Common use of Request for Issuance Clause in Contracts

Request for Issuance. (i) Each Letter of Credit shall be issued upon notice, given not later than 11:00 A.M. (New York City time) on the fifth Business Day prior to the date of the proposed issuance of such Letter of Credit (or on such shorter notice as the applicable Issuing Bank may agree), by any Borrower to any Issuing Bank, and such Issuing Bank shall give the Agent prompt notice thereof. Each such notice of issuance of a Letter of Credit (a "Notice of Issuance") shall be by telecopier or telephone, confirmed immediately in writing, specifying therein the requested (A) date of such issuance (which shall be a Business Day), (B) Available Amount and currency of such Letter of Credit, (C) expiration date of such Letter of Credit (which shall not be later than 10 Business Days before the Termination Date), (D) name and address of the beneficiary of such Letter of Credit and (E) form of such Letter of Credit, such Letter of Credit shall be issued pursuant to such application and agreement for letter of credit as such Issuing Bank may specify to the applicable Borrower for use in connection with such requested Letter of Credit (a "Letter of Credit Agreement"). If the requested form of such Letter of Credit is acceptable to such Issuing Bank in its sole discretion, such Issuing Bank will, upon fulfillment of the applicable conditions set forth in Article III, make such Letter of Credit available to the Borrower requesting such issuance at its office referred to in Section 9.02 or as otherwise agreed with such Borrower in connection with such issuance. In the event and to the extent that the provisions of any Letter of Credit Agreement shall conflict with this Agreement, the provisions of this Agreement shall govern. For avoidance of doubt, but without limitation of the generality of the foregoing, provisions relating to security interests, reimbursement or other payment obligations, interest or events of default shall be deemed to be in conflict with this Agreement

Request for Issuance. (i) Each Letter of Credit shall be issued upon notice, given not later than 11:00 A.M. (New York City time) on the fifth Business Day prior to the date of the proposed issuance of such Letter of Credit (or on such shorter notice as the applicable Issuing Bank may agree), by any Borrower to any Issuing Bank, and such Issuing Bank shall give the Agent prompt notice thereof. Each such notice of issuance of a Letter of Credit (a "“Notice of Issuance"”) shall be by telecopier or telephone, confirmed immediately in writingemail, specifying therein the requested (A) date of such issuance (which shall be a Business Day), (B) Available Amount and currency of such Letter of Credit, (C) expiration date of such Letter of Credit (which shall not be later than 10 Business Days before the final Termination Date), (D) name and address of the beneficiary of such Letter of Credit and (E) form of such Letter of Credit, such . Such Letter of Credit shall be issued pursuant to such application and agreement for letter of credit as such Issuing Bank may specify to the applicable Borrower for use in connection with such requested Letter of Credit (a "“Letter of Credit Agreement"”). If the requested form of such Letter of Credit is acceptable to such Issuing Bank in its sole reasonable discretion, such Issuing Bank will, upon fulfillment of the applicable conditions set forth in Article III, make such Letter of Credit available to the Borrower requesting such issuance at its office referred to in Section 9.02 or as otherwise agreed with such Borrower in connection with such issuance. In the event and to the extent that the provisions of any Letter of Credit Agreement shall conflict with this Agreement, the provisions of this Agreement shall govern. For avoidance of doubt, but without limitation of the generality of the foregoing, provisions relating to security interests, reimbursement or other payment obligations, interest or events of default shall be deemed to be in conflict with this Agreement

Request for Issuance. (i) Each Letter of Credit shall be issued upon notice, given not later than 11:00 A.M. 2:00 P.M. (New York, New York City time) on the fifth Business Day prior to the date of the proposed issuance of such Letter of Credit (or on such shorter notice later day as the applicable Issuing Bank may in its sole discretion shall agree), by any the Borrower to any the Issuing Bank, and such Issuing Bank which shall give to the Administrative Agent and each Revolving Credit Lender prompt notice thereof. Each such notice of issuance of a Letter of Credit (a "“Notice of Issuance"”) shall be by telecopier or telephone, confirmed immediately in writing, specifying therein or by telecopier, shall be duly executed by a Responsible Officer of the Borrower, and shall specify therein: (i) the requested (A) date of such issuance (which shall be a Business Day), ; (Bii) the requested Available Amount and currency of such Letter of Credit, ; (Ciii) the requested expiration date of such Letter of Credit (which shall not be later than 10 Business Days before comply with the Termination Daterequirements of Section 2.01(e), ); (Div) the name and address of the proposed beneficiary of such Letter of Credit Credit; and (Ev) the proposed form of such Letter of Credit, such Letter of Credit and shall be issued pursuant to accompanied by such application and agreement for letter letters of credit as such the Issuing Bank may specify to the applicable Borrower for use in connection with such requested Letter of Credit (such applications and agreements, and all similar agreements entered into in connection with an Existing Letter of Credit, a "“Letter of Credit Agreement"”). If the requested form of such Letter of Credit is acceptable to such the Issuing Bank in its sole discretion, such the Issuing Bank will, upon fulfillment of the applicable conditions set forth in Article III, make such Letter of Credit available to the Borrower requesting such issuance at its office referred to in Section 9.02 8.02 or as otherwise agreed with such the Borrower in connection with the issuance of such issuanceLetter of Credit. In the event If and to the extent that the provisions of any Letter of Credit Agreement shall conflict with this Agreement, the provisions of this Agreement shall govern. For avoidance of doubt, but without limitation of the generality of the foregoing, provisions relating to security interests, reimbursement or other payment obligations, interest or events of default shall be deemed to be in conflict with this Agreement.

Request for Issuance. (i) Each Letter of Credit shall be issued upon notice, given not later than 11:00 A.M. (New York City time) on the fifth Business Day prior to the date of the proposed issuance of such Letter of Credit (or on such shorter notice as the applicable Issuing Bank may agree), by any Borrower to any Issuing Bank, and such Issuing Bank shall give the Agent Agent, prompt notice thereof. Each such notice by a Borrower of issuance of a Letter of Credit (a "Notice of Issuance") shall be by telecopier or telephone, confirmed immediately in writing, specifying therein the requested (A) date of such issuance (which shall be a Business Day), (B) Available Amount and currency of such Letter of Credit, (C) expiration date of such Letter of Credit (which shall not be later than 10 Business Days before the Termination Date), (D) name and address of the beneficiary of such Letter of Credit and (E) form of such Letter of Credit, such Letter of Credit shall be issued pursuant to such application and agreement for letter of credit as such Issuing Bank may specify to the applicable Borrower for use in connection with such requested Letter of Credit (a "Letter of Credit Agreement"). If the requested form of such Letter of Credit is acceptable to such Issuing Bank in its sole discretion, such Issuing Bank will, upon fulfillment of the applicable conditions set forth in Article III, make such Letter of Credit available to the applicable Borrower requesting such issuance at its office referred to in Section 9.02 or as otherwise agreed with such Borrower in connection with such issuance. In the event and to the extent that the provisions of any Letter of Credit Agreement shall conflict with this Agreement, the provisions of this Agreement shall govern. For avoidance of doubt, but without limitation of the generality of the foregoing, provisions relating to security interests, reimbursement or other payment obligations, interest or events of default shall be deemed to be in conflict with this Agreement.

Request for Issuance. (i) Each Letter of Credit shall be issued upon notice, given not later than 11:00 A.M. 3:00 P.M. (New York City time) on the fifth Business Day prior to the date of the proposed issuance of such Letter of Credit (or on such shorter notice as the applicable Issuing Bank may agree)Credit, by any the Borrower to any an Issuing Bank, and such Issuing Bank which shall give to the Administrative Agent and each Revolving Credit Lender prompt notice thereofthereof by telex or telecopier. Each such notice of issuance of a Letter of Credit (a "Notice of Issuance") shall may be by telecopier or telephone, confirmed immediately promptly in writing, or telex or telecopier, specifying therein the requested (Ai) date of such issuance (which shall be a Business Day), (Bii) Available Amount and currency of such Letter of Credit, (Ciii) expiration date of such Letter of Credit (which shall not be later than 10 Business Days before the Termination Date)Credit, (Div) name and address of the beneficiary of such Letter of Credit and (Ev) form of such Letter of Credit, such Letter of Credit and shall be issued pursuant to accompanied by such application and agreement for letter of credit as such Issuing Bank may specify to the applicable Borrower for use in connection with such requested Letter of Credit (a "Letter of Credit Agreement"). If the requested form of such Letter of Credit is acceptable to such Issuing Bank Bank, in its sole discretion, such Issuing Bank will, upon fulfillment of the applicable conditions set forth in Article III3, make such Letter of Credit available to the Borrower requesting such issuance at its office referred to in Section 9.02 11.2 or as otherwise agreed with such the Borrower in connection with such issuance. In the event and to the extent that the provisions of any such Letter of Credit Agreement shall conflict with this AgreementAgreement or any other Loan Document, the provisions of this Agreement shall govern. For avoidance of doubt, but without limitation of the generality of the foregoing, provisions relating to security interests, reimbursement or other payment obligations, interest or events of default shall be deemed to be in conflict with this Agreement.

Request for Issuance. (i) Each Letter of Credit shall be issued upon notice, given not later than 11:00 A.M. 1:00 P.M. (New York City time) on the fifth Business Day prior to the date of the proposed issuance of such Letter of Credit (or on such shorter notice as the applicable Issuing Bank may agree), by any Borrower to any Issuing Bank, and such Issuing Bank shall give the Agent Agent, prompt notice thereofthereof by telecopier. Each such notice of issuance of a Letter of Credit (a "“Notice of Issuance"”) shall be by telecopier or telephone, confirmed immediately in writing, or telecopier, specifying therein the requested (Ai) date of such issuance (which shall be a Business Day), (Bii) Available Amount and currency of such Letter of Credit, (Ciii) expiration date of such Letter of Credit (which shall not be later than 10 Business Days before one year after the Termination Dateissuance thereof), (Div) name and address of the beneficiary of such Letter of Credit and (Ev) form of such Letter of Credit, such Letter of Credit and shall be issued pursuant to accompanied by such customary application and agreement for letter of credit as such Issuing Bank may specify to the applicable Borrower requesting such issuance for use in connection with such requested Letter of Credit (a "“Letter of Credit Agreement"”). If the requested form of such Letter of Credit is acceptable to such Issuing Bank in its sole discretion, such Issuing Bank will, upon fulfillment of the applicable conditions set forth in Article III, make such Letter of Credit available to the Borrower requesting such issuance at its office referred to in Section 9.02 or as otherwise agreed with such Borrower in connection with such issuance. In the event and to the extent that the provisions of any Letter of Credit Agreement shall conflict with this Agreement, the provisions of this Agreement shall govern. For avoidance of doubt, but without limitation of the generality of the foregoing, provisions relating to security interests, reimbursement or other payment obligations, interest or events of default shall be deemed to be in conflict with this Agreement.

Request for Issuance. (i) Each Letter of Credit shall be issued upon notice, given not later than 11:00 A.M. (New York City time) on the fifth third Business Day prior to the date of the proposed issuance of such Letter of Credit (or on such shorter notice as the applicable Issuing Bank may agree), by any the Borrower to any Issuing Bank, and such Issuing Bank shall give the Agent Agent, prompt notice thereof. Each such notice by the Borrower of issuance of a Letter of Credit (a "Notice of Issuance") shall be by telecopier facsimile or telephone, confirmed immediately in writing, specifying therein the requested (A) date of such issuance (which shall be a Business Day), (B) Available Amount and currency of such Letter of Credit, (C) expiration date of such Letter of Credit (which shall not be later than 10 five Business Days before the Termination Date), (D) name and address of the beneficiary of such Letter of Credit and (E) form of such Letter of Credit, such . Each Letter of Credit shall be issued pursuant to such application and agreement for letter of credit as such Issuing Bank may specify to the applicable Borrower for use in connection with such requested Letter of Credit (a "Letter of Credit AgreementApplication"). If the requested form of such Letter of Credit is acceptable to such Issuing Bank in its sole discretion, such Issuing Bank will, upon fulfillment of the applicable conditions set forth in Article III, make such Letter of Credit available to the Borrower requesting such issuance at its office referred to in Section 9.02 8.02 or as otherwise agreed with such the Borrower in connection with such issuance. In the event and to the extent that the provisions of any Letter of Credit Agreement Application shall conflict with this Agreement, the provisions of this Agreement shall govern. For avoidance of doubt, but without Without limitation of the generality immediately preceding sentence, no such Letter of Credit Application may impose any additional conditions on the issuance of a Letter of Credit nor obligations of the foregoingBorrower to the Issuing Bank, provisions relating to security interests, reimbursement or other payment obligations, interest or events of default shall be deemed to be than as stated in conflict with this Agreement.

Request for Issuance. (i) Each Letter of Credit shall be issued upon notice, given not later than 11:00 A.M. 1:00 P.M. (New York City time) on the fifth third Business Day prior to the date of the proposed issuance of such Letter of Credit (or on such shorter notice as the applicable Issuing Bank may agree), by any the Borrower to any Issuing Bank, and such Issuing Bank shall give the Agent prompt notice thereofthereof by telecopier. Each such notice of issuance of a Letter of Credit (a "“Notice of Issuance"”) shall be by telecopier or telephone, confirmed immediately in writing, or telecopier, specifying therein the requested (A) date of such issuance (which shall be a Business Day), (B) Available Amount and currency of such Letter of Credit, (C) expiration date of such Letter of Credit (which shall not be later than 10 Business Days before the Termination Date)Credit, (D) name and address of the beneficiary of such Letter of Credit and (E) form of such Letter of Credit, such Letter of Credit and shall be issued pursuant to accompanied by such customary application and agreement for letter of credit as such Issuing Bank may specify to the applicable Borrower requesting such issuance for use in connection with such requested Letter of Credit (a "“Letter of Credit Agreement"”). If the requested form of such Letter of Credit is acceptable to such Issuing Bank in its sole discretion, such Issuing Bank will, upon fulfillment of the applicable conditions set forth in Article III, make such Letter of Credit available to the Borrower requesting such issuance at its office referred to in Section 9.02 8.02 or as otherwise agreed with such the Borrower in connection with such issuance. In the event and to the extent that the provisions of any Letter of Credit Agreement shall conflict with this Agreement, the provisions of this Agreement shall govern. For avoidance of doubt, but without limitation of the generality of the foregoing, provisions relating to security interests, reimbursement or other payment obligations, interest or events of default shall be deemed to be in conflict with this Agreement.

Request for Issuance. (i) Each Letter of Credit shall be issued upon noticenotice and application, given not later than 11:00 A.M. (New York City time) on the fifth third Business Day (or a later day, if acceptable to the relevant Issuing Bank in its sole discretion) prior to the date of the proposed issuance of such Letter of Credit (or on such shorter notice as the applicable Issuing Bank may agree)Credit, by any the Borrower to any Issuing Bank, and such Issuing Bank which shall give to the Agent prompt notice thereofthereof by facsimile or other electronic communication (e-mail) (or by telephone notice promptly confirmed by a written, fax or electronic communication (e-mail)). Each such notice of issuance of a Letter of Credit (a "“Notice of Issuance"Issuance and Application for Letter of Credit”) shall be consistent with the requirements of Section 2.01(b) and shall be by telecopier or telephone, confirmed immediately in writingwriting or by facsimile or other electronic communication (e-mail), in substantially the form of Exhibit B-2, specifying therein the requested (A) date of such issuance (which shall be a Business Day), (B) Available Amount and currency of such Letter of Credit, (C) expiration date of such Letter of Credit (which shall not be later than 10 Business Days before the Termination Date)Credit, (D) name and address of the beneficiary of such Letter of Credit and Credit, (E) form of such Letter of Credit, Credit and (F) currency of such Letter of Credit shall be issued pursuant to such application and agreement for letter of credit as such Issuing Bank may specify to the applicable Borrower for use in connection with such requested Letter of Credit (a "Letter of Credit Agreement")Credit, if other than Dollars. If the requested form of such Letter of Credit is acceptable to such Issuing Bank in its sole discretion, such Issuing Bank will, upon fulfillment of the applicable conditions set forth in Article III, will make such Letter of Credit available to the Borrower requesting such issuance at its office referred to in Section 9.02 8.02 or as otherwise agreed with such the Borrower in connection with such issuance. In the event and ; provided that no Issuing Bank shall be obligated to the extent that the provisions of issue any Letter of Credit Agreement shall conflict with this Agreement, the provisions of this Agreement shall govern. For avoidance of doubtin any currency other than Dollars, but without limitation each Issuing Bank shall be permitted to issue any Letter of Credit in any Foreign Currency in its sole discretion if requested by the generality Borrower; provided further that no Issuing Bank shall be obligated to issue any Letter of Credit that is not consistent with the requirements of Section 2.01(b); provided further that no Issuing Bank shall be required to issue any Letter of Credit if the applicable conditions set forth in Article III have not been fulfilled. Notwithstanding the foregoing, provisions relating to security interestsno Issuing Bank shall issue any Letter of Credit after it has received a notice from the Agent or the Required Banks that a Default or Event of Default has occurred and is continuing, reimbursement until it receives a subsequent notice from the Agent or other payment obligations, interest the Required Banks that such Default or events Event of default shall be deemed to be in conflict with this AgreementDefault has been cured or waived.

Request for Issuance. (i) Each Letter of Credit shall be issued upon notice, given not later than 11:00 A.M. (New York City time) on the fifth first Business Day prior to the date of the proposed issuance of such Letter of Credit (or on such shorter notice as the applicable Issuing Bank may agree)Credit, by any a Borrower to any the Appropriate Issuing Bank, and such Issuing Bank which shall give to the Appropriate Agent and each Appropriate Lender prompt notice thereofthereof by telex, telecopier or cable. Each such notice of issuance of a Letter of Credit (a "Notice of Issuance") shall be by telex, telecopier or telephonecable, confirmed immediately in writing, specifying therein the requested therein (A) the requested date of such issuance (which shall be a Business Day), ; (B) the requested Available Amount and currency of such Letter of Credit, ; (C) the requested expiration date of such Letter of Credit (which shall not be later than 10 Business Days before the Termination Date), Credit; (D) the requested currency in which such Letter of Credit shall be denominated, which shall be U.S. dollars or an Alternate Currency; provided that no Borrower shall make a request for a Letter of Credit in an Alternate Currency described in clause (b) of the definition thereof unless it shall have previously obtained the consent of each Lender to the issuance of Letters of Credit in such currency; (E) the requested name and address of the beneficiary of such Letter of Credit and Credit; and (EF) the requested form of such Letter of Credit, such Letter of Credit and shall be issued pursuant to accompanied by such application and agreement for letter of credit (a "Letter of Credit Agreement") as such the Appropriate Issuing Bank may specify to the applicable such Borrower for use in connection with such requested Letter of Credit (a "Letter of Credit Agreement")Credit. If the requested form of such Letter of Credit is acceptable to such Issuing Bank in its sole discretion, such Issuing Bank will, upon fulfillment of the applicable conditions set forth in Article III, make such Letter of Credit available to the Borrower requesting such issuance at its office referred to in Section 9.02 or as otherwise agreed with such Borrower in connection with such issuance. In the event and to the extent that the provisions of any Letter of Credit Agreement shall conflict with this Agreement, the provisions of this Agreement shall govern. For avoidance of doubt, but without limitation of the generality of the foregoing, provisions relating to security interests, reimbursement or other payment obligations, interest or events of default shall be deemed to be in conflict with this AgreementIf

Request for Issuance. (i) Each Letter of Credit shall be issued upon notice, given not later than 11:00 A.M. (New York City time) on the fifth third Business Day (or such fewer days as the Issuing Bank and the Borrower shall agree) prior to the date of the proposed issuance of such Letter of Credit (or on such shorter notice as the applicable Issuing Bank may agree)Credit, by any the Borrower to any the Issuing Bank, and such Issuing Bank which shall give to the Administrative Agent and each Revolving Credit Lender prompt notice thereofthereof by telecopier or electronic communication. Each such notice of issuance of a Letter of Credit (a "“Notice of Issuance"”) shall be by telecopier or telephone, confirmed immediately in writing, telecopier, or other form of electronic communication, specifying therein the requested (A) date of such issuance (which shall be a Business Day), (B) Available Amount and currency of such Letter of Credit, (C) expiration date of such Letter of Credit (which shall not be later than 10 Business Days before the Termination Date)Credit, (D) name and address of the beneficiary of such Letter of Credit and (E) form of such Letter of Credit, such Letter of Credit and shall be issued pursuant to accompanied by such application and agreement for letter of credit as such the Issuing Bank may specify to the applicable Borrower for use in connection with such requested Letter of Credit (a "“Letter of Credit Agreement"”). If (x) the requested form of such Letter of Credit is acceptable to such the Issuing Bank in its sole discretiondiscretion and (y) it has not received notice from any Loan Party, such the Administrative Agent or Lenders holding at least 51% of the Revolving Credit Commitments that one or more of the conditions specified in Article III have not been fulfilled, the Issuing Bank will, upon fulfillment of the applicable conditions set forth in Article III, make such Letter of Credit available to the Borrower requesting such issuance at its office referred to in Section 9.02 or as otherwise agreed with such the Borrower in connection with such issuance. In the event and to the extent that the provisions of any Letter of Credit Agreement shall conflict with this Agreement, the provisions of this Agreement shall govern. For avoidance of doubt, but without limitation of the generality of the foregoing, provisions relating to security interests, reimbursement or other payment obligations, interest or events of default shall be deemed to be in conflict with this Agreement.

Request for Issuance. (i) Each Letter of Credit shall be issued upon notice, given not later than 11:00 A.M. (New York City time) on the fifth fourth Business Day prior to the date of the proposed issuance of such Letter of Credit (or on such shorter notice as the applicable Issuing Bank may agree)Credit, by any Borrower the Borrowers to any the Issuing Bank, and such Issuing Bank which shall give to the Administrative Agent and each Lender prompt notice thereofthereof by telecopier or electronic communication. Each such notice of issuance of a Letter of Credit (a "“Notice of Issuance"”) shall be by telecopier or telephone, confirmed immediately in writing, or telecopier electronic communication, specifying therein the requested (A) date of such issuance (which shall be a Business Day), (B) Available Amount and currency of such Letter of Credit, (C) expiration date of such Letter of Credit (which shall not be later than 10 Business Days before the Termination Date)Credit, (D) name and address of the beneficiary of such Letter of Credit and (E) form of such Letter of Credit, such Letter of Credit and shall be issued pursuant to accompanied by such application and agreement for letter of credit as such the Issuing Bank may specify to the applicable Borrower Borrowers for use in connection with such requested Letter of Credit (a "“Letter of Credit Agreement"”). If (x) the requested form of such Letter of Credit is acceptable to such the Issuing Bank in its sole discretiondiscretion exercised reasonably and (y) it has not received notice of objection to such issuance from the Required Lenders, such the Issuing Bank will, upon fulfillment of the applicable conditions set forth in Article III, make such Letter of Credit available to the any Borrower requesting such issuance at its office referred to in Section 9.02 8.02 or as otherwise agreed with such Borrower in connection with such issuance. In the event and to the extent that the provisions of any Letter of Credit Agreement shall conflict with this Agreement, the provisions of this Agreement shall govern. For avoidance of doubt, but without limitation of the generality of the foregoing, provisions relating to security interests, reimbursement or other payment obligations, interest or events of default shall be deemed to be in conflict with this Agreement.

Request for Issuance. (i) Each Letter of Credit shall be issued upon notice, given not later than 11:00 A.M. (New York City time) on the fifth Business Day prior to the date of the proposed issuance of such Letter of Credit (or on such shorter notice as the applicable Issuing Bank may agree)Credit, by any the Borrower to any Issuing Bank, and such Issuing Bank which shall give to the Administrative Agent and each Lender prompt notice thereofthereof by telex or telecopier. Each such notice of issuance of a Letter of Credit (a "Notice of IssuanceNOTICE OF ISSUANCE") shall be by telecopier or telephone, confirmed immediately in writing, or telex or telecopier, specifying therein the requested (Ai) date of such issuance (which shall be a Business Day), (Bii) Available Amount and currency of such Letter of Credit, (Ciii) expiration date of such Letter of Credit (which shall not be later than 10 Business Days before the Termination Date)Credit, (Div) name and address of the beneficiary of such Letter of Credit and (Ev) form of such Letter of Credit, such Letter of Credit and shall be issued pursuant to accompanied by such application and agreement for letter of credit as such Issuing Bank may specify to the applicable Borrower for use in connection with such requested Letter of Credit (a "Letter of Credit AgreementLETTER OF CREDIT AGREEMENT"). If (y) the requested form of such Letter of Credit is acceptable to such Issuing Bank in its sole discretiondiscretion and (z) it has not received notice of objection to such issuance from the Required Lenders, such Issuing Bank will, upon fulfillment of the applicable conditions set forth in Article III, make such Letter of Credit available to the Borrower requesting such issuance at its office referred to in Section 9.02 or as otherwise agreed with such the Borrower in connection with such issuance. In the event and to the extent that the provisions of any Letter of Credit Agreement shall conflict with this Agreement, the provisions of this Agreement shall govern. For avoidance of doubt, but without limitation of the generality of the foregoing, provisions relating to security interests, reimbursement or other payment obligations, interest or events of default shall be deemed to be in conflict with this Agreement.

Request for Issuance. (i) Each Letter of Credit shall be issued upon noticesubmission by the Borrower of a request for an issuance of a Letter of Credit (a “Letter of Credit Request”) in the form of Exhibit B-2 hereto given to the Issuing Bank (with a copy to the Administrative Agent), given not later than 11:00 A.M. 1:00 P.M. (New York City time) on the fifth third Business Day (or such shorter period agreed to by the Issuing Bank) prior to the proposed date of the proposed issuance of such Letter of Credit (or on such shorter notice as the applicable Issuing Bank may agree), by any Borrower to any Issuing Bank, and such Issuing Bank shall give the Agent prompt notice thereofCredit. Each such notice of issuance of a Letter of Credit (a "Notice of Issuance") Request shall be by telecopier or telephonetelecopier, confirmed immediately in writingwriting by overnight courier, specifying therein the requested (A) date of such issuance (which shall be a Business Day), (B) Available Amount and currency of such Letter of Credit, (C) expiration date of such Letter of Credit (which shall not be later than 10 Business Days before the Termination Date)Credit, (D) name and address of the beneficiary of such Letter of Credit and (E) form of such Letter of Credit. If so required by the Issuing Bank, such each Letter of Credit Request shall be issued pursuant to such accompanied by the Issuing Bank’s standard form of application and agreement for letter of credit as such Issuing Bank may specify to the applicable Borrower for use in connection with such requested Letter Letters of Credit (a "“Letter of Credit Agreement"”). If the requested form of such Letter of Credit is acceptable to such the Issuing Bank in its sole discretion, such the Issuing Bank will, upon the fulfillment of the applicable conditions set forth in Article III, make issue such Letter of Credit. All Letters of Credit available to the Borrower requesting such issuance at its office referred to shall be denominated in Section 9.02 or as otherwise agreed with such Borrower in connection with such issuanceU.S. dollars and shall be issued on a sight basis only. In the event and to the extent that the provisions of any Letter of Credit Agreement shall conflict with this Agreement, the provisions of this Agreement shall will govern. For avoidance of doubt, but without limitation of the generality of the foregoing, provisions relating to security interests, reimbursement or other payment obligations, interest or events of default shall be deemed to be in conflict with this Agreement.

