Common use of Drawings and Reimbursements; Funding of Participation Clause in Contracts

Drawings and Reimbursements; Funding of Participation. (i) Upon receipt from the beneficiary of any Letter of Credit of any notice of a drawing under such Letter of Credit, the Letter of Credit Issuer will notify the applicable Borrower Party and Administrative Agent thereof. In the case of a Letter of Credit denominated in any Alternative Currency, the applicable Borrower Party shall reimburse the Letter of Credit Issuer in such Alternative Currency, as applicable, unless: (A) Letter of Credit Issuer (at its option) shall have specified in such notice that it will require reimbursement in Dollars; or (B) in the absence of any such specification in such notice for reimbursement in Dollars, the applicable Borrower Party shall have notified Letter of Credit Issuer promptly following receipt of the notice of drawing that such Borrower Party will reimburse Letter of Credit Issuer in Dollars. In the case of any such reimbursement in Dollars of a drawing under a Letter of Credit denominated in an Alternative Currency, the Letter of Credit Issuer shall notify the applicable Borrower Party of the Dollar Equivalent of the amount of the drawing in such notice. Not later than 11:00 a.m. on the date of any payment by the Letter of Credit Issuer under a Letter of Credit to be reimbursed in Dollars, or the Applicable Time on the date of any payment by the Letter of Credit Issuer under a Letter of Credit to be reimbursed in an Alternative Currency (or, if such payment by the Letter of Credit Issuer is made after 11:00 a.m., then on the next succeeding Business Day) (each such date, an “Honor Date”), the applicable Borrower Party will reimburse the Letter of Credit Issuer through Administrative Agent in an amount equal to the amount of such drawing and in the applicable currency. In the event that (x) a drawing denominated in an Alternative Currency is to be reimbursed in Dollars pursuant to the second sentence in this Section 2.07(c) and (y) the Dollar amount paid by the applicable Borrower Party, whether on or after the Honor Date, shall not be adequate on the date of that payment to purchase in accordance with normal banking procedures a sum denominated in the Alternative Currency equal to the drawing, each Borrower Party agrees, as a separate and independent obligation, to jointly and severally indemnify the Letter of Credit Issuer for the loss resulting from its inability on that date to purchase the Alternative Currency in the full amount of the drawing. If a Borrower Party fails to so reimburse the Letter of Credit Issuer by such time, Administrative Agent will promptly notify each Lender of the Honor Date, the amount of the unreimbursed drawing (the “Unreimbursed Amount”), and the amount of such Lender’s Applicable Percentage thereof. In such event, the applicable Borrower Party will be deemed to have requested a Borrowing of Base Rate Loans to be disbursed on the Honor Date in an amount equal to the Unreimbursed Amount, without regard to the minimum and multiples specified in Section 2.03 for the principal amount of Base Rate Loans, but subject to the amount of the unutilized portion of the Available Loan Amount and the conditions set forth in Section 6.02 and, if applicable, Section 6.03 (other than the delivery of a Loan Notice). Any notice given by the Letter of Credit Issuer or Administrative Agent pursuant to this Section 2.07(c)(i) may be given by telephone if immediately confirmed in writing; provided that the lack of such an immediate confirmation will not affect the conclusiveness or binding effect of such notice.

