇ delivered to the applicable Issuing Bank L/C Issuer (with a copy to the Administrative Agent) in the form of a Letter of Credit Application, appropriately completed and signed by a Responsible Official Officer of Borrower. Such Letter of Credit Application may be sent by facsimile, by United States mail, by overnight CREDIT AGREEMENT – Page 44 LEGAL_US_W # 119605720.10181885305.2 courier, by electronic transmission using the Borrowersystem provided by L/C Issuer, by personal delivery or by any other means acceptable to L/C Issuer. Such Letter of Credit Application must be received by the applicable Issuing Bank L/C Issuer and the Administrative Agent not later than 1:00 p.m., New York time, 11:00 a.m. at least 3 two (2) Business Days (or such later date and time as the applicable Issuing Bank Administrative Agent and L/C Issuer may agree in a particular instance in its their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to such Issuing BankL/C Issuer: (A) the proposed issuance date of the requested Letter of Credit (which shall be a Business Day); (B) the amount thereof; (C) the expiry date thereof; (D) the name and address of the beneficiary thereof; (E) the documents to be presented by such beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder; (G) the purpose and nature of the requested Letter of Credit; and (GH) such other matters as the Issuing Bank L/C Issuer may require. In the case of a request for an amendment of any outstanding Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to the Issuing Bank L/C Issuer (wA1) the Letter of Credit to be amended; (xB)2) the proposed date of amendment thereof (which shall be a Business Day); (yC3) the nature of the proposed amendment; and (zD4) such other matters as the Issuing Bank L/C Issuer may require. Additionally, Borrower shall furnish to L/C Issuer and Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, including any Issuer Documents, as L/C Issuer or Administrative Agent may require. (ii) Promptly after receipt of any Letter of Credit Application, the Issuing Bank L/C Issuer will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy of such Letter of Credit Application from the Borrower and, if not, the Issuing Bank L/C Issuer will provide the Administrative Agent with a copy thereof. Upon receipt by the Issuing Bank of confirmation Unless L/C Issuer has received written notice from the any Lender, Administrative Agent that or any Loan Party, at least one (1) Business Day prior to the requested date of issuance or amendment is permitted of the applicable Letter of Credit, that one or more applicable conditions contained in accordance with the terms hereofArticle 4 shall not then be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank L/C Issuer 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 the Issuing BankL/C Issuer’s usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Bank Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank L/C Issuer a risk participation in such Letter of Credit in an amount equal to the product of such Bank▇▇▇▇▇▇’s Pro Rata Share Applicable Percentage times the amount of such Letter of Credit. (iii) Promptly after its delivery of If Borrower so requests in any applicable Letter of Credit or Application, L/C Issuer may, in its sole discretion, agree to issue an Auto-Extension Letter of Credit; provided that any amendment to a such Auto-Extension Letter of Credit must permit L/C Issuer to an advising bank prevent any such extension at least once in each 12-month period (commencing with respect thereto or the date of issuance of such Letter of Credit) by giving prior notice to the beneficiary thereofthereof not later than a day (the “Non-Extension Notice Date”) in each such 12-month period to be agreed upon at the time such Letter of Credit is issued. Unless otherwise directed by L/C Issuer, Borrower shall not be required to make a specific request to L/C Issuer for any such extension. Once an Auto-Extension Letter of Credit has been issued, the Issuing Bank will also Lenders shall be deemed to have authorized (xbut may not require) deliver L/C Issuer to permit the Borrower and the Administrative Agent a true and complete copy extension of such Letter of Credit or amendment and at any time to an expiry date not later than the Letter of Credit Expiration Date; provided, however, that L/C Issuer shall not permit any such extension (y) notify the Borrower and the Administrative Agent terms of any return, surrender or cancellation the Auto-Extension Letter of any Credit may permit L/C Issuer to refuse to extend such Letter of Credit) if (A) L/C Issuer 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 clause (ii) or (iii) of Section 2.2(a) or otherwise), or (B) it has received notice (which may be by telephone or in writing) on or before the day that is seven (7) Business Days before the Non-Extension Notice Date (1) from Administrative Agent that the Required Lenders have elected not to permit such extension or (2) from Administrative Agent, any Lender or Borrower that one or more of the applicable conditions specified in Section 4.2 is not then satisfied, and in each such case directing L/C Issuer not to permit such extension.

Procedures for Issuance and Amendment of Letters of Credit. (i) Each Letter of Credit shall be issued or amended, as the case may be, upon the request of the Borrower delivered to the applicable Issuing Bank L/C Issuer (with a copy to the Administrative Agent) in the form of a Letter of Credit Application, appropriately completed and signed by a Responsible Official Officer of the Borrower. Such Letter of Credit Application must be received by the applicable Issuing Bank L/C Issuer and the Administrative Agent not later than 1:00 p.m., New York time, 11:00 a.m. at least 3 two Business Days (or such later date and time as the applicable Issuing Bank Administrative Agent and the L/C Issuer may agree in a particular instance in its their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to such Issuing Bankthe L/C Issuer: (A) the proposed issuance date of the requested Letter of Credit (which shall be a Business Day); (B) the amount thereof; (C) the expiry date thereof; (D) the name and address of the beneficiary thereof; (E) the documents to be presented by such beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder; (G) the purpose and nature of the requested Letter of Credit; and (GH) such other matters as the Issuing Bank L/C Issuer may require. In the case of a request for an amendment of any outstanding Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to the Issuing Bank L/C Issuer (wA) the Letter of Credit to be amended; (xB) the proposed date of amendment thereof (which shall be a Business Day); (yC) the nature of the proposed amendment; and (zD) such other matters as the Issuing Bank L/C Issuer may require. Additionally, the Borrower shall furnish to the L/C Issuer and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, including any Issuer Documents, as the L/C Issuer or the Administrative Agent may require. (ii) Promptly after receipt of any Letter of Credit Application, the Issuing Bank L/C Issuer will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy of such Letter of Credit Application from the Borrower and, if not, the Issuing Bank L/C Issuer will provide the Administrative Agent with a copy thereof. Upon receipt by Unless the Issuing Bank of confirmation L/C Issuer has received written notice from any Lender, the Administrative Agent that or any Loan Party, at least one Business Day prior to the requested date of issuance or amendment is permitted of the applicable Letter of Credit, that one or more applicable conditions contained in accordance with the terms hereofArticle IV shall not then be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank L/C Issuer shall, on the requested date, issue a Letter of Credit for the account of the Borrower (or the applicable Subsidiary) or enter into the applicable amendment, as the case may be, in each case in accordance with the Issuing BankL/C Issuer’s usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Bank Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank L/C Issuer a risk participation in such Letter of Credit in an amount equal to the product of such BankLender’s Pro Rata Share Applicable Percentage times the amount of such Letter of Credit. (iii) Promptly 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 Bank L/C Issuer will also (x) deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendment and (y) notify the Borrower and the Administrative Agent of any return, surrender or cancellation of any Letter of Creditamendment.

Procedures for Issuance and Amendment of Letters of Credit. (i) Each Letter of Credit shall be issued or amended, as the case may be, upon the request of the Borrower delivered to the applicable Issuing Bank L/C Issuer (with a copy to Agent if different from the Administrative AgentL/C Issuer) in the form of a Letter of Credit L/C Application, appropriately completed and signed by a Responsible Official Officer of the Borrower. Such Letter of Credit L/C Application must be received by the applicable Issuing Bank L/C Issuer and the Administrative Agent not later than 1:00 p.m., New York time, 11:00 a.m. at least 3 two Business Days (or such later date and time as Agent and the applicable Issuing Bank L/C Issuer may agree in a particular instance in its their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such Letter of Credit L/C Application shall specify in form and detail reasonably satisfactory to such Issuing Bankthe L/C Issuer: (A) the proposed issuance date of the requested Letter of Credit (which shall be a Business Day); (B) the amount thereof; (C) the expiry date thereof; (D) the name and address of the beneficiary thereof; (E) the documents to be presented by such beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder; and (G) such other matters as the Issuing Bank L/C Issuer may reasonably require. In the case of a request for an amendment of any outstanding Letter of Credit, such Letter of Credit L/C Application shall specify in form and detail reasonably satisfactory to the Issuing Bank L/C Issuer (wA) the Letter of Credit to be amended; (xB) the proposed date of amendment thereof (which shall be a Business Day); (yC) the nature of the proposed amendment; and (zD) such other matters as the Issuing Bank L/C Issuer may reasonably require. Additionally, Borrower shall furnish to the L/C Issuer and Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, including any Issuer Documents, as the L/C Issuer or Agent may reasonably require. (ii) Promptly after receipt of any Letter of Credit ApplicationL/C Application at the address set forth in Section 11.02 for receiving L/C Applications and related correspondence, the Issuing Bank L/C Issuer will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy of such Letter of Credit L/C Application from the Borrower and, if not, the Issuing Bank L/C Issuer will provide the Administrative Agent with a copy thereof. Upon receipt by Unless the Issuing Bank of confirmation L/C Issuer has received written notice from the Administrative any Revolving Lender, Agent that or any Loan Party, at least one Business Day prior to the requested date of issuance or amendment is permitted of the applicable Letter of Credit, that one or more applicable conditions in accordance with the terms hereofArticle IV shall not then be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank L/C Issuer 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 the Issuing BankL/C Issuer’s usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Bank Revolving Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank L/C Issuer a risk participation in such Letter of Credit in an amount equal to the product of such BankRevolving Lender’s Pro Rata Share Applicable Percentage for Revolving Loans times the amount of such Letter of Credit. (iii) Promptly 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 Bank L/C Issuer will also (x) deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendment and (y) notify the Borrower and the Administrative Agent of any return, surrender or cancellation of any Letter of Creditamendment.

Procedures for Issuance and Amendment of Letters of Credit. (i) Each Letter of Credit shall be issued or amended, as the case may be, upon the request of the Borrower delivered to the applicable Issuing Bank (with a copy to the Administrative Agent) in the form of a Letter of Credit Application, appropriately completed and signed by a Responsible Official of the Borrower. Such Letter of Credit Application must be received by the applicable Issuing Bank and the Administrative Agent not later than 1:00 p.m., New York time, at least 3 Business Days (or such later date and time as the applicable Issuing Bank may agree in a particular instance in its sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to such Issuing Bank: (A) the proposed issuance date of the requested Letter of Credit (which shall be a Business Day); (B) the amount thereof; (C) the expiry date thereof; (D) the name and address of the beneficiary thereof; (E) the documents to be presented by such beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder; and (G) such other matters as the Issuing Bank may require. In the case of a request for an amendment of any outstanding Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to the Issuing Bank (w) the Letter of Credit to be amended; (x) the proposed date of amendment thereof (which shall be a Business Day); (y) the nature of the proposed amendment; and (z) such other matters as the Issuing Bank may require. (ii) Promptly after receipt of any Letter of Credit Application, the 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 Application from the Borrower and, if not, the Issuing Bank will provide the Administrative Agent with a copy thereof. Upon receipt by the Issuing Bank of confirmation from the Administrative Agent that the requested issuance or amendment is permitted in accordance with the terms hereof, then, subject to the terms and conditions hereof, the Issuing Bank 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 the Issuing Bank’s usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Bank shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank a risk participation in such Letter of Credit in an amount equal to the product of such Bank’s Pro Rata Share times the amount of such Letter of Credit.. LA\4060806.14 (iii) Promptly 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 Bank will also (x) deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendment and (y) notify the Borrower and the Administrative Agent of any return, surrender or cancellation of any Letter of Credit.