Request for Issuance. (i) Each Letter of Credit shall be issued upon notice, given not later than 11:00 A.M. (New York City time) on the fifth Business Day prior to the date of the proposed issuance of such Letter of Credit (or on such shorter notice as the applicable Issuing Bank may agree)Credit, by any the relevant Borrower to any the Issuing Bank, and such Issuing Bank which shall give to the Administrative Agent and each Lender prompt notice thereofthereof by telex or telecopier. Each such notice of issuance of a Letter of Credit (a "Notice of Issuance") shall be by telecopier or telephone, confirmed immediately in writing, or telex or telecopier, specifying therein the requested (A) date of such issuance (which shall be a Business Day), (B) Available Amount and currency of such Letter of Credit, (C) expiration date of such Letter of Credit (which shall not be later than 10 Business Days before the Termination Date)Credit, (D) name and address of the beneficiary of such Letter of Credit and (E) form of such Letter of Credit, such Letter of Credit and shall be issued pursuant to accompanied by such application and agreement for letter of credit as such the Issuing Bank may specify to the applicable such Borrower for use in connection with such requested Letter of Credit (a "Letter of Credit Agreement"). If (x) the requested form of such Letter of Credit is acceptable to such the Issuing Bank in its sole discretiondiscretion and (y) it has not received written notice of objection to such issuance from the Required Lenders, such the Issuing Bank will, upon fulfillment of the applicable conditions set forth in Article III, make such Letter of Credit available to the relevant Borrower requesting such issuance at its office referred to in Section 9.02 or as otherwise agreed with such Borrower in connection with such issuance. In the event and to the extent that the provisions of any Letter of Credit Agreement shall conflict with this Agreement, the provisions of this Agreement shall govern. For avoidance of doubt, but without limitation of the generality of the foregoing, provisions relating to security interests, reimbursement or other payment obligations, interest or events of default shall be deemed to be in conflict with this Agreement.

Request for Issuance. (i) Each Letter of Credit shall be issued upon notice, given not later than 11:00 A.M. (New York City time) on the fifth Business Day prior to the date of the proposed issuance of such Letter of Credit (or on such shorter notice as the applicable Issuing Bank may agree)Credit, by any the Borrower to any the Issuing Bank, and such Issuing Bank which shall give to the Administrative Agent and each Revolving Credit Lender prompt notice thereofthereof by telecopier or electronic communication. Each such notice of issuance of a Letter of Credit (a "“Notice of Issuance"”) shall be by telecopier or telephone, confirmed immediately in writing, or telecopier or electronic communication, specifying therein the requested (Ai) date of such issuance (which shall be a Business Day), (Bii) Available Amount and currency of such Letter of Credit (which amount shall not be less than $50,000 or shall be otherwise acceptable to the Issuing Bank), (iii) expiration date of such Letter of Credit, (C) expiration date of such Letter of Credit (which shall not be later than 10 Business Days before the Termination Date), (Div) name and address of the beneficiary of such Letter of Credit, (v) currency and face amount of such Letter of Credit and (Evi) form of such Letter of Credit, such Letter of Credit and shall be issued pursuant to accompanied by such application and agreement for letter of credit as such the Issuing Bank may specify to the applicable Borrower for use in connection with such requested Letter of Credit (together with such application and agreements with respect to the Existing Letters of Credit, each a "“Letter of Credit Agreement"”). If (A) the requested form of such Letter of Credit is acceptable to such the Issuing Bank in its sole discretiondiscretion and (B) it has not received notice of objection to such issuance from the Required Lenders, such the Issuing Bank will, upon fulfillment of the applicable conditions set forth in Article III, make such Letter of Credit available to the Borrower requesting such issuance at its office referred to in Section 9.02 8.02 or as otherwise agreed with such the Borrower in connection with such issuance. In the event and to the extent that the provisions of any Letter of Credit Agreement shall conflict with this Agreement, the provisions of this Agreement shall govern. For avoidance of doubt, but without limitation of the generality of the foregoing, provisions relating to security interests, reimbursement or other payment obligations, interest or events of default shall be deemed to be in conflict with this Agreement.

Request for Issuance. An Account Party may from time to time request, upon at least three Business Days’ notice (i) Each Letter of Credit shall be issued upon notice, given not later than 11:00 A.M. (New York City time) Charlotte, North Carolina time on the fifth Business Day prior last day permitted therefor), an Issuing Bank issue or renew (other than any automatic renewal thereof) a Letter of Credit by: (i) delivering to such Issuing Bank, with a copy to the Administrative Agent, either (x) a written request to such effect or (y) a request made in electronic form through such Issuing Bank’s remote access system and in accordance with the terms and conditions (including any written agreements between such Issuing Bank and any Account Party) applicable thereto, in each case specifying the date of the proposed issuance of on which such Letter of Credit (or on such shorter notice as the applicable Issuing Bank may agree), by any Borrower is to any Issuing Bank, and such Issuing Bank shall give the Agent prompt notice thereof. Each such notice of issuance of a Letter of Credit (a "Notice of Issuance") shall be by telecopier or telephone, confirmed immediately in writing, specifying therein the requested (A) date of such issuance issued (which shall be a Business Day), (B) the expiration date thereof, the Available Amount and currency of such Letter of Creditthereof, (C) expiration date of such Letter of Credit (which shall not be later than 10 Business Days before the Termination Date), (D) name and address of the beneficiary thereof and the form thereof, and in each case with a copy of such request (or, in the case of clause (y) above, a written or electronic summary thereof) to the Administrative Agent; and (ii) in the case of the issuance of a Letter of Credit, delivering to such Issuing Bank, with a copy to the Administrative Agent, a completed agreement and application with respect to such Letter of Credit and (E) form of such Letter of Credit, such Letter of Credit shall be issued pursuant to such application and agreement for letter of credit as such Issuing Bank may specify to the applicable Borrower for use in connection with such requested Letter of Credit (a "“Letter of Credit Agreement"”), together with such other certificates, documents and other papers or information as are specified in such Letter of Credit Agreement or as may be required pursuant to such Issuing Bank’s customary practices for the issuance of letters of credit (including requirements relating to requests made through such Issuing Bank’s remote access system). If the requested form limitation set forth in Section 2.01(b) is satisfied and if the Required Banks have not given notice to the Administrative Agent to cease issuing or renewing Letters of Credit as contemplated by this Agreement, the Administrative Agent shall promptly notify the respective Issuing Bank (in writing or by telephone immediately confirmed in writing) that such Issuing Bank is authorized to issue or renew, as the case may be, such Letter of Credit. An Issuing Bank shall not issue or renew, as the case may be, any Letter of Credit (other than by the automatic renewal thereof) unless it shall have received notice from the Administrative Agent that it is authorized to do so as described in the preceding sentence. If such Issuing Bank issues or renews a Letter of Credit, it shall deliver the original of such Letter of Credit is acceptable to such the beneficiary thereof or as the Applicable Account Party shall otherwise direct, and shall promptly notify the Administrative Agent thereof and furnish a copy thereof to the Administrative Agent. Each Issuing Bank in may issue Letters of Credit through any of its sole discretionbranches or Affiliates (whether domestic or foreign) that issue letters of credit, such and each Account Party authorizes and directs each Issuing Bank will, upon fulfillment of to select the applicable conditions set forth in Article III, make such Letter of Credit available to the Borrower requesting such issuance at its office referred to in Section 9.02 branch or as otherwise agreed with such Borrower in connection with such issuance. In the event and to the extent Affiliate that the provisions of will issue or process any Letter of Credit Agreement shall conflict with this Agreement, the provisions of this Agreement shall govern. For avoidance of doubt, but without limitation of the generality of the foregoing, provisions relating to security interests, reimbursement or other payment obligations, interest or events of default shall be deemed to be in conflict with this AgreementCredit.

Request for Issuance. (i) Each Letter of Credit shall be issued upon notice, given not later than 11:00 A.M. 1:00 P.M. (New York City time) on the fifth Business Day prior to the date of the proposed issuance of such Letter of Credit (or on such shorter notice as the applicable Issuing Bank may agree), by any the Borrower to any Issuing Bank, and such Issuing Bank shall give the Agent Agent, prompt notice thereofthereof by telecopier. Each such notice of issuance of a Letter of Credit (a "Notice of Issuance") shall be by telecopier or telephone, confirmed immediately in writing, or telecopier, specifying therein the requested (A) date of such issuance (which shall be a Business Day), (B) Available Amount and currency of such Letter of Credit, (C) expiration date of such Letter of Credit (which shall not be later than 10 Business Days before one year after the Termination Dateissuance thereof), (D) name and address of the beneficiary of such Letter of Credit and (E) form of such Letter of Credit, such Letter of Credit and shall be issued pursuant to accompanied by such customary application and agreement for letter of credit as such Issuing Bank may specify to the applicable Borrower for use in connection with such requested Letter of Credit (a "Letter of Credit Agreement"). If the requested form of such Letter of Credit is acceptable to such Issuing Bank in its sole discretion, such Issuing Bank will, upon fulfillment of the applicable conditions set forth in Article III, make such Letter of Credit available to the Borrower requesting such issuance at its office referred to in Section 9.02 8.02 or as otherwise agreed with such the Borrower in connection with such issuance. In the event and to the extent that the provisions of any Letter of Credit Agreement shall conflict with this Agreement, the provisions of this Agreement shall govern. For avoidance of doubt, but without limitation of the generality of the foregoing, provisions relating to security interests, reimbursement or other payment obligations, interest or events of default shall be deemed to be in conflict with this Agreement.

Request for Issuance. (i) Each Letter of Credit shall be issued upon notice, given not later than 11:00 A.M. (New York City time) on the fifth fourth Business Day prior to the date of the proposed issuance of such Letter of Credit (or on such shorter notice as the applicable Issuing Bank may agree)Credit, by any the Borrower to any the Issuing Bank, and such Issuing Bank which shall give to the Administrative Agent and each Lender prompt notice thereofthereof by telecopier or electronic communication. Each such notice of issuance of a Letter of Credit (a "Notice of IssuanceNOTICE OF ISSUANCE") shall be by telecopier or telephone, confirmed immediately in writing, or telecopier electronic communication, specifying therein the requested (A) date of such issuance (which shall be a Business Day), (B) Available Amount and currency of such Letter of Credit, (C) expiration date of such Letter of Credit (which shall not be later than 10 Business Days before the Termination Date)Credit, (D) name and address of the beneficiary of such Letter of Credit and (E) form of such Letter of Credit, such Letter of Credit and shall be issued pursuant to accompanied by such application and agreement for letter of credit as such the Issuing Bank may specify to the applicable Borrower for use in connection with such requested Letter of Credit (a "Letter of Credit AgreementLETTER OF CREDIT AGREEMENT"). If (x) the requested form of such Letter of Credit is acceptable to such the Issuing Bank in its sole discretiondiscretion exercised reasonably and (y) it has not received notice of objection to such issuance from the Required Lenders, such the Issuing Bank will, upon fulfillment of the applicable conditions set forth in Article III, make such Letter of Credit available to the Borrower requesting such issuance at its office referred to in Section 9.02 8.02 or as otherwise agreed with such the Borrower in connection with such issuance. In the event and to the extent that the provisions of any Letter of Credit Agreement shall conflict with this Agreement, the provisions of this Agreement shall govern. For avoidance of doubt, but without limitation of the generality of the foregoing, provisions relating to security interests, reimbursement or other payment obligations, interest or events of default shall be deemed to be in conflict with this Agreement.

Request for Issuance. (i) Each Letter of Credit shall be issued upon notice, given not later than 11:00 A.M. (New York City time) on the fifth Business Day prior to the date of the proposed issuance of such Letter of Credit (or on such shorter notice as the applicable Issuing Bank may agree), by any Borrower to any Issuing Bank, and such Issuing Bank shall give the Agent Agent, prompt notice thereof. Each such notice by a Borrower of issuance of a Letter of Credit (a "“Notice of Issuance"”) shall be by telecopier telecopier, facsimile or telephone, confirmed immediately in writing, specifying therein the requested (A) date of such issuance (which shall be a Business Day), (B) Available Amount and currency of such Letter of Credit, (C) expiration date of such Letter of Credit (which shall not be later than 10 5 Business Days before the Termination Date), (D) name and address of the beneficiary of such Letter of Credit and (E) form of such Letter of Credit, such Letter of Credit shall be issued pursuant to such application and agreement for letter of credit as such Issuing Bank may specify to the applicable Borrower for use in connection with such requested Letter of Credit (a "“Letter of Credit Agreement"”). If the requested form of such Letter of Credit is acceptable to such Issuing Bank in its sole discretion, such Issuing Bank will, upon fulfillment of the applicable conditions set forth in Article III, make such Letter of Credit available to the applicable Borrower requesting such issuance at its office referred to in Section 9.02 or as otherwise agreed with such Borrower in connection with such issuance. In the event and to the extent that the provisions of any Letter of Credit Agreement shall conflict with this Agreement, the provisions of this Agreement shall govern. For avoidance of doubt, but without limitation of the generality of the foregoing, provisions relating to security interests, reimbursement or other payment obligations, interest or events of default shall be deemed to be in conflict with this Agreement.

Request for Issuance. (i) Each Letter of Credit shall be issued upon notice, given not later than 11:00 A.M. (New York City time) on the fifth Business Day prior to the date of the proposed issuance of such Letter of Credit (or on such shorter notice as the applicable Issuing Bank may agree)Credit, by any the Borrower to any the Issuing Bank, and such Issuing Bank which shall give to the Administrative Agent and each Revolving Credit Lender prompt notice thereofthereof by telecopier or electronic communication. Each such notice of issuance of a Letter of Credit (a "“Notice of Issuance"”) shall be by telecopier or telephone, confirmed immediately in writing, or telecopier electronic communication, specifying therein the requested (A) date of such issuance (which shall be a Business Day), (B) Available Amount and currency of such Letter of Credit, (C) expiration date of such Letter of Credit (which shall not be later than 10 Business Days before the Termination Date)Credit, (D) name and address of the beneficiary of such Letter of Credit and (E) form of such Letter of Credit, such Letter of Credit and shall be issued pursuant to accompanied by such application and agreement for letter of credit as such the Issuing Bank may specify to the applicable Borrower for use in connection with such requested Letter of Credit (a "“Letter of Credit Agreement"”). If (x) the requested form of such Letter of Credit is acceptable to such the Issuing Bank in its sole discretiondiscretion and (y) it has not received notice of objection to such issuance from Lenders holding at least 50% of the Revolving Credit Commitments, such the Issuing Bank will, upon fulfillment of the applicable conditions set forth in Article III, make such Letter of Credit available to the Borrower requesting such issuance at its office referred to in Section 9.02 or as otherwise agreed with such the Borrower in connection with such issuance. In the event and to the extent that the provisions of any Letter of Credit Agreement shall conflict with this Agreement, the provisions of this Agreement shall govern. For avoidance of doubt, but without limitation of the generality of the foregoing, provisions relating to security interests, reimbursement or other payment obligations, interest or events of default shall be deemed to be in conflict with this Agreement.

Request for Issuance. (i) Each Letter of Credit shall be issued upon notice, given not later than 11:00 A.M. 12:00 Noon (New York City Hong Kong time) on the fifth Business Day prior to the date of the proposed issuance Issuance of such Letter of Credit (or on such shorter notice as the applicable Issuing Bank may agree), by any the Borrower to any Issuing Bank, and such Issuing Bank shall give (with a copy to the Agent prompt notice thereofAgent). Each such notice of issuance by the Borrower requesting the Issuance of a Letter of Credit (a "“Notice of Issuance"”) shall be by telecopier or telephone, confirmed immediately in writingfacsimile, specifying therein the requested (A) date of such issuance Issuance (which shall be a Business Day), (B) Available Amount and currency of such Letter of Credit, (C) expiration date of such Letter of Credit (which shall not be later than 10 the earlier of (1) one year after the Issuance thereof (or one year after its renewal or extension) unless otherwise agreed upon by the Agent and the applicable Issuing Bank and (2) five Business Days before the Termination Date), (D) name and address of the beneficiary of such Letter of Credit and (E) form of such Letter of Credit, such . Such Letter of Credit shall be issued pursuant to such application and agreement for letter of credit as such Issuing Bank may specify to and the applicable Borrower shall agree for use in connection with such requested Letter of Credit (a "“Letter of Credit Agreement"”). If the requested form of such Letter of Credit is acceptable to such Issuing Bank in its sole discretionreasonable discretion (it being understood that any such form shall have only explicit documentary conditions to draw and shall not include discretionary conditions), such Issuing Bank will, upon fulfillment of the applicable conditions set forth in Article IIISection 3.02, make such Letter of Credit available to the Borrower requesting such issuance at its office referred to in Section 9.02 or as otherwise agreed with such the Borrower in connection with such issuanceIssuance. In the event and to the extent that the provisions of any Letter of Credit Agreement shall conflict with this Agreement, the provisions of this Agreement shall govern. For avoidance of doubt, but without limitation of the generality of the foregoing, provisions relating to security interests, reimbursement or other payment obligations, interest or events of default shall be deemed to be in conflict with this Agreement.

Request for Issuance. (i) Each Letter of Credit shall be issued upon notice, given not later than 11:00 A.M. (New York City Charlotte, North Carolina time) on the fifth Business Day prior to the date of the proposed issuance of such Letter of Credit (or on such shorter notice later day as the applicable Issuing Bank may in its sole discretion shall agree), by any the Borrower to any the Issuing Bank, and such Issuing Bank which shall give to the Administrative Agent and each Lender prompt notice thereofthereof by telex or telecopier. Each such notice of issuance of a Letter of Credit (a "Notice of Issuance") shall be by telecopier or telephone, confirmed immediately in writing, specifying therein or by telex or telecopier, shall be duly executed by a Responsible Officer of the Borrower, and shall specify therein: (i) the requested (A) date of such issuance (which shall be a Business Day), ; (Bii) the requested Available Amount and currency of such Letter of Credit, ; (Ciii) the requested expiration date of such Letter of Credit (which shall not be later than 10 Business Days before comply with the Termination Daterequirements of Section 2.01(b), ); (Div) the name and address of the proposed beneficiary of such Letter of Credit Credit; and (Ev) the proposed form of such Letter of Credit, such Letter of Credit and shall be issued pursuant to accompanied by such application and agreement for letter of credit as such the Issuing Bank may specify to the applicable Borrower for use in connection with such requested Letter of Credit (a "Letter of Credit Agreement"). If the requested form of such Letter of Credit is acceptable to such the Issuing Bank in its sole discretionreasonable discretion (taking into account its customary practices), such the Issuing Bank will, upon fulfillment of the applicable conditions set forth in Article III, make such Letter of Credit available to the Borrower requesting such issuance at its office referred to in Section 9.02 8.02 or as otherwise agreed with such the Borrower in connection with such issuance. In the event If and to the extent that the provisions of any Letter of Credit Agreement shall conflict with this Agreement, the provisions of this Agreement shall govern. For avoidance of doubt, but without limitation of the generality of the foregoing, provisions relating to security interests, reimbursement or other payment obligations, interest or events of default shall be deemed to be in conflict with this Agreement.

Request for Issuance. (i) Each Letter of Credit shall be issued upon notice, given not later than 11:00 A.M. (New York City time) on the fifth Business Day prior to the date of the proposed issuance of such Letter of Credit (or on such shorter notice as the applicable Issuing Bank may agree), by any Borrower to any Issuing Bank, and such Issuing Bank shall give the Agent prompt notice thereof. Each such notice of issuance of a Letter of Credit (a "“Notice of Issuance"”) shall be by telecopier or telephone, confirmed immediately in writing, specifying therein the requested (A) date of such issuance (which shall be a Business Day), (B) Available Amount and currency of such Letter of Credit, (C) expiration date of such Letter of Credit (which shall not be later than 10 Business Days before the Termination Date), (D) name and address of the beneficiary of such Letter of Credit and (E) form of such Letter of Credit, such Letter of Credit shall be issued pursuant to such application and agreement for letter of credit as such Issuing Bank may specify to the applicable Borrower for use in connection with such requested Letter of Credit (a "“Letter of Credit Agreement"”). If the requested form of such Letter of Credit is acceptable to such Issuing Bank in its sole discretion, such Issuing Bank will, upon fulfillment of the applicable conditions set forth in Article III, make such Letter of Credit available to the Borrower requesting such issuance at its office referred to in Section 9.02 or as otherwise agreed with such Borrower in connection with such issuance. In the event and to the extent that the provisions of any Letter of Credit Agreement shall conflict with this Agreement, the provisions of this Agreement shall govern. For avoidance of doubt, but without limitation of the generality of the foregoing, provisions relating to security interests, reimbursement or other payment obligations, interest or events of default shall be deemed to be in conflict with this Agreement.

Request for Issuance. (i) Each Letter of Credit shall be issued upon notice, given not later than 11:00 A.M. 1:00 P.M. (New York City time) on the fifth Business Day prior to the date of the proposed issuance of such Letter of Credit (or on such shorter notice as the applicable Issuing Bank may agree), by any the Borrower to any Issuing Bank, and such Issuing Bank shall give the Agent Agent, prompt notice thereofthereof by telecopier. Each such notice of issuance of a Letter of Credit (a "Notice of Issuance") shall be by telecopier or telephone, confirmed immediately in writing, or telecopier, specifying therein the requested (A) date of such issuance (which shall be a Business Day), (B) Available Amount and currency of such Letter of Credit, (C) expiration date of such Letter of Credit (which shall not be later than 10 Business Days before one year after the Termination Dateissuance thereof), (D) name and address of the beneficiary of such Letter of Credit and (E) form of such Letter of Credit, such Letter of Credit and shall be issued pursuant to accompanied by such customary application and agreement for letter of credit as such Issuing Bank may specify to the applicable Borrower for use in connection with such requested Letter of Credit (a "Letter of Credit Agreement"). If the requested form of such Letter of Credit is acceptable to such Issuing Bank in its sole discretion, such Issuing Bank will, upon fulfillment of the applicable conditions set forth in Article III, make such Letter of Credit available to the Borrower requesting such issuance at its office referred to in Section 9.02 or as otherwise agreed with such the Borrower in connection with such issuance. In the event and to the extent that the provisions of any Letter of Credit Agreement shall conflict with this Agreement, the provisions of this Agreement shall govern. For avoidance of doubt, but without limitation of the generality of the foregoing, provisions relating to security interests, reimbursement or other payment obligations, interest or events of default shall be deemed to be in conflict with this Agreement.

Request for Issuance. (i) Each Letter of Credit shall be issued upon notice, given not later than 11:00 A.M. (New York City time) on the fifth Business Day prior to the date of the proposed issuance of such Letter of Credit (or on such shorter notice as the applicable Issuing Bank may agree)Credit, by any Borrower BRW to any Issuing Bank, and such Issuing Bank which shall give to the Administrative Agent and each Revolving Credit Lender prompt notice thereofthereof by telex or telecopier. Each such notice of issuance of a Letter of Credit (a "“Notice of Issuance"”) shall be by telecopier or telephone, confirmed immediately in writing, or telex or telecopier, specifying therein the requested (A) date of such issuance (which shall be a Business Day), (B) Available Amount and currency of such Letter of Credit, (C) expiration date of such Letter of Credit (which shall not be later than 10 Business Days before the Termination Date)Credit, (D) name and address of the beneficiary of such Letter of Credit and (E) form of such Letter of Credit, such Letter of Credit and shall be issued pursuant to accompanied by such application and agreement for letter of credit as such Issuing Bank may specify to the applicable Borrower BRW for use in connection with such requested Letter of Credit (a "“Letter of Credit Agreement"”). If (x) the requested form of such Letter of Credit is acceptable to such Issuing Bank in its sole discretion, discretion and (y) it has not received notice of objection to such issuance from Lenders holding at least 50% of the Revolving Credit Commitments such Issuing Bank will, upon fulfillment of the applicable conditions set forth in Article III, make such Letter of Credit available to the Borrower requesting such issuance BRW at its office referred to in Section 9.02 or as otherwise agreed with such Borrower BRW in connection with such issuance. In the event and to the extent that the provisions of any Letter of Credit Agreement shall conflict with this Agreement, the provisions of this Agreement shall govern. For avoidance of doubt, but without limitation of the generality of the foregoing, provisions relating to security interests, reimbursement or other payment obligations, interest or events of default shall be deemed to be in conflict with this Agreement.

Request for Issuance. (i) Each Letter of Credit shall be issued upon written notice, given not later than 11:00 A.M. 12:00 noon (New York City time) on the fifth third Business Day prior to the date of the proposed issuance of such Letter of Credit (or on such shorter notice as the applicable Issuing Bank may agree)Credit, by any the Borrower to any Issuing Bank, and such Issuing Bank shall give the Agent Administrative Agent, prompt notice thereofthereof by telex, telecopier, telephone or cable. Each such notice of issuance of a Letter of Credit (a "Notice of Issuance") shall be by telecopier telex, telecopier, telephone or telephonecable, confirmed immediately in writing, specifying therein the requested (A) date of such issuance (which shall be a Business Day), (B) Available Amount and currency of such Letter of Credit, (C) expiration date of such Letter of Credit (which shall not be later than 10 Business Days before the Termination Date)Credit, (D) name and address of the beneficiary of such Letter of Credit and (E) form of such Letter of Credit, such Letter of Credit and shall be issued pursuant to accompanied by such application and agreement for letter of credit as such Issuing Bank may reasonably specify to the applicable Borrower for use in connection with such requested Letter of Credit (a "Letter of Credit Agreement"). If the requested form of such Letter of Credit is acceptable to such Issuing Bank in its sole discretion, unless such Issuing Bank will, upon fulfillment has received notice from the Administrative Agent on or before the Business Day immediately preceding the date such Issuing Bank is to issue the requested Letter of Credit directing such Issuing Bank not to issue the Letter of Credit because such issuance is not then permitted hereunder because of the applicable conditions limitations set forth in Section 2.03 or that one or more conditions specified in Article IIIIII are not then satisfied, make then, subject to the terms and conditions hereof, such Issuing Bank shall, on the requested date, issue such Letter of Credit available to the Borrower requesting such issuance at its office referred to in Section 9.02 or as otherwise agreed accordance with such Borrower in connection with such issuanceIssuing Bank's usual and customary business practices. In the event and to the extent that the provisions of any Letter of Credit Agreement shall conflict with this Agreement, the provisions of this Agreement shall govern. For avoidance of doubt, but without limitation of the generality of the foregoing, provisions relating to security interests, reimbursement or other payment obligations, interest or events of default shall be deemed to be in conflict with this Agreement.