Drawings and Reimbursements; Funding of Participation. (iA) Upon receipt from the beneficiary of any Letter of Credit of any notice of a drawing under such Letter of Credit, the Letter of Credit Issuer will notify the applicable Borrower Party and Administrative Agent thereof. In the case of a Letter of Credit denominated in any Alternative Currency, the applicable Borrower Party shall reimburse the Letter of Credit Issuer in such Alternative Currency, as applicable, unless: (A) Letter of Credit Issuer (at its option) shall have specified in such notice that it will require reimbursement in Dollars; or (B) in the absence of any such specification in such notice for reimbursement in Dollars, the applicable Borrower Party shall have notified Letter of Credit Issuer promptly following receipt of the notice of drawing that such Borrower Party will reimburse Letter of Credit Issuer in Dollars. In the case of any such reimbursement in Dollars of a drawing under a Letter of Credit denominated in an Alternative Currency, the Letter of Credit Issuer shall notify the applicable Borrower Party of the Dollar Equivalent of the amount of the drawing in such noticeand Administrative Agent thereof. Not later than 11:00 a.m. on the date of any payment by the Letter of Credit Issuer under a Letter of Credit to be reimbursed in Dollars, or the Applicable Time on the date of any payment by the Letter of Credit Issuer under a Letter of Credit to be reimbursed in an Alternative Currency (or, if such payment by the Letter of Credit Issuer is made after 11:00 a.m., then on the next succeeding Business Day) (each such date, an “Honor Date”), the applicable Borrower Party will shall reimburse the Letter of Credit Issuer through Administrative Agent in an amount equal to the amount of such drawing and in drawing. So long as the applicable currency. In Unreimbursed Amount is repaid using the event that (x) a drawing denominated in proceeds of an Alternative Currency is Alternate Base Rate Loan such failure to be reimbursed in Dollars pursuant to the second sentence in this Section 2.07(c) and (y) the Dollar amount paid by the applicable Borrower Party, whether on or after the Honor Date, reimburse shall not be adequate on the date of that payment to purchase in accordance with normal banking procedures considered a sum denominated in the Alternative Currency equal to the drawing, each Borrower Party agrees, as a separate and independent obligation, to jointly and severally indemnify the Letter of Credit Issuer for the loss resulting from its inability on that date to purchase the Alternative Currency in the full amount of the drawingdefault hereunder. If a Borrower Party fails to so reimburse the Letter of Credit Issuer by such time, Administrative Agent will shall promptly notify each Lender of the Honor Date, the amount of the unreimbursed drawing (the “Unreimbursed Amount”), and the amount of such LenderXxxxxx’s Applicable Percentage Pro Rata Share thereof. In such event, the applicable Borrower Party will shall be deemed to have requested a Borrowing of Alternate Base Rate Loans to be disbursed on the Honor Date in an amount equal to the Unreimbursed Amount, without regard to the minimum and multiples specified in Section 2.03 2.04 for the principal amount of Alternate Base Rate Loans, but subject to the amount of the unutilized portion of the Available Loan Amount Commitment and the conditions set forth in Section 6.02 and, if applicable, Section 6.03 7.02 (other than the delivery of a Loan Notice). Any notice given by the Letter of Credit Issuer or Administrative Agent pursuant to this Section 2.07(c)(i2.08(c)(i) may be given by telephone if immediately confirmed in writing; provided that the lack of such an immediate confirmation will shall not affect the conclusiveness or binding effect of such notice. Unless waived by the Letter of Credit Issuer, the Honor Date for any Letter of Credit issued in an Alternative Currency shall not be less than four (4) Business Days after notice of a drawing under such Letter of Credit is delivered to the Letter of Credit Issuer.