Procedures for Issuance and Amendment of Letters of Credit. (i) Each Letter of Credit shall be issued or amended, as the case may be, upon the request of the Borrower delivered to the applicable Issuing Bank relevant L/C Issuer (with a copy to the Administrative Agent) in the form of a Letter of Credit Application, appropriately completed and signed by a Responsible Official Officer of the Borrower. Such Letter of Credit Application must be received by the applicable Issuing Bank relevant L/C Issuer and the Administrative Agent not later than 1:00 p.m., New York time, 11:00 a.m. at least 3 two Business Days (or such later date and time as the applicable Issuing Bank Administrative Agent and the relevant L/C Issuer may agree in a particular instance in its their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to such Issuing Bankthe relevant L/C Issuer: (A) the proposed issuance date of the requested Letter of Credit (which shall be a Business Day); (B) the amount thereof; (C) the expiry date thereof; (D) the name and address of the beneficiary thereof; (E) the documents to be presented by such beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder; and (G) such other matters as the Issuing Bank relevant L/C Issuer may require. In the case of a request for an amendment of any outstanding Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to the Issuing Bank relevant L/C Issuer (w1) the Letter of Credit to be amended; (x2) the proposed date of amendment thereof (which shall be a Business Day); (y3) the nature of the proposed amendment; and (z4) such other matters as the Issuing Bank relevant L/C Issuer may require. Additionally, the Borrower shall furnish to the relevant L/C Issuer and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, including any Issuer Documents, as the relevant L/C Issuer or the Administrative Agent may require. (iivi) Promptly after receipt of any Letter of Credit Application, the Issuing Bank relevant L/C Issuer will confirm with the Administrative Agent (by telephone telephone, electronic transmission or in writing) that the Administrative Agent has received a copy of such Letter of Credit Application from the Borrower and, if not, the Issuing Bank such L/C Issuer will provide the Administrative Agent with a copy thereof. Upon receipt by Unless the Issuing Bank of confirmation relevant L/C Issuer has received written notice from any Revolving Credit Lender, the Administrative Agent that or any Loan Party, at least one Business Day prior to the requested date of issuance or amendment is permitted of the applicable Letter of Credit, that one or more applicable conditions contained in accordance with the terms hereofArticle V shall not then be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank relevant L/C Issuer shall, on the requested date, issue a Letter of Credit for the account of the Borrower (or the applicable Subsidiary) or enter into the applicable amendment, as the case may be, in each case in accordance with the Issuing Bankrelevant L/C Issuer’s usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Bank Revolving Credit Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank relevant L/C Issuer a risk participation in such Letter of Credit in an amount equal to the product of such BankRevolving Credit Lender’s Pro Rata Share Applicable Revolving Credit Percentage times the amount of such Letter of Credit. (iiivii) Promptly 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 Bank relevant L/C Issuer will also (x) deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendment and (y) notify the Borrower and the Administrative Agent of any return, surrender or cancellation of any Letter of Creditamendment.

Procedures for Issuance and Amendment of Letters of Credit. (i) Each Letter of Credit shall be issued or amended, as the case may be, upon the request of the Borrower delivered to the applicable Issuing Bank L/C Issuer (with a copy to the Administrative Agent) in the form of a Letter of Credit Application, appropriately completed and signed by a Responsible Official of the Borrower. Such Letter of Credit Application must be received by the applicable Issuing Bank L/C Issuer and the Administrative Agent not later than 1:00 p.m.11:00 a.m., New York timeAdministrative Agent’s Time, at least 3 two Business Days (or such later date and time as the applicable Issuing Bank L/C Issuer may agree in a particular instance in its sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to such Issuing Bankthe L/C Issuer: (A) the proposed issuance date of the requested Letter of Credit (which shall be a Business Day); (B) the amount thereof; (C) the expiry date thereof; (D) the name and address of the beneficiary thereof; (E) the documents to be presented by such beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder; and (G) such other matters as the Issuing Bank L/C Issuer may require. In the case of a request for an amendment of any outstanding Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to the Issuing Bank L/C Issuer (wA) the Letter of Credit to be amended; (xB) the proposed date of amendment thereof (which shall be a Business Day); (yC) the nature of the proposed amendment; and (zD) such other matters as the Issuing Bank L/C Issuer may require. (ii) Promptly after receipt of any Letter of Credit Application, the Issuing Bank L/C Issuer will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy of such Letter of Credit Application from the Borrower and, if not, the Issuing Bank L/C Issuer will provide the Administrative Agent with a copy thereof. Upon receipt by the Issuing Bank L/C Issuer of confirmation from the Administrative Agent that the requested issuance or amendment is permitted in accordance with the terms hereof, then, subject to the terms and conditions hereof, the Issuing Bank L/C Issuer 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 the Issuing BankL/C Issuer’s usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Bank Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank L/C Issuer a risk participation in such Letter of Credit in an amount equal to the product of such BankLender’s Pro Rata Share times the amount of such Letter of Credit. (iii) Promptly 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 Bank will also (x) deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendment and (y) notify the Borrower and the Administrative Agent of any return, surrender or cancellation of any Letter of Credit.

Procedures for Issuance and Amendment of Letters of Credit. (i) Each Letter of Credit shall be issued or amended, as the case may be, upon the request of the Borrower Borrowers delivered to the applicable Issuing Bank L/C Issuer (with a copy to the Administrative Agent) in the form of a Letter of Credit Application, appropriately completed and signed by a Responsible Official Officer of the BorrowerBorrowers. Such Letter of Credit Application must be received by the applicable Issuing Bank L/C Issuer and the Administrative Agent not later than 1:00 p.m., New York time, 11:00 a.m. at least 3 two Business Days (or such later date and time as the applicable Issuing Bank Administrative Agent and the L/C Issuer may agree in a particular instance in its their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to such Issuing Bankthe L/C Issuer: (A) the proposed issuance date of the requested Letter of Credit (which shall be a Business Day); (B) the amount thereof; (C) the expiry date thereof; (D) the name and address of the beneficiary thereof; (E) the documents to be presented by such beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder; and (G) such other matters as the Issuing Bank L/C Issuer may require. In the case of a request for an amendment of any outstanding Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to the Issuing Bank L/C Issuer (wA) the Letter of Credit to be amended; (xB) the proposed date of amendment thereof (which shall be a Business Day); (yC) the nature of the proposed amendment; and (zD) such other matters as the Issuing Bank L/C Issuer may require. Additionally, the Borrowers shall furnish to the L/C Issuer and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, including any Issuer Documents, as the L/C Issuer or the Administrative Agent may require. (ii) Promptly after receipt of any Letter of Credit Application, the Issuing Bank L/C Issuer will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy of such Letter of Credit Application from the Borrower Borrowers and, if not, the Issuing Bank L/C Issuer will provide the Administrative Agent with a copy thereof. Upon receipt by Unless the Issuing Bank of confirmation L/C Issuer has received written notice from any Lender, the Administrative Agent that or any Loan Party, at least one Business Day prior to the requested date of issuance or amendment is permitted of the applicable Letter of Credit, that one or more applicable conditions contained in accordance with the terms hereofArticle IV shall not then be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank L/C Issuer shall, on the requested date, issue a Letter of Credit for the account of the Borrower Borrowers or enter into the applicable amendment, as the case may be, in each case in accordance with the Issuing Bank’s L/C Issuer's usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Bank Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank L/C Issuer a risk participation in such Letter of Credit in an amount equal to the product of such Bank’s Pro Rata Share Lender's Applicable Percentage times the amount of such Letter of Credit. (iii) If a Borrower so requests in any applicable Letter of Credit Application, the L/C Issuer may, in its sole and absolute discretion, agree to issue a Letter of Credit that has automatic extension provisions (each, an "Auto-Extension Letter of Credit"); provided that any such Auto-Extension Letter of Credit must permit the L/C Issuer 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. Unless otherwise directed by the L/C Issuer, the Borrowers shall not be required to make a specific request to the L/C Issuer for any such extension. Once an Auto-Extension Letter of Credit has been issued, the Lenders shall be deemed to have authorized (but may not require) the L/C Issuer to permit the extension of such Letter of Credit at any time to an expiry date not later than the Letter of Credit Expiration Date; provided, however, that the L/C Issuer shall not permit any such extension if (A) the L/C Issuer 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 clause (ii) or (iii) of Section 2.3(a) or otherwise), or (B) it has received notice (which may be by telephone or in writing) on or before the day that is five 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 Borrowers that one or more of the applicable conditions specified in Section 4.2 is not then satisfied, and in each such case directing the L/C Issuer not to permit such extension. (iv) Promptly 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 Bank L/C Issuer will also (x) deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendment and (y) notify the Borrower and the Administrative Agent of any return, surrender or cancellation of any Letter of Creditamendment.

Procedures for Issuance and Amendment of Letters of Credit. (i) Each Letter of Credit shall be issued or amended, as the case may be, upon the request of the Borrower delivered to the applicable Issuing Bank L/C Issuer (with a copy to the Administrative Agent) in the form of a Letter of Credit Application, appropriately completed and signed by a Responsible Official Officer of the Borrower. Such Letter of Credit Application must be received by the applicable Issuing Bank such L/C Issuer and the Administrative Agent not later than 1:00 p.m., New York time, 11:00 a.m. at least 3 two Business Days (or such later date and time as the applicable Issuing Bank Administrative Agent and such L/C Issuer may agree in a particular instance in its their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to such Issuing BankL/C Issuer: (A) the proposed issuance date of the requested Letter of Credit (which shall be a Business Day); (B) the amount thereof; (C) the expiry date thereof; (D) the name and address of the beneficiary thereof; (E) the documents to be presented by such beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder; (G) the purpose and nature of the requested Letter of Credit; and (GH) such other matters as the Issuing Bank such L/C Issuer may require. In the case of a request for an amendment of any outstanding Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to the Issuing Bank such L/C Issuer (wA) the Letter of Credit to be amended; (xB) the proposed date of amendment thereof (which shall be a Business Day); (yC) the nature of the proposed amendment; and (zD) such other matters as such L/C Issuer may require. Additionally, the Issuing Bank Borrower shall furnish to such L/C Issuer and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, including any Issuer Documents, as such L/C Issuer or the Administrative Agent may require. (ii) Promptly after receipt of any Letter of Credit Application, the Issuing Bank applicable L/C Issuer will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy of such Letter of Credit Application from the Borrower and, if not, the Issuing Bank such L/C Issuer will provide the Administrative Agent with a copy thereof. Upon receipt by the Issuing Bank of confirmation Unless such L/C Issuer has received written notice from any Lender, the Administrative Agent that or any Loan Party, at least one Business Day prior to the requested date of issuance or amendment is permitted of the applicable Letter of Credit, that one or more applicable conditions contained in accordance with the terms hereofArticle V shall not then be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank such L/C Issuer 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 the Issuing Bank’s such L/C Issuer's usual and customary business practices, and such L/C Issuer shall give the Administrative Agent and each Lender prompt notice thereof by telex, telecopier or e‑mail. Immediately upon the issuance of each Letter of Credit, each Bank Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank such L/C Issuer a risk participation in such Letter of Credit in an amount equal to the product of such Bank’s Pro Rata Share Lender's Applicable Percentage times the amount of such Letter of Credit. (iii) If the Borrower so requests in any applicable Letter of Credit Application, the applicable L/C Issuer shall issue a Letter of Credit that has automatic extension provisions (each, an “Auto-Extension Letter of Credit”); provided that any such Auto-Extension Letter of Credit must permit such L/C Issuer 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 Auto-Extension Letter of Credit has been issued, the Lenders shall be deemed to have authorized (but may not require) such L/C Issuer to permit the extension of such Letter of Credit at any time to an expiry date not later than the Letter of Credit Expiration Date; provided, however, that such L/C Issuer shall not permit any such extension if an Event of Default is continuing hereunder. (iv) Promptly 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 Bank applicable L/C Issuer will also (x) deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendment and (y) notify the Borrower and the Administrative Agent of any return, surrender or cancellation of any Letter of Creditamendment.