Request for Issuance. (i) Each Letter of Credit shall be issued upon notice, given not later than 11:00 A.M. 1:00 P.M. (New York City time) on the fifth third Business Day prior to the date of the proposed issuance of such Letter of Credit (or on such shorter notice as the applicable Issuing Bank may agree), by any the Borrower to any Issuing Bank, and such Issuing Bank shall give the Agent Agent, prompt notice thereofthereof by telex, telecopier or cable. Each such notice of issuance of a Letter of Credit (a "Notice of IssuanceNOTICE OF ISSUANCE") shall be by telecopier or telephone, confirmed immediately in writing, or telecopier or telex, specifying therein the requested (A) date of such issuance (which shall be a Business Day), (B) Available Amount and currency of such Letter of Credit, (C) expiration date of such Letter of Credit (which shall not be later than 10 that the earlier of (x) one year after the issuance thereof and (y) ten Business Days before prior to the Termination Date), (D) name and address of the beneficiary of such Letter of Credit and (E) form of such Letter of Credit, such Letter of Credit and shall be issued pursuant to accompanied by such customary application and agreement for letter of credit as such Issuing Bank may specify to the applicable Borrower requesting such issuance for use in connection with such requested Letter of Credit (a "Letter of Credit AgreementLETTER OF CREDIT AGREEMENT"). If the requested form of such Letter of Credit is acceptable to such Issuing Bank in its sole discretion, such Issuing Bank will, upon fulfillment of the applicable conditions set forth in Article III, make such Letter of Credit available to the Borrower requesting such issuance at its office referred to in Section 9.02 8.02 or as otherwise agreed with such the Borrower in connection with such issuance. In the event and to the extent that the provisions of any Letter of Credit Agreement shall conflict with this Agreement, the provisions of this Agreement shall govern. For avoidance of doubt, but without limitation of the generality of the foregoing, provisions relating to security interests, reimbursement or other payment obligations, interest or events of default shall be deemed to be in conflict with this Agreement.

Request for Issuance. (i) Each Letter of Credit shall be issued upon notice, given not later than 11:00 A.M. a.m. (New York City time) on the fifth Business Day prior to the date of the proposed issuance Issuance of such Letter of Credit (or on such shorter notice as the applicable Issuing Bank may agree), by any Borrower the Company to any Issuing Bank, and such Issuing Bank shall give the Agent Agent, prompt notice thereof. Each such notice by the Company of issuance Issuance of a Letter of Credit (a "“Notice of Issuance"”) shall be by telecopier or telephone, confirmed immediately promptly in writing, or by telecopier (or any other electronic means agreed to by the Agent), specifying therein the requested (A) the requested date of such issuance Issuance (which shall be a Business Day), (B) the Available Amount and currency of such Letter of Credit, (C) expiration date of such Letter of Credit (which shall not be later than 10 five (5) Business Days before the Termination Date)Date with respect to the Revolving Credit Commitment of the Issuing Bank in its capacity as a Lender, (D) the name and address of the beneficiary of such Letter of Credit and Credit, (E) the form of such Letter of Credit, and that such Letter of Credit shall be issued pursuant to such application and agreement for letter of credit as such Issuing Bank may specify to and the applicable Borrower Company shall agree for use in connection with such requested Letter of Credit (a "“Letter of Credit Agreement"”) and (F) such other matters as the applicable Issuing Bank may require. In the case of a request for an amendment of any outstanding Letter of Credit, such Notice of Issuance shall specify in form and detail reasonably satisfactory to the applicable Issuing Bank, (A) the Letter of Credit to be amended, (B) the proposed date of amendment thereof (which shall be a Business Day), (C) the nature of the proposed amendment and (D) such other matters as the applicable Issuing Bank may require. Additionally, the Company shall furnish to the applicable Issuing Bank and the Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, as such Issuing Bank or the Agent may require. If the requested form of such Letter of Credit is acceptable to such the applicable Issuing Bank in its sole discretionreasonable discretion (it being understood that any such form shall have only explicit documentary conditions to draw and shall not include discretionary conditions), such Issuing Bank will, upon fulfillment of the applicable conditions set forth in Article IIISection 3.02, make such Letter of Credit available to the Borrower requesting such issuance Company at its office referred to in Section 9.02 or as otherwise agreed with such Borrower the Company in connection with such issuanceIssuance. In the event and to the extent that the provisions of any Letter of Credit Agreement shall conflict with this Agreement, the provisions of this Agreement shall govern. For avoidance of doubt, but without limitation of the generality of the foregoing, provisions relating to security interests, reimbursement or other payment obligations, interest or events of default shall be deemed to be in conflict with this Agreement.

Request for Issuance. (i) Each Letter of Credit which is not an Existing Letter of Credit shall be issued upon notice, given not later than 11:00 A.M. (Buffalo, New York City time) on the fifth (5th) Business Day prior to the date of the proposed issuance of such Letter of Credit (or on such shorter notice as the applicable Issuing Bank may agree)Credit, by any the Borrower to any the Issuing Bank, and such Issuing Bank which shall give to the Administrative Agent and each Revolving Credit Lender prompt notice thereofthereof by telex or telecopier. Each such notice of issuance of a Letter of Credit (a "Notice of Issuance") shall be by telecopier or telephone, confirmed immediately immedi- ately in writing, or telex or telecopier, specifying therein the requested (Ai) date of such issuance (which shall be a Business Day), (Bii) Available Amount and currency of such Letter of Credit, (Ciii) expiration date of such Letter of Credit (which shall not be later than 10 Business Days before the Termination Date)Credit, (Div) name and address of the beneficiary of such Letter of Credit and (Ev) form of such Letter of Credit, such Letter of Credit and shall be issued pursuant to accompanied by such application and agreement for letter of credit as such the Issuing Bank may specify to the applicable Borrower for use in connection with such requested Letter of Credit (a "Letter of Credit Agreement"). If the requested form of such Letter of Credit is acceptable to such the Issuing Bank Bank, in its sole discretion, such the Issuing Bank will, upon fulfillment of the applicable conditions set forth in Article III, make such Letter of Credit available to the Borrower requesting such issuance at its office referred to in Section 9.02 8.02 or as otherwise agreed with such the Borrower in connection with such issuance. In the event and to the extent that the provisions of any such Letter of Credit Agreement shall conflict with this Agreement, the provisions of this Agreement shall govern. For avoidance of doubt, but without limitation of the generality of the foregoing, provisions relating to security interests, reimbursement or other payment obligations, interest or events of default shall be deemed to be in conflict with this Agreement.

Request for Issuance. (i) Each Letter of Credit shall be issued upon notice, given not later than 11:00 A.M. 1:00 P.M. (New York City time) on the fifth Business Day prior to the date of the proposed issuance of such Letter of Credit (or on such shorter notice as the applicable Issuing Bank may agree), by any the Borrower to any Issuing Bank, and such Issuing Bank shall give the Agent Agent, prompt notice thereofthereof by telecopier. Each such notice of issuance of a Letter of Credit (a "Notice of Issuance") shall be by telecopier or telephone, confirmed immediately in writing, or telecopier, specifying therein the requested (A) date of such issuance (which shall be a Business Day), (B) Available Amount and currency of such Letter of Credit, (C) expiration date of such Letter of Credit (which shall not be later than 10 Business Days before one year after the Termination Dateissuance thereof), (D) name and address of the beneficiary of such Letter of Credit and (E) form of such Letter of Credit, such Letter of Credit and shall be issued pursuant to accompanied by such customary application and agreement for letter of credit as such Issuing Bank may specify to the applicable Borrower for use in connection with such requested Letter of Credit (a "Letter of Credit Agreement"). If the requested form of such Letter of Credit is acceptable to such Issuing Bank in its sole discretion, such Issuing Bank will, upon fulfillment of the applicable conditions set forth in Article III, make such Letter of Credit available to the Borrower requesting such issuance at its office referred to in Section 9.02 or as otherwise agreed with such the Borrower in connection with such issuance. In the event and to the extent that the provisions of any Letter of Credit Agreement shall conflict with this Agreement, the provisions of this Agreement shall govern. For avoidance of doubt, but without limitation of the generality of the foregoing, provisions relating to security interests, reimbursement or other payment obligations, interest or events of default shall be deemed to be in conflict with this Agreement.

Request for Issuance. (i) Each Letter of Credit shall be issued upon notice, given not later than 11:00 A.M. (New York City time) on the fifth fourth Business Day prior to the date of the proposed issuance of such Letter of Credit (or on such shorter notice as the applicable Issuing Bank may agree)Credit, by any Borrower Company to any the relevant Issuing Bank, and such Issuing Bank which shall give the to Administrative Agent and each Lender prompt notice thereofthereof by telecopier. Each such notice of issuance of a Letter of Credit (a "Notice of Issuance") shall be by telecopier or telephone, confirmed immediately in writingwriting or telecopier, in substantially the form of Exhibit A-2 hereto, specifying therein the requested (A) date of such issuance (which shall be a Business Day), (B) Available Amount and currency of such Letter of Credit, (C) expiration date of such Letter of Credit (which shall not be later than 10 Business Days before the Termination Date)Credit, (D) name and address of the beneficiary of such Letter of Credit and (E) form of such Letter of Credit, such Letter of Credit and shall be issued pursuant to accompanied by such application and agreement for letter of credit as such the applicable Issuing Bank may specify to the applicable Borrower Company for use in connection with such requested Letter of Credit (such applications and agreements, a "Letter of Credit Agreement"). If (x) the requested form of such Letter of Credit is acceptable to such the relevant Issuing Bank in its sole discretiondiscretion and (y) it has not received notice of objection to such issuance from the Requisite Lenders, such Issuing Bank will, upon fulfillment of the applicable conditions set forth in Article IIISection 3.2, make such Letter of Credit available to the Borrower requesting such issuance Company at its office referred to in Section 9.02 10.1 or as otherwise agreed with such Borrower Company in connection with such issuance. In the event and to the extent that the provisions of any Letter of Credit Agreement shall conflict with this Agreement, the provisions of this Agreement shall govern. For avoidance of doubt, but without limitation of the generality of the foregoing, provisions relating to security interests, reimbursement or other payment obligations, interest or events of default shall be deemed to be in conflict with this Agreement.

Request for Issuance. (i) Each Letter of Credit shall be issued upon notice, given not later than 11:00 A.M. 1:00 P.M. (New York City time) on the fifth Business Day prior to the date of the proposed issuance of such Letter of Credit (or on such shorter notice as the applicable Issuing Bank may agree), by any the applicable Borrower to any Issuing Bank, and such Issuing Bank shall give the Agent Administrative Agent, prompt notice thereofthereof by telecopier. Each such notice of issuance of a Letter of Credit (a "Notice of Issuance") shall be by telecopier or telephone, confirmed immediately in writing, or telecopier, specifying therein the requested (A) date of such issuance (which shall be a Business Day), (B) Available Amount and currency of such Letter of Credit, (C) expiration date of such Letter of Credit (which shall not be later than 10 Business Days before the Termination Date)Credit, (D) name and address of the beneficiary of such Letter of Credit and (E) form of such Letter of Credit, such Letter of Credit and shall be issued pursuant to accompanied by such customary application and agreement for letter of credit as such Issuing Bank may specify to the applicable Borrower for use in connection with such requested Letter of Credit (a "Letter of Credit Agreement"). If the requested form of such Letter of Credit is acceptable to such Issuing Bank in its sole discretion, such Issuing Bank will, upon fulfillment of the applicable conditions set forth in Article III, make such Letter of Credit available to the applicable Borrower requesting such issuance at its office referred to in Section 9.02 or as otherwise agreed with such Borrower in connection with such issuance. In the event and to the extent that the provisions of any Letter of Credit Agreement shall conflict with this Agreement, the provisions of this Agreement shall govern. For avoidance of doubt, but without limitation of the generality of the foregoing, provisions relating to security interests, reimbursement or other payment obligations, interest or events of default shall be deemed to be in conflict with this Agreement.

Request for Issuance. (i) Each Letter of Credit shall be issued upon notice, given not later than 11:00 A.M. (New York City Charlotte, North Carolina time) on the fifth tenth Business Day prior to the date of the proposed issuance of such Letter of Credit (or on such shorter notice as the applicable Issuing Bank may agree)Credit, by any the Borrower to any the Issuing Bank, and such Issuing Bank which shall give to the Administrative Agent prompt notice thereofthereof by telecopier or electronic communication. Each such notice of issuance of a Letter of Credit (a "Notice of IssuanceNOTICE OF ISSUANCE") shall be in writing, or by telecopier or telephone, confirmed immediately in writing, or telecopier or electronic communication, specifying therein the requested (Ai) date of such issuance (which shall be a Business Day), (Bii) Available Amount of such Letter of Credit (which amount shall not be less than $100,000 unless otherwise agreed by the Issuing Bank and currency to the Administrative Agent), (iii) expiration date of such Letter of Credit, (C) expiration date of such Letter of Credit (which shall not be later than 10 Business Days before the Termination Date), (Div) name and address of the beneficiary of such Letter of Credit and (Ev) form of such Letter of Credit, such Letter of Credit and shall be issued pursuant to accompanied by such application and agreement for letter of credit as such the Issuing Bank may specify to the applicable Borrower for use in connection with such requested Letter of Credit (a "Letter of Credit AgreementLETTER OF CREDIT AGREEMENT"). If the requested form of such Letter of Credit is acceptable to such the Issuing Bank in its sole discretion, such the Issuing Bank will, upon fulfillment of the applicable conditions set forth in Article III, make such Letter of Credit available to the Borrower requesting such issuance at its office referred to in Section 9.02 or as otherwise agreed with such the Borrower in connection with such issuance. In the event and to the extent that the provisions of any Letter of Credit Agreement shall conflict with this Agreement, the provisions of this Agreement shall govern. For avoidance of doubt, but without limitation of the generality of the foregoing, provisions relating to security interests, reimbursement or other payment obligations, interest or events of default shall be deemed to be in conflict with this Agreement.

Request for Issuance. An Account Party may from time to time request, upon at least three Business Days’ notice (i) Each Letter of Credit shall be issued upon notice, given not later than 11:00 A.M. (New York City time) Charlotte, North Carolina time on the fifth Business Day prior last day permitted therefor), an Issuing Bank issue or renew (other than any automatic renewal thereof) a Letter of Credit by: (i) delivering to such Issuing Bank, with a copy to the Administrative Agent, either (x) a written request to such effect or (y) a request made in electronic form through such Issuing Bank’s remote access system and in accordance with the terms and conditions (including any written agreements between such Issuing Bank and any Account Party) applicable thereto, in each case specifying the date of the proposed issuance of on which such Letter of Credit (or on such shorter notice as the applicable Issuing Bank may agree), by any Borrower is to any Issuing Bank, and such Issuing Bank shall give the Agent prompt notice thereof. Each such notice of issuance of a Letter of Credit (a "Notice of Issuance") shall be by telecopier or telephone, confirmed immediately in writing, specifying therein the requested (A) date of such issuance issued (which shall be a Business Day), (B) the expiration date thereof, the Available Amount and currency of such Letter of Creditthereof, (C) expiration date of such Letter of Credit (which shall not be later than 10 Business Days before the Termination Date), (D) name and address of the beneficiary thereof and the form thereof, and in each case with a copy of such request (or, in the case of clause (y) above, a written or electronic summary thereof) to the Administrative Agent; and (ii) in the case of the issuance of a Letter of Credit, delivering to such Issuing Bank, with a copy to the Administrative Agent, a completed agreement and application with respect to such Letter of Credit and (E) form of such Letter of Credit, such Letter of Credit shall be issued pursuant to such application and agreement for letter of credit as such Issuing Bank may specify to the applicable Borrower for use in connection with such requested Letter of Credit (a "“Letter of Credit Agreement"”), together with such other certificates, documents and other papers or information as are specified in such Letter of Credit Agreement or as may be required pursuant to such Issuing Bank’s customary practices for the issuance of letters of credit (including requirements relating to requests made through such Issuing Bank’s remote access system). In addition, the applicable Account Party shall deliver to the Administrative Agent a Collateral Value Report not later than 11:00 A.M. Charlotte, North Carolina time on the Business Day immediately preceding the date on which such Letter of Credit is to be issued. If the requested form limitations set forth in Sections 2.01(b) and 2.01(c) are satisfied and if the Required Banks have not given notice to the Administrative Agent to cease issuing or renewing Letters of Credit as contemplated by this Agreement, the Administrative Agent shall promptly notify the respective Issuing Bank (in writing or by telephone immediately confirmed in writing) that such Issuing Bank is authorized to issue or renew, as the case may be, such Letter of Credit. An Issuing Bank shall not issue or renew, as the case may be, any Letter of Credit (other than by the automatic renewal thereof) unless it shall have received notice from the Administrative Agent that it is authorized to do so as described in the preceding sentence. If such Issuing Bank issues or renews a Letter of Credit, it shall deliver the original of such Letter of Credit is acceptable to such the beneficiary thereof or as the Applicable Account Party shall otherwise direct, and shall promptly notify the Administrative Agent thereof and furnish a copy thereof to the Administrative Agent. Each Issuing Bank in may issue Letters of Credit through any of its sole discretionbranches or Affiliates (whether domestic or foreign) that issue letters of credit, such and each Account Party authorizes and directs each Issuing Bank will, upon fulfillment of to select the applicable conditions set forth in Article III, make such Letter of Credit available to the Borrower requesting such issuance at its office referred to in Section 9.02 branch or as otherwise agreed with such Borrower in connection with such issuance. In the event and to the extent Affiliate that the provisions of will issue or process any Letter of Credit Agreement shall conflict with this Agreement, the provisions of this Agreement shall govern. For avoidance of doubt, but without limitation of the generality of the foregoing, provisions relating to security interests, reimbursement or other payment obligations, interest or events of default shall be deemed to be in conflict with this AgreementCredit.

Request for Issuance. (i) Each Letter of Credit shall be issued upon notice, given not later than 11:00 A.M. (New York City time) on the fifth second Business Day prior to the date of the proposed issuance of such Letter of Credit (or on such shorter notice as the applicable Issuing Bank may agree)Credit, by any Borrower to any Issuing Bank, and such Issuing Bank which shall give to the Agent and each Lender prompt notice thereofthereof by telex or telecopier). Each such notice of issuance of a Letter of Credit (a "Notice of Issuance") shall be by telecopier or telephone, confirmed immediately in writing, or telex or telecopier, specifying therein the requested (A) date of such issuance (which shall be a Business Day), (B) Available Amount and currency of such Letter of Credit, (C) expiration date of such Letter of Credit (which shall not be later than 10 Business Days before the Termination Date)Credit, (D) name and address of the beneficiary of such Letter of Credit and (E) form of such Letter of Credit, such Letter of Credit and shall be issued pursuant to accompanied by such application and agreement for letter of credit as such Issuing Bank may specify to the applicable such Borrower for use in connection with such requested Letter of Credit (in each case, a "Letter of Credit Agreement"). If (x) the requested form of such Letter of Credit is reasonably acceptable to such Issuing Bank in its sole discretiondiscretion and (y) it has not received notice of objection to such issuance from the Required Lenders, such Issuing Bank will, upon fulfillment of the applicable conditions set forth in Article III, make such Letter of Credit available to the applicable Borrower requesting such issuance at its office referred to in Section 9.02 8.02 or as otherwise agreed with such Borrower in connection with such issuance. In the event and to the extent that the provisions of any Letter of Credit Agreement shall conflict with this Agreement, the provisions of this Agreement shall govern. For avoidance . (ii) Each Issuing Bank shall furnish (A) to the Agent on the first Business Day of doubteach week a written report summarizing issuance and expiration dates of Letters of Credit issued by such Issuing Bank during the previous week and drawings during such week under all Letters of Credit issued by such Issuing Bank, but without limitation (B) to each Lender on the first Business Day of each month a written report summarizing issuance and expiration dates of Letters of Credit issued by such Issuing Bank during the generality preceding month and drawings during such month under all Letters of Credit issued by such Issuing Bank and (C) to the foregoing, provisions relating to security interests, reimbursement or other payment obligations, interest or events Agent and each Lender on the first Business Day of default shall be deemed to be in conflict with this Agreementeach calendar quarter a written report setting forth the average daily aggregate Available Amount during the preceding calendar quarter of all Letters of Credit issued by such Issuing Bank.

Request for Issuance. (i) Each Letter of Credit shall be issued upon notice, given not later than 11:00 A.M. (New York City time) on the fifth third Business Day prior to the date of the proposed issuance of such Letter of Credit (or on such shorter notice as the applicable Issuing Bank may agree)Credit, by any the Borrower to any the Issuing Bank, and such Issuing Bank which shall give to the Administrative Agent and each Revolving Credit Lender prompt notice thereofthereof by telecopier. Each such notice of issuance of a Letter of Credit (a "“Notice of Issuance"”) shall may be by telecopier or telephone, either telephone (confirmed immediately in writing) or telecopier or electronic communication, in each case specifying therein the requested (A) date of such issuance (which shall be a Business Day), (B) Available Amount and currency of such Letter of Credit, (C) expiration date of such Letter of Credit (which shall not be later than 10 Business Days before the Termination Date)Credit, (D) name and address of the beneficiary of such Letter of Credit and (E) form of such Letter of Credit, such Letter of Credit and shall be issued pursuant to accompanied by such application and agreement for letter of credit as such the Issuing Bank may specify to the applicable Borrower for use in connection with such requested Letter of Credit (a "“Letter of Credit Agreement"”). If (x) the requested form of such Letter of Credit is acceptable to such the Issuing Bank in its sole discretiondiscretion and (y) it has not received notice of objection to such issuance from the Required Lenders, such the Issuing Bank will, upon fulfillment of the applicable conditions set forth in Article III, make such Letter of Credit available to the Borrower requesting such issuance at its office referred to in Section 9.02 or as otherwise agreed with such the Borrower in connection with such issuance. In the event and to the extent that the provisions of any Letter of Credit Agreement shall conflict with this Agreement, the provisions of this Agreement shall govern. For avoidance of doubt, but without limitation of the generality of the foregoing, provisions relating to security interests, reimbursement or other payment obligations, interest or events of default shall be deemed to be in conflict with this Agreement.

Request for Issuance. (i) Each Letter of Credit shall be issued upon notice, given not later than 11:00 A.M. (New York City time) on the fifth Business Day prior to the date of the proposed issuance of such Letter of Credit (or on such shorter notice as the applicable Issuing Bank may agree), by any the Borrower to any Issuing Bank, and such Issuing Bank shall give the Agent Agent, prompt notice thereofthereof by facsimile. Each such notice of issuance of a Letter of Credit (a "Notice of Issuance") shall be by telecopier or telephone, confirmed immediately in writing, or facsimile, specifying therein the requested (A) date of such issuance (which shall be a Business Day), (B) Available Amount and currency of such Letter of Credit, (C) expiration date of such Letter of Credit (which shall not be later than 10 Business Days before one year after the date of issuance thereof; provided that any Letter of Credit which provides for automatic one-year extension(s) of such expiration date shall be deemed to comply with the foregoing requirement if the Issuing Bank has the unconditional right to prevent any such automatic extension from taking place and each Issuing Bank hereby agrees to exercise such right to prevent any such automatic extension for each Letter of Credit outstanding after the Termination Date), (D) name and address of the beneficiary of such Letter of Credit and (E) form of such Letter of Credit, such Letter of Credit and shall be issued pursuant to accompanied by such customary application and agreement for letter of credit as such Issuing Bank may specify to the applicable Borrower for use in connection with such requested Letter of Credit (a "Letter of Credit Agreement"). If the requested form of such Letter of Credit is acceptable to such Issuing Bank in its sole discretion, such Issuing Bank will, upon fulfillment of the applicable conditions set forth in Article III, make such Letter of Credit available to the Borrower requesting such issuance at its office referred to in Section 9.02 8.02 or as otherwise agreed with such the Borrower in connection with such issuance. In the event and to the extent that the provisions of any Letter of Credit Agreement shall conflict with this Agreement, the provisions of this Agreement shall govern. For avoidance of doubt, but without limitation of the generality of the foregoing, provisions relating to security interests, reimbursement or other payment obligations, interest or events of default shall be deemed to be in conflict with this Agreement.

Request for Issuance. (i) Each Letter of Credit shall be issued upon notice, given not later than 11:00 A.M. (New York City Chicago time) on the fifth Business Day prior to the date of the proposed issuance of such Letter of Credit (or on such shorter notice as the applicable Issuing Bank may agree)Credit, by any the Borrower to any the Issuing Bank, and such Issuing Bank which shall give to the Administrative Agent and each Working Capital Lender prompt notice thereofthereof by telex or telecopier. Each such notice of issuance of a Letter of Credit (a "Notice of Issuance") shall be by telecopier or telephone, confirmed immediately in writing, or telex or telecopier, specifying therein the requested (A) date of such issuance (which shall be a Business Day), (B) Available Amount and currency of such Letter of Credit, (C) expiration date of such Letter of Credit (which shall not be later than 10 Business Days before the Termination Date)Credit, (D) name and address of the beneficiary of such Letter of Credit and (E) form of such Letter of Credit, such Letter of Credit and shall be issued pursuant to accompanied by such application and agreement for letter of credit as such the Issuing Bank may specify to the applicable Borrower for use in connection with such requested Letter of Credit (a "Letter of Credit Agreement"). If (x) the requested form of such Letter of Credit is acceptable to such the Issuing Bank in its sole discretiondiscretion and (y) it has not received notice of objection to such issuance from the Required Working Capital Lenders, such the Issuing Bank will, upon fulfillment of the applicable conditions set forth in Article III, make such Letter of Credit available to the Borrower requesting such issuance at its office referred to in Section 9.02 8.02 or as otherwise agreed with such the Borrower in connection with such issuance. In the event and to the extent that the provisions of any Letter of Credit Agreement shall conflict with this Agreement, the provisions of this Agreement shall govern. For avoidance of doubt, but without limitation of the generality of the foregoing, provisions relating to security interests, reimbursement or other payment obligations, interest or events of default shall be deemed to be in conflict with this Agreement.