Drawings and Reimbursements; Funding of Participation. (i) Upon receipt from the beneficiary of any Letter of Credit of any notice of a drawing under such Letter of Credit, the Letter of Credit Issuer will shall notify the applicable Borrower Party and Administrative Agent thereof. In the case of a Letter of Credit denominated in any Alternative Currency, the applicable Borrower Party shall reimburse the Letter of Credit Issuer in such Alternative Currency, as applicable, unless: (A) Letter of Credit Issuer (at its option) shall have specified in such notice that it will require reimbursement in Dollars; or (B) in the absence of any such specification in such notice for reimbursement in Dollars, the applicable Borrower Party shall have notified Letter of Credit Issuer promptly following receipt of the notice of drawing that such Borrower Party will reimburse Letter of Credit Issuer in Dollars. In the case of any such reimbursement in Dollars of a drawing under a Letter of Credit denominated in an Alternative Currency, the Letter of Credit Issuer shall notify the applicable Borrower Party of the Dollar Equivalent of the amount of the drawing in such notice. Not later than 11:00 a.m. (or such later time as agreed by the Letter of Credit Issuer) on the date of any payment by the Letter of Credit Issuer under a Letter of Credit to be reimbursed in Dollars, or the Applicable Time on the date of any payment by the Letter of Credit Issuer under a Letter of Credit to be reimbursed in an Alternative Currency (or, if such payment by the Letter of Credit Issuer is made after 11:00 a.m., then on the next succeeding Business Day) (each such date, an “Honor Date”), the applicable Borrower Party will shall reimburse the Letter of Credit Issuer through Administrative Agent in an amount equal to the amount of such drawing and in drawing. So long as the applicable currency. In Unreimbursed Amount is repaid using the event that (x) proceeds of a drawing denominated in an Alternative Currency is Base Rate Loan such failure to be reimbursed in Dollars pursuant to the second sentence in this Section 2.07(c) and (y) the Dollar amount paid by the applicable Borrower Party, whether on or after the Honor Date, reimburse shall not be adequate on the date of that payment to purchase in accordance with normal banking procedures considered a sum denominated in the Alternative Currency equal to the drawing, each Borrower Party agrees, as a separate and independent obligation, to jointly and severally indemnify the Letter of Credit Issuer for the loss resulting from its inability on that date to purchase the Alternative Currency in the full amount of the drawingdefault hereunder. If a Borrower Party fails to so reimburse the Letter of Credit Issuer by such time, Administrative Agent will shall promptly notify each Lender of the Honor Date, the amount of the unreimbursed drawing (the “Unreimbursed Amount”), and the amount of such Lender’s Applicable Percentage thereof. In such event, the applicable Borrower Party will shall be deemed to have requested a Borrowing of Base Rate Loans to be disbursed on the Honor Date in an amount equal to the Unreimbursed Amount, without regard to the minimum and multiples specified in Section 2.03 for the principal amount of Base Rate Loans, but subject to the amount of the unutilized portion of the Available Loan Amount and the conditions set forth in Section 6.02 and, if applicable, Section 6.03 (other than the delivery of a Loan Notice). Any notice given by the Letter of Credit Issuer or Administrative Agent pursuant to this Section 2.07(c)(i) may be given by telephone if immediately confirmed in writing; provided that the lack of such an immediate confirmation will not affect the conclusiveness or binding effect of such notice.Loan

Drawings and Reimbursements; Funding of Participation. (i) Upon receipt from the beneficiary of any Letter of Credit of any notice of a drawing under such Letter of Credit, the Letter of Credit Issuer will shall notify the applicable Borrower Party and Administrative Agent thereof. In the case of a Letter of Credit denominated in any Alternative Currency, the applicable Borrower Party shall reimburse the Letter of Credit Issuer in such Alternative Currency, as applicable, unless: (A) Letter of Credit Issuer (at its option) shall have specified in such notice that it will require reimbursement in Dollars; or (B) in the absence of any such specification in such notice for reimbursement in Dollars, the applicable Borrower Party shall have notified Letter of Credit Issuer promptly following receipt of the notice of drawing that such Borrower Party will reimburse Letter of Credit Issuer in Dollars. In the case of any such reimbursement in Dollars of a drawing under a Letter of Credit denominated in an Alternative Currency, the Letter of Credit Issuer shall notify the applicable Borrower Party of the Dollar Equivalent of the amount of the drawing in such notice. Not later than 11:00 a.m. on the date of any payment by the Letter of Credit Issuer under a Letter of Credit to be reimbursed in Dollars, or the Applicable Time on the date of any payment by the Letter of Credit Issuer under a Letter of Credit to be reimbursed in an Alternative Currency (or, if such payment by the Letter of Credit Issuer is made after 11:00 a.m., then on the next succeeding Business Day) (each such date, an “Honor Date”), the applicable Borrower Party will shall reimburse the Letter of Credit Issuer through Administrative Agent in an amount equal to the amount of such drawing and in the applicable currency. In the event that (x) a