Procedures for Issuance and Amendment of Letters of Credit. (i) Each Letter of Credit shall be issued or amended, as the case may be, upon the request of the Borrower delivered to the applicable Issuing Bank (with a copy to L/C Issuer and the Administrative Agent) Agent in the form of a Letter of Credit an L/C Application, appropriately completed and signed by a Responsible Official Officer of the Borrower. Such Letter of Credit L/C Application must be received by the applicable Issuing Bank L/C Issuer and the Administrative Agent not later than 1:00 2:00 p.m., New York time, at least 3 four (4) Business Days (or such later date and time as the applicable Issuing Bank Administrative Agent and the L/C Issuer may agree in a any particular instance in its their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a any request for an the initial issuance of a any Letter of Credit, such Letter of Credit L/C Application shall specify in form and detail satisfactory to such Issuing Bankthe L/C Issuer and the Administrative Agent: (Ai) the proposed issuance date of the requested Letter of Credit (which shall be a Business Day); (Bii) the amount thereof; (Ciii) the expiry date thereof; (Div) the name and address of the beneficiary thereof; (Ev) the documents to be presented by such beneficiary in case of any drawing thereunder; (Fvi) the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder; and (Gvii) such other matters as the Issuing Bank L/C Issuer may reasonably require. In the case of a any request for an amendment of any outstanding Letter of Credit, such Letter of Credit L/C Application shall specify in form and detail reasonably satisfactory to the Issuing Bank L/C Issuer and the Administrative Agent: (wi) the Letter of Credit to be amended; (xii) the proposed date of amendment thereof (which shall be a Business Day); (yiii) the nature of the proposed amendment; and (ziv) such other matters as the Issuing Bank L/C Issuer may reasonably require. Additionally, the Borrower shall furnish to the L/C Issuer and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, including any Issuer Documents, as the L/C Issuer or the Administrative Agent may reasonably require. (ii) Promptly after receipt of any Letter of Credit L/C Application, the Issuing Bank L/C Issuer will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy of such Letter of Credit L/C Application from the Borrower and, if not, the Issuing Bank L/C Issuer will provide the Administrative Agent with a copy thereof. Upon receipt by Unless the Issuing Bank of confirmation L/C Issuer has received written notice from any Revolving Lender, the Administrative Agent that or any Obligor, at least two (2) Business Days prior to the requested date of issuance or amendment is permitted of the applicable Letter of Credit, that one or more applicable conditions contained in accordance with the terms hereofArticle V shall not then be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank L/C Issuer shall, on the requested date, issue a Letter of Credit, or (as the case may be) cause a Letter of Credit to be issued by the L/C Substitute Issuer, in each case for the account of the Borrower under this Agreement or enter into the applicable amendment, as the case may be, in each case case, in accordance with the Issuing Bank’s usual and customary business practicespractices of the L/C Issuer and (if applicable) the L/C Substitute Issuer. Immediately upon the issuance of each Letter of Credit, each Bank Revolving Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank L/C Issuer a risk participation in such Letter of Credit in an amount equal to the product of such BankRevolving Lender’s Pro Rata Share Revolving Commitment times the amount of such Letter of Credit. (iii) If the Borrower so requests in any applicable L/C Application, the L/C Issuer may, in its sole and absolute discretion, agree to issue (or cause to be issued) a Letter of Credit that has automatic extension provisions (each, an “Auto-Extension Letter of Credit”); provided, however, that any such Auto-Extension Letter of Credit must permit the L/C Issuer or (as the case may be) L/C Substitute Issuer 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. Unless otherwise directed by the L/C Issuer, the Borrower shall not be required to make a specific request to the L/C Issuer for any such extension. Once an Auto-Extension Letter of Credit has been issued, the Revolving Lenders shall be deemed to have authorized (but may not require) the L/C Issuer to permit the extension of such Letter of Credit at any time to an expiry date not later than the L/C Expiration Date; provided, however, that the L/C Issuer shall not permit any such extension if (x) the L/C Issuer has determined that it would not be permitted, or would have no obligation at such time, to issue such Letter of Credit (or otherwise to cause such Letter of Credit to be issued) in its revised form (as extended) under the terms hereof (by reason of the provisions of clause (ii) or (iii) of Section 2.08(a) or otherwise), or (y) it has received notice (which may be by telephone or in writing) on or before the day that is ten (10) Business Days before the Non-Extension Notice Date (x) from the Administrative Agent that the Required Revolving Lenders have elected not to permit such extension, or (z) from the Administrative Agent, any Revolving Lender or the Borrower that one or more of the applicable conditions specified in Article V is not then satisfied, and in each such case directing the L/C Issuer not to permit such extension. (iv) Promptly after its delivery of any Letter of Credit or any amendment to a Letter of Credit has been delivered to an advising bank with respect thereto or to the beneficiary thereof, the Issuing Bank L/C Issuer will also (x) deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendment and (y) notify the Borrower and the Administrative Agent of any return, surrender or cancellation of any Letter of Creditamendment.

Procedures for Issuance and Amendment of Letters of Credit. (i) Each Letter of Credit shall be issued or amended, as the case may be, upon the request of the Borrower Agent delivered to the applicable Issuing Bank L/C Issuer (with a copy to the Administrative Agent) in the form of a Letter of Credit Application, appropriately completed and signed by a Responsible Official Officer of the BorrowerBorrower Agent. Such Letter of Credit Application must be received by the applicable Issuing Bank L/C Issuer and the Administrative Agent not later than 1:00 p.m., New York time, 11:00 a.m. at least 3 two Business Days (or such later date and time as the applicable Issuing Bank Administrative Agent and such L/C Issuer may agree in a particular instance in its their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to such Issuing Bankthe applicable L/C Issuer: (A) the proposed issuance date of the requested Letter of Credit (which shall be a Business Day); (B) the amount thereof; (C) the expiry date thereof; (D) the name and address of the beneficiary thereof; (E) the documents to be presented by such beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder; (G) the purpose and nature of the requested Letter of Credit; and (GH) such other matters as the Issuing Bank such L/C Issuer may require. In the case of a request for an amendment of any outstanding Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to the Issuing Bank such L/C Issuer (wA) the Letter of Credit to be amended; (xB) the proposed date of amendment thereof (which shall be a Business Day); (yC) the nature of the proposed amendment; and (zD) such other matters as the Issuing Bank such L/C Issuer may require. Additionally, the Borrower Agent shall furnish to such L/C Issuer and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, including any Issuer Documents, as such L/C Issuer or the Administrative Agent may require. Upon the effectiveness of any issuance, amendment or renewal of a letter of credit that will constitute a Letter of Credit hereunder, the Administrative Agent and the Lenders shall be entitled to assume that such L/C Issuer has obtained such Issuer Documents as it shall have requested, executed by the relevant parties thereto to the extent required thereby. (ii) Promptly after receipt of any Letter of Credit Application, the Issuing Bank applicable L/C Issuer will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy of such Letter of Credit Application from the Borrower Agent and, if not, the Issuing Bank such L/C Issuer will provide the Administrative Agent with a copy thereof. Upon receipt by the Issuing Bank of confirmation Unless such L/C Issuer has received written notice from any Lender, the Administrative Agent that or any Borrower, at least one Business Day prior to the requested date of issuance or amendment is permitted of the applicable Letter of Credit, that one or more L/C Conditions (other than the condition set forth in accordance with clause (a) of the terms hereofdefinition of L/C Conditions) shall not then be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank such L/C Issuer shall, on the requested date (subject to the satisfaction of the condition set forth in clause (a) of the definition of L/C Conditions on such date), issue a Letter of Credit for the account of the applicable Borrower (or the applicable Subsidiary) or enter into the applicable amendment, as the case may be, in each case in accordance with the Issuing Banksuch L/C Issuer’s usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Bank Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank such L/C Issuer a risk participation in such Letter of Credit in an amount equal to the product of such BankLender’s Pro Rata Share Applicable Percentage times the stated amount of such Letter of Credit. (iii) Promptly 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 Bank applicable L/C Issuer will also (x) deliver to the Borrower Agent and the Administrative Agent a true and complete copy of such Letter of Credit or amendment and (y) notify the Borrower and the Administrative Agent of any return, surrender or cancellation of any Letter of Creditamendment.

Procedures for Issuance and Amendment of Letters of Credit. (i) Each Letter of Credit shall be issued or amended, as the case may be, upon the request of the Borrower delivered to the applicable Issuing Bank L/C Issuer (with a copy to the Administrative Agent) in the form of a Letter of Credit Application, appropriately completed and signed by a Responsible Official Officer of the Borrower. Such Letter of Credit Application must be received by the applicable Issuing Bank L/C Issuer and the Administrative Agent not later than 1:00 p.m., New York time, 11:00 a.m. at least 3 three (3) Business Days (or such later date and time as the applicable Issuing Bank Administrative Agent and the L/C Issuer may agree in a particular instance in its their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to such Issuing Bankthe L/C Issuer: (A) the proposed issuance date of the requested Letter of Credit (which shall be a Business Day); (B) the amount thereof; (C) the expiry date thereof; (D) the name and address of the beneficiary thereof; (E) the documents to be presented by such beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder; (G) the purpose and nature of the requested Letter of Credit; and (GH) such other matters as the Issuing Bank L/C Issuer may reasonably require. In the case of a request for an amendment of any outstanding Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to the Issuing Bank L/C Issuer (wA) the Letter of Credit to be amended; (xB) the proposed date of amendment thereof (which shall be a Business Day); (yC) the nature of the proposed amendment; and (zD) such other matters as the Issuing Bank L/C Issuer may reasonably require. Additionally, the Borrower shall furnish to the L/C Issuer and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, including any Issuer Documents, as the L/C Issuer or the Administrative Agent may reasonably require. (ii) Promptly after receipt of any Letter of Credit Application, the Issuing Bank L/C Issuer will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy of such Letter of Credit Application from the Borrower and, if not, the Issuing Bank L/C Issuer will provide the Administrative Agent with a copy thereof. Upon receipt by Unless the Issuing Bank of confirmation L/C Issuer has received written notice from any Lender, the Administrative Agent that or the Borrower, at least one Business Day prior to the requested date of issuance or amendment is permitted of the applicable Letter of Credit, that one or more applicable conditions contained in accordance with the terms hereofArticle IV shall not be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank L/C Issuer shall, on the requested date, issue a Letter of Credit in form and substance satisfactory to the L/C Issuer for the account of the Borrower or enter into the applicable amendment, as the case may be, in each case in accordance with the Issuing BankL/C Issuer’s usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Bank Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank L/C Issuer a risk participation in such Letter of Credit in an amount equal to the product of such BankLender’s Pro Rata Share Applicable Percentage times the amount of such Letter of Credit. (iii) [Reserved] (iv) If the Borrower so requests in any applicable Letter of Credit Application, the L/C Issuer may, in its sole discretion, agree to issue a Letter of Credit that permits the automatic reinstatement of all or a portion of the stated amount thereof after any drawing thereunder (each, an “Auto-Reinstatement Letter of Credit”). Unless otherwise directed by the L/C Issuer, the Borrower shall not be required to make a specific request to the L/C Issuer to permit such reinstatement. Once an Auto-Reinstatement Letter of Credit has been issued, except as provided in the following sentence, the Lenders shall be deemed to have authorized (but may not require) the L/C Issuer to reinstate all or a portion of the stated amount thereof in accordance with the provisions of such Letter of Credit. Notwithstanding the foregoing, if such Auto-Reinstatement Letter of Credit permits the L/C Issuer to decline to reinstate all or any portion of the stated amount thereof after a drawing thereunder by giving notice of such non-reinstatement within a specified number of days after such drawing (the “Non-Reinstatement Deadline”), the L/C Issuer shall not permit such reinstatement if it has received a notice (which may be by telephone or in writing) on or before the day that is seven Business Days before the Non-Reinstatement Deadline (A) from the Administrative Agent that the Required Lenders have elected not to permit such reinstatement or (B) from the Administrative Agent, any Lender or the Borrower that one or more of the applicable conditions specified in Section 4.02 is not then satisfied (treating such reinstatement as an L/C Credit Extension for purposes of this clause) and, in each case, directing the L/C Issuer not to permit such reinstatement. (v) Promptly 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 Bank L/C Issuer will also (x) deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendment and (y) notify the Borrower and the Administrative Agent of any return, surrender or cancellation of any Letter of Creditamendment.

