Common use of Expiration Date Clause in Contracts

Expiration Date. (i) Each Letter of Credit shall expire at the close of business on the Business Day that is the earlier of (x) the date which is not more than one (1) year after the date of the issuance of such Letter of Credit (or, in the case of any renewal or extension thereof, one (1) year after such renewal or extension) and (y) the Letter of Credit Expiration Date; provided, however, the Issuing Bank, in its sole discretion, may agree to extend such Letter of Credit beyond the Letter of Credit Expiration Date (the “LC Extension”) upon the Borrower either (i) providing the Issuing Bank funds equal to 103% of the LC Exposure with respect to such Letter of Credit for deposit in a cash collateral account which cash collateral account will be held by the Issuing Bank as a pledged cash collateral account and applied to reimbursement of all drafts submitted under such outstanding Letter of Credit or (ii) delivering to the Issuing Bank one or more letters of credit for the benefit of the Issuing Bank to backstop such outstanding Letter of Credit, issued by a bank reasonably acceptable to the Issuing Bank in its sole discretion, each in form and substance reasonably acceptable to the Issuing Bank in its sole discretion) unless the applicable Issuing Bank notifies the beneficiary thereof at least thirty (30) days (or such longer period as may be specified in such Letter of Credit) prior to the then applicable expiration date that such Letter of Credit will not be renewed. (ii) If the Borrower so requests in any LC Request for a Letter of Credit, the Issuing Bank may, in its sole and absolute discretion, agree to issue a Letter of Credit that has automatic renewal provisions (each, an “Auto-Renewal Letter of Credit”); provided that any such Auto-Renewal Letter of Credit must permit the Issuing Bank to prevent any such renewal at least once in each twelve (12) month period (commencing with the date of issuance of such Letter of Credit) by giving prior notice to the beneficiary thereof not later than a day in each such twelve (12) month period to be agreed upon at the time such Letter of Credit is issued. Unless otherwise directed by the Issuing Bank, the Borrower shall not be required to make a specific request to the Issuing Bank for any such renewal. Once an Auto-Renewal Letter of Credit has been issued, the Revolving Lenders shall be deemed to have authorized (but may not require) the Issuing Bank to permit the renewal of such Letter of Credit at any time to an expiry date not later than the earlier of (i) one (1) year from the date of such renewal and (ii) the Letter of Credit Expiration Date, unless otherwise extended pursuant to an LC Extension; provided that the Issuing Bank shall not permit any such renewal if (x) the Issuing Bank has determined that it would have no obligation at such time to issue such Letter of Credit in its renewed form under the terms hereof (by reason of the provisions of Section 2.18(m) or otherwise), or (y) it has received notice on or before the day that is five (5) Business Days before the date which has been agreed upon pursuant to the proviso of the first sentence of this paragraph, from the Administrative Agent, any Lender or the Borrower that one or more of the applicable conditions specified in Section 4.02 are not then satisfied.

Expiration Date. (i) Each Letter of Credit shall expire at or prior to the close of business on the Business Day that is the earlier of (xi) the date which is not more than one (1) year after the date of the issuance of such Letter of Credit (or, in the case of any renewal or extension thereof, one (1) year after such renewal or extension) and (yii) the date that is five (5) Business Days prior to the Maturity Date with respect to the Revolving Commitments pursuant to which issued (or if any Extended Revolving Commitments, Incremental Revolving Commitments or Other Refinancing Revolving Commitments are outstanding, the last Maturity Date applicable thereto (so long as the aggregate amount of such Letters of Credit are not in excess of such commitments)); provided that any Letter of Credit Expiration Date; provided, however, may contain customary automatic renewal provisions agreed upon by the Applicable Borrower and the Issuing Bank, in its sole discretion, may agree Bank pursuant to extend which the expiration date of such Letter of Credit beyond the Letter of Credit Expiration Date (the “LC Extension”) upon the Borrower either (i) providing the Issuing Bank funds equal to 103% of the LC Exposure with respect to such Letter of Credit for deposit in a cash collateral account which cash collateral account will be held by the Issuing Bank as a pledged cash collateral account and applied to reimbursement of all drafts submitted under such outstanding Letter of Credit or (ii) delivering to the Issuing Bank one or more letters of credit for the benefit of the Issuing Bank to backstop such outstanding Letter of Credit, issued by a bank reasonably acceptable to the Issuing Bank in its sole discretion, each in form and substance reasonably acceptable to the Issuing Bank in its sole discretion) unless the applicable Issuing Bank