drawing denominated in an Alternative Currency is to be reimbursed in Dollars pursuant to the second sentence in this Section 2.07(c) and (y) the Dollar amount paid by the applicable Borrower Party, whether on or after the Honor Date, shall not be adequate on the date of that payment to purchase in accordance with normal banking procedures a sum denominated in the Alternative Currency equal to the drawing, each Borrower Party agrees, as a separate and independent obligation, to jointly and severally indemnify the Letter of Credit Issuer for the loss resulting from its inability on that date to purchase the Alternative Currency in the full amount of the drawing. If a Borrower Party fails to so reimburse the Letter of Credit Issuer by such time, Administrative Agent will shall promptly notify each Lender of the Honor Date, the amount of the unreimbursed drawing (the “Unreimbursed Amount”), and the amount of such Lender’s Applicable Percentage thereof. In such event, the applicable Borrower Party will shall be deemed to have requested a Borrowing of Base Rate Loans ABR Loans, if such Letter of Credit was denominated in Dollars, or a LIBOR Loan with an Interest Period of one (1) month, if such Letter of Credit was denominated in an Alternative Currency, to be disbursed on the Honor Date in an amount equal to the Unreimbursed AmountAmount in the applicable currency, without regard to the minimum and multiples specified in Section 2.03 for the principal amount of Base Rate ABR Loans, but subject to the amount of the unutilized portion of the Available Loan Amount and the conditions set forth in Section 6.02 7.02 and, if applicable, Section 6.03 7.03 (other than the delivery of a Loan Notice). Any notice given by the Letter of Credit Issuer or Administrative Agent pursuant to this Section 2.07(c)(i) may be given by telephone if immediately confirmed in writing; provided that the lack of such an immediate confirmation will shall not affect the conclusiveness or binding effect of such notice.

Drawings and Reimbursements; Funding of Participation. (i) Upon receipt from the beneficiary of any Letter of Credit of any notice of a drawing under such Letter of Credit, the Letter of Credit Issuer will notify the applicable Borrower Party and Administrative Agent thereof. In the case of a Letter of Credit denominated in any Alternative Currency, the applicable Borrower Party shall reimburse the Letter of Credit Issuer in such Alternative Currency, as applicable, unless: (A) Letter of Credit Issuer (at its option) shall have specified in such notice that it will require reimbursement in Dollars; or (B) in the absence of any such specification in such notice for reimbursement in Dollars, the applicable Borrower Party shall have notified Letter of Credit Issuer promptly following receipt of the notice of drawing that such Borrower Party will reimburse Letter of Credit Issuer in Dollars. In the case of any such reimbursement in Dollars of a drawing under a Letter of Credit denominated in an Alternative Currency, the Letter of Credit Issuer shall notify the applicable Borrower Party of the Dollar Equivalent of the amount of the drawing in such notice. Not later than 11:00 a.m. on the date of any payment by the Letter of Credit Issuer under a Letter of Credit to be reimbursed in Dollars, or the Applicable Time on the date of any payment by the Letter of Credit Issuer under a Letter of Credit to be reimbursed in an Alternative Currency (or, if such payment by the 4839-3568-8659 v.44820-4713-6753 v.6 Letter of Credit Issuer is made after 11:00 a.m., then on the next succeeding Business Day) (each such date, an “Honor Date”), the applicable Borrower Party will reimburse the Letter of Credit Issuer through Administrative Agent in an amount equal to the amount of such drawing and in the applicable currency. In the event that (x) a drawing denominated in an Alternative Currency is to be reimbursed in Dollars pursuant to the second sentence in this Section 2.07(c) and (y) the Dollar amount paid by the applicable Borrower Party, whether on or after the Honor Date, shall not be adequate on the date of that payment to purchase in accordance with normal banking procedures a sum denominated in the Alternative Currency equal to the drawing, each Borrower Party agrees, as a separate and independent obligation, to jointly and severally indemnify the Letter of Credit Issuer for the loss resulting from its inability on that date to purchase the Alternative Currency in the full amount of the drawing. If a Borrower Party fails to so reimburse the Letter of Credit Issuer by such time, Administrative Agent will promptly notify each Lender of the Honor Date, the amount of the unreimbursed drawing (the “Unreimbursed Amount”), and the amount of such Lender’s Applicable Percentage thereof. In such event, the applicable Borrower Party will be deemed to have requested a Borrowing of Base Rate Loans to be disbursed on the Honor Date in an amount equal to the Unreimbursed Amount, without regard to the minimum and multiples specified in Section 2.03 for the principal amount of Base Rate Loans, but subject to the amount of the unutilized portion of the Available Loan Amount and the conditions set forth in Section 6.02 and, if applicable, Section 6.03 (other than the delivery of a Loan Notice). Any notice given by the Letter of Credit Issuer or Administrative Agent pursuant to this Section 2.07(c)(i) may be given by telephone if immediately confirmed in writing; provided that the lack of such an immediate confirmation will not affect the conclusiveness or binding effect of such notice.