Procedures for Issuance and Amendment of Letters of Credit. (i) Each Letter of Credit shall be issued or amended, as the case may be, upon the request of the Borrower delivered to the applicable Issuing Bank L/C Issuer (with a copy to the Administrative Agent) in the form of a Letter of Credit Application, appropriately completed and signed by a Responsible Official of the BorrowerOfficer. Such Letter of Credit Application must be received by the applicable Issuing Bank L/C Issuer and the Administrative Agent not later than 1:00 p.m., New York time, 11:00 a.m. at least 3 two Business Days (or such later date and time as the applicable Issuing Bank Administrative Agent and the L/C Issuer may agree in a particular instance in its their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such Letter of Credit Application shall specify in form and detail reasonably satisfactory to such Issuing Bankthe L/C Issuer: (A) the proposed issuance date of the requested Letter of Credit (which shall be a Business Day); (B) the amount thereof; (C) the expiry date thereof; (D) the name and address of the beneficiary thereof; (E) the documents to be presented by such beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder; (G) the purpose and nature of the requested Letter of Credit; and (GH) such other matters as the Issuing Bank L/C Issuer may require. In the case of a request for an amendment of any outstanding Letter of Credit, such Letter of Credit Application shall specify in form and detail reasonably satisfactory to the Issuing Bank L/C Issuer (wA) the Letter of Credit to be amended; (xB) the proposed date of amendment thereof (which shall be a Business Day); (yC) the nature of the proposed amendment; and (zD) such other matters as the Issuing Bank L/C Issuer may require. Additionally, the Borrower shall furnish to the L/C Issuer and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, including any Issuer Documents, as the L/C Issuer or the Administrative Agent may reasonably require. (ii) Promptly after receipt of any Letter of Credit Application, the Issuing Bank L/C Issuer will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy of such Letter of Credit Application from the Borrower and, if not, the Issuing Bank L/C Issuer will provide the Administrative Agent with a copy thereof. Upon receipt by Unless the Issuing Bank of confirmation L/C Issuer has received written notice from any Lender, the Administrative Agent that or the Borrower, at least one Business Day prior to the requested date of issuance or amendment is permitted of the applicable Letter of Credit, that one or more applicable conditions contained in accordance with the terms hereofArticle IV shall not then be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank L/C Issuer 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 the Issuing BankL/C Issuer’s usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Bank Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank L/C Issuer a risk participation in such Letter of Credit in an amount equal to the product of such BankLender’s Pro Rata Share Applicable Percentage times the amount of such Letter of Credit. (iii) Promptly 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 Bank L/C Issuer will also (x) deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendment and (y) notify the Borrower and the Administrative Agent of any return, surrender or cancellation of any Letter of Creditamendment.

Procedures for Issuance and Amendment of Letters of Credit. (i) Each Letter of Credit shall be issued or amended, as the case may be, upon the request of the Borrower delivered to the applicable Issuing Bank L/C Issuer (with a copy to the Administrative Agent) in the form of a Letter of Credit Application, appropriately completed and signed by a Responsible Official Officer of the Borrower. Such Letter of Credit Application must be received by the applicable Issuing Bank L/C Issuer and the Administrative Agent not later than 1:00 p.m., New York time, 11:00 a.m. at least 3 two Business Days (or such later date and time as the applicable Issuing Bank Administrative Agent and the L/C Issuer may agree in a particular instance in its their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to such Issuing Bankthe L/C Issuer: (A) the proposed issuance date of the requested Letter of Credit (which shall be a Business Day); (B) the amount thereof; (C) the expiry date thereof; (D) the name and address of the beneficiary thereof; (E) the documents to be presented by such beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder; and (G) such other matters as the Issuing Bank L/C Issuer may require. In the case of a request for an amendment of any outstanding Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to the Issuing Bank L/C Issuer (wA) the Letter of Credit to be amended; (xB) the proposed date of amendment thereof (which shall be a Business Day); (yC) the nature of the proposed amendment; and (zD) such other matters as the Issuing Bank L/C Issuer may require. Additionally, the Borrower shall furnish to the L/C Issuer and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, including any Issuer Documents, as the L/C Issuer or the Administrative Agent may require. (ii) Promptly after receipt of any Letter of Credit Application, the Issuing Bank L/C Issuer will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy of such Letter of Credit Application from the Borrower and, if not, the Issuing Bank L/C Issuer will provide the Administrative Agent with a copy thereof. Upon receipt by Unless the Issuing Bank of confirmation L/C Issuer has received written notice from any Lender, the Administrative Agent that or any Loan Party, at least one Business Day prior to the requested date of issuance or amendment is permitted of the applicable Letter of Credit, that one or more applicable conditions contained in accordance with the terms hereofArticle IV shall not then be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank L/C Issuer 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 the Issuing BankL/C Issuer’s usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Bank Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank L/C Issuer a risk participation in such Letter of Credit in an amount equal to the product of such BankLender’s Pro Rata Share Applicable Percentage times the amount of such Letter of Credit. (iii) Promptly 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 Bank L/C Issuer will also (x) deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendment and (y) notify the Borrower and the Administrative Agent of any return, surrender or cancellation of any Letter of Creditamendment.

Procedures for Issuance and Amendment of Letters of Credit. (i) Each Letter of Credit shall be issued or amended, as the case may be, upon the request of the Borrower delivered to the applicable Issuing Bank L/C Issuer (with a copy to Lender, unless Lender is the Administrative AgentL/C Issuer) in the form of a Letter of Credit L/C Application, appropriately completed and signed by a Responsible Official Officer of the Borrower. Such Letter of Credit L/C Application must be received by the applicable Issuing Bank L/C Issuer and the Administrative Agent Lender not later than 1:00 p.m., New York time, 11:00 a.m. at least 3 three Business Days (or such later date and time as Lender and the applicable Issuing Bank L/C Issuer may agree in a particular instance in its their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such Letter of Credit L/C Application shall specify in form and detail satisfactory to such Issuing Bankthe L/C Issuer: (A) the proposed issuance date of the requested Letter of Credit (which shall be a Business Day); (B) the amount thereof; (C) the expiry date thereof; (D) the name and address of the beneficiary thereof; (E) the documents to be presented by such beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder; and (G) such other matters as the Issuing Bank L/C Issuer may require. In the case of a request for an amendment of any outstanding Letter of Credit, such Letter of Credit L/C Application shall specify in form and detail satisfactory to the Issuing Bank L/C Issuer (wA) the Letter of Credit to be amended; (x) the proposed date of amendment thereof (which shall be a Business Day); (y) the nature of the proposed amendment; and (z) such other matters as the Issuing Bank may require. (ii) Promptly after receipt of any Letter of Credit Application, the 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 Application from the Borrower and, if not, the Issuing Bank will provide the Administrative Agent with a copy thereof. Upon receipt by the Issuing Bank of confirmation from the Administrative Agent that the requested issuance or amendment is permitted in accordance with the terms hereof, then, subject to the terms and conditions hereof, the Issuing Bank 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 the Issuing Bank’s usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Bank shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank a risk participation in such Letter of Credit in an amount equal to the product of such Bank’s Pro Rata Share times the amount of such Letter of Credit. (iii) Promptly 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 Bank will also (x) deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendment and (y) notify the Borrower and the Administrative Agent of any return, surrender or cancellation of any Letter of Credit.;

Procedures for Issuance and Amendment of Letters of Credit. (i) Each Letter of Credit shall be issued or amended, as the case may be, upon the request of the Borrower delivered to the applicable Issuing Bank L/C Issuer (with a copy to the Administrative Agent) in the form of a Letter of Credit Application, appropriately completed and signed by a Responsible Official Officer of the Borrower. Such Letter of Credit Application must be received by the applicable Issuing Bank L/C Issuer and the Administrative Agent not later than 1:00 p.m., New York time, 11:00 a.m. at least 3 two Business Days (or such later date and time as the applicable Issuing Bank Administrative Agent and the L/C Issuer may agree in a particular instance in its their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to such Issuing Bankthe L/C Issuer: (A) the proposed issuance date of the requested Letter of Credit (which shall be a Business Day); (B) the amount thereof; (C) the expiry date thereof; (D) the name and address of the beneficiary thereof; (E) the documents to be presented by such beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder; and (G) such other matters as the Issuing Bank L/C Issuer may require. In the case of a request for an amendment of any outstanding Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to the Issuing Bank L/C Issuer (wA) the Letter of Credit to be amended; (xB) the proposed date of amendment thereof (which shall be a Business Day); (yC) the nature of the proposed amendment; and (zD) such other matters as the Issuing Bank L/C Issuer may require. Additionally, the Borrower shall furnish to the L/C Issuer and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, including any Issuer Documents, as the L/C Issuer or the Administrative Agent may require. (ii) Promptly after receipt of any Letter of Credit Application, the Issuing Bank L/C Issuer will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy of such Letter of Credit Application from the Borrower and, if not, the Issuing Bank L/C Issuer will provide the Administrative Agent with a copy thereof. Upon receipt by Unless the Issuing Bank of confirmation L/C Issuer has received written notice from any Lender, the Administrative Agent that or any Loan Party, at least one Business Day prior to the requested date of issuance or amendment is permitted of the applicable Letter of Credit, that one or more applicable conditions contained in accordance with the terms hereofArticle IV shall not then be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank L/C Issuer 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 the Issuing Bank’s L/C Issuer's usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Bank Working Capital Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank L/C Issuer a risk participation in such Letter of Credit in an amount equal to the product of such Bank’s Pro Rata Share Working Capital Lender's Working Capital Percentage times the amount of such Letter of Credit. (iii) Promptly 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 Bank L/C Issuer will also (x) deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendment and (y) notify the Borrower and the Administrative Agent of any return, surrender or cancellation of any Letter of Creditamendment.

Procedures for Issuance and Amendment of Letters of Credit. (i) Each Letter of Credit shall be issued or amended, as the case may be, upon the request of the Borrower delivered to the applicable Issuing Bank L/C Issuer (with a copy to the Administrative Agent) in the form of a Letter of Credit Application, appropriately completed and signed by a Responsible Official Officer of the Borrower. Such Letter of Credit Application must be received by the applicable Issuing Bank L/C Issuer and the Administrative Agent not later than 1:00 p.m., New York time, 11:00 a.m. at least 3 two Business Days (or such later date and time as the applicable Issuing Bank Administrative Agent and the L/C Issuer may agree in a particular instance in its their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to such Issuing Bankthe L/C Issuer: (A) the proposed issuance date of the requested Letter of Credit (which shall be a Business Day); (B) the amount thereof; (C) the expiry date thereof; (D) the name and address of the beneficiary thereof; (E) the documents to be presented by such beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder; (G) the purpose and nature of the requested Letter of Credit; and (GH) such other matters as the Issuing Bank L/C Issuer may require. In the case of a request for an amendment of any outstanding Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to the Issuing Bank L/C Issuer (wA) the Letter of Credit to be amended; (xB) the proposed date of amendment thereof (which shall be a Business Day); (yC) the nature of the proposed amendment; and (zD) such other matters as the Issuing Bank L/C Issuer may require. Additionally, the Borrower shall furnish to the L/C Issuer and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, including any Issuer Documents, as the L/C Issuer or the Administrative Agent may require. (ii) Promptly after receipt of any Letter of Credit Application, the Issuing Bank L/C Issuer will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy of such Letter of Credit Application from the Borrower and, if not, the Issuing Bank L/C Issuer will provide the Administrative Agent with a copy thereof. Upon receipt by Unless the Issuing Bank of confirmation L/C Issuer has received written notice from any Lender, the Administrative Agent that or any Loan Party, at least one Business Day prior to the requested date of issuance or amendment is permitted of the applicable Letter of Credit, that one or more applicable conditions contained in accordance with the terms hereofArticle IV shall not then be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank L/C Issuer shall, on the requested date, issue a Letter of Credit for the account of the Borrower or the applicable Subsidiary or enter into the applicable amendment, as the case may be, in each case in accordance with the Issuing BankL/C Issuer’s usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Bank Lender with a Revolving Commitment shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank L/C Issuer a risk participation in such Letter of Credit in an amount equal to the product of such BankLender’s Revolving Pro Rata Share times the amount of such Letter of Credit. (iii) If the Borrower so requests in any applicable Letter of Credit Application, the L/C Issuer may, in its sole and absolute discretion, agree to issue a Letter of Credit that has automatic extension provisions (each, an “Auto-Extension Letter of Credit”); provided that any such Auto-Extension Letter of Credit must permit the L/C Issuer 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. Unless otherwise directed by the L/C Issuer, the Borrower shall not be required to make a specific request to the L/C Issuer for any such extension. Once an Auto-Extension Letter of Credit has been issued, the Lenders shall be deemed to have authorized (but may not require) the L/C Issuer to permit the extension of such Letter of Credit at any time to an expiry date not later than the Letter of Credit Expiration Date; provided, however, that the L/C Issuer shall not permit any such extension if (A) the L/C Issuer 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 clause (ii) or (iii) of Section 2.03(a) 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 4.02 is not then satisfied, and in each such case directing the L/C Issuer not to permit such extension. (iv) Promptly 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 Bank L/C Issuer will also (x) deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendment and (y) notify the Borrower and the Administrative Agent of any return, surrender or cancellation of any Letter of Creditamendment.