Request for Issuance. (i) Each Letter of Credit shall be issued upon notice, given not later than 11:00 A.M. (New York City time) on the fifth Business Day prior to the date of the proposed issuance of such Letter of Credit (or on such shorter notice as the applicable Issuing Bank may agree), by any Borrower to any Issuing Bank, and such Issuing Bank shall give the Agent prompt notice thereofthereof by facsimile. Each such notice of issuance of a Letter of Credit (a "“Notice of Issuance"”) shall be by telecopier or telephone, confirmed immediately promptly in writing, or facsimile, specifying therein the requested (A) date of such issuance (which shall be a Business Day), (B) Available Amount and currency of such Letter of Credit, (C) expiration date of such Letter of Credit (which shall not be later than 10 Business Days before the earlier of the Termination Date or one year after the date of issuance thereof; provided that any Letter of Credit which provides for automatic one-year extension(s) of such expiration date shall be deemed to comply with the foregoing requirement if the Issuing Bank has the unconditional right to prevent any such automatic extension from taking place and each Issuing Bank hereby agrees to exercise such right to prevent any such automatic extension for each Letter of Credit outstanding after the Termination Date), (D) name and address of the beneficiary of such Letter of Credit and (E) form of such Letter of Credit, such Letter of Credit and shall be issued pursuant to accompanied by such customary application and agreement for letter of credit as such Issuing Bank may specify to the applicable Borrower requesting such issuance for use in connection with such requested Letter of Credit (a "“Letter of Credit Agreement"”). If the requested form of such Letter of Credit is acceptable to such Issuing Bank in its sole discretion, such Issuing Bank will, upon fulfillment of the applicable conditions set forth in Article III, make such Letter of Credit available to the Borrower requesting such issuance at its office referred to in Section 9.02 or as otherwise agreed with such Borrower in connection with such issuance. In the event and to the extent that the provisions of any Letter of Credit Agreement shall conflict with this Agreement, the provisions of this Agreement shall govern. For avoidance of doubt, but without limitation of the generality of the foregoing, provisions relating to security interests, reimbursement or other payment obligations, interest or events of default shall be deemed to be in conflict with this Agreementin

Request for Issuance. (i) Each Letter of Credit shall be issued upon notice, given not later than 11:00 A.M. 1:00 P.M. (New York City time) on the fifth Business Day prior to the date of the proposed issuance of such Letter of Credit (or on such shorter notice as the applicable Issuing Bank may agree), by any the Borrower to any Issuing Bank, and such Issuing Bank shall give the Agent Agent, prompt notice thereofthereof by telex, telecopier or cable. Each such notice of issuance of a Letter of Credit (a "“Notice of Issuance"”) shall be by telecopier or telephone, confirmed immediately in writing, or telecopier or telex, specifying therein the requested (A) date of such issuance (which shall be a Business Day), (B) Available Amount and currency of such Letter of Credit, (C) expiration date of such Letter of Credit (which shall not be later than 10 Business Days before the Termination Date)Credit, (D) name and address of the beneficiary of such Letter of Credit and (E) form of such Letter of Credit, such Letter of Credit and shall be issued pursuant to accompanied by such customary application and agreement for letter of credit as such Issuing Bank may specify to the applicable Borrower requesting such issuance for use in connection with such requested Letter of Credit (a "“Letter of Credit Agreement"”). If the requested form of such Letter of Credit is acceptable to such Issuing Bank in its sole discretion, such Issuing Bank will, upon fulfillment of the applicable conditions set forth in Article III, make such Letter of Credit available to the Borrower requesting such issuance at its office referred to in Section 9.02 or as otherwise agreed with such the Borrower in connection with such issuance. In the event and to the extent that the provisions of any Letter of Credit Agreement shall conflict with this Agreement, the provisions of this Agreement shall govern. For avoidance of doubt, but without limitation of the generality of the foregoing, provisions relating to security interests, reimbursement or other payment obligations, interest or events of default shall be deemed to be in conflict with this Agreement.

Request for Issuance. (i) Each Letter of Credit shall be issued upon notice, given not later than 11:00 A.M. (New York City time) on the fifth second Business Day prior to the date of the proposed issuance of such Letter of Credit (or on such shorter notice as the applicable Issuing Bank may agree)Credit, by any Borrower the Company to any the Issuing Bank, and such Issuing Bank which shall give to the Administrative Agent and each Revolving Credit Lender prompt notice thereofthereof by telecopier or electronic communication. Each such notice of issuance of a Letter of Credit (a "“Notice of Issuance"”) shall be by telecopier or telephone, confirmed immediately in writing, or by telecopier or electronic communication, specifying therein the requested (A) date of such issuance (which shall be a Business Day), (B) Available Amount and currency of such Letter of Credit, (C) expiration date of such Letter of Credit (which shall not be later than 10 Business Days before the Termination Date)Credit, (D) name and address of the beneficiary of such Letter of Credit and (E) form of such Letter of Credit, such Letter of Credit and shall be issued pursuant to accompanied by such application and agreement for letter of credit as such the Issuing Bank may specify to the applicable Borrower Company for use in connection with such requested Letter of Credit (a "“Letter of Credit Agreement"”). If (x) the requested form of such Letter of Credit is acceptable to such the Issuing Bank in its sole discretiondiscretion and (y) it has not received notice of objection to such issuance from Lenders holding at least a majority of the Revolving Credit A Commitments, such the Issuing Bank will, upon fulfillment of the applicable conditions set forth in Article III, make such Letter of Credit available to the Borrower requesting such issuance Company at its office referred to in Section 9.02 or as otherwise agreed with such Borrower the Company in connection with such issuance. In the event and to the extent that the provisions of any Letter of Credit Agreement shall conflict with this Agreement, the provisions of this Agreement shall govern. For avoidance of doubt, but without limitation of the generality of the foregoing, provisions relating to security interests, reimbursement or other payment obligations, interest or events of default shall be deemed to be in conflict with this Agreement.

Request for Issuance. (i) Each Subject to clause (ii) below, each Letter of Credit shall be issued upon notice, given not later than 11:00 A.M. 1:00 P.M. (New York City time) on the fifth Business Day prior to the date of the proposed issuance of such Letter of Credit (or on such shorter notice as the applicable Issuing Bank may agree)Credit, by any the Borrower to any Issuing Bank, and such Issuing Bank shall give the Agent Administrative Agent, prompt written notice thereof. Each such notice of issuance of a Letter of Credit (a "“Notice of Issuance"”) shall be by telecopier or telephone, confirmed immediately promptly in writing, or telecopier, specifying therein the requested (A) date of such issuance (which shall be a Business Day), (B) Available Amount and currency the amount of such Letter of Credit, (C) expiration date of such Letter of Credit (which shall not be later than 10 Business Days before the Termination Date)Credit, (D) name and address of the beneficiary of such Letter of Credit and (E) form of such Letter of Credit, such Letter of Credit and shall be issued pursuant to accompanied by such customary application and agreement for letter of credit as such Issuing Bank may specify to the applicable Borrower requesting such issuance for use in connection with such requested Letter of Credit (a "“Letter of Credit Agreement"”). If the requested form of such Letter of Credit is reasonably acceptable to such Issuing Bank in its sole discretionBank, such Issuing Bank will, upon fulfillment of the applicable conditions set forth in Article IIIIV, make such Letter of Credit available to the Borrower (or its applicable Subsidiary) requesting such issuance at its office referred to in Section 9.02 9.01 or as otherwise agreed with such the Borrower in connection with such issuance. In the event and to the extent that the provisions of any Letter of Credit Agreement shall conflict with this Agreement, the provisions of this Agreement shall govern. For avoidance . (ii) No Issuing Bank shall be under any obligation to issue any Letter of doubtCredit if: (A) any order, but without limitation judgment or decree of any governmental authority or arbitrator shall by its terms purport to enjoin or restrain such Issuing Bank from issuing such Letter of Credit, or any law applicable to such Issuing Bank or any request or directive (whether or not having the force of law) from any governmental authority with jurisdiction over such Issuing Bank shall prohibit, or request that such Issuing Bank refrain from, the issuance of letters of credit generally or the Letter of Credit in particular or shall impose upon such Issuing Bank with respect to the Letter of Credit any restriction, reserve or capital requirement (for which such Issuing Bank is not otherwise compensated hereunder) not in effect on the Effective Date, or shall impose upon such Issuing Bank any unreimbursed loss, cost or expense which was not applicable on the Effective Date and which such Issuing Bank in good ▇▇▇▇▇ ▇▇▇▇▇ material to it; or (B) the issuance of the generality Letter of Credit would violate one or more policies of such Issuing Bank applicable to letters of credit generally and to customers of the foregoingIssuing Bank generally; provided that, provisions relating in the event the Issuing Bank can no longer issue any Letter of Credit, the Issuing Bank shall endeavor to security interests, reimbursement or other payment obligations, interest or events of default shall be deemed provide sufficient written notice thereof to be in conflict with this Agreementthe Borrower.

Request for Issuance. (i) Each Letter of Credit shall be issued upon notice, given not later than 11:00 A.M. (New York City time) on the fifth Business Day prior to the date of the proposed issuance of such Letter of Credit (or on such shorter notice as the applicable Issuing Bank may agree), by any Borrower to any Issuing Bank, and such Issuing Bank shall give the Agent prompt notice thereofthereof by facsimile. Each such notice of issuance of a Letter of Credit (a "“Notice of Issuance"”) shall be by telecopier or telephone, confirmed immediately promptly in writing, or facsimile, specifying therein the requested (A) date of such issuance (which shall be a Business Day), (B) Available Amount and currency of such Letter of Credit, (C) expiration date of such Letter of Credit (which shall not be later than 10 Business Days before the earlier of the Termination Date or one year after the date of issuance thereof; provided that any Letter of Credit which provides for automatic one-year extension(s) of such expiration date shall be deemed to comply with the foregoing requirement if the Issuing Bank has the unconditional right to prevent any such automatic extension from taking place and each Issuing Bank hereby agrees to exercise such right to prevent any such automatic extension for each Letter of Credit outstanding after the Termination Date), (D) name and address of the beneficiary of such Letter of Credit and (E) form of such Letter of Credit, such Letter of Credit and shall be issued pursuant to accompanied by such customary application and agreement for letter of credit as such Issuing Bank may specify to the applicable Borrower requesting such issuance for use in connection with such requested Letter of Credit (a "“Letter of Credit Agreement"”). If the requested form of such Letter of Credit is acceptable to such Issuing Bank in its sole discretion, such Issuing Bank will, upon fulfillment of the applicable conditions set forth in Article III, make such Letter of Credit available to the Borrower requesting such issuance at its office referred to in Section 9.02 or as otherwise agreed with such Borrower in connection with such issuance. In the event and to the extent that the provisions of any Letter of Credit Agreement shall conflict with this Agreement, the provisions of this Agreement shall govern. For avoidance of doubt, but without limitation of the generality of the foregoing, provisions relating to security interests, reimbursement or other payment obligations, interest or events of default shall be deemed to be in conflict with this Agreement.

Request for Issuance. (i) Each Letter of Credit shall be issued upon notice, given not later than 11:00 A.M. (New York City time) on the fifth Business Day prior to the date of the proposed issuance of such Letter of Credit (or on such shorter notice as the applicable Issuing Bank may agree)Credit, by any Borrower to any Issuing Bank, and such Issuing Bank shall give the Agent Agent, prompt notice thereofthereof by telex, telecopier or cable. Each such notice of issuance of a Letter of Credit (a "Notice of Issuance") shall be by telex, telecopier or telephonecable, confirmed immediately in writing, specifying therein the requested (A) date of such issuance (which shall be a Business Day), (B) Available Amount and currency of such Letter of Credit, (C) expiration date of such Letter of Credit (which shall not be later than 10 Business Days before the Termination Date)Credit, (D) name and address of the beneficiary of such Letter of Credit and (E) form of such Letter of Credit, such Letter of Credit and shall be issued pursuant to accompanied by such application and agreement for letter of credit as such Issuing Bank may reasonably specify to the applicable Borrower requesting such Letter of Credit for use in connection with such requested Letter of Credit (a "Letter of Credit Agreement"). If the requested form of such Letter of Credit is acceptable to such Issuing Bank in its sole discretion, such Issuing Bank will, upon fulfillment of the applicable conditions set forth in Article III, make such Letter of Credit available to the Borrower requesting such issuance Letter of Credit at its office referred to in Section 9.02 or as otherwise agreed with such the Borrower in connection with such issuance. In the event and to the extent that the provisions of any Letter of Credit Agreement shall conflict with this Agreement, the provisions of this Agreement shall govern. For avoidance of doubt, but without limitation of the generality of the foregoing, provisions relating to security interests, reimbursement or other payment obligations, interest or events of default shall be deemed to be in conflict with this Agreement.

Request for Issuance. (i) Each Letter of Credit shall be issued upon notice, given not later than 11:00 A.M. (New York City time) on the fifth Business Day prior to the date of the proposed issuance of such Letter of Credit (or on such shorter notice as the applicable Issuing Bank may agree)Credit, by any the Borrower to any the Issuing Bank, and such Issuing Bank which shall give to the Administrative Agent and each Revolving Credit Lender prompt notice thereofthereof by telex or telecopier. Each such notice of issuance of a Letter of Credit (a "Notice of IssuanceNOTICE OF ISSUANCE") shall be by telecopier or telephone, confirmed immediately in writing, or telex or telecopier, specifying therein the requested (Ai) date of such issuance (which shall be a Business Day), (Bii) Available Amount and currency of such Letter of Credit, (Ciii) expiration date of such Letter of Credit (which shall not be later than 10 Business Days before the Termination Date)Credit, (Div) name and address of the beneficiary of such Letter of Credit and (Ev) form of such Letter of Credit, such Letter of Credit and shall be issued pursuant to accompanied by such application and agreement for letter of credit as such the Issuing Bank may specify to the applicable Borrower for use in connection with such requested Letter of Credit (a "Letter of Credit AgreementLETTER OF CREDIT AGREEMENT"). If the requested form of such Letter of Credit is acceptable to such the Issuing Bank Bank, in its sole discretion, such the Issuing Bank will, upon fulfillment of the applicable conditions set forth in Article III3, make such Letter of Credit available to the Borrower requesting such issuance at its office referred to in Section 9.02 11.2 or as otherwise agreed with such the Borrower in connection with such issuance. In the event and to the extent that the provisions of any such Letter of Credit Agreement shall conflict with this Agreement, the provisions of this Agreement shall govern. For avoidance of doubt, but without limitation of the generality of the foregoing, provisions relating to security interests, reimbursement or other payment obligations, interest or events of default shall be deemed to be in conflict with this Agreement.

Request for Issuance. (i) Each Letter of Credit shall be issued upon notice, given not later than 11:00 A.M. (New York City time) on the fifth Business Day prior to the date of the proposed issuance of such Letter of Credit (or on such shorter notice as the applicable Issuing Bank may agree)Credit, by any the Borrower to any the Issuing Bank, and such Issuing Bank which shall give to the Administrative Agent and each Revolving Credit Lender prompt notice thereofthereof by telex or telecopier. Each such notice of issuance of a Letter of Credit (a "Notice of IssuanceNOTICE OF ISSUANCE") shall be by telecopier or telephone, confirmed immediately in writing, or telex or telecopier, specifying therein the requested (A) date of such issuance (which shall be a Business Day), (B) Available Amount and currency of such Letter of Credit, (C) expiration date of such Letter of Credit (which shall not be later than 10 Business Days before the Termination Date)Credit, (D) name and address of the beneficiary of such Letter of Credit and (E) form of such Letter of Credit, such Letter of Credit and shall be issued pursuant to accompanied by such application and agreement for letter of credit as such the Issuing Bank may specify to the applicable Borrower for use in connection with such requested Letter of Credit (a "Letter of Credit AgreementLETTER OF CREDIT AGREEMENT"). If the requested form of such Letter of Credit is acceptable to such the Issuing Bank in its sole discretion, such the Issuing Bank will, upon fulfillment of the applicable conditions set forth in Article III, make such Letter of Credit available to the Borrower requesting such issuance at its office referred to in Section 9.02 8.02 or as otherwise agreed with such the Borrower in connection with such issuance. In the event and to the extent that the provisions of any Letter of Credit Agreement shall conflict with this Agreement, the provisions of this Agreement shall govern. For avoidance of doubt, but without limitation of the generality of the foregoing, provisions relating to security interests, reimbursement or other payment obligations, interest or events of default shall be deemed to be in conflict with this Agreement.

Request for Issuance. (i) Each Letter of Credit shall be issued upon -------------------- notice, given not later than 11:00 A.M. a.m. (New York City Dallas, Texas time) on the fifth fourth Business Day prior to the date of the proposed issuance of such Letter of Credit, by the Borrower to the Issuing Bank. Each Letter of Credit (or on such shorter shall be issued upon notice as given in accordance with the applicable terms of any separate agreement between the Borrower and the Issuing Bank may agreein form and substance reasonably satisfactory to the Borrower and the Issuing Bank providing for the issuance of Letters of Credit pursuant to this Agreement and containing terms and conditions not inconsistent with this Agreement (a "Letter of Credit Agreement"), by provided -------------------------- -------- that if any Borrower to any Issuing Banksuch terms and conditions are inconsistent with this Agreement, and such Issuing Bank this Agreement shall give the Agent prompt notice thereofcontrol. Each such notice of issuance of a Letter of Credit by the Borrower (a "Notice of Issuance") shall be in writing or by telecopier or telephonetelecopier, confirmed immediately ------------------ specifying therein, in writingthe case of a Letter of Credit, specifying therein the requested (A) date of such issuance (which shall be a Business Day), (B) Available Amount and currency maximum amount of such Letter of Credit, (C) expiration date of such Letter of Credit (which shall not be later than 10 Business Days before the Termination Date)Credit, (D) name and address of the beneficiary of such Letter of Credit Credit, and (E) form of such Letter of Credit, Credit and specifying such Letter of Credit other information as shall be issued required pursuant to such application and agreement for letter of credit as such Issuing Bank may specify to the applicable Borrower for use in connection with such requested Letter of Credit (a "relevant Letter of Credit Agreement"). If the requested form terms of such Letter of Credit is are acceptable to such the Issuing Bank in its sole reasonable discretion, such the Issuing Bank will, upon fulfillment of the applicable conditions set forth in Article III3 hereof, make such Letter of Credit available to the --------- Borrower requesting such issuance at its office referred to in Section 9.02 11.1 or as otherwise agreed ------------ with such the Borrower in connection with such issuance. In the event and to the extent that the provisions of any Letter of Credit Agreement shall conflict with this Agreement, the provisions of this Agreement shall govern. For avoidance of doubt, but without limitation of the generality of the foregoing, provisions relating to security interests, reimbursement or other payment obligations, interest or events of default shall be deemed to be in conflict with this Agreement.

Request for Issuance. (i) Each Letter of Credit shall be issued upon notice, given not later than 11:00 A.M. (New York City time) on the fifth Business Day prior to the date of the proposed issuance of such Letter of Credit (or on such shorter notice as the applicable Issuing Bank may agree), by any Borrower to any Issuing Bank, and such Issuing Bank shall give the Agent Agent, prompt notice thereofthereof by facsimile. Each such notice of issuance of a Letter of Credit (a "Notice of IssuanceNOTICE OF ISSUANCE") shall be by telecopier or telephone, confirmed immediately in writing, or facsimile, specifying therein the requested (A) date of such issuance (which shall be a Business Day), (B) Available Amount and currency of such Letter of Credit, (C) expiration date of such Letter of Credit (which shall not be later than 10 Business Days before one year after the date of issuance thereof; PROVIDED that any Letter of Credit (which provides for automatic one-year extension(s) of such expiration date shall be deemed to comply with the foregoing requirement if the Issuing Bank has the unconditional right to prevent any such automatic extension from taking place, and each Issuing Bank hereby agrees to exercise such right to prevent any such automatic extension for each Letter of Credit outstanding after the Termination Date), (D) name and address of the beneficiary of such Letter of Credit and (E) form of such Letter of Credit, such Letter of Credit and shall be issued pursuant to accompanied by such customary application and agreement for letter of credit as such Issuing Bank may specify to the applicable Borrower requesting such issuance for use in connection with such requested Letter of Credit (a "Letter of Credit LETTER OF CREDIT Agreement"). If the requested form of such Letter of Credit is acceptable to such Issuing Bank in its sole discretion, such Issuing Bank will, upon fulfillment of the applicable conditions set forth in Article III, make such Letter of Credit available to the Borrower requesting such issuance at its office referred to in Section 9.02 or as otherwise agreed with such Borrower in connection with such issuance. In the event and to the extent that the provisions of any Letter of Credit Agreement shall conflict with this Agreement, the provisions of this Agreement shall govern. For avoidance of doubt, but without limitation of the generality of the foregoing, provisions relating to security interests, reimbursement or other payment obligations, interest or events of default shall be deemed to be in conflict with this Agreement.

Request for Issuance. (i) Each Letter of Credit shall be issued upon noticenotice and application, given not later than 11:00 A.M. (New York City time) on the fifth third Business Day (or a later day, if acceptable to the relevant Issuing Bank in its sole discretion, but in no event later than the first Business Day) prior to the date of the proposed issuance of such Letter of Credit (or on such shorter notice as the applicable Issuing Bank may agree)Credit, by any the Borrower to any Issuing Bank, and such Issuing Bank which shall give to the Agent prompt notice thereofthereof by telex or facsimile. Each such notice of issuance of a Letter of Credit (a "Notice of IssuanceIssuance and Application for Letter of Credit") shall be by telecopier or telephone, confirmed immediately in writing, or telex or facsimile, in the form of Exhibit B-2, specifying therein the requested (A) date of such issuance (which shall be a Business Day), (B) Available Amount and currency of such Letter of Credit, (C) expiration date of such Letter of Credit (which shall not be later than 10 Business Days before the Termination Date)Credit, (D) name and address of the beneficiary of such Letter of Credit and Credit, (E) form of such Letter of Credit, Credit and (F) the requested currency of such Letter of Credit shall be issued pursuant to such application and agreement for letter of credit as such Issuing Bank may specify to the applicable Borrower for use in connection with such requested Letter of Credit (a "Letter of Credit Agreement")Credit, if other than Dollars. If the requested form of such Letter of Credit is acceptable to such Issuing Bank in its sole discretion, such Issuing Bank will, upon fulfillment of the applicable conditions set forth in Article III, make such Letter of Credit available to the Borrower requesting such issuance at its office referred to in Section 9.02 8.02 or as otherwise agreed with such the Borrower in connection with such issuance. In the event and ; provided that no Issuing Bank shall be obligated to the extent that the provisions of issue any Letter of Credit Agreement shall conflict with this Agreement, the provisions of this Agreement shall govern. For avoidance of doubtin a Foreign Currency, but without limitation of the generality of the foregoing, provisions relating to security interests, reimbursement or other payment obligations, interest or events of default each Issuing Bank shall be deemed permitted to be do so in conflict with this Agreementits sole discretion if requested by the Borrower.

Request for Issuance. (i) Each Letter of Credit shall be issued upon notice, given not later than 11:00 A.M. (New York City time) on the fifth third Business Day prior to the date of the proposed issuance of such Letter of Credit (or on such shorter notice as the applicable Issuing Bank may agree)Credit, by any the Borrower to any Issuing Bank, and such Issuing Bank shall give the Agent Agent, prompt notice thereofthereof by telex, telecopier or cable. Each such notice of issuance of a Letter of Credit (a "Notice of NOTICE OF Issuance") shall be by telex, telecopier or telephonecable, confirmed immediately in writing, specifying therein the requested (A) date of such issuance (which shall be a Business Day), (B) Available Amount and currency (which shall be a Committed Currency) of such Letter of Credit, (C) expiration date of such Letter of Credit (which shall not be later than 10 Business Days before the Termination Date)Credit, (D) name and address of the beneficiary of such Letter of Credit and (E) form of such Letter of Credit, such Letter of Credit and shall be issued pursuant to accompanied by such application and agreement for letter of credit as such Issuing Bank may reasonably specify to the applicable Borrower for use in connection with such requested Letter of Credit (a "Letter of Credit AgreementLETTER OF CREDIT AGREEMENT"). If the requested form (but not the terms) of such Letter of Credit is acceptable to such Issuing Bank in its sole discretion, such Issuing Bank will, upon fulfillment of the applicable conditions set forth in Article III, make such Letter of Credit available to the Borrower requesting such issuance at its office referred to in Section 9.02 8.02 or as otherwise agreed with such the Borrower in connection with such issuance. In the event and to the extent that the provisions of any Letter of Credit Agreement shall conflict with this Agreement, the provisions of this Agreement shall govern. For avoidance of doubt, but without limitation of the generality of the foregoing, provisions relating to security interests, reimbursement or other payment obligations, interest or events of default shall be deemed to be in conflict with this Agreement.

Request for Issuance. (i) Each Letter of Credit shall be issued upon notice, given not later than 11:00 A.M. 12:00 Noon (New York City time) on the fifth Business Day prior to the date of the proposed issuance of such Letter of Credit (or on such shorter notice as the applicable Issuing Bank may agree)Credit, by any the Borrower to any Issuing Bank, and such Issuing Bank which shall give to the Administrative Agent and each Revolving Credit Lender prompt notice thereofthereof by telex, telecopier or e mail or by means of the Approved Electronic Platform. Each such notice of issuance of a Letter of Credit (a "“Notice of Issuance"”) shall be by telecopier or telephone, confirmed immediately in writing, telex, telecopier or e-mail, in each case specifying therein the requested (Ai) date of such issuance (which shall be a Business Day), (Bii) Available Amount and currency of such Letter of Credit, (Ciii) expiration date of such Letter of Credit (which shall not be later than 10 Business Days before the Termination Date)Credit, (Div) name and address of the beneficiary of such Letter of Credit and (Ev) form of such Letter of Credit, such Letter of Credit and shall be issued pursuant to accompanied by such application and agreement for letter of credit as such Issuing Bank may specify to the applicable Borrower for use in connection with such requested Letter of Credit (a "“Letter of Credit Agreement"”). If the requested form of such Letter of Credit is acceptable to such Issuing Bank in its sole discretion, such Issuing Bank will, upon fulfillment of the applicable conditions set forth in Article III, make such Letter of Credit available to the Borrower requesting such issuance at its office referred to in Section 9.02 or as otherwise agreed with such the Borrower in connection with such issuance. In the event and to the extent that the provisions of any Letter of Credit Agreement shall conflict with this Agreement, the provisions of this Agreement shall govern. For avoidance of doubt, but without limitation of the generality of the foregoing, provisions relating to security interests, reimbursement or other payment obligations, interest or events of default shall be deemed to be in conflict with this Agreement.