Drawings and Reimbursements; Funding of Participation. (ivi) Upon receipt from the beneficiary of any Letter of Credit of any notice of a drawing under such Letter of Credit, the Letter of Credit Issuer will shall notify the applicable Borrower Party and Administrative Agent thereof. In the case of a Letter of Credit denominated in any Alternative Currency, the applicable Borrower Party shall reimburse the Letter of Credit Issuer in such Alternative Currency, as applicable, unless: (A) Letter of Credit Issuer (at its option) shall have specified in such notice that it will require reimbursement in Dollars; or (B) in the absence of any such specification in such notice for reimbursement in Dollars, the applicable Borrower Party shall have notified Letter of Credit Issuer promptly following receipt of the notice of drawing that such Borrower Party will reimburse Letter of Credit Issuer in Dollars. In the case of any such reimbursement in Dollars of a drawing under a Letter of Credit denominated in an Alternative Currency, the Letter of Credit Issuer shall notify the applicable Borrower Party of the Dollar Equivalent of the amount of the drawing in such notice. Not later than 11:00 a.m. on the date of any payment by the Letter of Credit Issuer under a Letter of Credit to be reimbursed in Dollars, or the Applicable Time on the date of any payment by the Letter of Credit Issuer under a Letter of Credit to be reimbursed in an Alternative Currency (or, if such payment by the Letter of Credit Issuer is made after 11:00 a.m., then on the next succeeding Business Day) (each such date, an “Honor Date”), the applicable Borrower Party will shall reimburse the Letter of Credit Issuer through Administrative Agent in an amount equal to the amount of such drawing and in drawing. So long as the applicable currency. In Unreimbursed Amount is repaid using the event that (x) a drawing denominated in proceeds of an Alternative Currency is Alternate Base Rate Loan such failure to be reimbursed in Dollars pursuant to the second sentence in this Section 2.07(c) and (y) the Dollar amount paid by the applicable Borrower Party, whether on or after the Honor Date, reimburse shall not be adequate on the date of that payment to purchase in accordance with normal banking procedures considered a sum denominated in the Alternative Currency equal to the drawing, each Borrower Party agrees, as a separate and independent obligation, to jointly and severally indemnify the Letter of Credit Issuer for the loss resulting from its inability on that date to purchase the Alternative Currency in the full amount of the drawingdefault hereunder. If a the Borrower Party fails to so reimburse the Letter of Credit Issuer by such time, Administrative Agent will shall promptly notify each Lender of the Honor Date, the amount of the unreimbursed drawing (the “Unreimbursed Amount”), and the amount of such LenderXxxxxx’s Applicable Percentage Pro Rata Share thereof. In such event, the applicable Borrower Party will shall be deemed to have requested a Borrowing of Alternate Base Rate Loans to be disbursed on the Honor Date in an amount equal to the Unreimbursed Amount, without regard to the minimum and multiples specified in Section 2.03 2.04 for the principal amount of Alternate Base Rate Loans, but subject to the amount of the unutilized portion of the Available Loan Amount Commitment and the conditions set forth in Section 6.02 and, if applicable, Section 6.03 7.02 (other than the delivery of a Loan Notice). Any notice given by the Letter of Credit Issuer or Administrative Agent pursuant to this Section 2.07(c)(i2.08(c)(i) may be given by telephone if immediately confirmed in writing; provided that the lack of such an immediate confirmation will shall not affect the conclusiveness or binding effect of such notice. Unless waived by the Letter of Credit Issuer, the Honor Date for any Letter of Credit issued in an Alternative Currency shall not be less than four (4) Business Days after notice of a drawing under such Letter of Credit is delivered to the Letter of Credit Issuer.