Procedures for Issuance and Amendment of Letters of Credit. (i) Each Letter of Credit shall be issued or amended, as the case may be, upon the request of the applicable Borrower delivered to the applicable Issuing Bank L/C Issuer (with a copy to the Administrative applicable Agent) in the form of a Letter of Credit Application, appropriately completed and signed by a Responsible Official Officer of the applicable Borrower. Such Letter of Credit Application must be received by the applicable Issuing Bank such L/C Issuer and the Administrative such Agent not later than 1:00 p.m., New York time, 11:00 a.m. at least 3 two Business Days (or such later date and time as the applicable Issuing Bank such Agent and such L/C Issuer may agree in a particular instance in its their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to such Issuing BankL/C Issuer: (A) the proposed issuance date of the requested Letter of Credit (which shall be a Business Day); (B) the amount and currency thereof; (C) the expiry date thereof; (D) the name and address of the beneficiary thereof; (E) the documents to be presented by such beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder; (G) the purpose and nature of the requested Letter of Credit; and (GH) such other matters as the Issuing Bank such L/C Issuer may require. In the case of a request for an amendment of any outstanding Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to the Issuing Bank such L/C Issuer: (wV) the Letter of Credit to be amended; (xW) the proposed date of amendment thereof (which shall be a Business Day); (yX) the nature of the proposed amendment; (Y) a copy of the applicable beneficiary’s consent to the proposed amendments; and (zZ) such other matters as such L/C Issuer may require. Additionally, the Issuing Bank applicable Borrower shall furnish to the applicable L/C Issuer and the applicable Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, including any Issuer Documents, as such L/C Issuer or such Agent may require. (ii) Promptly after receipt of any Letter of Credit Application, the Issuing Bank applicable L/C Issuer will confirm with the Administrative applicable Agent (by telephone or in writing) that the Administrative such Agent has received a copy of such Letter of Credit Application from the applicable Borrower and, if not, the Issuing Bank applicable L/C Issuer will provide the Administrative applicable Agent with a copy thereof. Upon receipt by Unless such L/C Issuer has received written notice from any Lender, the Issuing Bank of confirmation from the Administrative applicable Agent that or any Loan Party, at least one Business Day prior to the requested date of issuance or amendment is permitted of the applicable Letter of Credit, that one or more applicable conditions contained in accordance with the terms hereofArticle IV shall not then be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank such L/C Issuer shall, on the requested date, issue a Letter of Credit for the account of the Borrower Company (or the applicable Subsidiary) or enter into the applicable amendment, as the case may be, in each case in accordance with the Issuing Banksuch L/C Issuer’s usual and customary business practices. Immediately upon the issuance of each U.S. Letter of Credit, each Bank U.S. Sub-facility Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank U.S. L/C Issuer a risk participation in such Letter of Credit in an amount equal to the product of such BankLender’s Pro Rata Share Applicable Percentage times the amount of such Letter of Credit. Immediately upon the issuance of each Australian Letter of Credit, each Australian Sub-facility Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Australian L/C Issuer a risk participation in such Letter of Credit in an amount equal to the product of such Lender’s Applicable Percentage times the amount of such Letter of Credit. (iii) Promptly 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 Bank applicable L/C Issuer will also (x) deliver to the applicable Borrower and the Administrative applicable Agent a true and complete copy of such Letter of Credit or amendment and (y) notify the Borrower and the Administrative Agent of any return, surrender or cancellation of any Letter of Creditamendment.

Procedures for Issuance and Amendment of Letters of Credit. (i) Each Letter of Credit shall be issued or amended, as the case may be, upon the request of the a Co-Borrower delivered to the applicable Issuing Bank L/C Issuer (with a copy to the Administrative Agent) in the form of a Letter of Credit Application, appropriately completed and signed by a Responsible Official Officer of the BorrowerParent. Such Letter of Credit Application must be received by the applicable Issuing Bank L/C Issuer and the Administrative Agent not later than 1:00 p.m., New York time, 11:00 a.m. at least 3 two Business Days (or such later date and time as the applicable Issuing Bank Administrative Agent and the L/C Issuer may agree in a particular instance in its their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to such Issuing Bankthe L/C Issuer: (A) the proposed issuance date of the requested Letter of Credit (which shall be a Business Day); (B) the amount thereof; (C) the expiry date thereof; (D) the name and address of the beneficiary thereof; (E) the documents to be presented by such beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder; (G) the purpose and nature of the requested Letter of Credit; and (GH) such other matters as the Issuing Bank L/C Issuer may require. In the case of a request for an amendment of any outstanding Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to the Issuing Bank L/C Issuer (wA) the Letter of Credit to be amended; (xB) the proposed date of amendment thereof (which shall be a Business Day); (yC) the nature of the proposed amendment; and (zD) such other matters as the Issuing Bank L/C Issuer may require. Additionally, the Co-Borrowers shall furnish to the L/C Issuer and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, including any Issuer Documents, as the L/C Issuer or the Administrative Agent may require. (ii) Promptly after receipt of any Letter of Credit Application, the Issuing Bank L/C Issuer will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy of such Letter of Credit Application from the Borrower Co-Borrowers and, if not, the Issuing Bank L/C Issuer will provide the Administrative Agent with a copy thereof. Upon receipt by Unless the Issuing Bank of confirmation L/C Issuer has received written notice from any Lender, the Administrative Agent that Agent, any Co-Borrower or any Subsidiary, at least one Business Day prior to the requested date of issuance or amendment is permitted of the applicable Letter of Credit, that one or more applicable conditions contained in accordance with the terms hereofArticle IV shall not then be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank L/C Issuer shall, on the requested date, issue a Letter of Credit for the account of the Co-Borrower (or the applicable Subsidiary) or enter into the applicable amendment, as the case may be, in each case in accordance with the Issuing BankL/C Issuer’s usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Bank Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank L/C Issuer a risk participation in such Letter of Credit in an amount equal to the product of such BankLender’s Pro Rata Share Applicable Percentage times the amount of such Letter of Credit. (iii) Promptly 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 Bank L/C Issuer will also (x) deliver to the Borrower Co-Borrowers and the Administrative Agent a true and complete copy of such Letter of Credit or amendment and (y) notify the Borrower and the Administrative Agent of any return, surrender or cancellation of any Letter of Creditamendment.

Procedures for Issuance and Amendment of Letters of Credit. (i) Each Letter of Credit shall be issued or amended, as the case may be, upon the request of the Borrower delivered to the applicable Issuing Bank relevant L/C Issuer (with a copy to the Administrative Agent) in the form of a Letter of Credit Application, appropriately completed and signed by a Responsible Official Officer of the Borrower. Such Letter of Credit Application must be received by the applicable Issuing Bank relevant L/C Issuer and the Administrative Agent not later than 1:00 p.m., New York time, 11:00 a.m. at least 3 two Business Days (or such later date and time as the applicable Issuing Bank Administrative Agent and the relevant L/C Issuer may agree in a particular instance in its their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to such Issuing Bankthe relevant L/C Issuer: (A) the proposed issuance date of the requested Letter of Credit (which shall be a Business Day); (B) the amount thereof; (C) the expiry date thereof; (D) the name and address of the beneficiary thereof; (E) the documents to be presented by such beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder; and (G) such other matters as the Issuing Bank relevant L/C Issuer may require. In the case of a request for an amendment of any outstanding Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to the Issuing Bank relevant L/C Issuer (w1) the Letter of Credit to be amended; (x2) the proposed date of amendment thereof (which shall be a Business Day); (y3) the nature of the proposed amendment; and (z4) such other matters as the Issuing Bank relevant L/C Issuer may require. Additionally, the Borrower shall furnish to the relevant L/C Issuer and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, including any Issuer Documents, as the relevant L/C Issuer or the Administrative Agent may require. (ii) Promptly after receipt of any Letter of Credit Application, the Issuing Bank relevant L/C Issuer will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy of such Letter of Credit Application from the Borrower and, if not, the Issuing Bank such L/C Issuer will provide the Administrative Agent with a copy thereof. Upon receipt by Unless the Issuing Bank of confirmation relevant L/C Issuer has received written notice from any Revolving Credit Lender, the Administrative Agent that or any Loan Party, at least one Business Day prior to the requested date of issuance or amendment is permitted of the applicable Letter of Credit, that one or more applicable conditions contained in accordance with the terms hereofArticle V shall not then be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank relevant L/C Issuer shall, on the requested date, issue a Letter of Credit for the account of the Borrower (or the applicable Subsidiary) or enter into the applicable amendment, as the case may be, in each case in accordance with the Issuing Bankrelevant L/C Issuer’s usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Bank Revolving Credit Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank relevant L/C Issuer a risk participation in such Letter of Credit in an amount equal to the product of such BankRevolving Credit Lender’s Pro Rata Share Applicable Revolving Credit Percentage times the amount of such Letter of Credit. (iii) Promptly 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 Bank relevant L/C Issuer will also (x) deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendment and (y) notify the Borrower and the Administrative Agent of any return, surrender or cancellation of any Letter of Creditamendment.

Procedures for Issuance and Amendment of Letters of Credit. (i) Each Letter of Credit shall be issued or amended, as the case may be, upon the request of the Borrower delivered to the applicable Issuing Bank L/C Issuer (with a copy to the Administrative Agent) in the form of a Letter of Credit Application, appropriately completed and signed by a Responsible Official Officer of the Borrower. Such Letter of Credit Application must be received by the applicable Issuing Bank L/C Issuer and the Administrative Agent not later than 1:00 p.m., New York time, 11:00 a.m. at least 3 two (2) Business Days (or such later date and time as the applicable Issuing Bank Administrative Agent and the L/C Issuer may agree in a particular instance in its their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to such Issuing Bankthe L/C Issuer: (A) the proposed issuance date of the requested Letter of Credit (which shall be a Business Day); (B) the amount and currency thereof; (C) the expiry date thereof; (D) the name and address of the beneficiary thereof; (E) the documents to be presented by such beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder; (G) the purpose and nature of the requested Letter of Credit; and (GH) such other matters as the Issuing Bank L/C Issuer may require. In the case of a request for an amendment of any outstanding Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to the Issuing Bank L/C Issuer (wA) the Letter of Credit to be amended; (xB) the proposed date of amendment thereof (which shall be a Business Day); (yC) the nature of the proposed amendment; and (zD) such other matters as the Issuing Bank L/C Issuer may require. Additionally, the Borrower shall furnish to the L/C Issuer and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, including any Issuer Documents, as the L/C Issuer or the Administrative Agent may require. (ii) Promptly after receipt of any Letter of Credit Application, the Issuing Bank L/C Issuer will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy of such Letter of Credit Application from the Borrower and, if not, the Issuing Bank L/C Issuer will provide the Administrative Agent with a copy thereof. Upon receipt by Unless the Issuing Bank of confirmation L/C Issuer has received written notice from any Lender, the Administrative Agent that or any Loan Party, at least one (1) Business Day prior to the requested date of issuance or amendment is permitted of the applicable Letter of Credit, that one or more applicable conditions contained in accordance with the terms hereofArticle IV shall not then be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank L/C Issuer 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 the Issuing BankL/C Issuer’s usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Bank Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank L/C Issuer a risk participation in such Letter of Credit in an amount equal to the product of such BankLender’s Pro Rata Share Applicable Percentage times the amount of such Letter of Credit. (iii) Promptly 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 Bank L/C Issuer will also (x) deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendment and (y) notify the Borrower and the Administrative Agent of any return, surrender or cancellation of any Letter of Creditamendment.