Request for Issuance. (i) Each Letter of Credit shall be issued upon notice, given not later than 11:00 A.M. 1:00 P.M. (New York City time) on the fifth tenth Business Day prior to the date of the proposed issuance of such Letter of Credit (or on such shorter notice as the applicable Issuing Bank may agree)Credit, by any Borrower the Borrowers jointly to any the Issuing Bank, and such Issuing Bank which shall give to the Administrative Agent and each Lender prompt notice thereofthereof by telex or telecopier. Each such notice of issuance of a Letter of Credit (a "Notice of IssuanceNOTICE OF ISSUANCE") shall be by telecopier or telephone, confirmed immediately in writing, or telex or telecopier, specifying therein the requested (A) date of such issuance (which shall be a Business Day), (B) Available Amount and currency of such Letter of Credit, (C) expiration date of such Letter of Credit (which shall not be later than 10 Business Days before the Termination Date)Credit, (D) name and address of the beneficiary of such Letter of Credit and (E) form of such Letter of Credit, such Letter of Credit and shall be issued pursuant to accompanied by such application and agreement for letter of credit as such the Issuing Bank may specify to the applicable Borrower Borrowers for use in connection with such requested Letter of Credit (a "Letter of Credit AgreementLETTER OF CREDIT AGREEMENT"). If (x) the requested form of such Letter of Credit is acceptable to such the Issuing Bank in its sole discretiondiscretion and (y) it has not received notice of objection to such issuance from the Required Lenders, such the Issuing Bank will, upon fulfillment of the applicable conditions set forth in Article III, make such Letter of Credit available to the Borrower requesting such issuance Borrowers at its office referred to in Section 9.02 or as otherwise agreed with such Borrower the Borrowers in connection with such issuance. In the event and to the extent that the provisions of any Letter of Credit Agreement shall conflict with this Agreement, the provisions of this Agreement shall govern. For avoidance of doubt, but without limitation of the generality of the foregoing, provisions relating to security interests, reimbursement or other payment obligations, interest or events of default shall be deemed to be in conflict with this Agreement.

Request for Issuance. (i) Each Letter of Credit shall be issued upon notice, given not later than 11:00 A.M. (New York City time) on the fifth third Business Day prior to the date of the proposed issuance of such Letter of Credit (or on such shorter notice as the applicable Issuing Bank may agree), by any the Borrower to any Issuing Bank, and such Issuing Bank shall give the Agent Agent, prompt notice thereof. Each such notice by the Borrower of issuance of a Letter of Credit (a "“Notice of Issuance"”) shall be by telecopier facsimile or telephone, confirmed immediately in writing, specifying therein the requested (A) date of such issuance (which shall be a Business Day), (B) Available Amount and currency of such Letter of Credit, (C) expiration date of such Letter of Credit (which shall not be later than 10 five Business Days before the Termination Date), (D) name and address of the beneficiary of such Letter of Credit and (E) form of such Letter of Credit, such . Each Letter of Credit shall be issued pursuant to such application and agreement for letter of credit as such Issuing Bank may specify to the applicable Borrower for use in connection with such requested Letter of Credit (a "“Letter of Credit Agreement"Application”). If the requested form of such Letter of Credit is acceptable to such Issuing Bank in its sole discretion, such Issuing Bank will, upon fulfillment of the applicable conditions set forth in Article III, make such Letter of Credit available to the Borrower requesting such issuance at its office referred to in Section 9.02 8.02 or as otherwise agreed with such the Borrower in connection with such issuance. In the event and to the extent that the provisions of any Letter of Credit Agreement Application shall conflict with this Agreement, the provisions of this Agreement shall govern. For avoidance of doubt, but without Without limitation of the generality immediately preceding sentence, no such Letter of Credit Application may impose any additional conditions on the issuance of a Letter of Credit nor obligations of the foregoingBorrower to the Issuing Bank, provisions relating to security interests, reimbursement or other payment obligations, interest or events of default shall be deemed to be than as stated in conflict with this Agreement.

Request for Issuance. (i) Each Letter of Credit shall be issued upon notice, given not later than 11:00 A.M. (New York City time) on the fifth Business Day prior to the date reasonably in advance of the proposed issuance of such Letter of Credit (or on such shorter notice as the applicable Issuing Bank may agree), by any the Borrower to any Issuing Bank, and such Issuing Bank shall give the Agent prompt notice thereofthereof by facsimile. Each such notice of issuance of a Letter of Credit (a "“Notice of Issuance"”) shall be by telecopier or telephone, confirmed immediately in writing, or facsimile, specifying therein the requested (A) date of such issuance (which shall be a Business Day), (B) Available Amount and currency of such Letter of Credit, (C) expiration date of such Letter of Credit (which shall not be later than the earlier of (x) 10 Business Days before prior to the Termination DateDate and (y) one year after the issuance thereof), (D) name and address of the beneficiary of such Letter of Credit and (E) form of such Letter of Credit, such Letter of Credit and shall be issued pursuant to accompanied by such customary application and agreement for letter of credit as such Issuing Bank may specify to the applicable Borrower for use in connection with such requested Letter of Credit (a "“Letter of Credit Agreement"”). If the requested form of such Letter of Credit is acceptable to such Issuing Bank in its sole discretion, such Issuing Bank will, upon fulfillment of the applicable conditions set forth in Article III, make such Letter of Credit available to the Borrower requesting such issuance at its office referred to in Section 9.02 8.02 or as otherwise agreed with such the Borrower in connection with such issuance. In the event and to the extent that the provisions of any Letter of Credit Agreement shall conflict with this Agreement, the provisions of this Agreement shall govern. For avoidance If the Borrower so requests with respect to any Letter of doubtCredit, but without limitation an Issuing Bank 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 generality 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 foregoingbeneficiary thereof not later than a day in each such twelve-month period to be agreed upon at the time such Letter of Credit is issued. Unless otherwise directed by an Issuing Bank, provisions relating the Borrower shall not be required to security interestsmake a specific request to such Issuing Bank for any such extension. Once an Auto-Extension Letter of Credit has been issued, reimbursement or other payment obligations, interest or events of default the 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 10 Business Days prior to the Termination Date. Any request to extend the then-current expiration date of a Letter of Credit that is not an Auto-Extension Letter of Credit shall be made by the Borrower within thirty (30) days prior to the then-current expiration date of such Letter of Credit. Notwithstanding the foregoing, an Issuing Bank shall not permit any such extension if such Issuing Bank has determined that it would not be permitted at such time to issue such Letter of Credit in conflict with this Agreementits revised form (as extended) under the terms hereof by reason of (A) the provisions of Section 2.01(b) or (B) the failure of one or more of the applicable conditions specified in Section 3.02 to be then satisfied. If the Borrower desires to request an increase, decrease or other amendment to any Letter of Credit previously issued and outstanding (other than requests to extend the then-current expiration date), the Borrower shall deliver to the respective Issuing Bank and to the Administrative Agent (reasonably in advance of the requested date of such amendment) a notice requesting the amendment of such Letter of Credit and specifying the requested date of amendment (which shall be a Business Day), the purpose and nature of the requested amendment and such other information as shall be necessary to amend such Letter of Credit. If requested by the respective Issuing Bank, the Borrower also shall submit a letter of credit amendment application on such Issuing Bank’s standard form and execute and deliver such other agreements, instruments and documents relating to such amendment as may be reasonably requested by the Issuing Bank.

Request for Issuance. (i) Each Letter of Credit shall be issued upon notice, given not later than 11:00 A.M. 1:00 p.m. (New York City Dallas, Texas time) on the fifth second Business Day prior to the date of the proposed issuance of such Letter of Credit (or on such shorter notice period of time as may be acceptable to the applicable Issuing Bank may agreeBank), by any the Borrower to any the Issuing Bank, . Each Letter of Credit shall be issued upon notice given in accordance with the terms of any separate agreement between the Borrower and such the Issuing Bank in form and substance reasonably satisfactory to the Borrower and the Issuing Bank providing for the issuance of Letters of Credit pursuant to this Agreement and containing terms and conditions not inconsistent with this Agreement (a "Letter of Credit Agreement"), PROVIDED that if any such terms and conditions (other than any contractual choice of law to govern any such Letter of Credit) are inconsistent with this Agreement, this Agreement shall give the Agent prompt notice thereofcontrol. Each such notice of issuance of a Letter of Credit by the Borrower (a "Notice of Issuance") shall be by telecopier or telephone, confirmed immediately in writingtelecopier, specifying therein therein, in the case of a Letter of Credit, the requested (Ai) date of such issuance (which shall be a Business Day), (Bii) Available Amount and currency maximum amount of such Letter of Credit, (Ciii) expiration date of such Letter of Credit (which shall not be later than 10 Business Days before the Termination Date)Credit, (Div) name and address of the beneficiary of such Letter of Credit Credit, and (Ev) form of such Letter of Credit, Credit and specifying such Letter of Credit other information as shall be issued required pursuant to such application and agreement for letter of credit as such Issuing Bank may specify to the applicable Borrower for use in connection with such requested Letter of Credit (a "relevant Letter of Credit Agreement"). If the requested form terms of such Letter of Credit is are acceptable to such the Issuing Bank in its sole reasonable discretion, such the Issuing Bank will, upon fulfillment of the applicable conditions set forth in Article IIIARTICLE 3 hereof, make such Letter of Credit available to the Borrower requesting such issuance at its office referred to in Section 9.02 SECTION 11.1 or as otherwise agreed with such the Borrower in connection with such issuance. In the event and to the extent that the provisions of any Letter of Credit Agreement shall conflict with this Agreement, the provisions of this Agreement shall govern. For avoidance of doubt, but without limitation of the generality of the foregoing, provisions relating to security interests, reimbursement or other payment obligations, interest or events of default shall be deemed to be in conflict with this Agreement.

Request for Issuance. (i) Each Letter of Credit shall be issued upon notice, given not later than 11:00 A.M. 1:00 p.m. (New York City time) on the fifth Business Day prior to the date of the proposed issuance of such Letter of Credit (or on such shorter notice as the applicable Issuing Bank may agree)Credit, by any Borrower the Borrowers to any the Issuing Bank, and such Issuing Bank which shall give to the Administrative Agent and each Revolving Lender prompt notice thereofthereof by telecopier or electronic communication. Each such notice of issuance of a Letter of Credit (a "Notice of Issuance") shall be by telecopier or telephone, confirmed immediately in writing, or telecopier or electronic communication, specifying therein the requested (A) date of such issuance (which shall be a Business Day), (B) Available Amount and currency of such Letter of CreditCredit (which amount shall not be less than $100,000), (C) expiration date of such Letter of Credit (which shall not be later than 10 Business Days before the Termination Date)Credit, (D) name and address of the beneficiary of such Letter of Credit and (E) form of such Letter of Credit, such Letter of Credit and shall be issued pursuant to accompanied by such application and agreement for letter of credit as such the Issuing Bank may specify to the applicable Borrower Borrowers for use in connection with such requested Letter of Credit (a "Letter of Credit Agreement"). If (x) the requested form of such Letter of Credit is acceptable to such the Issuing Bank in its sole discretiondiscretion (y) as of the requested date of issuance, the requirements of Section 2.1(c) hereof have been satisfied as to such Letter of Credit, and (z) the Issuing Bank shall not have received notice of any continuing Default or Event of Default by any of the Loan Parties, the Issuing Bank will, upon fulfillment of the applicable conditions set forth in Article III3, make such Letter of Credit available to the Borrower requesting such issuance Borrowers at its office referred to in Section 9.02 11.1 or as otherwise agreed with such Borrower the Borrowers in connection with such issuance. In the event and to the extent that the provisions of any Letter of Credit Agreement shall conflict with this Agreement, the provisions of this Agreement shall govern. For avoidance of doubt, but without limitation of the generality of the foregoing, provisions relating to security interests, reimbursement or other payment obligations, interest or events of default shall be deemed to be in conflict with this Agreement.

Request for Issuance. (i) Each Letter of Credit shall be issued upon -------------------- notice, given not later than 11:00 A.M. 1:00 p.m. (New York City time) on the fifth Business Day prior to the date of the proposed issuance of such Letter of Credit (or on such shorter notice as the applicable Issuing Bank may agree)Credit, by any the Borrower to any the Issuing Bank, and such Issuing Bank which shall give to the Administrative Agent and each Revolving Credit Lender prompt notice thereofthereof by telex or telecopier. Each such notice of issuance of a Letter of Credit (a "Notice of Issuance") shall may be by telecopier or telephone, confirmed immediately in writing, or telex or telecopier, specifying therein the requested (Ai) date of such issuance (which shall be a Business Day), (Bii) Available Amount and currency of such Letter of Credit, (Ciii) expiration date of such Letter of Credit (which shall not be later than 10 Business Days before the Termination Date)Credit, (Div) name and address of the beneficiary of such Letter of Credit and (Ev) form of such Letter of Credit, such Letter of Credit and shall be issued pursuant to accompanied by such customary application and agreement for letter of credit as such the Issuing Bank may specify to the applicable Borrower for use in connection with such requested Letter of Credit (as the same now exists or may thereafter be amended, modified, supplemented, extended, renewed, restated or replaced, a "Letter of Credit Agreement"). If the requested form of such Letter of Credit is acceptable to such the Issuing Bank Bank, in its sole reasonable discretion, such the Issuing Bank will, upon fulfillment of the applicable conditions set forth in Article III, make such Letter of Credit available to the Borrower requesting such issuance at its office referred to in Section 9.02 or as otherwise agreed with such directed by the Borrower in connection with such issuance. In the event and to the extent that the provisions of any such Letter of Credit Agreement shall conflict with this Agreement, the provisions of this Agreement shall govern. For avoidance of doubt, but without limitation of the generality of the foregoing, provisions relating to security interests, reimbursement or other payment obligations, interest or events of default shall be deemed to be in conflict with this Agreement.

Request for Issuance. (i) Each Letter of Credit shall be ----------------- -------------------- issued upon notice, given not later than 11:00 A.M. (New York City time) on the fifth Business Day prior to the date of the proposed issuance of such Letter of Credit (or on such shorter notice as the applicable Issuing Bank may agree)Credit, by any the Borrower to any the Issuing Bank, and such Issuing Bank which shall give to the Administrative Agent and each Working Capital Lender prompt notice thereofthereof by telex or telecopier. Each such notice of issuance of a Letter of Credit (a "Notice of Issuance") shall be by telecopier or telephone, confirmed immediately in writing, or telex or telecopier, specifying therein the requested (A) date of such issuance (which shall be a Business Day), (B) Available Amount and currency of such Letter of Credit, (C) expiration date of such Letter of Credit (which shall not be later than 10 Business Days before the Termination Date)Credit, (D) name and address of the beneficiary of such Letter of Credit and (E) form of such Letter of Credit, such Letter of Credit and shall be issued pursuant to accompanied by such application and agreement for letter of credit as such the Issuing Bank may specify to the applicable Borrower for use in connection with such requested Letter of Credit (a "Letter of Credit Agreement"). If (x) the requested form of such Letter of Credit is acceptable to such the Issuing Bank in its sole discretiondiscretion and (y) it has not received notice of objection to such issuance from the Agent, such the Issuing Bank will, upon fulfillment of the applicable conditions set forth in Article III, make such Letter of Credit available to the Borrower requesting such issuance at its office referred to in Section 9.02 or as otherwise agreed with such the Borrower in connection with such issuance. In the event and to the extent that the provisions of any Letter of Credit Agreement shall conflict with this Agreement, the provisions of this Agreement shall govern. For avoidance of doubt, but without limitation of the generality of the foregoing, provisions relating to security interests, reimbursement or other payment obligations, interest or events of default shall be deemed to be in conflict with this Agreement.

Request for Issuance. (i) Each Letter of Credit shall be issued upon notice, given not later than 11:00 A.M. (New York City time) on the fifth Business Day prior to the date of the proposed issuance of such Letter of Credit (or on such shorter notice as the applicable Issuing Bank may agree)Credit, by any the Parent Borrower to any the Issuing Bank, and such Issuing Bank which shall give to the Administrative Agent and each Lender prompt notice thereofthereof by telex or telecopier. Each such notice of issuance of a Letter of Credit (a "Notice of IssuanceNOTICE OF ISSUANCE") shall be by telecopier or telephone, confirmed immediately in writing, or telex or telecopier, specifying therein the requested (A) date of such issuance (which shall be a Business Day), (B) Available Amount and currency of such Letter of Credit, (C) expiration date of such Letter of Credit (which shall not be later than 10 Business Days before the Termination Date)Credit, (D) name and address of the beneficiary of such Letter of Credit and (E) form of such Letter of Credit, such Letter of Credit and shall be issued pursuant to accompanied by such application and agreement for letter of credit as such the Issuing Bank may specify to the applicable Parent Borrower for use in connection with such requested Letter of Credit (a "Letter of Credit AgreementLETTER OF CREDIT AGREEMENT"). If (x) the requested form of such Letter of Credit is acceptable to such the Issuing Bank in its sole discretion, such discretion and (y) the Issuing Bank willhas not received notice from the Administrative Agent or the Required Lenders that the conditions to issuing such Letter of Credit have not been satisfied or duly waived, the Issuing Bank shall, upon fulfillment of the applicable conditions set forth in Article III, make such Letter of Credit available to the Parent Borrower requesting such issuance at its office referred to in Section 9.02 8.02 or as otherwise agreed with such the Parent Borrower in connection with such issuance. In the event and to the extent that the provisions of any Letter of Credit Agreement shall conflict with this Agreement, the provisions of this Agreement shall govern. For avoidance of doubtAt the Parent Borrower's request, but without limitation the Issuing Bank shall provide the Parent Borrower with a copy of the generality form of the foregoing, provisions relating to security interests, reimbursement or other payment obligations, interest or events Letter of default shall be deemed Credit to be in conflict with this Agreementissued for the Parent Borrower's review and approval prior to issuance.

Request for Issuance. (i) Each Letter of Credit shall be issued upon notice, given not later than 11:00 A.M. 1:00 P.M. (New York City time) on the fifth Business Day prior to the date of the proposed issuance of such Letter of Credit (or on such shorter notice as the applicable Issuing Bank may agree)Credit, by any the Borrower to any the Issuing Bank, and such Issuing Bank which shall give to the Administrative Agent prompt notice thereof. Each such notice of issuance of a Letter of Credit (a "Notice of Issuance") shall be by telecopier or telephone, confirmed immediately in writing, specifying specify therein the requested (Ai) date of such issuance (which shall be a Business Day), (Bii) Available Amount and currency of such Letter of Credit, (Ciii) expiration date of such Letter of Credit (which shall not be later than 10 Business Days before the Termination Date)Credit, (Div) name and address of the beneficiary of such Letter of Credit and (Ev) form of such Letter of Credit, such Letter of Credit and shall be issued pursuant to accompanied by such application and agreement for a letter of credit as such the Issuing Bank may specify to the applicable Borrower for use in connection with such requested Letter of Credit (a "Letter of Credit Agreement"). If (A) the requested form of such Letter of Credit is acceptable to such the Issuing Bank in its sole discretion and it has not received notice of objection to such issuance from Lenders holding at least 60% of the Working Capital Commitments and (B) in its sole discretion, such the Issuing Bank elects to issue the requested Letter of Credit, the Issuing Bank will, upon fulfillment of the applicable conditions set forth in Article III, make such Letter of Credit available to the Borrower requesting such issuance at its office referred to in Section 9.02 8.02 or as otherwise agreed with such the Borrower in connection with such issuance. In the event and to the extent that the provisions of any Letter of Credit Agreement shall conflict with this Agreement, the provisions of this Agreement shall govern. For avoidance of doubt, but without limitation of the generality of the foregoing, provisions relating to security interests, reimbursement or other payment obligations, interest or events of default shall be deemed to be in conflict with this Agreement.

Request for Issuance. (i) Each Letter of Credit shall be issued upon notice, given not later than 11:00 A.M. (New York City time) on the fifth Business Day prior to the date of the proposed issuance of such Letter of Credit (or on such shorter notice as by the applicable Issuing Bank may agree), by any Borrower to any the Issuing Bank, and such Issuing Bank which shall give to the Administrative Agent and each Revolving Credit Lender prompt notice thereofthereof by telex or telecopier. Each such notice of issuance of a Letter of Credit (a "Notice of IssuanceNOTICE OF ISSUANCE") shall be by telecopier or telephone, confirmed immediately in writing, or telex or telecopier, specifying therein the requested (Ai) date of such issuance (which shall be a Business Day), (Bii) Available Amount and currency of such Letter of Credit, (Ciii) expiration date of such Letter of Credit (which shall not be later than 10 Business Days before the Termination Date)Credit, (Div) name and address of the beneficiary of such Letter of Credit Credit, and (Ev) form of such Letter of Credit, such Letter of Credit and shall be issued pursuant to accompanied by such application and agreement for letter of credit as such the Issuing Bank may specify to the applicable Borrower for use in connection with such requested Letter of Credit (a "Letter of Credit AgreementLETTER OF CREDIT AGREEMENT"). If the requested form of such Letter of Credit is acceptable to such the Issuing Bank Bank, in its sole discretion, such the Issuing Bank will, upon fulfillment of the applicable conditions set forth in Article III3, make such Letter of Credit available to the Borrower requesting such issuance at its office referred to in Section 9.02 11.2 or as otherwise agreed with such the Borrower in connection with such issuance. In the event and to the extent that the provisions of any such Letter of Credit Agreement shall conflict with this Agreement, the provisions of this Agreement shall govern. For avoidance of doubt, but without limitation of the generality of the foregoing, provisions relating to security interests, reimbursement or other payment obligations, interest or events of default shall be deemed to be in conflict with this Agreement.

Request for Issuance. (i) Each Letter of Credit shall be issued upon notice, given not later than 11:00 A.M. 12:00 Noon (New York City Boston, Massachusetts time) on the fifth third Business Day prior to the date of the proposed issuance of such Letter of Credit (or on such shorter notice as the applicable Issuing Bank may agree)Credit, by any the Borrower to any the Issuing Bank, and such Issuing Bank which shall give to the Administrative Agent and each Revolving Credit Lender prompt notice thereofthereof by telecopier. Each such notice of issuance of a Letter of Credit (a "Notice of Issuance") shall be by telecopier or telephone, confirmed immediately in writingwriting or telecopier, specifying therein the requested (A) date of such issuance (which shall be a Business Day), (B) Available Amount and currency of such Letter of Credit, (C) expiration date of such Letter of Credit (which shall not be later than 10 Business Days before the Termination Date)Credit, (D) name and address of the beneficiary of such Letter of Credit and (E) form of such Letter of Credit, such Letter of Credit and shall be issued pursuant to accompanied by such application and agreement for letter of credit as such the Issuing Bank may specify to the applicable Borrower for use in connection with such requested Letter of Credit (a "Letter of Credit Agreement"). If (x) the requested form of such Letter of Credit is acceptable to such the Issuing Bank in its sole discretiondiscretion and (y) it has not received notice of objection to such issuance from Lenders holding at least a majority of the Revolving Credit Commitments, such the Issuing Bank will, upon fulfillment of the applicable conditions set forth in Article III, make such Letter of Credit available to the Borrower requesting such issuance at its office referred to in Section 9.02 or as otherwise agreed with such the Borrower in connection with such issuance. In the event and to the extent that the provisions of any Letter of Credit Agreement shall conflict with this Agreement, the provisions of this Agreement shall govern. For avoidance of doubt, but without limitation of the generality of the foregoing, provisions relating to security interests, reimbursement or other payment obligations, interest or events of default shall be deemed to be in conflict with this Agreement.

Request for Issuance. (i) Each Letter of Credit shall be issued upon notice, given not later than 11:00 A.M. (New York City time) on the fifth Business Day prior to the date of the proposed issuance of such Letter of Credit (or on such shorter notice as the applicable Issuing Bank may agree)Credit, by any Borrower to any Issuing Bank, and such Issuing Bank shall give the Agent Agent, prompt notice thereofthereof by telex, telecopier or cable. Each such notice of issuance of a Letter of Credit (a "Notice of Issuance") shall be by telex, telecopier or telephonecable, confirmed immediately in writing, specifying therein the requested (A) date of such issuance (which shall be a Business Day), (B) Available Amount and currency of such Letter of Credit, (C) expiration date of such Letter of Credit (which shall not be later than 10 Business Days before the Termination Date)Credit, (D) name and address of the beneficiary of such Letter of Credit and (E) form of such Letter of Credit, such Letter of Credit and shall be issued pursuant to accompanied by such application and agreement for letter of credit as such Issuing Bank may reasonably specify to the applicable Borrower requesting such Letter of Credit for use in connection with such requested Letter of Credit (a "Letter of Credit Agreement"). If the requested form of such Letter of Credit is acceptable to such Issuing Bank in its sole discretion, such Issuing Bank will, upon fulfillment of the applicable conditions set forth in Article III, make such Letter of Credit available to the Borrower requesting such issuance Letter of Credit at its office referred to in Section 9.02 or as otherwise agreed with such the Borrower in connection with such issuance. In the event and to the extent that the provisions of any Letter of Credit Agreement shall conflict with this Agreement, the provisions of this Agreement shall govern. For avoidance of doubt, but without limitation of the generality of the foregoing, provisions relating to security interests, reimbursement or other payment obligations, interest or events of default shall be deemed to be in conflict with this Agreement.