Drawings and Reimbursements; Funding of Participation. (i) Upon receipt from the beneficiary of any Letter of Credit of any notice of a drawing under such Letter of Credit, the Letter of Credit Issuer will notify the applicable Borrower Party and Administrative Agent thereof. In the case of a Letter of Credit denominated in any Alternative Currency, the applicable Borrower Party shall reimburse the Letter of Credit Issuer in such Alternative Currency, as applicable, unless: (A) Letter of Credit Issuer (at its option) shall have specified in such notice that it will require reimbursement in Dollars; or (B) in the absence of any such specification in such notice for reimbursement in Dollars, the applicable Borrower Party shall have notified Letter of Credit Issuer promptly following receipt of the notice of drawing that such Borrower Party will reimburse Letter of Credit Issuer in Dollars. In the case of any such reimbursement in Dollars of a drawing under a Letter of Credit denominated in an Alternative Currency, the Letter of Credit Issuer shall notify the applicable Borrower Party of the Dollar Equivalent of the amount of the drawing in such noticeand Administrative Agent thereof. Not later than 11:00 a.m. on the date of any payment by the Letter of Credit Issuer under a Letter of Credit to be reimbursed in Dollars, or the Applicable Time on the date of any payment by the Letter of Credit Issuer under a Letter of Credit to be reimbursed in an Alternative Currency (or, if such payment by the Letter of Credit Issuer is made after 11:00 a.m., then on the next succeeding Business Day) (each such date, an “Honor Date”), the applicable Borrower Party will shall reimburse the Letter of Credit Issuer through Administrative Agent in an amount equal to the amount of such drawing and in drawing. So long as the applicable currency. In Unreimbursed Amount is repaid using the event that (x) a drawing denominated in proceeds of an Alternative Currency is Alternate Base Rate Loan such failure to be reimbursed in Dollars pursuant to the second sentence in this Section 2.07(c) and (y) the Dollar amount paid by the applicable Borrower Party, whether on or after the Honor Date, reimburse shall not be adequate on the date of that payment to purchase in accordance with normal banking procedures considered a sum denominated in the Alternative Currency equal to the drawing, each Borrower Party agrees, as a separate and independent obligation, to jointly and severally indemnify the Letter of Credit Issuer for the loss resulting from its inability on that date to purchase the Alternative Currency in the full amount of the drawingdefault hereunder. If a Borrower Party fails to so reimburse the Letter of Credit Issuer by such time, Administrative Agent will shall promptly notify each Lender of the Honor Date, the amount of the unreimbursed drawing (the “Unreimbursed Amount”), and the amount of such Lender’s Applicable Percentage Pro Rata Share thereof. In such event, the applicable Borrower Party will shall be deemed to have requested a Borrowing of Alternate Base Rate Loans to be disbursed on the Honor Date in an amount equal to the Unreimbursed Amount, without regard to the minimum and multiples specified in Section 2.03 ‎2.04 for the principal amount of Alternate Base Rate Loans, but subject to the amount of the unutilized portion of the Available Loan Amount Commitment and the conditions set forth in Section 6.02 and, if applicable, Section 6.03 ‎7.02 (other than the delivery of a Loan Notice). Any notice given by the Letter of Credit Issuer or Administrative Agent pursuant to this Section 2.07(c)(i‎2.08‎(c)‎(i) may be given by telephone if immediately confirmed in writing; provided that the lack of such an immediate confirmation will shall not affect the conclusiveness or binding effect of such notice. Unless waived by the Letter of Credit Issuer, the Honor Date for any Letter of Credit issued in an Alternative Currency shall not be less than four (4) Business Days after notice of a drawing under such Letter of Credit is delivered to the Letter of Credit Issuer.