Procedures for Issuance and Amendment of Letters of Credit. (i) Each Letter of Credit shall be issued or amended, as the case may be, upon the request of the Borrower delivered to the applicable Issuing Bank L/C Issuer (with a copy to the Administrative Agent) in the form of a Letter of Credit Application, appropriately completed and signed by a Responsible Official Officer of the Borrower. Such Letter of Credit Application must be received by the applicable Issuing Bank L/C Issuer and the Administrative Agent not later than 1:00 p.m., New York time, 11:00 a.m. at least 3 three (3) Business Days (or such later date and time as the applicable Issuing Bank Administrative Agent and the L/C Issuer may agree in a particular instance in its their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to such Issuing Bankthe L/C Issuer: (A) the proposed issuance date of the requested Letter of Credit (which shall be a Business Day); (B) the amount thereof; (C) the expiry date thereof; (D) the name and address of the beneficiary thereof; (E) the documents to be presented by such beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder; (G) the purpose and nature of the requested Letter of Credit; and (GH) such other matters as the Issuing Bank L/C Issuer may reasonably require. In the case of a request for an amendment of any outstanding Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to the Issuing Bank L/C Issuer (wA) the Letter of Credit to be amended; (xB) the proposed date of amendment thereof (which shall be a Business Day); (yC) the nature of the proposed amendment; and (zD) such other matters as the Issuing Bank L/C Issuer may reasonably require. Additionally, the Borrower shall furnish to the L/C Issuer and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, including any Issuer Documents, as the L/C Issuer or the Administrative Agent may reasonably require. (ii) Promptly after receipt of any Letter of Credit Application, the Issuing Bank L/C Issuer will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy of such Letter of Credit Application from the Borrower and, if not, the Issuing Bank L/C Issuer will provide the Administrative Agent with a copy thereof. Upon receipt by Unless the Issuing Bank of confirmation L/C Issuer has received written notice from any Lender, the Administrative Agent that or the Borrower, at least one Business Day prior to the requested date of issuance or amendment is permitted of the applicable Letter of Credit, that one or more applicable conditions contained in accordance with the terms hereofArticle IV shall not be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank L/C Issuer 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 the Issuing BankL/C Issuer’s usual and customary business practices. Immediately upon the issuance of each Letter of CreditCredit (including any deemed issuance as described in Section 2.03(l)), each Bank Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank L/C Issuer a risk participation in such Letter of Credit in an amount equal to the product of such BankLender’s Pro Rata Share Applicable Percentage times the amount of such Letter of Credit. (iii) [Reserved]. (iv) If the Borrower so requests in any applicable Letter of Credit Application, the L/C Issuer may, in its sole discretion, agree to issue a Letter of Credit that permits the automatic reinstatement of all or a portion of the stated amount thereof after any drawing thereunder (each, an “Auto-Reinstatement Letter of Credit”). Unless otherwise directed by the L/C Issuer, the Borrower shall not be required to make a specific request to the L/C Issuer to permit such reinstatement. Once an Auto-Reinstatement Letter of Credit has been issued, except as provided in the following sentence, the Lenders shall be deemed to have authorized (but may not require) the L/C Issuer to reinstate all or a portion of the stated amount thereof in accordance with the provisions of such Letter of Credit. Notwithstanding the foregoing, if such Auto-Reinstatement Letter of Credit permits the L/C Issuer to decline to reinstate all or any portion of the stated amount thereof after a drawing thereunder by giving notice of such non-reinstatement within a specified number of days after such drawing (the “Non-Reinstatement Deadline”), the L/C Issuer shall not permit such reinstatement if it has received a notice (which may be by telephone or in writing) on or before the day that is seven Business Days before the Non-Reinstatement Deadline (A) from the Administrative Agent that the Required Lenders have elected not to permit such reinstatement or (B) from the Administrative Agent, any Lender or the Borrower that one or more of the applicable conditions specified in Section 4.02 is not then satisfied (treating such reinstatement as an L/C Credit Extension for purposes of this clause) and, in each case, directing the L/C Issuer not to permit such reinstatement. (v) Promptly 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 Bank L/C Issuer will also (x) deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendment and (y) notify the Borrower and the Administrative Agent of any return, surrender or cancellation of any Letter of Creditamendment.

Procedures for Issuance and Amendment of Letters of Credit. (i) Each Letter of Credit shall be issued or amended, as the case may be, upon the request of the applicable Borrower delivered to the applicable Issuing Bank L/C Issuer (with a copy to the applicable Administrative Agent) in the form of a Letter of Credit Application, appropriately completed and signed by a Responsible Official Officer of the such Borrower. Such Letter of Credit L/C Application must be received by the applicable Issuing Bank L/C Issuer and the applicable Administrative Agent not later than 1:00 p.m., New York time, 8:00 a.m. at least 3 two Business Days (or such later date and time as the applicable Issuing Bank such L/C Issuer may agree in a particular instance in its sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to such Issuing Bankthe applicable L/C Issuer: (A) the proposed issuance date of the requested Letter of Credit (which shall be a Business Day); (B) the amount thereof; (C) the expiry date thereof; (D) the name and address of the beneficiary thereof; (E) the documents to be presented by such beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder; and (G) such other matters as the Issuing Bank such L/C Issuer may require. In the case of a request for an amendment of any outstanding Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to the Issuing Bank applicable L/C Issuer (wA) the Letter of Credit to be amended; (xB) the proposed date of amendment thereof (which shall be a Business Day); (y) the nature of the proposed amendment; and (z) such other matters as the Issuing Bank may require. (ii) Promptly after receipt of any Letter of Credit Application, the 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 Application from the Borrower and, if not, the Issuing Bank will provide the Administrative Agent with a copy thereof. Upon receipt by the Issuing Bank of confirmation from the Administrative Agent that the requested issuance or amendment is permitted in accordance with the terms hereof, then, subject to the terms and conditions hereof, the Issuing Bank 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 the Issuing Bank’s usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Bank shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank a risk participation in such Letter of Credit in an amount equal to the product of such Bank’s Pro Rata Share times the amount of such Letter of Credit. (iii) Promptly 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 Bank will also (x) deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendment and (y) notify the Borrower and the Administrative Agent of any return, surrender or cancellation of any Letter of Credit.proposed

Procedures for Issuance and Amendment of Letters of Credit. (i) Each Letter of Credit shall be issued or amended, as the case may be, upon the request of the Borrower delivered to the applicable Issuing Bank L/C Issuer (with a copy to the Administrative Agent) in the form of a Letter of Credit Application, appropriately completed and signed by a Responsible Official Officer of the Borrower. Such Letter of Credit Application must be received by the applicable Issuing Bank L/C Issuer and the Administrative Agent not later than 1:00 p.m., New York time, 11:00 a.m. at least 3 two Business Days (or such later date and time as the applicable Issuing Bank Administrative Agent and the L/C Issuer may agree in a particular instance in its their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to such Issuing Bankthe L/C Issuer: (A) the proposed issuance date of the requested Letter of Credit (which shall be a Business Day); (B) the amount thereof; (C) the expiry date thereof; (D) the name and address of the beneficiary thereof; (E) the documents to be presented by such beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder; and (G) such other matters as the Issuing Bank L/C Issuer may require. In the case of a request for an amendment of any outstanding Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to the Issuing Bank L/C Issuer (wA) the Letter of Credit to be amended; (xB) the proposed date of amendment thereof (which shall be a Business Day); (yC) the nature of the proposed amendment; and (zD) such other matters as the Issuing Bank L/C Issuer may require. Additionally, the Borrower shall furnish to the L/C Issuer and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, including any Issuer Documents, as the L/C Issuer or the Administrative Agent may require. (ii) Promptly after receipt of any Letter of Credit Application, the Issuing Bank L/C Issuer will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy of such Letter of Credit Application from the Borrower and, if not, the Issuing Bank L/C Issuer will provide the Administrative Agent with a copy thereof. Upon receipt by Unless the Issuing Bank of confirmation L/C Issuer has received written notice from any Lender or the Administrative Agent that Agent, at least one Business Day prior to the requested date of issuance or amendment is permitted of the applicable Letter of Credit, that one or more applicable conditions contained in accordance with the terms hereofArticle IV shall not then be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank L/C Issuer 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 the Issuing BankL/C Issuer’s usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Bank Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank L/C Issuer a risk participation in such Letter of Credit in an amount equal to the product of such BankLender’s Pro Rata Share times the amount of such Letter of Credit. (iii) Promptly 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 Bank L/C Issuer will also (x) deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendment and (y) notify the Borrower and the Administrative Agent of any return, surrender or cancellation of any Letter of Creditamendment.

Procedures for Issuance and Amendment of Letters of Credit. (i) Each Letter of Credit shall be issued or amended, as the case may be, upon the request of the Borrower delivered to the applicable Issuing Bank L/C Issuer (with a copy to the Administrative Agent) in the form of a Letter of Credit Application, appropriately completed and signed by a Responsible Official Officer of the Borrower. Such Letter of Credit Application must be received by the applicable Issuing Bank L/C Issuer and the Administrative Agent not later than 1:00 p.m., New York time, 11:00 a.m. at least 3 two Business Days (or such later date and time as the applicable Issuing Bank Administrative Agent and the L/C Issuer may agree in a particular instance in its their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such Letter of Credit Application shall specify in form and detail reasonably satisfactory to such Issuing Bankthe L/C Issuer: (A) the proposed issuance date of the requested Letter of Credit (which shall be a Business Day); (B) the amount thereof; (C) the expiry date thereof; (D) the name and address of the beneficiary thereof; (E) the documents to be presented by such beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder; (G) evidence that such requested Letter of Credit has been Cash Collateralized as required pursuant to Section 2.03(g); and (GH) such other matters as the Issuing Bank L/C Issuer may reasonably require. In the case of a request for an amendment of any outstanding Letter of Credit, such Letter of Credit Application shall specify in form and detail reasonably satisfactory to the Issuing Bank L/C Issuer (wA) the Letter of Credit to be amended; (x) the proposed date of amendment thereof (which shall be a Business Day); (y) the nature of the proposed amendment; and (z) such other matters as the Issuing Bank may require. (ii) Promptly after receipt of any Letter of Credit Application, the 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 Application from the Borrower and, if not, the Issuing Bank will provide the Administrative Agent with a copy thereof. Upon receipt by the Issuing Bank of confirmation from the Administrative Agent that the requested issuance or amendment is permitted in accordance with the terms hereof, then, subject to the terms and conditions hereof, the Issuing Bank 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 the Issuing Bank’s usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Bank shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank a risk participation in such Letter of Credit in an amount equal to the product of such Bank’s Pro Rata Share times the amount of such Letter of Credit. (iii) Promptly 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 Bank will also (x) deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendment and (y) notify the Borrower and the Administrative Agent of any return, surrender or cancellation of any Letter of Credit.;

Procedures for Issuance and Amendment of Letters of Credit. (i) Each Letter of Credit shall be issued or amended, as the case may be, upon the request of the Borrower delivered to the applicable Issuing Bank L/C Issuer (with a copy to the Administrative Agent) in the form of a Letter of Credit L/C Application, appropriately completed and signed by a Responsible Official Officer of the Borrower. Such Letter of Credit L/C Application must be received by the applicable Issuing Bank L/C Issuer and the Administrative Agent not later than 1:00 p.m., New York time, 11:00 a.m. at least 3 two (2) Business Days (or such later date and time as the applicable Issuing Bank Administrative Agent and the L/C Issuer may agree in a particular instance in its their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such Letter of Credit L/C Application shall specify in form and detail satisfactory to such Issuing Bankthe L/C Issuer: (A) the proposed issuance date of the requested Letter of Credit (which shall be a Business Day); (B) the amount thereof; (C) the expiry date thereof; (D) the name and address of the beneficiary thereof; (E) the documents to be presented by such beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder; and (G) such other matters as the Issuing Bank L/C Issuer may require. In the case of a request for an amendment of any outstanding Letter of Credit, such Letter of Credit L/C Application shall specify in form and detail satisfactory to the Issuing Bank L/C Issuer (wA) the Letter of Credit to be amended; (xB) the proposed date of amendment thereof (which shall be a Business Day); (yC) the nature of the proposed amendment; and (zD) such other matters as the Issuing Bank L/C Issuer may require. Additionally, the Borrower shall furnish to the L/C Issuer and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, including any Issuer Documents, as the L/C Issuer or the Administrative Agent may require. (ii) Promptly after receipt of any Letter of Credit L/C Application, the Issuing Bank L/C Issuer will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy of such Letter of Credit L/C Application from the Borrower and, if not, the Issuing Bank L/C Issuer will provide the Administrative Agent with a copy thereof. Upon receipt by Unless the Issuing Bank of confirmation L/C Issuer has received written notice from any Lender, the Administrative Agent that or any Credit Party, at least one (1) Business Day prior to the requested date of issuance or amendment is permitted of the applicable Letter of Credit, that one or more applicable conditions contained in accordance with the terms hereofArticle V shall not then be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank L/C Issuer shall, on the requested date, issue a Letter of Credit for the account of the Borrower (or the applicable Subsidiary) or enter into the applicable amendment, as the case may be, in each case in accordance with the Issuing BankL/C Issuer’s usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Bank Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank L/C Issuer a risk participation in such Letter of Credit in an amount equal to the product of such BankLender’s Pro Rata Share Revolving Commitment Percentage times the amount of such Letter of Credit. (iii) Promptly 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 Bank L/C Issuer will also (x) deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendment and (y) notify the Borrower and the Administrative Agent of any return, surrender or cancellation of any Letter of Creditamendment.