Request for Issuance. (i) Each Letter of Credit shall be issued upon notice, given not later than 11:00 A.M. (New York City time) on the fifth second Business Day (or such later date and time as the Administrative Agent and the Issuing Bank may agree in a particular instance in their sole discretion) prior to the date of the proposed issuance of such Letter of Credit (or on such shorter notice as the applicable Issuing Bank may agree)Credit, by any Borrower Company to any the relevant Issuing Bank, and such Issuing Bank which shall give the to Administrative Agent prompt notice thereofthereof by telecopier. The Administrative Agent shall promptly thereafter notify each Lender of such proposed issuance. Each such notice of issuance of a Letter of Credit (a "“Notice of Issuance"”) shall be by telecopier or telephone, confirmed immediately in writingwriting or telecopier, in substantially the form of Exhibit A-2 hereto, specifying therein the requested (A) date of such issuance (which shall be a Business Day), (B) Available Amount and currency of such Letter of Credit, (C) expiration date of such Letter of Credit (which shall not be later than 10 Business Days before the Termination Date)Credit, (D) name and address of the beneficiary of such Letter of Credit and (E) form of such Letter of Credit, such Letter of Credit and shall be issued pursuant to accompanied by such application and agreement for letter of credit as such the applicable Issuing Bank may specify to the applicable Borrower Company for use in connection with such requested Letter of Credit (such applications and agreements, a "“Letter of Credit Agreement"”). If (x) the requested form of such Letter of Credit is acceptable to such the relevant Issuing Bank in its sole discretiondiscretion and (y) it has not received notice of objection to such issuance from the Requisite Lenders, such Issuing Bank will, upon fulfillment of the applicable conditions set forth in Article IIISection 3.2, make such Letter of Credit available to the Borrower requesting such issuance Company at its office referred to in Section 9.02 10.1 or as otherwise agreed with such Borrower Company in connection with such issuance. In the event and to the extent that the provisions of any Letter of Credit Agreement shall conflict with this Agreement, the provisions of this Agreement shall govern. For avoidance of doubt, but without limitation of the generality of the foregoing, provisions relating to security interests, reimbursement or other payment obligations, interest or events of default shall be deemed to be in conflict with this Agreement.

Request for Issuance. (i) Each Letter of Credit shall be issued upon notice, given not later than 11:00 A.M. (New York City time) a.m. on the fifth third Business Day prior to the date of the proposed issuance of such Letter of Credit (or on such shorter notice as the applicable Credit, by Company to Issuing Bank may agreeand Administrative Agent. Each Letter of Credit shall be issued upon notice given in accordance with the terms of any separate agreement between Company and Issuing Bank in form and substance reasonably satisfactory to Company and Issuing Bank providing for the issuance of Letters of Credit pursuant to this Agreement (a "LETTER OF CREDIT AGREEMENT"), by PROVIDED that if any Borrower to any Issuing Bankterms and conditions of such Letter of Credit Agreement are inconsistent with or more restrictive than this Agreement, and such Issuing Bank this Agreement shall give the Agent prompt notice thereofcontrol. Each such notice request of issuance of a Letter of Credit by Company (a "Notice of IssuanceREQUEST FOR ISSUANCE") shall be by telecopier telephone or telephone, confirmed immediately in writingtelecopier, specifying therein therein, in the case of a Letter of Credit, the requested (Ai) date of such issuance (which shall be a Business Day), (Bii) Available Amount and currency maximum amount of such Letter of Credit, (Ciii) expiration date of such Letter of Credit (which shall not be later than 10 Business Days before the Termination Date)Credit, (Div) name and address of the beneficiary of such Letter of Credit Credit, and (Ev) form of such Letter of Credit, Credit and specifying such Letter of Credit other information as shall be issued required pursuant to such application and agreement for letter of credit as such Issuing Bank may specify to the applicable Borrower for use in connection with such requested Letter of Credit (a "relevant Letter of Credit Agreement"). Upon sending each Request for Issuance to Issuing Bank, Company shall promptly send a copy thereof to Administrative Agent. If the requested form terms of such Letter of Credit is are acceptable to such Issuing Bank in its sole reasonable discretion, such Issuing Bank will, upon fulfillment of the applicable conditions set forth in Article IIIARTICLE III hereof, make such Letter of Credit available to the Borrower requesting such issuance Company at its office referred to in Section 9.02 SECTION 9.2(b) hereof or as otherwise agreed with such Borrower Company in connection with such issuance. In No less than once each calendar month, Issuing Bank shall give a summary report of the event issued and to the extent that the provisions of any Letter outstanding Letters of Credit Agreement shall conflict with this Agreementto Administrative Agent, the provisions of this Agreement shall govern. For avoidance of doubt, but without limitation of the generality of the foregoing, provisions relating in form and substance satisfactory to security interests, reimbursement or other payment obligations, interest or events of default shall be deemed to be in conflict with this AgreementAdministrative Agent.

Request for Issuance. (i) Each Letter of Credit shall be issued upon notice, given not later than 11:00 A.M. 12:00 noon. (New York City Charlotte, North Carolina time) on the fifth second Business Day prior to the date of the proposed issuance of such Letter of Credit (or on such shorter notice later day as the applicable Issuing Bank may in its sole discretion shall agree), by any the Borrower to any the Issuing Bank, and such Issuing Bank which shall give the Administrative Agent and each of the Revolving Credit Lenders prompt notice thereofthereof by telecopier. Each such notice of issuance of a Letter of Credit (a "Notice of IssuanceNOTICE OF ISSUANCE") shall be by telecopier or telephone, confirmed immediately promptly (and, in any event, on the same Business Day) in writing, specifying therein or by telecopier, shall be duly executed by a Responsible Officer of the Borrower, and shall specify therein: (i) the requested (A) date of such issuance (which shall be a Business 37 42 Day), ; (Bii) the requested Available Amount and currency of such Letter of Credit, ; (Ciii) the requested expiration date of such Letter of Credit (which shall not be later than 10 Business Days before comply with the Termination Daterequirements of Section 2.01(d), ); (Div) the name and address of the proposed beneficiary of such Letter of Credit Credit; and (Ev) the proposed form of such Letter of Credit, such Letter of Credit and shall be issued pursuant to accompanied by such application and agreement for letter of credit as such the Issuing Bank may specify to the applicable Borrower for use in connection with such requested Letter of Credit (a "Letter of Credit AgreementLETTER OF CREDIT AGREEMENT"). If the requested form of such Letter of Credit is acceptable to such the Issuing Bank in its sole reasonable discretion, such the Issuing Bank will, upon fulfillment of the applicable conditions set forth in Article III, make such Letter of Credit available to the Borrower requesting such issuance at its office referred to in Section 9.02 8.02 or as otherwise agreed with such the Borrower in connection with such issuance. In the event If and to the extent that the provisions of any Letter of Credit Agreement shall conflict with this Agreement, the provisions of this Agreement shall govern. For avoidance of doubt, but without limitation of the generality of the foregoing, provisions relating to security interests, reimbursement or other payment obligations, interest or events of default shall be deemed to be in conflict with this Agreement.

Request for Issuance. (i) Each Subject to clause (ii) below, each Letter of Credit shall be issued upon notice, given not later than 11:00 A.M. 1:00 P.M. (New York City time) on the fifth Business Day prior to the date of the proposed issuance of such Letter of Credit (or on such shorter notice as the applicable Issuing Bank may agree), by any the Borrower to any Issuing Bank, and such Issuing Bank shall give the Agent Administrative Agent, prompt notice thereofthereof by telecopier. Each such notice of issuance of a Letter of Credit (a "“Notice of Issuance"”) shall be in writing or by telecopier or telephone, confirmed immediately in writingtelecopier, specifying therein the requested (A) date of such issuance (which shall be a Business Day), (B) Available Amount the amount and currency of such Letter of Credit, (C) expiration date of such Letter of Credit (which shall not be later than 10 Business Days before the Termination Date)Credit, (D) name and address of the beneficiary of such Letter of Credit and (E) form of such Letter of Credit, such Letter of Credit and shall be issued pursuant to accompanied by such customary application and agreement for letter of credit as such Issuing Bank may specify to the applicable Borrower requesting such issuance for use in connection with such requested Letter of Credit (a "“Letter of Credit Agreement"”). If the requested form of such Letter of Credit is reasonably acceptable to such Issuing Bank in its sole discretionBank, such Issuing Bank will, upon fulfillment of the applicable conditions set forth in Article III, make such Letter of Credit available to the Borrower (or its applicable Subsidiary) requesting such issuance at its office referred to in Section 9.02 or as otherwise agreed with such the Borrower in connection with such issuance. In the event and to the extent that the provisions of any Letter of Credit Agreement shall conflict with this Agreement, the provisions of this Agreement shall govern. For avoidance . (ii) No Issuing Bank shall be under any obligation to issue any Letter of doubtCredit if: (A) any order, but without limitation judgment or decree of any governmental authority or arbitrator shall by its terms purport to enjoin or restrain such Issuing Bank from issuing such Letter of Credit, or any law applicable to such Issuing Bank or any request or directive (whether or not having the force of law) from any governmental authority with jurisdiction over such Issuing Bank shall prohibit, or request that such Issuing Bank refrain from, the issuance of letters of credit generally or the Letter of Credit in particular or shall impose upon such Issuing Bank with respect to the Letter of Credit any restriction, reserve or capital requirement (for which such Issuing Bank is not otherwise compensated hereunder) not in effect on the Execution Date, or shall impose upon such Issuing Bank any unreimbursed loss, cost or expense which was not applicable on the Execution Date and which such Issuing Bank in good ▇▇▇▇▇ ▇▇▇▇▇ material to it; or (B) the issuance of the generality Letter of Credit would violate one or more policies of such Issuing Bank applicable to letters of credit generally and to customers of the foregoingIssuing Bank generally; provided, provisions relating that, in the event the Issuing Bank can no longer issue any Letter of Credit, the Issuing Bank shall endeavor to security interests, reimbursement or other payment obligations, interest or events of default shall be deemed provide sufficient notice thereof to be in conflict with this Agreementthe Borrower.

Request for Issuance. (i) Each Letter of Credit shall be issued upon notice, given not later than 11:00 A.M. 1:00 P.M. (New York City time) on the fifth Business Day prior to the date of the proposed issuance of such Letter of Credit (or on such shorter notice as the applicable Issuing Bank may agree), by any the Borrower to any Issuing Bank, and such Issuing Bank shall give the Agent prompt notice thereofthereof by telecopier. Each such notice of issuance of a Letter of Credit (a "“Notice of Issuance"”) shall be by telecopier or telephone, confirmed immediately in writingwriting or by telecopier, specifying therein the requested (A) date of such issuance (which shall be a Business Day), (B) Available Amount and currency of such Letter of Credit, (C) expiration date of such Letter of Credit (which shall not be later than 10 Business Days before the earlier of the Termination Date or one year after the date of issuance thereof; provided that any Letter of Credit which provides for automatic one-year extension(s) of such expiration date shall be deemed to comply with the foregoing requirement if the Issuing Bank has the unconditional right to prevent any such automatic extension from taking place, and each Issuing Bank hereby agrees to exercise such right to the extent necessary to prevent any such Letter of Credit from being outstanding after the Termination Date), (D) name and address of the beneficiary of such Letter of Credit and (E) form of such Letter of Credit, such Letter of Credit and shall be issued pursuant to accompanied by such customary application and agreement for letter of credit as such Issuing Bank may specify to the applicable Borrower for use in connection with such requested Letter of Credit (a "“Letter of Credit Agreement"”). If the requested form of such Letter of Credit is acceptable to such Issuing Bank in its sole discretion, such Issuing Bank will, upon fulfillment of the applicable conditions set forth in Article III, make such Letter of Credit available to the Borrower requesting such issuance at its office referred to in Section 9.02 8.02 or as otherwise agreed with such the Borrower in connection with such issuance. In the event and to the extent that the provisions of any Letter of Credit Agreement shall conflict with this Agreement, the provisions of this Agreement shall govern. For avoidance of doubt, but without limitation of the generality of the foregoing, provisions relating to security interests, reimbursement or other payment obligations, interest or events of default shall be deemed to be in conflict with this Agreement.

Request for Issuance. (i) Each Letter of Credit shall be issued upon notice, given not later than 11:00 A.M. (New York City time) on the fifth Business Day prior to the date of the proposed issuance of such Letter of Credit (or on such shorter notice as the applicable Issuing Bank may agree), by any Borrower to any Issuing Bank, and such Issuing Bank shall give the Agent Agent, prompt notice thereof. Each such notice by a Borrower of issuance of a Letter of Credit (a "“Notice of Issuance"”) shall be by telecopier or telephone, confirmed immediately in writing, specifying therein the requested (A) date of such issuance (which shall be a Business Day), (B) Available Amount and currency of such Letter of Credit, (C) expiration date of such Letter of Credit (which shall not be later than 10 Business Days before the Termination Date), (D) name and address of the beneficiary of such Letter of Credit and (E) form of such Letter of Credit, such Letter of Credit shall be issued pursuant to such application and agreement for letter of credit as such Issuing Bank may specify to the applicable such Borrower for use in connection with such requested Letter of Credit (a "“Letter of Credit Agreement"”). If the requested form of such Letter of Credit is acceptable to such Issuing Bank in its sole discretion, such Issuing Bank will, upon fulfillment of the applicable conditions set forth in Article IIISection 3.02, make such Letter of Credit available to the applicable Borrower requesting such issuance at its office referred to in Section 9.02 or as otherwise agreed with such Borrower in connection with such issuance. In the event and to the extent that the provisions of any Letter of Credit Agreement shall conflict with this Agreement, the provisions of this Agreement shall govern. For avoidance Notwithstanding anything to the contrary in this Section 2.03(a), AISL shall only be entitled to request the issuance of doubt, but without limitation a Letter of Credit if it has received a favorable opinion of counsel; it being understood that a request by AISL to any Issuing Bank for the generality issuance of the foregoing, provisions relating to security interests, reimbursement or other payment obligations, interest or events a Letter of default Credit shall be deemed conclusive evidence to be in conflict with this Agreementsuch Issuing Bank, without further investigation, that AISL has received such opinion.

Request for Issuance. (i) Each Letter of Credit shall be issued upon notice, given not later than 11:00 A.M. a.m. (New York City Dallas, Texas time) on the fifth fourth Business Day prior to the date of the proposed issuance of such Letter of Credit, by the Borrower to the Issuing Bank. Each Letter of Credit (or on such shorter shall be issued upon notice as given in accordance with the applicable terms of any separate agreement between the Borrower and the Issuing Bank may agreein form and substance reasonably satisfactory to the Borrower and the Issuing Bank providing for the issuance of Letters of Credit pursuant to this Agreement and containing terms and conditions not inconsistent with this Agreement (a "LETTER OF CREDIT AGREEMENT"), by PROVIDED that if any Borrower to any Issuing Banksuch terms and conditions are inconsistent with this Agreement, and such Issuing Bank this Agreement shall give the Agent prompt notice thereofcontrol. Each such notice of issuance of a Letter of Credit by the Borrower (a "Notice of IssuanceNOTICE OF ISSUANCE") shall be by telecopier or telephone, confirmed immediately in writingtelecopier, specifying therein therein, in the case of a Letter of Credit, the requested (A) date of such issuance (which shall be a Business Day), (B) Available Amount and currency maximum amount of such Letter of Credit, (C) expiration date of such Letter of Credit (which shall not be later than 10 Business Days before the Termination Date)Credit, (D) name and address of the beneficiary of such Letter of Credit Credit, and (E) form of such Letter of Credit, Credit and specifying such Letter of Credit other information as shall be issued required pursuant to such application and agreement for letter of credit as such Issuing Bank may specify to the applicable Borrower for use in connection with such requested Letter of Credit (a "relevant Letter of Credit Agreement"). If the requested form terms of such Letter of Credit is are acceptable to such the Issuing Bank in its sole reasonable discretion, such the Issuing Bank will, upon fulfillment of the applicable conditions set forth in Article IIIARTICLE 3 hereof, make such Letter of Credit available to the Borrower requesting such issuance at its office referred to in Section 9.02 SECTION 11.1 or as otherwise agreed with such the Borrower in connection with such issuance. In the event and to the extent that the provisions of any Letter of Credit Agreement shall conflict with this Agreement, the provisions of this Agreement shall govern. For avoidance of doubt, but without limitation of the generality of the foregoing, provisions relating to security interests, reimbursement or other payment obligations, interest or events of default shall be deemed to be in conflict with this Agreement.

Request for Issuance. (i) Each Letter of Credit shall be issued upon notice, given not later than 11:00 A.M. 1:00 P.M. (New York City time) on the fifth Business Day prior to the date of the proposed issuance of such Letter of Credit (or on such shorter notice as the applicable Issuing Bank may agree), by any the Borrower to any Issuing Bank, and such Issuing Bank shall give the Agent Agent, prompt notice thereofthereof by telecopier. Each such notice of issuance of a Letter of Credit (a "“Notice of Issuance"”) shall be by telecopier or telephone, confirmed immediately in writing, or telecopier, specifying therein the requested (A) date of such issuance (which shall be a Business Day), (B) Available Amount and currency of such Letter of Credit, (C) expiration date of such Letter of Credit (which shall not be later than 10 Business Days before one year after the Termination Dateissuance thereof), (D) name and address of the beneficiary of such Letter of Credit and (E) form of such Letter of Credit, such Letter of Credit and shall be issued pursuant to accompanied by such customary application and agreement for letter of credit as such Issuing Bank may specify to the applicable Borrower for use in connection with such requested Letter of Credit (a "“Letter of Credit Agreement"”). If the requested form of such Letter of Credit is acceptable to such Issuing Bank in its sole discretion, such Issuing Bank will, upon fulfillment of the applicable conditions set forth in Article III, make such Letter of Credit available to the Borrower requesting such issuance at its office referred to in Section 9.02 8.02 or as otherwise agreed with such the Borrower in connection with such issuance. In the event and to the extent that the provisions of any Letter of Credit Agreement shall conflict with this Agreement, the provisions of this Agreement shall govern. For avoidance of doubt, but without limitation of the generality of the foregoing, provisions relating to security interests, reimbursement or other payment obligations, interest or events of default shall be deemed to be in conflict with this Agreement.

Request for Issuance. (i) Each Letter of Credit shall be issued upon notice, given not later than 11:00 A.M. (New York City time) on the fifth Business Day prior to the date of the proposed issuance of such Letter of Credit (or on such shorter notice as the applicable Issuing Bank may agree)Credit, by any Borrower to any Issuing Bank, and such Issuing Bank shall give the Agent Agent, prompt notice thereofthereof by telecopier. Each such notice of issuance of a Letter of Credit (a "“Notice of Issuance"”) shall be by telecopier or telephoneother method acceptable to the applicable Issuing Bank and the Borrower, confirmed immediately in writing, specifying therein the requested (A) date of such issuance (which shall be a Business Day), (B) Available Amount and currency of such Letter of Credit, (C) expiration date of such Letter of Credit (which shall not be later than 10 Business Days before the Termination Date)Credit, (D) name and address of the beneficiary of such Letter of Credit and (E) form of such Letter of Credit, such Letter of Credit and shall be issued pursuant to accompanied by such application and agreement for letter of credit as such Issuing Bank may reasonably specify to the applicable Borrower requesting such Letter of Credit for use in connection with such requested Letter of Credit (a "“Letter of Credit Agreement"”). If the requested form of such Letter of Credit is acceptable to such Issuing Bank in its sole discretion, such Issuing Bank will, upon fulfillment of the applicable conditions set forth in Article III, make such Letter of Credit available to the Borrower requesting such issuance Letter of Credit at its office referred to in Section 9.02 or as otherwise agreed with such the applicable Borrower in connection with such issuance. In the event and to the extent that the provisions of any Letter of Credit Agreement shall conflict with this Agreement, the provisions of this Agreement shall govern. For avoidance of doubt, but without limitation of the generality of the foregoing, provisions relating to security interests, reimbursement or other payment obligations, interest or events of default shall be deemed to be in conflict with this Agreement.

Request for Issuance. (i) Each Letter of Credit shall be issued upon notice, given not later than 11:00 11: 00 A.M. (New York City time) on the fifth Business Day prior to the date of the proposed issuance of such Letter of Credit (or on such shorter notice as the applicable Issuing Bank may agree)Credit, by any the Borrower to any Issuing Bank, and such Issuing Bank which shall give to the Administrative Agent and each Working Capital Lender prompt notice thereofthereof by telex or telecopier. Each such notice of issuance of a Letter of Credit (a "Notice of Issuance") shall be by telecopier or telephone, confirmed immediately in writing, or telex or telecopier, specifying therein the requested (A) date of such issuance (which shall be a Business Day), (B) Available Amount and currency of such Letter of Credit, (C) expiration date of such Letter of Credit (which shall not be later than 10 Business Days before the Termination Date)Credit, (D) name and address of the beneficiary of such Letter of Credit and (E) form of such Letter of Credit, such Letter of Credit and shall be issued pursuant to accompanied by such application and agreement for letter of credit as 75 45 such Issuing Bank may specify to the applicable Borrower for use in connection with such requested Letter of Credit (a "Letter of Credit Agreement"). If (x) the requested form of such Letter of Credit is acceptable to such Issuing Bank in its sole discretiondiscretion and (y) it has not received notice of objection to such issuance from the Agents, such Issuing Bank will, upon fulfillment of the applicable conditions set forth in Article III, make such Letter of Credit available to the Borrower requesting such issuance at its office referred to in Section 9.02 8.02 or as otherwise agreed with such the Borrower in connection with such issuance. In the event and to the extent that the provisions of any Letter of Credit Agreement shall conflict with this Agreement, the provisions of this Agreement shall govern. For avoidance of doubt, but without limitation of the generality of the foregoing, provisions relating to security interests, reimbursement or other payment obligations, interest or events of default shall be deemed to be in conflict with this Agreement.

Request for Issuance. (i) Each Letter of Credit shall be issued upon notice, given not later than 11:00 A.M. (New York City time) on the fifth Business Day prior to the date of the proposed issuance of such Letter of Credit (or on such shorter notice as the applicable Issuing Bank may agree)Credit, by any the Borrower to any the Issuing Bank, and such Issuing Bank which shall give to the Administrative Agent and each Lender prompt notice thereofthereof by telex or telecopier. Each such notice of issuance of a Letter of Credit (a "Notice of Issuance") shall be by telecopier or telephone, confirmed immediately in writing, or telex or telecopier, specifying therein the requested (A) date of such issuance (which shall be a Business Day), (B) Available Amount and currency of such Letter of Credit, (C) expiration date of such Letter of Credit (which shall not be later than 10 Business Days before the Termination Date)Credit, (D) name and address of the beneficiary of such Letter of Credit and (E) form of such Letter of Credit, such Letter of Credit and shall be issued pursuant to accompanied by such application and agreement for letter of credit as such the Issuing Bank may specify to the applicable Borrower for use in connection with such requested Letter of Credit (a "Letter of Credit Agreement"). If (x) the requested form of such Letter of Credit is acceptable to such the Issuing Bank in its sole discretiondiscretion and (y) it has not received notice of objection to such issuance from Lenders holding at least a majority of the Working Capital Commitments, such the Issuing Bank will, upon fulfillment of the applicable conditions set forth in Article III, and (z) in the case of a Trade Letter of Credit, the Administrative Agent has given its prior written consent to the issuance thereof, make such Letter of Credit available to the Borrower requesting such issuance at its office referred to in Section 9.02 or as otherwise agreed with such the Borrower in connection with such issuance. In the event and to the extent that the provisions of any Letter of Credit Agreement shall conflict with this Agreement, the provisions of this Agreement shall govern. For avoidance of doubt, but without limitation of the generality of the foregoing, provisions relating to security interests, reimbursement or other payment obligations, interest or events of default shall be deemed to be in conflict with this Agreement.

Request for Issuance. (i) Each Letter of Credit shall be issued upon notice, given not later than 11:00 A.M. 1:00 P.M. (New York City time) on the fifth third Business Day prior to the date of the proposed issuance CHAR1\1986393v3 of such Letter of Credit (or on such shorter notice as the applicable Issuing Bank may agree), by any the Borrower to any Issuing Bank, and such Issuing Bank shall give the Agent prompt notice thereof. Each such notice of issuance of a Letter of Credit (a "“Notice of Issuance"”) shall be by telecopier or telephone, confirmed immediately in writing, or telecopier, specifying therein the requested (A) date of such issuance (which shall be a Business Day), (B) Available Amount and currency of such Letter of Credit, (C) expiration date of such Letter of Credit (which shall not be later than 10 Business Days before the Termination Date)Credit, (D) name and address of the beneficiary of such Letter of Credit and (E) form of such Letter of Credit, such Letter of Credit and shall be issued pursuant to accompanied by such customary application and agreement for letter of credit as such Issuing Bank may specify to the applicable Borrower for use in connection with such requested Letter of Credit (a "“Letter of Credit Agreement"”). If the requested form of such Letter of Credit is acceptable to such Issuing Bank in its sole discretion, such Issuing Bank will, upon fulfillment of the applicable conditions set forth in Article III, make such Letter of Credit available to the Borrower requesting such issuance at its office referred to in Section 9.02 8.02 or as otherwise agreed with such the Borrower in connection with such issuance. For the avoidance of doubt, (x) the applicable conditions set forth in Article III may be deemed fulfilled unless the applicable Issuing Bank has received written notice from any Lender, the Agent 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 of such conditions shall not then be satisfied and (y) if the applicable conditions set forth in Article III have not been fulfilled, the applicable Issuing Bank (1) shall not issue, or increase the face amount of, the applicable Letter of Credit and (2) shall have the right (or, upon the request of the Required Lenders, the obligation) not to permit any renewal of the applicable Letter of Credit. In the event and to the extent that the provisions of any Letter of Credit Agreement shall conflict with this Agreement, the provisions of this Agreement shall govern. For avoidance Effective on the Closing Date, all Existing Letters of doubt, but without limitation of the generality of the foregoing, provisions relating to security interests, reimbursement or other payment obligations, interest or events of default Credit shall be deemed to have been issued pursuant hereto and shall be subject to and governed by the terms and conditions hereof. (ii) An Issuing Bank may, in conflict its sole discretion, issue one or more Letters of Credit hereunder, with this expiry dates later than 10 Business Days prior to the scheduled Termination Date (the “L/C Cash Collateral Date”), based upon the Borrower’s agreement to provide cash collateral to such Issuing Bank (or, if agreed upon, the Agent) relating to such Letters of Credit on or before the L/C Cash Collateral Date in accordance with the terms of Section 2.19 (and, upon receipt of such cash collateral by the Issuing Bank or the Agent, as applicable, the Lenders’ participation interests in such Letters of Credit shall terminate on the Termination Date). In the event the Borrower fails to cash collateralize the outstanding Letter of Credit Exposure on the L/C Cash Collateral Date, each outstanding Letter of Credit shall automatically be deemed to be drawn in full, and the Borrower shall be deemed to have requested a Base Rate Loan to be funded by the Lenders on the L/C Cash Collateral Date to reimburse such drawing (with the proceeds of such Base Rate Loan being used to cash collateralize outstanding Letter of Credit Exposure as set forth in Section 2.19) in accordance with the provisions of Section 2.03(c). The funding by a Lender of its Ratable Share of such Base Rate Loan, to cash collateralize the outstanding Letter of Credit Exposure on the Termination Date shall be deemed payment by such Lender in respect of its participation interest in such Letters of Credit. (iii) If the Borrower so requests in any applicable Letter of Credit Agreement, an Issuing Bank 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 such Issuing Bank to prevent any such extension at least once in each twelve-month period (commencing with the date of issuance of such Letter of Credit) by giving prior notice to the beneficiary thereof not later CHAR1\1986393v3 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 Issuing Bank, the Borrower shall not be required to make a specific request to such Issuing Bank 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 Issuing Bank to permit the extension of such Letter of Credit at any time to an expiry date not later than the L/C Cash Collateral Date; provided, however, that the applicable Issuing Bank shall not permit any such extension if (A) such Issuing Bank has determined that it would not be permitted, or would have no obligation, at such time to issue such Letter of Credit in its revised form (as extended) under the terms hereof, 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 Agent that the Required Lenders have elected not to permit such extension or (2) from the Agent, any Lender or the Borrower that one or more of the applicable conditions specified in Section 3.02 is not then satisfied, and in each such case directing the applicable Issuing Bank not to permit such extension. (iv) No Issuing Bank shall be under any obligation to issue any Letter of Credit if: 1. any order, judgment or decree of any Governmental Authority or arbitrator shall by its terms purport to enjoin or restrain such Issuing Bank from issuing the Letter of Credit, or any law applicable to such Issuing Bank or any request or directive (whether or not having the force of law) from any Governmental Authority with jurisdiction over such Issuing Bank shall prohibit, or request that such Issuing Bank refrain from, the issuance of letters of credit generally or the Letter of Credit in particular or shall impose upon such Issuing Bank with respect to the Letter of Credit any restriction, reserve or capital requirement (for which such Issuing Bank is not otherwise compensated hereunder) not in effect on the Closing Date, or shall impose upon such Issuing Bank any unreimbursed loss, cost or expense that was not applicable on the Closing Date and that such Issuing Bank in good ▇▇▇▇▇ ▇▇▇▇▇ material to it; or 2. the issuance of the Letter of Credit would violate one or more policies of such Issuing Bank applicable to letters of credit generally.