Drawings and Reimbursements; Funding of Participation. (i17) Upon receipt from the beneficiary of any Letter of Credit of any notice of a drawing under such Letter of Credit, the Letter of Credit Issuer will notify the applicable Borrower Party and Administrative Agent thereof. In the case of a Letter of Credit denominated in any Alternative Currency, the applicable Borrower Party shall reimburse the Letter of Credit Issuer in such Alternative Currency, as applicable, unless: (A) Letter of Credit Issuer (at its option) shall have specified in such notice that it will require reimbursement in Dollars; or (B) in the absence of any such specification in such notice for reimbursement in Dollars, the applicable Borrower Party shall have notified Letter of Credit Issuer promptly following receipt of the notice of drawing that such Borrower Party will reimburse Letter of Credit Issuer in Dollars. In the case of any such reimbursement in Dollars of a drawing under a Letter of Credit denominated in an Alternative Currency, the Letter of Credit Issuer shall notify the applicable Borrower Party of the Dollar Equivalent of the amount of the drawing in such noticeand Administrative Agent thereof. Not later than 11:00 a.m. on the date of any payment by the Letter of Credit Issuer under a Letter of Credit to be reimbursed in Dollars, or the Applicable Time on the date of any payment by the Letter of Credit Issuer under a Letter of Credit to be reimbursed in an Alternative Currency (or, if such payment by the Letter of Credit Issuer is made after 11:00 a.m., then on the next succeeding Business Day) (each such date, an “Honor Date”), the applicable Borrower Party will shall reimburse the Letter of Credit Issuer through Administrative Agent in an amount equal to the amount of such drawing and in drawing. So long as the applicable currency. In Unreimbursed Amount is repaid using the event that (x) a drawing denominated in proceeds of an Alternative Currency is Alternate Base Rate Loan such failure to be reimbursed in Dollars pursuant to the second sentence in this Section 2.07(c) and (y) the Dollar amount paid by the applicable Borrower Party, whether on or after the Honor Date, reimburse shall not be adequate on the date of that payment to purchase in accordance with normal banking procedures considered a sum denominated in the Alternative Currency equal to the drawing, each Borrower Party agrees, as a separate and independent obligation, to jointly and severally indemnify the Letter of Credit Issuer for the loss resulting from its inability on that date to purchase the Alternative Currency in the full amount of the drawingdefault hereunder. If a Borrower Party fails to so reimburse the Letter of Credit Issuer by such time, Administrative Agent will shall promptly notify each Lender of the Honor Date, the amount of the unreimbursed drawing (the “Unreimbursed Amount”), and the amount of such Lender’s Applicable Percentage Pro Rata Share thereof. In such event, the applicable Borrower Party will shall be deemed to have requested a Borrowing of Alternate Base Rate Loans to be disbursed on the Honor Date in an amount equal to the Unreimbursed Amount, without regard to the minimum and multiples specified in Section 2.03 2.04 for the principal amount of Alternate Base Rate Loans, but subject to the amount of the unutilized portion of the Available Loan Amount Commitment and the conditions set forth in Section 6.02 and, if applicable, Section 6.03 7.02 (other than the delivery of a Loan Notice). Any notice given by the Letter of Credit Issuer or Administrative Agent pursuant to this Section 2.07(c)(i2.08(c)(i) may be given by telephone if immediately confirmed in writing; provided that the lack of such an immediate confirmation will shall not affect the conclusiveness or binding effect of such notice. Unless waived by the Letter of Credit 44 LEGAL_US_E # 163726163.4 Issuer, the Honor Date for any Letter of Credit issued in an Alternative Currency shall not be less than four (4) Business Days after notice of a drawing under such Letter of Credit is delivered to the Letter of Credit Issuer.