Procedures for Issuance and Amendment of Letters of Credit. (i) Each Letter of Credit shall be issued or amended, as the case may be, upon the request of the Borrower delivered to the applicable Issuing Bank L/C Issuer (with a copy to the Administrative Agent) in the form of a Letter of Credit Application, appropriately completed and signed by a Responsible Official Officer of the Borrower. Such Letter of Credit Application must be received by the applicable Issuing Bank L/C Issuer and the Administrative Agent not later than 1:00 p.m., New York time, 11:00 a.m. at least 3 two Business Days (or such later date and time as the applicable Issuing Bank Administrative Agent and the L/C Issuer may agree in a particular instance in its their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to such Issuing Bankthe L/C Issuer: (A) the proposed issuance date of the requested Letter of Credit (which shall be a Business Day); (B) the amount thereof; (C) the expiry date thereof; (D) the name and address of the beneficiary thereof; (E) the documents to be presented by such beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder; (G) the purpose and nature of the requested Letter of Credit; and (GH) such other matters as the Issuing Bank L/C Issuer may require. In the case of a request for an amendment of any outstanding Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to the Issuing Bank L/C Issuer (wA) the Letter of Credit to be amended; (xB) the proposed date of amendment thereof (which shall be a Business Day); (yC) the nature of the proposed amendment; and (zD) such other matters as the Issuing Bank L/C Issuer may require. Additionally, the Borrower shall furnish to the L/C Issuer and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, including any Issuer Documents, as the L/C Issuer or the Administrative Agent may require. (ii) Promptly after receipt of any Letter of Credit Application, the Issuing Bank L/C Issuer will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy of such Letter of Credit Application from the Borrower and, if not, the Issuing Bank L/C Issuer will provide the Administrative Agent with a copy thereof. Upon receipt by Unless the Issuing Bank of confirmation L/C Issuer has received written notice from any Lender, the Administrative Agent that or any Loan Party, at least one Business Day prior to the requested date of issuance or amendment is permitted of the applicable Letter of Credit, that one or more applicable conditions contained in accordance with the terms hereofArticle IV shall not then be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank L/C Issuer shall, on the requested date, issue a Letter of Credit for the account of the Borrower (or the applicable Subsidiary) or enter into the applicable amendment, as the case may be, in each case in accordance with the Issuing BankL/C Issuer’s usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Bank Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank L/C Issuer a risk participation in such Letter of Credit in an amount equal to the product of such Bank▇▇▇▇▇▇’s Pro Rata Share Applicable Percentage times the amount of such Letter of Credit.. In the event that the L/C Issuer issues a Letter of Credit denominated in a currency other than Dollars, euros, British pounds sterling or UAE dirhams (or amends such a Letter of Credit to increase the stated amount) the L/C Issuer shall promptly notify each Lender of such issuance or amendment. ​ (iii) Promptly 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 Bank L/C Issuer will also (x) deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendment and (y) notify the Borrower and the Administrative Agent of any return, surrender or cancellation of any Letter of Creditamendment.

Procedures for Issuance and Amendment of Letters of Credit. (i) Each Letter of Credit shall be issued or amended, as the case may be, upon the request of the Borrower delivered to the applicable Issuing Bank L/C Issuer (with a copy to the Administrative Agent) in the form of a Letter of Credit Application, appropriately completed and signed by a Responsible Official Officer of the Borrower. Such Letter of Credit Application may be sent by facsimile, by United States mail, by overnight courier, by electronic transmission using the system provided by the L/C Issuer, by personal delivery or by any other means acceptable to the L/C Issuer. Such Letter of Credit Application must be received by the applicable Issuing Bank L/C Issuer and the Administrative Agent not later than 1:00 p.m., New York time, 11:00 a.m. at least 3 three (3) Business Days (or five (5) Business Days in the case of a Letter of Credit to be issued in an Alternative Currency (or, in each case, such later date and time as the applicable Issuing Bank Administrative Agent and the L/C Issuer may agree in a particular instance in its their sole discretion)) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such Letter of Credit Application shall specify in form and detail reasonably satisfactory to such Issuing Bankthe L/C Issuer: (A) the proposed issuance date of the requested Letter of Credit (which shall be a Business Day); (B) the amount thereofand currency thereof (and in the absence of specification of currency shall be deemed a request for a Letter of Credit denominated in Dollars); (C) the expiry date thereof; (D) the name and address of the beneficiary thereof; (E) the documents to be presented by such beneficiary in case of any drawing thereunder; (F) the full text of any certificate or other documents to be presented by such beneficiary in case of any drawing thereunder; (G) the purpose and nature of the requested Letter of Credit; and (GH) such other matters as the Issuing Bank L/C Issuer may require. In the case of a request for an amendment of any outstanding Letter of Credit, such Letter of Credit Application shall specify in form and detail reasonably satisfactory to the Issuing Bank L/C Issuer: (w1) the Letter of Credit to be amended; (x2) the proposed date of amendment thereof (which shall be a Business Day); (y3) the nature of the proposed amendment; and (z4) such other matters as the Issuing Bank L/C Issuer may reasonably require. Additionally, the Borrower shall furnish to the L/C Issuer and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, including any Issuer Documents, as the L/C Issuer or the Administrative Agent may reasonably require. (ii) Promptly after receipt of Unless the L/C Issuer has received written notice from any Letter of Credit ApplicationLender, the 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 Application from the Borrower andBorrower, if not, the Issuing Bank will provide the Administrative Agent with a copy thereof. Upon receipt by the Issuing Bank of confirmation from the Administrative Agent that at least one Business Day prior to the requested date of issuance or amendment is permitted of the applicable Letter of Credit, that one or more applicable conditions contained in accordance with the terms hereofArticle IV shall not then be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank L/C Issuer 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 the Issuing BankL/C Issuer’s usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Bank Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank L/C Issuer a risk participation in such Letter of Credit in an amount equal to the product of such BankLender’s Pro Rata Share Applicable Percentage times the amount of such Letter of Credit. (iii) If the Borrower so requests in any applicable Letter of Credit Application, the L/C Issuer may, in its sole discretion, agree to issue a Letter of Credit that has automatic extension provisions (each, an “Auto-Extension Letter of Credit”); provided, that, any such Auto-Extension Letter of Credit must permit the L/C Issuer 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. Unless otherwise directed by the L/C Issuer, the Borrower shall not be required to make a specific request to the L/C Issuer for any such extension. Once an Auto-Extension Letter of Credit has been issued, the Lenders shall be deemed to have authorized (but may not require) the L/C Issuer to permit the extension of such Letter of Credit at any time to an expiry date not later than the Letter of Credit Expiration Date; provided, that, the L/C Issuer shall not permit any such extension if (A) the L/C Issuer 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 clause (ii) or (iii) of Section 2.03(a) or otherwise), or (B) it has received notice (which may be by telephone or in writing) on or before the day that is seven (7) 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 4.02 is not then satisfied, and in each case directing the L/C Issuer not to permit such extension. (iv) Promptly 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 Bank L/C Issuer will also (x) deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendment and (y) notify the Borrower and the Administrative Agent of any return, surrender or cancellation of any Letter of Creditamendment.

Procedures for Issuance and Amendment of Letters of Credit. (i) Each Letter of Credit shall be issued or amended, as the case may be, upon the request of the Borrower delivered to the applicable Issuing Bank L/C Issuer (with a copy to the Administrative Agent) in the form of a Letter of Credit Application, appropriately completed and signed by a Responsible Official Officer of the Borrower. Such Letter of Credit Application must be received by the applicable Issuing Bank L/C Issuer and the Administrative Agent not later than 1:00 p.m., New York time, 11:00 a.m. at least 3 two Business Days (or such later date and time as the applicable Issuing Bank Administrative Agent and the L/C Issuer may agree in a particular instance in its their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to such Issuing Bankthe L/C Issuer: (A) the proposed issuance date of the requested Letter of Credit (which shall be a Business Day); (B) the amount thereof; (C) the expiry date thereof; (D) the name and address of the beneficiary thereof; (E) the documents to be presented by such beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder; and (G) such other matters as the Issuing Bank L/C Issuer may require. In the case of a request for an amendment of any outstanding Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to the Issuing Bank L/C Issuer (wA) the Letter of Credit to be amended; (xB) the proposed date of amendment thereof (which shall be a Business Day); (yC) the nature of the proposed amendment; and (zD) such other matters as the Issuing Bank L/C Issuer may require. Additionally, the Borrower shall furnish to the L/C Issuer and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, including any Issuer Documents, as the L/C Issuer or the Administrative Agent may require. (ii) Promptly after receipt of any Letter of Credit Application, the Issuing Bank L/C Issuer will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy of such Letter of Credit Application from the Borrower and, if not, the Issuing Bank L/C Issuer will provide the Administrative Agent with a copy thereof. Upon receipt by Unless the Issuing Bank of confirmation L/C Issuer has received written notice from any Lender, the Administrative Agent that or the Borrower, at least one Business Day prior to the requested date of issuance or amendment is permitted of the applicable Letter of Credit, that one or more applicable conditions contained in accordance with the terms hereofArticle IV shall not then be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank L/C Issuer shall, on the requested date, issue a Letter of Credit for the account of the Borrower (or the applicable Subsidiary) or enter into the applicable amendment, as the case may be, in each case in accordance with the Issuing BankL/C Issuer’s usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Bank Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank L/C Issuer a risk participation in such Letter of Credit in an amount equal to the product of such BankLender’s Pro Rata Share Applicable Percentage times the amount of such Letter of Credit. (iii) Promptly 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 Bank L/C Issuer will also (x) deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendment and (y) notify the Borrower and the Administrative Agent of any return, surrender or cancellation of any Letter of Creditamendment.