notifies the beneficiary thereof at least thirty (30) days (or such longer period as may be specified in such Letter of Credit) prior to the then applicable expiration date that such Letter of Credit will not be renewed. (ii) If the Borrower so requests in any LC Request for a Letter of Credit, the Issuing Bank may, in its sole and absolute discretion, agree to issue a Letter of Credit that has automatic renewal provisions (each, an “Auto-Auto Renewal Letter of Credit”) shall automatically be extended for consecutive periods of up to twelve (12) months (but not to a date later than the date set forth in clause (ii) above); provided that any such Auto-Auto Renewal Letter of Credit must permit the applicable Issuing Bank to prevent any such renewal at least once in each twelve (12) month period (commencing with the date of issuance of such Letter of Credit) by giving prior notice to the beneficiary thereof not later than a day in each such twelve (12) month period to be agreed upon at the time such Letter of Credit is issued. Unless otherwise directed by the such Issuing Bank, the Applicable Borrower shall not be required to make a specific request to the such Issuing Bank for any such renewal. Once an Auto-Auto Renewal Letter of Credit has been issued, the Revolving Lenders shall be deemed to have authorized (but may not require) the such Issuing Bank to permit the renewal of such Letter of Credit at any time to an expiry date not later than the earlier of (i) one (1) year from the date of such renewal and (ii) the Letter of Credit Expiration Maturity Date, unless otherwise extended pursuant to an LC Extension; provided that the Issuing Bank shall not permit any such renewal if (x) the Issuing Bank has determined that it would have no obligation at such time to issue such Letter of Credit in its renewed form under the terms hereof (by reason of the provisions of Section 2.18(m) or otherwise), or (y) it has received notice on or before the day that is five (5) Business Days before the date which has been agreed upon pursuant to the proviso of the first sentence of this paragraph, from the Administrative Agent, any Lender or the Borrower that one or more of the applicable conditions specified in Section 4.02 are not then satisfied.

Expiration Date. (i) Each Letter of Credit shall shall, except as provided below in this paragraph, expire at or prior to the close of business on the Business Day that is the earlier of (xi) the date which is not more than one (1) year after the date of the issuance of such Letter of Credit (or, in the case of any renewal or extension thereof, one (1) year after such renewal or extension) and (yii) the date that is five Business Days prior to the Maturity Date. Any Letter of Credit Expiration may provide by its terms that it may be extended for additional successive one-year periods under customary “evergreen” provisions on terms reasonably acceptable to the applicable Issuing Bank; provided that, except as provided below in this paragraph, no Letter of Credit may be extended automatically or otherwise beyond the date that is five Business Days prior to the Maturity Date; provided. Notwithstanding the foregoing, however, any Issuing Bank in respect of any outstanding Letter of Credit may extend the date of expiration of such Letter of Credit to a date after the date that is five Business Days prior to the Maturity Date on such terms and subject to such conditions as may be agreed to between such Issuing Bank, in its sole discretionthe Company and the applicable Borrower, may agree and any agreement made by the Company or the applicable Borrower to induce an Issuing Bank so to extend the date of expiration of any Letter of Credit (i) shall be set forth in a notice delivered by the Company to the Administrative Agent promptly after the extension of the date of expiration of such Letter of Credit and (ii) shall for all purposes of this Agreement be deemed to be a covenant contained in Article VI hereof. Each Issuing Bank, by extending the date of expiration of any Letter of Credit beyond the Letter Maturity Date, will be deemed to have agreed that no Lender shall have any obligation under Section 2.04(d) in respect of Credit Expiration Date (the “any LC Extension”) upon the Borrower either (i) providing the Issuing Bank funds equal to 103% of the LC Exposure with respect to Disbursement resulting from a drawing made under such Letter of Credit for deposit in a cash collateral account which cash collateral account will be held by after the Issuing Bank as a pledged cash collateral account and applied to reimbursement of all drafts submitted under such outstanding Letter of Credit or (ii) delivering to the Issuing Bank one or more letters of credit for the benefit of the Issuing Bank to backstop such outstanding Letter of Credit, issued by a bank reasonably acceptable to the Issuing Bank in its sole discretion, each in form and substance reasonably acceptable to the Issuing Bank in its sole discretion) unless the applicable Issuing Bank notifies the beneficiary thereof at least thirty (30) days (or such longer period as may be specified in such Letter of Credit) prior to the then applicable expiration date that