Drawings and Reimbursements; Funding of Participation. (i) Upon receipt from the beneficiary of any Letter of Credit of any notice of a drawing under such Letter of Credit, the Letter of Credit Issuer will notify the applicable Borrower Party and Administrative Agent thereof. In the case of a Letter of Credit denominated in any Alternative Currency, the applicable Borrower Party shall reimburse the Letter of Credit Issuer in such Alternative Currency, as applicable, unless: (A) Letter of Credit Issuer (at its option) shall have specified in such notice that it will require reimbursement in Dollars; or (B) in the absence of any such specification in such notice for reimbursement in Dollars, the applicable Borrower Party shall have notified Letter of Credit Issuer promptly following receipt of the notice of drawing that such Borrower Party will reimburse Letter of Credit Issuer in Dollars. In the case of any such reimbursement in Dollars of a drawing under a Letter of Credit denominated in an Alternative Currency, the Letter of Credit Issuer shall notify the applicable Borrower Party of the Dollar Equivalent of the amount of the drawing in such noticeand Administrative Agent thereof. Not later than 11:00 a.m. on the date of any payment by the Letter of Credit Issuer under a Letter of Credit to be reimbursed in Dollars, or the Applicable Time on the date of any payment by the Letter of Credit Issuer under a Letter of Credit to be reimbursed in an Alternative Currency (or, if such payment by the Letter of Credit Issuer is made after 11:00 a.m., then on the next succeeding Business Day) (each such date, an “Honor Date”), the applicable Borrower Party will shall reimburse the Letter of Credit Issuer through Administrative Agent in an amount equal to the amount of such drawing and in drawing. So long as the applicable currency. In Unreimbursed Amount is repaid using the event that (x) a drawing denominated in proceeds of an Alternative Currency is Alternate Base Rate Loan such failure to be reimbursed in Dollars pursuant to the second sentence in this Section 2.07(c) and (y) the Dollar amount paid by the applicable Borrower Party, whether on or after the Honor Date, reimburse shall not be adequate on the date of that payment to purchase in accordance with normal banking procedures considered a sum denominated in the Alternative Currency equal to the drawing, each Borrower Party agrees, as a separate and independent obligation, to jointly and severally indemnify the Letter of Credit Issuer for the loss resulting from its inability on that date to purchase the Alternative Currency in the full amount of the drawingdefault hereunder. If a Borrower Party fails to so reimburse the Letter of Credit Issuer by such time, Administrative Agent will shall promptly notify each Lender of the Honor Date, the amount of the unreimbursed drawing (the “Unreimbursed Amount”), and the amount of such Lender’s Applicable Percentage Lendex’x Pro Rata Share thereof. In such event, the applicable Borrower Party will shall be deemed to have requested a Borrowing of Alternate Base Rate Loans to be disbursed on the Honor Date in an amount equal to the Unreimbursed Amount, without regard to the minimum and multiples specified in Section 2.03 ‎2.04 for the principal amount of Alternate Base Rate Loans, but subject to the amount of the unutilized portion of the Available Loan Amount Commitment and the conditions set forth in Section 6.02 and, if applicable, Section 6.03 ‎7.02 (other than the delivery of a Loan Notice). Any notice given by the Letter of Credit Issuer or Administrative Agent pursuant to this Section 2.07(c)(i‎2.08‎(c)‎(i) may be given by telephone if immediately confirmed in writing; provided that the lack of such an immediate confirmation will shall not affect the conclusiveness or binding effect of such notice.. Unless waived by the Letter of Credit Issuer, the Honor Date for any Letter of Credit issued in an Alternative Currency shall not be less than four (4) Business Days after notice of a drawing under such Letter of Credit is delivered to the Letter of Credit Issuer. 49