Procedures for Issuance and Amendment of Letters of Credit. (i) Each Letter of Credit shall be issued or amended, as the case may be, upon the request of the Borrower delivered to the applicable Issuing Bank L/C Issuer (with a copy to the Administrative Agent) in the form of a Letter of Credit Application, appropriately completed and signed by a Responsible Official Officer of the Borrower. Such Letter of Credit Application must be received by the applicable Issuing Bank such L/C Issuer and the Administrative Agent not later than 1:00 p.m., New York time, 11:00 a.m. at least 3 three Business Days (or such later date and time as the applicable Issuing Bank Administrative Agent and such L/C Issuer may agree in a particular instance in its their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of CreditCredit by an L/C Issuer, such Letter of Credit Application shall specify in form and detail satisfactory to such Issuing BankL/C Issuer: (A) the proposed issuance date of the requested Letter of Credit (which shall be a Business Day); (B) the amount thereof; (C) the expiry date thereof; (D) the name and address of the beneficiary thereof; (E) the documents to be presented by such beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder; (G) the purpose and nature of the requested Letter of Credit; and (GH) such other matters as the Issuing Bank such L/C Issuer may require. In the case of a request for an amendment of any outstanding Letter of CreditCredit issued by an Issuing Lender, such Letter of Credit Application shall specify in form and detail satisfactory to the Issuing Bank such L/C Issuer (w1) the Letter of Credit to be amended; (x2) the proposed date of amendment thereof (which shall be a Business Day); (y) the nature of the proposed amendment; and (z) such other matters as the Issuing Bank may require. (ii) Promptly after receipt of any Letter of Credit Application, the 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 Application from the Borrower and, if not, the Issuing Bank will provide the Administrative Agent with a copy thereof. Upon receipt by the Issuing Bank of confirmation from the Administrative Agent that the requested issuance or amendment is permitted in accordance with the terms hereof, then, subject to the terms and conditions hereof, the Issuing Bank 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 the Issuing Bank’s usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Bank shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank a risk participation in such Letter of Credit in an amount equal to the product of such Bank’s Pro Rata Share times the amount of such Letter of Credit. (iii) Promptly 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 Bank will also (x) deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendment and (y) notify the Borrower and the Administrative Agent of any return, surrender or cancellation of any Letter of Credit.;

Procedures for Issuance and Amendment of Letters of Credit. (i) Each Letter of Credit shall be issued or amended, as the case may be, upon the request of the Borrower delivered to the applicable Issuing Bank (with a copy to the Administrative Agent) in the form of a Letter of Credit Application, appropriately completed and signed by a Responsible Official Financial Officer of the Borrower. Such Letter of Credit Application must be received by the applicable Issuing Bank and the Administrative Agent not later than 1:00 p.m.11:00 a.m., New York City time, at least 3 two Business Days (or such later date and time as the applicable Administrative Agent and the Issuing Bank may agree in a particular instance in its their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to such the Issuing Bank: (A) the proposed issuance date of the requested Letter of Credit (which shall be a Business Day); (B) the amount thereof; (C) the expiry date thereof; (D) the name and address of the beneficiary thereof; (E) the documents to be presented by such beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder; (G) the purpose and nature of the requested Letter of Credit; and (GH) such other matters as the Issuing Bank may require. In the case of a request for an amendment of any outstanding Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to the Issuing Bank (wA) the Letter of Credit to be amended; (xB) the proposed date of amendment thereof (which shall be a Business Day); (yC) the nature of the proposed amendment; and (zD) such other matters as the Issuing Bank may require. Additionally, the Borrower shall furnish to the Issuing Bank and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, including any Issuer Documents, as the Issuing Bank or the Administrative Agent may require. (ii) Promptly after receipt of any Letter of Credit Application, the 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 Application from the Borrower and, if not, the Issuing Bank will provide the Administrative Agent with a copy thereof. Upon receipt by Unless the Issuing Bank of confirmation has received written notice from any Lender, the Administrative Agent that or any Loan Party, at least one Business Day prior to the requested date of issuance or amendment is permitted of the applicable Letter of Credit, that one or more applicable conditions contained in accordance with the terms hereofArticle IV shall not then be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank 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 the Issuing Bank’s usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Bank Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank a risk participation in such Letter of Credit in an amount equal to the product of such BankLender’s Pro Rata Share Applicable Percentage times the amount of such Letter of Credit. (iii) Promptly 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 Bank will also (x) deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendment and (y) notify the Borrower and the Administrative Agent of any return, surrender or cancellation of any Letter of Creditamendment.

Procedures for Issuance and Amendment of Letters of Credit. (i) Each Letter of Credit shall be issued or amended, as the case may be, upon the request of the Borrower Company delivered to the applicable Issuing Bank L/C Issuer (with a copy to the Administrative Agent) in the form of a Letter of Credit Application, appropriately completed and signed by a Responsible Official Officer of the BorrowerCompany. Such Letter of Credit Application must be received by the applicable Issuing Bank L/C Issuer and the Administrative Agent (A) not later than 1:00 p.m., New York time, p.m. at least 3 one Business Days (or such later date and time as the applicable Issuing Bank may agree in a particular instance in its sole discretion) Day prior to the proposed issuance date or date of amendment, as the case may be, of any Letter of Credit denominated in Dollars, and (B) not later than 1:00 p.m. at least five Business Days prior to the proposed issuance date or date of amendment, as the case may be, of any Letter of Credit denominated in an Alternative Currency; or in each case such later date and time as the Administrative Agent and the L/C Issuer may agree in a particular instance in their sole discretion. In the case of a request for an initial issuance of a Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to such Issuing Bankthe L/C Issuer the following: (A) the proposed issuance date of the requested Letter of Credit (which shall be a Business Day); (B) the amount and currency thereof; (C) the expiry date thereof; (D) the name and address of the beneficiary thereof; (E) the documents to be presented by such beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder; and (G) such other matters as the Issuing Bank L/C Issuer may require. In the case of a request for an amendment of any outstanding Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to the Issuing Bank L/C Issuer the following: (wA) the Letter of Credit to be amended; (xB) the proposed date of amendment thereof (which shall be a Business Day); (yC) the nature of the proposed amendment; and (zD) such other matters as the Issuing Bank L/C Issuer may require. Additionally, the Company shall furnish to the L/C Issuer and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, including any Issuer Documents, as the L/C Issuer or the Administrative Agent may require. (ii) Promptly after receipt of any Letter of Credit Application, the Issuing Bank L/C Issuer will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy of such Letter of Credit Application from the Borrower Company and, if not, the Issuing Bank L/C Issuer will provide the Administrative Agent with a copy thereof. Upon receipt by Unless the Issuing Bank of confirmation L/C Issuer has received written notice from any Lender, the Administrative Agent that or any Loan Party, at least one Business Day prior to the requested date of issuance or amendment is permitted of the applicable Letter of Credit, that one or more applicable conditions contained in accordance with the terms hereofArticle IV shall not then be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank L/C Issuer shall, on the requested date, issue a Letter of Credit for the account of the Borrower Company (or the applicable Subsidiary) or enter into the applicable amendment, as the case may be, in each case in accordance with the Issuing BankL/C Issuer’s usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Bank Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank L/C Issuer a risk participation in such Letter of Credit in an amount equal to the product of such BankLender’s Pro Rata Share Applicable Percentage times the amount of such Letter of Credit. (iii) Promptly 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 Bank L/C Issuer will also (x) deliver to the Borrower Company and the Administrative Agent a true and complete copy of such Letter of Credit or amendment and (y) notify the Borrower and the Administrative Agent of any return, surrender or cancellation of any Letter of Creditamendment.

Procedures for Issuance and Amendment of Letters of Credit. (i) Each Letter of Credit shall be issued or amended, as the case may be, upon the request of the Borrower delivered to the applicable Issuing Bank L/C Issuer (with a copy to the Administrative Agent) in the form of a Letter of Credit Application, appropriately completed and signed by a Responsible Official Officer of the Borrower. Such Letter of Credit Application must be received by the applicable Issuing Bank L/C Issuer and the Administrative Agent not later than 1:00 p.m., New York time, 11:00 a.m. at least 3 two Business Days (or such later date and time as the applicable Issuing Bank Administrative Agent and the L/C Issuer may agree in a particular instance in its their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to such Issuing Bankthe L/C Issuer: (A) the proposed issuance date of the requested Letter of Credit (which shall be a Business Day); (B) the amount thereof; (C) the expiry date thereof; (D) the name and address of the beneficiary thereof; (E) the documents to be presented by such beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder; (G) the purpose and nature of the requested Letter of Credit; and (GH) such other matters as the Issuing Bank L/C Issuer may require. In the case of a request for an amendment of any outstanding Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to the Issuing Bank L/C Issuer (wA) the Letter of Credit to be amended; (xB) the proposed date of amendment thereof (which shall be a Business Day); (yC) the nature of the proposed amendment; and (zD) such other matters as the Issuing Bank L/C Issuer may require. Additionally, the Borrower shall furnish to the L/C Issuer and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, including any Issuer Documents, as the L/C Issuer or the Administrative Agent may require. (ii) Promptly after receipt of any Letter of Credit Application, the Issuing Bank L/C Issuer will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy of such Letter of Credit Application from the Borrower and, if not, the Issuing Bank L/C Issuer will provide the Administrative Agent with a copy thereof. Upon receipt by Unless the Issuing Bank of confirmation L/C Issuer has received written notice from any Lender, the Administrative Agent that or any Loan Party, at least one Business Day prior to the requested date of issuance or amendment is permitted of the applicable Letter of Credit, that one or more applicable conditions contained in accordance with the terms hereofArticle V shall not then be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank L/C Issuer 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 the Issuing BankL/C Issuer’s usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Bank Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank L/C Issuer a risk participation in such Letter of Credit in an amount equal to the product of such BankLender’s Pro Rata Share Applicable Percentage times the amount of such Letter of Credit. (iii) If the Borrower so requests in any applicable Letter of Credit Application, the L/C Issuer shall issue a Letter of Credit that has automatic extension provisions (each, an “Auto-Extension Letter of Credit”); provided that any such Auto-Extension Letter of Credit must permit the L/C Issuer 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 Auto-Extension Letter of Credit has been issued, the Lenders shall be deemed to have authorized (but may not require) the L/C Issuer to permit the extension of such Letter of Credit at any time to an expiry date not later than the Letter of Credit Expiration Date; provided, however, that the L/C Issuer shall not permit any such extension if an Event of Default is continuing hereunder. (iv) Promptly 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 Bank L/C Issuer will also (x) deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendment and (y) notify the Borrower and the Administrative Agent of any return, surrender or cancellation of any Letter of Creditamendment.

Procedures for Issuance and Amendment of Letters of Credit. (i) Each Letter of Credit shall be issued or amended, as the case may be, upon the request of the Borrower delivered to the applicable Issuing Bank L/C Issuer (with a copy to the Administrative Agent) in the form of a Letter of Credit Application, appropriately completed and signed by a Responsible Official Officer of the Borrower. Such Letter of Credit Application must be received by the applicable Issuing Bank L/C Issuer and the Administrative Agent not later than 1:00 p.m., New York time, 11:00 a.m. at least 3 two Business Days (or such later date and time as the applicable Issuing Bank Administrative Agent and the L/C Issuer may agree in a particular instance in its their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to such Issuing Bankthe L/C Issuer: (A) the proposed issuance date of the requested Letter of Credit (which shall be a Business Day); (B) the amount thereof; (C) the expiry date thereof; (D) the name and address of the beneficiary thereof; (E) the documents to be presented by such beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder; and (G) such other matters as the Issuing Bank L/C Issuer may require. In the case of a request for an amendment of any outstanding Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to the Issuing Bank L/C Issuer (wA) the Letter of Credit to be amended; (xB) the proposed date of amendment thereof (which shall be a Business Day); (yC) the nature of the proposed amendment; and (zD) such other matters as the Issuing Bank L/C Issuer may require. Additionally, the Borrower shall furnish to the L/C Issuer and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, including any Issuer Documents, as the L/C Issuer or the Administrative Agent may require. (ii) Promptly after receipt of any Letter of Credit Application, the Issuing Bank L/C Issuer will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy of such Letter of Credit Application from the Borrower and, if not, the Issuing Bank L/C Issuer will provide the Administrative Agent with a copy thereof. Upon receipt by Unless the Issuing Bank of confirmation L/C Issuer has received written notice from any Revolving Lender, the Administrative Agent that or the Borrower, at least one Business Day prior to the requested date of issuance or amendment is permitted of the applicable Letter of Credit, that one or more applicable conditions contained in accordance with the terms hereofArticle IV shall not then be satisfied, then, subject to the terms and conditions hereof, the Issuing Bank L/C Issuer shall, on the requested date, issue a Letter of Credit for the account of the Borrower (or the applicable Subsidiary) or enter into the applicable amendment, as the case may be, in each case in accordance with the Issuing BankL/C Issuer’s usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Bank Revolving Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Bank L/C Issuer a risk participation in such Letter of Credit in an amount equal to the product of such BankRevolving Lender’s Pro Rata Share Applicable Percentage of the Aggregate Revolving Commitments times the amount of such Letter of Credit. (iii) Promptly 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 Bank L/C Issuer will also (x) deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendment and (y) notify the Borrower and the Administrative Agent of any return, surrender or cancellation of any Letter of Creditamendment.