Request for Issuance. (i) Each Letter of Credit shall be issued upon notice, given not later than 11:00 10:00 A.M. (New York City Los Angeles, California time) on the fifth third Business Day prior to the date of the proposed issuance of such Letter of Credit (or on such shorter notice as Credit, by the applicable Issuing Bank may agree), by any Borrower to any the Issuing Bank, and such Issuing Bank which shall give to the Administrative Agent prompt notice thereofthereof by telecopier. Each such notice of issuance of a Letter of Credit (a "“Notice of Issuance"”) shall be by telecopier or telephone, confirmed immediately in writingtelecopier, specifying therein the requested (A) date of such issuance (which shall be a Business Day), (B) Available Amount and currency of such Letter of Credit, (C) expiration date of such Letter of Credit (which shall not be later than 10 Business Days before the Termination Date)Credit, (D) name and address of the beneficiary of such Letter of Credit and (E) form of such Letter of Credit, such Letter of Credit and shall be issued pursuant to accompanied by such application and agreement for letter of credit as such the Issuing Bank may specify to the applicable such Borrower for use in connection with such requested Letter of Credit (a "“Letter of Credit Agreement"Agreement”),and further shall be appropriately completed and signed by a Responsible Officer of the Borrower (or any individual designated by such Responsible Officer in writing to the Administrative Agent). If the requested form of such Letter of Credit is acceptable to such the Issuing Bank in its sole discretion, such the Issuing Bank will, upon fulfillment of the applicable conditions set forth in Article III, make such Letter of Credit available to the applicable Borrower requesting such issuance at its office referred to in Section 9.02 or as otherwise agreed with such Borrower in connection with such issuance. In the event and to the extent that the provisions of any Letter of Credit Agreement shall conflict with this Agreement, the provisions of this Agreement shall govern. For avoidance of doubt, but without limitation of the generality of the foregoing, provisions relating to security interests, reimbursement or other payment obligations, interest or events of default shall be deemed to be in conflict with this Agreement.

Request for Issuance. (i) Each Letter of Credit shall be issued upon notice, given not later than 11:00 A.M. (New York City time) on the fifth Business Day prior to the date of the proposed issuance of such Letter of Credit (or on such shorter notice as the applicable Issuing Bank may agree)Credit, by any the Borrower to any the Issuing Bank, and such Issuing Bank which shall give to the Administrative Agent and each Revolving Credit Lender prompt notice thereofthereof by telecopier. Each such notice of issuance of a Letter of Credit (a "Notice of IssuanceNOTICE OF ISSUANCE") shall be by telecopier or telephone, confirmed immediately in writing, or telecopier, specifying therein the requested (A) date of such issuance (which shall be a Business Day), (B) Available Amount and currency of such Letter of Credit, (C) expiration date of such Letter of Credit (which shall not be later than 10 Business Days before the Termination Date), and (D) name and address of the beneficiary of such Letter of Credit and (E) form of such Letter of Credit, such Letter of Credit and shall be issued pursuant to accompanied by such application and agreement for letter of credit as such the Issuing Bank may specify to the applicable Borrower for use in connection with such requested Letter of Credit (a "Letter of Credit AgreementLETTER OF CREDIT AGREEMENT"). If The Borrower and Issuing Bank shall negotiate in good faith to agree any changes to the requested form of such Letter of Credit is acceptable set forth in Exhibit I-1 or I-2, as applicable, hereto. Upon agreement by the Borrower and the Issuing Bank on the form of such Letter of Credit and provided the Issuing Bank has not received notice of objection to such Issuing Bank in its sole discretionissuance from Lenders holding at least 50% of the Revolving Credit Commitments, such the Issuing Bank will, upon fulfillment of the applicable conditions set forth in Article III, make such Letter of Credit available to the Borrower requesting such issuance at its office referred to in Section 9.02 8.02 or as otherwise agreed with such the Borrower in connection with such issuance. In the event and to the extent that the provisions of any Letter of Credit Agreement shall conflict with this Agreement, the provisions of this Agreement shall govern. For avoidance of doubt, but without limitation of the generality of the foregoing, provisions relating to security interests, reimbursement or other payment obligations, interest or events of default shall be deemed to be in conflict with this Agreement.

Request for Issuance. (iA) Each Letter of Credit shall be issued upon notice, given not later than 11:00 A.M. (New York City time) on the fifth Business Day prior to the date of the proposed issuance of such Letter of Credit (or on such shorter notice period as may be agreed by the applicable Issuing Bank may agreeBank), by any Borrower the Company to any Issuing Bank, and such Issuing Bank which shall give the Administrative Agent prompt notice thereofthereof by telecopier. Each such notice of issuance of a Letter of Credit (a "“Notice of Issuance"”) shall be by telephone or telecopier (or telephoneas otherwise agreed between the Company and the applicable Issuing Bank), confirmed immediately in writing, specifying therein the requested (AI) date of such issuance (which shall be a Business Day), (BII) Available Amount and currency of such Letter of Credit, (CIII) expiration date of such Letter of Credit (which shall not be later than 10 Business Days before the Termination Date)Credit, (DIV) name and address of the beneficiary of such Letter of Credit and (EV) form of such Letter of Credit, such Letter of Credit and shall be issued pursuant to accompanied by such application and agreement for letter of credit (if any) as such Issuing Bank may reasonably specify to the applicable Borrower Company for use in connection with such requested Letter of Credit (a "“Letter of Credit Agreement"”). If the requested form of such Letter of Credit is acceptable to such the applicable Issuing Bank in its sole reasonable discretion, such Issuing Bank will, upon fulfillment of the applicable conditions set forth in Article III, make such Letter of Credit available to the Borrower requesting such issuance Company at its office referred to in Section 9.02 10.02 or as otherwise agreed with such Borrower the Company in connection with such issuance. In the event and to the extent that the provisions of any Letter of Credit Agreement shall conflict with this Agreement, the provisions of this Agreement shall govern. For avoidance of doubt, but without limitation of the generality of the foregoing, provisions relating to security interests, reimbursement or other payment obligations, interest or events of default shall be deemed to be in conflict with this Agreement.

Request for Issuance. (i) Each Letter of Credit shall be issued upon notice, given not later than 11:00 A.M. (New York City time) on the fifth Business Day prior to the date of the proposed issuance of such Letter of Credit (or on such shorter notice as the applicable Issuing Bank may agree), by any the Borrower to any Issuing Bank, and such Issuing Bank shall give the Agent Agent, prompt notice thereof. Each such notice by the Borrower of issuance of a Letter of Credit (a "“Notice of Issuance"”) shall be by telecopier or telephone, confirmed immediately in writing, specifying therein the requested (A) date of such issuance (which shall be a Business Day), (B) Available Amount and currency of such Letter of Credit, (C) expiration date of such Letter of Credit (which shall not be later than 10 Business Days before the Termination Date), (D) name and address of the beneficiary of such Letter of Credit and (E) form of such Letter of Credit, such Letter of Credit shall be issued pursuant to such application and agreement for letter of credit as such Issuing Bank may specify to the applicable Borrower for use in connection with such requested Letter of Credit (a "“Letter of Credit Agreement"”). If the requested form of such Letter of Credit is acceptable to such Issuing Bank in its sole discretion, such Issuing Bank will, upon fulfillment of the applicable conditions set forth in Article III, make such Letter of Credit available to the Borrower requesting such issuance at its office referred to in Section 9.02 8.02 or as otherwise agreed with such the Borrower in connection with such issuance. In the event and to the extent that the provisions of any Letter of Credit Agreement shall conflict with this Agreement, the provisions of this Agreement shall govern. For avoidance of doubt, but without limitation of the generality of the foregoing, provisions relating to security interests, reimbursement or other payment obligations, interest or events of default shall be deemed to be in conflict with this Agreement.

Request for Issuance. (i) Each Letter of Credit shall be issued upon notice, given not later than 11:00 A.M. (New York City time) on the fifth tenth Business Day prior to the date of the proposed issuance of such Letter of Credit (or on such shorter notice later date and time as the applicable Administrative Agent and the relevant Issuing Bank may agreeagree in their sole discretion), by any the Borrower to any Issuing Bank, and such Issuing Bank which shall give to the Administrative Agent and each Lender prompt notice thereofthereof by telecopier or electronic communication. Each such notice of issuance of a Letter of Credit (a "“Notice of Issuance"”) shall be by telecopier or telephone, confirmed immediately promptly in writing, or by telecopier or electronic communication, specifying therein the requested (A) date of such issuance (which shall be a Business Day), (B) Available Amount and currency of such Letter of Credit, (C) expiration date of such Letter of Credit (which shall not be later than 10 Business Days before the Termination Date)Credit, (D) name and address of the beneficiary of such Letter of Credit and (E) form of such Letter of Credit, such Letter of Credit and shall be issued pursuant to accompanied by such application and agreement for letter of credit as such Issuing Bank may reasonably specify to the applicable Borrower for use in connection with such requested Letter of Credit (a "“Letter of Credit Agreement"”). If the requested form of such Letter of Credit is acceptable to such Issuing Bank in its sole discretion, such Issuing Bank will, upon fulfillment of the applicable conditions set forth in Article III, make such Letter of Credit available to the Borrower requesting such issuance at its office referred to in Section 9.02 or as otherwise agreed with such the Borrower in connection with such issuance. In the event and to the extent that the provisions of any Letter of Credit Agreement shall conflict with this Agreement, the provisions of this Agreement shall govern. For avoidance of doubt, but without limitation of the generality of the foregoing, provisions relating to security interests, reimbursement or other payment obligations, interest or events of default shall be deemed to be in conflict with this Agreement.

Request for Issuance. (i) Each Letter of Credit shall be issued upon notice, given not later than 11:00 A.M. (New York City time) on the fifth Business Day prior to the date of the proposed issuance of such Letter of Credit (or on such shorter notice as the applicable Issuing Bank may agree), by any the Borrower to any Issuing Bank, and such Issuing Bank shall give the Agent Agent, prompt notice thereofthereof by telex, telecopier or cable. Each such notice of issuance of a Letter of Credit (a "Notice of Issuance") shall be by telecopier or telephone, confirmed immediately in writing, or telecopier or telex, specifying therein the requested (A) date of such issuance (which shall be a Business Day), (B) Available Amount and currency of such Letter of Credit, (C) expiration date of such Letter of Credit (which shall not be later than the earlier of (x) one year after the issuance thereof (provided that any such Letter of Credit may provide for renewal thereof for additional periods (which shall in no event extend past the date in clause (y) hereof)) and (y) 10 Business Days before prior to the Termination Date), (D) name and address of the beneficiary of such Letter of Credit and (E) form of such Letter of Credit, such Letter of Credit and shall be issued pursuant to accompanied by such customary application and agreement for letter of credit as such Issuing Bank may specify to the applicable Borrower for use in connection with such requested Letter of Credit (a "Letter of Credit Agreement"). If the requested form of such Letter of Credit is acceptable to such Issuing Bank in its sole discretion, such Issuing Bank will, upon fulfillment of the applicable conditions set forth in Article III, make such Letter of Credit available to the Borrower requesting such issuance at its office referred to in Section 9.02 8.02 or as otherwise agreed with such the Borrower in connection with such issuance. In the event and to the extent that the provisions of any Letter of Credit Agreement shall conflict with this Agreement, the provisions of this Agreement shall govern. For avoidance of doubt, but without limitation of the generality of the foregoing, provisions relating to security interests, reimbursement or other payment obligations, interest or events of default shall be deemed to be in conflict with this Agreement.

Request for Issuance. (i) Each Letter of Credit shall be issued upon noticenotice and application, given not later than 11:00 A.M. (New York City time) on the fifth third Business Day (or a later day, if acceptable to the relevant Issuing Bank in its sole discretion) prior to the date of the proposed issuance of such Letter of Credit (or on such shorter notice as Credit, by the applicable Issuing Bank may agree), by any Borrower to any Issuing Bank, and such Issuing Bank which shall give to the Agent prompt notice thereofthereof by facsimile or other electronic communication (e-mail) (or by telephone notice promptly confirmed by a written, fax or electronic communication (e-mail)). Each such notice of issuance of a Letter of Credit (a "“Notice of Issuance"Issuance and Application for Letter of Credit”) shall be consistent with the requirements of Section 2.01(b) and shall be by telecopier or telephone, confirmed immediately in writingwriting or by facsimile or other electronic communication (e-mail), in substantially the form of Exhibit B-2, specifying therein the requested (A) date of such issuance (which shall be a Business Day), (B) Available Amount and currency of such Letter of Credit, (C) expiration date of such Letter of Credit (which shall not be later than 10 Business Days before the Termination Date)Credit, (D) name and address of the beneficiary of such Letter of Credit and Credit, (E) form of such Letter of Credit, Credit and (F) currency of such Letter of Credit shall be issued pursuant to such application and agreement for letter of credit as such Issuing Bank may specify to the applicable Borrower for use in connection with such requested Letter of Credit (a "Letter of Credit Agreement")Credit, if other than Dollars. If the requested form of such Letter of Credit is acceptable to such Issuing Bank in its sole discretion, such Issuing Bank will, upon fulfillment of the applicable conditions set forth in Article III, will make such Letter of Credit available to the applicable Borrower requesting such issuance at its office referred to in Section 9.02 8.02 or as otherwise agreed with such the applicable Borrower in connection with such issuance. In the event and ; provided that no Issuing Bank shall be obligated to the extent that the provisions of issue any Letter of Credit Agreement shall conflict with this Agreement, the provisions of this Agreement shall govern. For avoidance of doubtin any currency other than Dollars, but without limitation each Issuing Bank shall be permitted to issue any Letter of Credit in any Foreign Currency in its sole discretion if requested by the generality applicable Borrower; provided further that no Issuing Bank shall be obligated to issue any Letter of Credit that is not consistent with the requirements of Section 2.01(b); provided further that no Issuing Bank shall be required to issue any Letter of Credit if the applicable conditions set forth in Article III have not been fulfilled. Notwithstanding the foregoing, provisions relating to security interestsno Issuing Bank shall issue any Letter of Credit after it has received a notice from the Agent or the Required Banks that a Default or Event of Default has occurred and is continuing, reimbursement until it receives a subsequent notice from the Agent or other payment obligations, interest the Required Banks that such Default or events Event of default shall be deemed to be in conflict with this AgreementDefault has been cured or waived.

Request for Issuance. (iA) Each Letter of Credit shall be issued upon notice, given not later than 11:00 A.M. (New York City time) on the fifth Business Day prior to the date of the proposed issuance of such Letter of Credit (or on such shorter notice period as may be agreed by the applicable Issuing Bank may agreeBank), by any Borrower the Company to any Issuing Bank, and such Issuing Bank which shall give the Agent prompt notice thereofthereof by telecopier. Each such notice of issuance of a Letter of Credit (a "“Notice of Issuance"”) shall be by telephone or telecopier (or telephoneas otherwise agreed between the Company and the applicable Issuing Bank), confirmed immediately in writing, specifying therein the requested (AI) date of such issuance (which shall be a Business Day), (BII) Available Amount and currency of such Letter of Credit, (CIII) expiration date of such Letter of Credit (which shall not be later than 10 Business Days before the Termination Date)Credit, (DIV) name and address of the beneficiary of such Letter of Credit and (EV) form of such Letter of Credit, such Letter of Credit and shall be issued pursuant to accompanied by such application and agreement for letter of credit (if any) as such Issuing Bank may reasonably specify to the applicable Borrower Company for use in connection with such requested Letter of Credit (a "“Letter of Credit Agreement"”). If the requested form of such Letter of Credit is acceptable to such the applicable Issuing Bank in its sole reasonable discretion, such Issuing Bank will, upon fulfillment of the applicable conditions set forth in Article III, make such Letter of Credit available to the Borrower requesting such issuance Company at its office referred to in Section 9.02 10.02 or as otherwise agreed with such Borrower the Company in connection with such issuance. In the event and to the extent that the provisions of any Letter of Credit Agreement shall conflict with this Agreement, the provisions of this Agreement shall govern. For avoidance of doubt, but without limitation of the generality of the foregoing, provisions relating to security interests, reimbursement or other payment obligations, interest or events of default shall be deemed to be in conflict with this Agreement.

Request for Issuance. (i) Each Letter of Credit shall be issued upon notice, given not later than 11:00 A.M. 12:00 P.M. (noon) (New York City time) on the fifth third Business Day prior to the date of the proposed issuance of such Letter of Credit (or on such shorter notice as Credit, by the applicable Borrower to the Administrative Agent, which shall give to the Issuing Bank may agree), by any Borrower to any Issuing Bank, and such Issuing Bank shall give the Agent each Lender prompt notice thereofthereof by telex or telecopier. Each such notice of issuance of a Letter of Credit (a "Notice of Issuance") shall be by telecopier or telephone, confirmed immediately in writing, or telex or telecopier, specifying therein the requested (A) date of such issuance (which shall be a Business Day), (B) Available Amount and currency of such Letter of Credit, (C) expiration date of such Letter of Credit (which shall not be later than 10 Business Days before the Termination Date)Credit, (D) name and address of the beneficiary of such Letter of Credit and (E) form of such Letter of Credit, such Letter of Credit and shall be issued pursuant to accompanied by such application and agreement for letter of credit as such Issuing Bank the Administrative Agent may specify to the applicable Borrower for use in connection with such requested Letter of Credit (a "Letter of Credit Agreement"). If (x) the requested form of such Letter of Credit is acceptable to such the Issuing Bank in its sole discretiondiscretion and (y) it has not received notice of objection to such issuance from the Administrative Agent on its behalf or on behalf of the Required Lenders, such the Issuing Bank will, upon fulfillment of the applicable conditions set forth in Article III, make such Letter of Credit available to the Borrower requesting such issuance at its office referred to in Section 9.02 8.02 or as otherwise agreed with such the Borrower in connection with such issuance. In the event and to the extent that the provisions of any Letter of Credit Agreement shall conflict with this Agreement, the provisions of this Agreement shall govern. For avoidance of doubt, but without limitation of the generality of the foregoing, provisions relating to security interests, reimbursement or other payment obligations, interest or events of default shall be deemed to be in conflict with this Agreement.

Request for Issuance. (i) Each Letter of Credit shall be issued upon noticerequest, given not later than 11:00 A.M. (New York City time) on the fifth Business Day prior to the date of the proposed issuance of such Letter of Credit (or on such shorter notice as agreed between the applicable Borrower and any Issuing Bank may agreeLender), by any the Borrower to any Issuing Bankthe Agent, and such Issuing Bank which shall give the Agent to each Issuing Lender prompt notice thereofthereof by tested telex, telecopier or cable. Each such notice of request for issuance of a Letter of Credit (a "Notice Letter of IssuanceCredit Request") shall be by telecopier or telephone, confirmed immediately in writing, or telecopier or tested telex 24 20 substantially in the form of Exhibit B-3 hereto, specifying therein the requested (A) date of such issuance (which shall be a Business Day), (B) currency and Available Amount and currency of such Letter of Credit, (C) expiration date of such Letter of Credit (which shall not be later more than 10 Business Days before one year from the Termination Datedate of issuance), (D) name and address of the beneficiary of such Letter of Credit and (E) form of such Letter of Credit, such Letter of Credit shall be issued pursuant to such application and agreement for letter of credit as such Issuing Bank may specify to the applicable Borrower for use in connection with such requested Letter of Credit (a "Letter of Credit Agreement"). If the requested form of such Letter of Credit is reasonably acceptable to such the Issuing Bank in its sole discretionLender, such the Issuing Bank Lender will, upon fulfillment of the applicable conditions set forth in Article III, make such Letter of Credit available to the Borrower requesting such issuance at its office referred to in Section 9.02 8.02 or as otherwise agreed with such the Borrower in connection with such issuance. In Within a reasonable time after the event and to the extent that the provisions issuance of any each Letter of Credit Agreement shall conflict with this Agreementhereunder, the provisions Agent shall provide notice thereof and a copy of this Agreement shall govern. For avoidance such Letter of doubt, but without limitation of the generality of the foregoing, provisions relating Credit to security interests, reimbursement or other payment obligations, interest or events of default shall be deemed to be in conflict with this Agreementeach Lender.

Request for Issuance. (i) Each Letter of Credit shall be issued upon notice, given not later than 11:00 A.M. 1:00 P.M. (New York City time) on the fifth Business Day prior to the date of the proposed issuance of such Letter of Credit (or on such shorter notice as the applicable Issuing Bank may agree), by any the Borrower to any Issuing Bank, and such Issuing Bank shall give the Agent prompt notice thereofthereof by telecopier. Each such notice of issuance of a Letter of Credit (a "Notice of Issuance") shall be by telecopier or telephone, confirmed immediately in writingwriting or by telecopier, specifying therein the requested (A) date of such issuance (which shall be a Business Day), (B) Available Amount and currency of such Letter of Credit, (C) expiration date of such Letter of Credit (which shall not be later than 10 Business Days before the earlier of the Termination Date or one year after the date of issuance thereof; provided that any Letter of Credit which provides for automatic one-year extension(s) of such expiration date shall be deemed to comply with the foregoing requirement if the Issuing Bank has the unconditional right to prevent any such automatic extension from taking place and each Issuing Bank hereby agrees to exercise such right to the extent necessary to prevent any such Letter of Credit from being outstanding after the Termination Date), (D) name and address of the beneficiary of such Letter of Credit and (E) form of such Letter of Credit, such Letter of Credit and shall be issued pursuant to accompanied by such customary application and agreement for letter of credit as such Issuing Bank may specify to the applicable Borrower for use in connection with such requested Letter of Credit (a "Letter of Credit Agreement"). If the requested form of such Letter of Credit is acceptable to such Issuing Bank in its sole discretion, such Issuing Bank will, upon fulfillment of the applicable conditions set forth in Article III, make such Letter of Credit available to the Borrower requesting such issuance at its office referred to in Section 9.02 8.02 or as otherwise agreed with such the Borrower in connection with such issuance. In the event and to the extent that the provisions of any Letter of Credit Agreement shall conflict with this Agreement, the provisions of this Agreement shall govern. For avoidance of doubt, but without limitation of the generality of the foregoing, provisions relating to security interests, reimbursement or other payment obligations, interest or events of default shall be deemed to be in conflict with this Agreement.

Request for Issuance. (i) Each Letter of Credit shall be issued upon notice, given not later than 11:00 A.M. (New York City time) on the fifth Business Day prior to the date of the proposed issuance of such Letter of Credit (or on such shorter notice as the applicable Issuing Bank may agree)Credit, by any Borrower to any Issuing Bank, and such Issuing Bank shall give the Agent Agent, prompt notice thereofthereof by telex, telecopier or cable. Each such notice of issuance of a Letter of Credit (a "“Notice of Issuance"”) shall be by telex, telecopier or telephonecable, confirmed immediately in writing, specifying therein the requested (A) date of such issuance (which shall be a Business Day), (B) Available Amount and currency of such Letter of Credit, (C) expiration date of such Letter of Credit (which shall not be later than 10 Business Days before the Termination Date)Credit, (D) name and address of the beneficiary of such Letter of Credit and (E) form of such Letter of Credit, such Letter of Credit and shall be issued pursuant to accompanied by such application and agreement for letter of credit as such Issuing Bank may reasonably specify to the applicable Borrower requesting such Letter of Credit for use in connection with such requested Letter of Credit (a "“Letter of Credit Agreement"”). If the requested form of such Letter of Credit is acceptable to such Issuing Bank in its sole discretion, such Issuing Bank will, upon fulfillment of the applicable conditions set forth in Article III, make such Letter of Credit available to the Borrower requesting such issuance Letter of Credit at its office referred to in Section 9.02 or as otherwise agreed with such the Borrower in connection with such issuance. In the event and to the extent that the provisions of any Letter of Credit Agreement shall conflict with this Agreement, the provisions of this Agreement shall govern. For avoidance of doubt, but without limitation of the generality of the foregoing, provisions relating to security interests, reimbursement or other payment obligations, interest or events of default shall be deemed to be in conflict with this Agreement.

Request for Issuance. (i) Each Letter of Credit shall be issued upon notice, given not later than 11:00 A.M. 1:00 p.m. (New York City Dallas, Texas time) on the fifth second Business Day prior to the date of the proposed issuance of such Letter of Credit (or on such shorter notice period of time as may be acceptable to the applicable Issuing Bank may agreeBank), by any the Borrower to any the Issuing Bank, . Each Letter of Credit shall be issued upon notice given in accordance with the terms of any separate agreement between the Borrower and such the Issuing Bank in form and substance reasonably satisfactory to the Borrower and the Issuing Bank providing for the issuance of Letters of Credit pursuant to this Agreement and containing terms and conditions not inconsistent with this Agreement (a "Letter of Credit Agreement"), provided that if any such terms and conditions (other than any contractual choice of law to govern any such Letter of Credit) are inconsistent with this Agreement, this Agreement shall give the Agent prompt notice thereofcontrol. Each such notice of issuance of a Letter of Credit by the Borrower (a "Notice of Issuance") shall be by telecopier or telephone, confirmed immediately in writingtelecopier, specifying therein therein, in the case of a Letter of Credit, the requested (Ai) date of such issuance (which shall be a Business Day), (Bii) Available Amount and currency maximum amount of such Letter of Credit, (Ciii) expiration date of such Letter of Credit (which shall not be later than 10 Business Days before the Termination Date)Credit, (Div) name and address of the beneficiary of such Letter of Credit Credit, and (Ev) form of such Letter of Credit, Credit and specifying such Letter of Credit other information as shall be issued required pursuant to such application and agreement for letter of credit as such Issuing Bank may specify to the applicable Borrower for use in connection with such requested Letter of Credit (a "relevant Letter of Credit Agreement"). If the requested form terms of such Letter of Credit is are acceptable to such the Issuing Bank in its sole reasonable discretion, such the Issuing Bank will, upon fulfillment of the applicable conditions set forth in Article III3 hereof, make such Letter of Credit available to the Borrower requesting such issuance at its office referred to in Section 9.02 11.1 or as otherwise agreed with such the Borrower in connection with such issuance. In the event and to the extent that the provisions of any Letter of Credit Agreement shall conflict with this Agreement, the provisions of this Agreement shall govern. For avoidance of doubt, but without limitation of the generality of the foregoing, provisions relating to security interests, reimbursement or other payment obligations, interest or events of default shall be deemed to be in conflict with this Agreement.

Request for Issuance. (i) Each Letter of Credit shall be issued upon notice, given not later than 11:00 A.M. 1:00 p.m. (New York City time) on the fifth Business Day prior to the date of the proposed issuance of such Letter of Credit (or on such shorter notice as the applicable Issuing Bank may agree)Credit, by any the Borrower to any the Issuing Bank, and such Issuing Bank which shall give to the Administrative Agent and each Revolving Credit Lender prompt notice thereofthereof by telex or telecopier. Each such notice of issuance of a Letter of Credit (a "Notice of IssuanceNOTICE OF ISSUANCE") shall may be by telecopier or telephone, confirmed immediately in writing, or telex or telecopier, specifying therein the requested (Ai) date of such issuance (which shall be a Business Day), (Bii) Available Amount and currency of such Letter of Credit, (Ciii) expiration date of such Letter of Credit (which shall not be later than 10 Business Days before the Termination Date)Credit, (Div) name and address of the beneficiary of such Letter of Credit and (Ev) form of such Letter of Credit, such Letter of Credit and shall be issued pursuant to accompanied by such customary application and agreement for letter of credit as such the Issuing Bank may specify to the applicable Borrower for use in connection with such requested Letter of Credit (a "Letter of Credit AgreementLETTER OF CREDIT AGREEMENT"). If the requested form of such Letter of Credit is acceptable to such the Issuing Bank Bank, in its sole reasonable discretion, such the Issuing Bank will, upon fulfillment of the applicable conditions set forth in Article III, make such Letter of Credit available to the Borrower requesting such issuance at its office referred to in Section 9.02 or as otherwise agreed with such directed by the Borrower in connection with such issuance. In the event and to the extent that the provisions of any such Letter of Credit Agreement shall conflict with this Agreement, the provisions of this Agreement shall govern. For avoidance of doubt, but without limitation As of the generality Closing Date, the Existing Letters of the foregoing, provisions relating to security interests, reimbursement or other payment obligations, interest or events of default Credit shall be deemed to be in conflict with this AgreementLetters of Credit hereunder.

Request for Issuance. (i) Each An Account Party may from time to time request, upon at least three Letter of Credit shall be issued upon notice, Business Days' notice (given not later than 11:00 A.M. (New York City time) Charlotte, North Carolina time on the fifth Business Day prior last day permitted therefor), the Issuing Bank to issue or renew (other than any automatic renewal thereof) a Letter of Credit by: (i) delivering to the Issuing Bank either (x) a written request to such effect or (y) a request made in electronic form through the Issuing Bank's remote access system and in accordance with the terms and conditions (including any written agreements between the Issuing Bank and any Account Party) applicable thereto, in each case specifying the date of the proposed issuance of on which such Letter of Credit (or on such shorter notice as the applicable Issuing Bank may agree), by any Borrower is to any Issuing Bank, and such Issuing Bank shall give the Agent prompt notice thereof. Each such notice of issuance of a Letter of Credit (a "Notice of Issuance") shall be by telecopier or telephone, confirmed immediately in writing, specifying therein the requested (A) date of such issuance issued (which shall be a Letter of Credit Business Day), (B) the expiration date thereof, the Available Amount and currency thereof (which, for purposes of such a request for a Replacement Letter of Credit, (C) expiration date shall be specified without regard to the proviso contained in the definition of such Letter of Credit (which shall not be later than 10 Business Days before the Termination Date"Available Amount"), (D) the name and address of the beneficiary thereof and the form thereof, and in each case with a copy of such request (or, in the case of clause (y) above, a written or electronic summary thereof) to the Administrative Agent, and (ii) in the case of the issuance of a Letter of Credit, delivering to the Issuing Bank a completed agreement and application with respect to such Letter of Credit and (E) form of such Letter of Credit, such Letter of Credit shall be issued pursuant to such application and agreement for letter of credit as such the Issuing Bank may specify to the applicable Borrower for use in connection with such requested Letter of Credit (a "Letter of Credit Agreement"), together with such other certificates, documents and other papers or information as are specified in such Letter of Credit Agreement or as may be required pursuant to the Issuing Bank's customary practices for the issuance of letters of credit (including requirements relating to requests made through the Issuing Bank's remote access system). The Administrative Agent shall, promptly upon receiving such notice, notify the Banks of such proposed Letter of Credit (which notice shall specify the Available Amount (in the case of a Replacement Letter of Credit, without regard to the proviso contained in the definition of "Available Amount") and term of such proposed Letter of Credit) or such proposed renewal of a Letter of Credit (which notice shall specify the term of such renewal), and shall determine, as of 11:00 A.M. (Charlotte, North Carolina time) on the Business Day immediately preceding such proposed issuance, whether such proposed Letter of Credit complies with the limitations set forth in Section 2.01 hereof. If such limitations set forth in Section 2.01 are not satisfied or if the Required Banks have given notice to the Administrative Agent to cease issuing or renewing Letters of Credit as contemplated by this Agreement, the Administrative Agent shall immediately notify the Issuing Bank (in writing or by telephone immediately confirmed in writing) that the Issuing Bank is not authorized to issue or renew, as the case may be, such Letter of Credit. If the requested form Issuing Bank issues or renews a Letter of Credit, it shall deliver the original of such Letter of Credit is acceptable to such the beneficiary thereof or as the Applicable Account Party shall otherwise direct, and shall promptly notify the Administrative Agent thereof and furnish a copy thereof to the Administrative Agent. The Issuing Bank in may issue Letters of Credit through any of its sole discretionbranches or Affiliates (whether domestic or foreign) that issue letters of credit, such and each Account Party authorizes and directs the Issuing Bank will, upon fulfillment of to select the applicable conditions set forth in Article III, make such Letter of Credit available to the Borrower requesting such issuance at its office referred to in Section 9.02 branch or as otherwise agreed with such Borrower in connection with such issuance. In the event and to the extent Affiliate that the provisions of will issue or process any Letter of Credit Agreement shall conflict with this Agreement, the provisions of this Agreement shall govern. For avoidance of doubt, but without limitation of the generality of the foregoing, provisions relating to security interests, reimbursement or other payment obligations, interest or events of default shall be deemed to be in conflict with this AgreementCredit.

Request for Issuance. (i) Each Letter of Credit shall be issued upon notice, given not later than 11:00 A.M. 2:00 P.M. (New York, New York City time) on the fifth Business Day prior to the date of the proposed issuance of such Letter of Credit (or on such shorter notice later day as the applicable Issuing Bank may in its sole discretion shall agree), by any the Borrower to any the Issuing Bank, and such Issuing Bank which shall give to the Administrative Agent and each Revolving Credit Lender prompt notice thereof. Each such notice of issuance of a Letter of Credit (a "“Notice of Issuance"”) shall be by telecopier or telephone, confirmed immediately in writing, specifying therein or by telecopier, shall be duly executed by a Responsible Officer of the Borrower, and shall specify therein: (i) the requested (A) date of such issuance (which shall be a Business Day), ; (Bii) the requested Available Amount and currency of such Letter of Credit, ; (Ciii) the requested expiration date of such Letter of Credit (which shall not be later than 10 Business Days before comply with the Termination Daterequirements of Section 2.01(f), ); (Div) the name and address of the proposed beneficiary of such Letter of Credit Credit; and (Ev) the proposed form of such Letter of Credit, such Letter of Credit and shall be issued pursuant to accompanied by such application and agreement for letter letters of credit as such the Issuing Bank may specify to the applicable Borrower for use in connection with such requested Letter of Credit (such applications and agreements, and all similar agreements entered into in connection with an Existing Letter of Credit, a "“Letter of Credit Agreement"”). If the requested form of such Letter of Credit is acceptable to such the Issuing Bank in its sole discretion, such the Issuing Bank will, upon fulfillment of the applicable conditions set forth in Article III, make such Letter of Credit available to the Borrower requesting such issuance at its office referred to in Section 9.02 8.02 or as otherwise agreed with such the Borrower in connection with the issuance of such issuanceLetter of Credit. In the event If and to the extent that the provisions of any Letter of Credit Agreement shall conflict with this Agreement, the provisions of this Agreement shall govern. For avoidance of doubt, but without limitation of the generality of the foregoing, provisions relating to security interests, reimbursement or other payment obligations, interest or events of default shall be deemed to be in conflict with this Agreement.

Request for Issuance. (i) Each Letter of Credit shall be issued upon notice, given not later than 11:00 A.M. a.m. (New York City Dallas time) on the fifth third Business Day prior to the date of the proposed issuance of such Letter of Credit, by the Borrowers, through an Authorized Signatory, to the Issuing Bank. Each Letter of Credit (or on such shorter shall be issued upon notice as given in accordance with the applicable terms of any separate agreement between the Borrowers and the Issuing Bank may agreein form and substance reasonably satisfactory to the Borrowers and the Issuing Bank providing for the issuance of Letters of Credit pursuant to this Agreement and containing terms and conditions not inconsistent with this Agreement (a "LETTER OF CREDIT AGREEMENT"), by PROVIDED that if any Borrower to any Issuing Banksuch terms and conditions are inconsistent with this Agreement, and such Issuing Bank this Agreement shall give the Agent prompt notice thereofcontrol. Each such notice of issuance of a Letter of Credit by the Borrowers (a "Notice of IssuanceNOTICE OF ISSUANCE") shall be by telex, telecopier or telephone, confirmed immediately in writingcable, specifying therein therein, in the case of a Letter of Credit, the requested (A) date of such issuance (which shall be a Business Day), (B) Available Amount and currency maximum amount of such Letter of Credit, (C) expiration date of such Letter of Credit (which shall not be later than 10 Business Days before the Termination Date)Credit, (D) name and address of the beneficiary of such Letter of Credit Credit, (E) the Applicable Currency of such Letter of Credit, and (EF) form of such Letter of Credit, Credit and specifying such Letter of Credit other information as shall be issued required pursuant to such application and agreement for letter of credit as such Issuing Bank may specify to the applicable Borrower for use in connection with such requested Letter of Credit (a "relevant Letter of Credit Agreement"). If the requested form terms of such Letter of Credit is are acceptable to such the Issuing Bank in its sole reasonable discretion, such the Issuing Bank will, upon fulfillment of the applicable conditions set forth in Article IIIARTICLE 3 hereof, make such Letter of Credit available to the appropriate Borrower requesting such issuance at its office referred to in Section 9.02 SECTION 11.1 or as otherwise agreed with such Borrower in connection with such issuance. In the event and to the extent that the provisions of any Letter of Credit Agreement shall conflict with this Agreement, the provisions of this Agreement shall govern. For avoidance of doubt, but without limitation of the generality of the foregoing, provisions relating to security interests, reimbursement or other payment obligations, interest or events of default shall be deemed to be in conflict with this Agreement.

Request for Issuance. (i) Each Letter of Credit shall be issued upon notice, given not later than 11:00 A.M. 12:00 P.M. (New York City time) on the fifth Business Day prior to the date of the proposed issuance of such Letter of Credit (or on such shorter notice as the applicable Issuing Bank may agree)Credit, by any the Borrower to any Issuing Bank, and such Issuing Bank which shall give to the Administrative Agent and each Revolving Credit Lender prompt notice thereofthereof by telecopier or electronic communication. Each such notice of issuance of a Letter of Credit (a "“Notice of Issuance"”) shall be by telecopier or telephone, confirmed immediately in writing, or by telecopier or electronic communication, specifying therein the requested (A) date of such issuance (which shall be a Business Day), (B) Available Amount and currency of such Letter of Credit, (C) expiration date of such Letter of Credit (which shall not be later than 10 Business Days before the Termination Date)Credit, (D) name and address of the beneficiary of such Letter of Credit and (E) form of such Letter of Credit, such Letter of Credit and shall be issued pursuant to accompanied by such application and agreement for letter of credit as such the relevant Issuing Bank may specify to the applicable Borrower for use in connection with such requested Letter of Credit (such application and agreement, including any similar application and agreement relating to the Existing Letters of Credit, a "“Letter of Credit Agreement"”). If (x) the requested form of such Letter of Credit is acceptable to such the Issuing Bank that issued such Letter of Credit in its sole discretionreasonable discretion and (y) it has not received notice of objection to such issuance from Lenders holding at least a majority of the Revolving Credit Commitments, such Issuing Bank will, upon fulfillment of the applicable conditions set forth in Article III, make such Letter of Credit available to the Borrower requesting such issuance at its office referred to in Section 9.02 or as otherwise agreed with such the Borrower in connection with such issuance. In the event and to the extent that the provisions of any Letter of Credit Agreement shall conflict with this Agreement, the provisions of this Agreement shall govern. For avoidance of doubt, but without limitation of the generality of the foregoing, provisions relating to security interests, reimbursement or other payment obligations, interest or events of default shall be deemed to be in conflict with this Agreement.

Request for Issuance. (i) Each Letter of Credit shall be issued upon notice, given not later than 11:00 A.M. (New York City time) on the fifth Business Day prior to the date of the proposed issuance of such Letter of Credit (or on such shorter notice as the applicable Issuing Bank may agree)Credit, by any the Borrower to any Issuing Bank, and such Issuing Bank shall give the Agent Agent, prompt notice thereofthereof by telex, telecopier or cable, and the Agent shall, within one Business Day of receipt of such notice, confirm the availability of the Letter of Credit Commitment to such Issuing Bank. Each such notice of issuance of a Letter of Credit (a "Notice of Issuance") shall be by telex, telecopier or telephonecable, confirmed immediately in writing, specifying therein the requested (A) date of such issuance (which shall be a Business Day), (B) Available Amount and currency of such Letter of Credit, (C) expiration date of such Letter of Credit (which shall not be later than 10 Business Days before the Termination Date)Credit, (D) name and address of the beneficiary of such Letter of Credit and (E) form of such Letter of Credit, such Letter of Credit and shall be issued pursuant to accompanied by such application and agreement for letter of credit as such Issuing Bank may reasonably specify to the applicable Borrower for use in connection with such requested Letter of Credit (a "Letter of Credit Agreement"). If the requested form of such Letter of Credit is reasonably acceptable to such Issuing Bank in its sole discretionBank, such Issuing Bank will, upon fulfillment of the applicable conditions set forth in Article III, make such Letter of Credit available to the Borrower requesting such issuance at its office referred to in Section 9.02 8.02 or as otherwise agreed with such the Borrower in connection with such issuance. In the event and to the extent that the provisions of any Letter of Credit Agreement shall conflict with this Agreement, the provisions of this Agreement shall govern. For avoidance of doubt, but without limitation of the generality of the foregoing, provisions relating to security interests, reimbursement or other payment obligations, interest or events of default shall be deemed to be in conflict with this Agreement.

Request for Issuance. (i) Each Letter of Credit shall be issued upon notice, given not later than 11:00 A.M. (New York City Charlotte, North Carolina time) on the fifth second Business Day prior to the date of the proposed issuance of such Letter of Credit (or on such shorter notice as the applicable Issuing Bank may agree)Credit, by any the Borrower to any the Issuing Bank, and such Issuing Bank which shall give to the Administrative Agent and each Revolving Credit Lender prompt notice thereofthereof by telex or telecopier. Each such notice of issuance of a Letter of Credit (a "Notice of Issuance") shall be by telecopier or telephone, confirmed immediately in writing, or telex or telecopier, specifying therein the requested (A) date of such issuance (which shall be a Business Day), (B) Available Amount and currency of such Letter of Credit, (C) expiration date of such Letter of Credit (which shall not be later than 10 Business Days before the Termination Date)Credit, (D) name and address of the beneficiary of such Letter of Credit and (E) form of such Letter of Credit, such Letter of Credit and shall be issued pursuant to accompanied by such application and agreement for letter letters of credit as such the Issuing Bank may specify to the applicable Borrower for use in connection with such requested Letter of Credit (a "Letter of Credit Agreement"). If (x) the requested form of such Letter of Credit is acceptable to such the Issuing Bank in its sole discretiondiscretion and (y) it has not received notice of objection to such issuance from Lenders holding more than 50% of the Revolving Credit Commitments, such the Issuing Bank will, upon fulfillment of the applicable conditions set forth in Article III, make such Letter of Credit available to the Borrower requesting such issuance at its office referred to in Section 9.02 8.02 or as otherwise agreed with such the Borrower in connection with such issuance. In the event and to the extent that the provisions of any Letter of Credit Agreement shall conflict with this Agreement, the provisions of this Agreement shall govern. For avoidance of doubt, but without limitation of the generality of the foregoing, provisions relating to security interests, reimbursement or other payment obligations, interest or events of default shall be deemed to be in conflict with this Agreement.

Request for Issuance. (i) Each Letter of Credit shall be issued upon notice, notice given not later than 11:00 A.M. (New York City San Francisco time) on the fifth third Business Day prior to the date of the proposed issuance of such Letter of Credit (or on such shorter notice as the applicable Issuing Bank may agree)Credit, by any the Borrower to any Issuing Bank, and such Issuing Bank shall give with a copy to the Agent prompt notice thereofAdministrative Agent. Each such notice of issuance of a Letter of Credit (a "Notice Request for Letter of Credit Issuance") shall be by telecopier or telephone, confirmed immediately promptly in writing, or telex or telecopier, in substantially the form of Exhibit B-2 hereto, specifying therein the requested (A) date of such issuance (which shall be a Business Day), (B) Available Amount and currency of such Letter of Credit, (C) expiration date of such Letter of Credit (which shall not be later than 10 Business Days before the Termination Date)Credit, (D) name and address of the beneficiary of such Letter of Credit Credit, and (E) form of such Letter of Credit, such Letter of Credit and shall be issued pursuant to accompanied by such application and agreement for letter of credit as such Issuing Bank may specify to the applicable Borrower for use in connection with such requested Letter of Credit (a "Letter of Credit Agreement"). If (x) the requested form of such Letter of Credit is acceptable to such Issuing Bank in its sole discretiondiscretion and (y) it has not received written notice from an Agent or the Required Lenders that the conditions to issuing such Letter of Credit have not been satisfied or duly waived, such Issuing Bank will, upon fulfillment of the applicable conditions set forth in Article III, make such Letter of Credit available to the Borrower requesting such issuance at its office referred to in Section 9.02 8.02 or as otherwise agreed with such the Borrower in connection with such issuance. In the event and to the extent that the provisions of any Letter of Credit Agreement shall conflict with this Agreement, the provisions of this Agreement shall govern. For avoidance of doubt, but without limitation of the generality of the foregoing, provisions relating to security interests, reimbursement or other payment obligations, interest or events of default shall be deemed to be in conflict with this Agreement.

Request for Issuance. (i) Each Letter of Credit shall be issued upon notice, given not later than 11:00 A.M. 12:00 Noon (New York City Boston, Massachusetts time) on the fifth third Business Day prior to the date of the proposed issuance of such Letter of Credit (or on such shorter notice as the applicable Issuing Bank may agree)Credit, by any the Borrower to any the Issuing Bank, and such Issuing Bank which shall give to the Administrative Agent and each Revolving Credit Lender prompt notice thereofthereof by telecopier. Each such notice of issuance of a Letter of Credit (a "Notice of Issuance") shall be by telecopier or telephone, confirmed immediately in writingwriting or telecopier, specifying therein the requested (A) date of such issuance (which shall be a Business Day), (B) Available Amount and currency of such Letter of Credit, (C) expiration date of such Letter of Credit (which shall not be later than 10 Business Days before the Termination Date)Credit, (D) name and address of the beneficiary of such Letter of Credit and (E) form of such Letter of Credit, such Letter of Credit and shall be issued pursuant to accompanied by such application and agreement for letter of credit as such the Issuing Bank may specify to the applicable Borrower for use in connection with such requested Letter of Credit (a "Letter of Credit Agreement"). If (x) the requested form of such Letter of Credit is acceptable to such the Issuing Bank in its sole discretiondiscretion and (y) it has not received notice of objection to such issuance from Lenders holding at least a majority of the Revolving Credit Commitments, such the Issuing Bank will, upon fulfillment of the applicable conditions set forth in Article III, make such Letter of Credit available to the Borrower requesting such issuance at its office referred to in Section 9.02 8.02 or as otherwise agreed with such the Borrower in connection with such issuance. In the event and to the extent that the provisions of any Letter of Credit Agreement shall conflict with this Agreement, the provisions of this Agreement shall govern. For avoidance of doubt, but without limitation of the generality of the foregoing, provisions relating to security interests, reimbursement or other payment obligations, interest or events of default shall be deemed to be in conflict with this Agreement.

Request for Issuance. (i) Each Letter of Credit shall be issued upon notice, given not later than 11:00 A.M. 12:00 noon (New York City time) on the fifth Business Day prior to the date of the proposed issuance of such Letter of Credit (or on such shorter notice as the applicable Issuing Bank may agree)Credit, by any the Borrower to any Issuing Bank, and such Issuing Bank which shall give to the Administrative Agent and each Revolving Credit Lender prompt notice thereofthereof by telecopier or electronic communication. Each such notice of issuance of a Letter of Credit (a "“Notice of Issuance"”) shall be by telecopier or telephone, confirmed immediately in writing, or telecopier or electronic communication, specifying therein the requested (Ai) name of the Issuing Bank, (ii) date of such issuance (which shall be a Business Day), (Biii) Available Amount and currency of such Letter of Credit, (Civ) expiration date of such Letter of Credit (which shall not be later than 10 Business Days before the Termination Date)Credit, (Dv) name and address of the beneficiary of such Letter of Credit (which shall not, in any event be any Unrestricted Subsidiary) and (Evi) form of such Letter of Credit, such Letter of Credit and shall be issued pursuant to accompanied by such application and agreement for letter of credit as such Issuing Bank may specify to the applicable Borrower for use in connection with such requested Letter of Credit (a "“Letter of Credit Agreement"”); provided that such Letter of Credit Agreement shall be subject to the provisions of Section 2.08. If (A) the requested form of such Letter of Credit is acceptable to such Issuing Bank in its reasonable sole discretiondiscretion and (B) such Issuing Bank has not received notice of a good faith objection to such issuance from the Required Lenders, such Issuing Bank will, upon fulfillment of the applicable conditions set forth in Article III, make such Letter of Credit available to the Borrower requesting such issuance at its office referred to in Section 9.02 8.02 or as otherwise agreed with such the Borrower in connection with such issuance. In the event and to the extent that the provisions of any Letter of Credit Agreement shall conflict with this Agreement, the provisions of this Agreement shall govern. For avoidance of doubt, but without limitation of the generality of the foregoing, provisions relating to security interests, reimbursement or other payment obligations, interest or events of default shall be deemed to be in conflict with this Agreement.

Request for Issuance. (i) Each Letter of Credit shall be issued upon notice, given not later than 11:00 A.M. a.m. (New York City time) on the fifth third Business Day prior to the date of the proposed issuance of such Letter of Credit (or on such shorter notice as the applicable Issuing Bank may agree), by any the Borrower to any the Issuing Bank, and such the Issuing Bank shall give the Agent Administrative Agent, prompt notice thereof. Each such notice of issuance of a Letter of Credit (a "“Notice of Issuance"”) shall be by telecopier or telephone, confirmed immediately in writing, specifying therein the requested (A) date of such issuance (which shall be a Business Day), (B) Available Amount and currency of such Letter of Credit, (C) expiration date of such Letter of Credit (which shall not be later than 10 the earlier of (x) one year after the issuance thereof (provided that any such Letter of Credit may provide for renewal thereof for additional periods (which shall in no event extend past the date in clause (y) hereof)) and (y) five (5) Business Days before prior to the Commitment Termination Date), (D) name and address of the beneficiary of such Letter of Credit and (E) form of such Letter of Credit, such Letter of Credit and shall be issued pursuant to accompanied by such customary application and agreement for letter of credit as such the Issuing Bank may specify to the applicable Borrower for use in connection with such requested Letter of Credit (a "“Letter of Credit Agreement"”). If the requested form of such Letter of Credit is acceptable to such the Issuing Bank in its sole discretion, such the Issuing Bank will, upon fulfillment of the applicable conditions set forth in Article III, make such Letter of Credit available to the Borrower requesting such issuance at its office referred to in Section 9.02 8.02 or as otherwise agreed with such the Borrower in connection with such issuance. In the event and to the extent that the provisions of any Letter of Credit Agreement shall conflict with this Agreement, the provisions of this Agreement shall govern. For avoidance of doubt, but without limitation of the generality of the foregoing, provisions relating to security interests, reimbursement or other payment obligations, interest or events of default shall be deemed to be in conflict with this Agreement.