such Letter of Credit will not be renewedMaturity Date. (ii) If the Borrower so requests in any LC Request for a Letter of Credit, the Issuing Bank may, in its sole and absolute discretion, agree to issue a Letter of Credit that has automatic renewal provisions (each, an “Auto-Renewal Letter of Credit”); provided that any such Auto-Renewal Letter of Credit must permit the Issuing Bank to prevent any such renewal at least once in each twelve (12) month period (commencing with the date of issuance of such Letter of Credit) by giving prior notice to the beneficiary thereof not later than a day in each such twelve (12) month period to be agreed upon at the time such Letter of Credit is issued. Unless otherwise directed by the Issuing Bank, the Borrower shall not be required to make a specific request to the Issuing Bank for any such renewal. Once an Auto-Renewal Letter of Credit has been issued, the Revolving Lenders shall be deemed to have authorized (but may not require) the Issuing Bank to permit the renewal of such Letter of Credit at any time to an expiry date not later than the earlier of (i) one (1) year from the date of such renewal and (ii) the Letter of Credit Expiration Date, unless otherwise extended pursuant to an LC Extension; provided that the Issuing Bank shall not permit any such renewal if (x) the Issuing Bank has determined that it would have no obligation at such time to issue such Letter of Credit in its renewed form under the terms hereof (by reason of the provisions of Section 2.18(m) or otherwise), or (y) it has received notice on or before the day that is five (5) Business Days before the date which has been agreed upon pursuant to the proviso of the first sentence of this paragraph, from the Administrative Agent, any Lender or the Borrower that one or more of the applicable conditions specified in Section 4.02 are not then satisfied.

Expiration Date. (i) Each Letter of Credit shall expire at or prior to the close of business on the Business Day that is the earlier of (xi) the date which that is not more than one (1) year after the date of the issuance of such Letter of Credit (or, in the case of any renewal or extension thereof, one (1) year after such renewal or extension) and (yii) the date that is five Business Days prior to the Revolving Maturity Date (unless such Letters of Credit have been cash collateralized or backstopped on or prior to such fifth Business Day pursuant to arrangements reasonably satisfactory to the applicable Issuing Bank); provided that (x) any Letter of Credit Expiration Date; providedmay, howeverupon the request of the Borrower, the Issuing Bank, in its sole discretion, may agree to extend include a provision whereby such Letter of Credit shall be renewed automatically for additional periods (but not beyond the Letter date that is five Business Days prior to the Revolving Maturity Date (unless such Letters of Credit Expiration Date (the “LC Extension”) upon the Borrower either (i) providing the Issuing Bank funds equal to 103% of the LC Exposure with respect have been cash collateralized or backstopped on or prior to such Letter of Credit for deposit in a cash collateral account which cash collateral account will be held by the Issuing Bank as a pledged cash collateral account and applied fifth Business Day pursuant to reimbursement of all drafts submitted under such outstanding Letter of Credit or (ii) delivering arrangements reasonably satisfactory to the applicable Issuing Bank one or more letters of credit for the benefit of the Issuing Bank to backstop such outstanding Letter of Credit, issued by a bank reasonably acceptable to the Issuing Bank in its sole discretion, each in form and substance reasonably acceptable to the Issuing Bank in its sole discretionBank)) unless the applicable Issuing Bank notifies the beneficiary thereof at least thirty (30) 30 days (or such longer period as may be specified in such Letter of Credit) prior to the then then-applicable expiration date that such Letter of Credit will not be renewed. renewed and (iiy) If the Borrower so requests in any LC Request for a Letter of Credit, the Issuing Bank may, in its sole and absolute discretion, agree clause (c)(i) above shall not apply to issue a Letter of Credit that has automatic renewal provisions (each, an “Autoif such long-Renewal Letter of Credit”); provided that any such Auto-Renewal Letter of Credit must permit the Issuing Bank to prevent any such renewal at least once in each twelve (12) month period (commencing with the date of issuance of such Letter of Credit) by giving prior notice to the beneficiary thereof not later than a day in each such twelve (12) month period to be agreed upon at the time such dated Letter of Credit is issued. Unless otherwise directed consented to by the applicable Issuing Bank. For the avoidance of doubt, if the Revolving Maturity Date in respect of any Class of Revolving Commitments shall be extended pursuant to Section 2.22, “Revolving Maturity Date” as referenced in this paragraph shall refer, with respect to the Class of Letters of Credit associated with such Class of Revolving Commitments, to the Revolving Maturity Date in respect of any Class of Revolving Commitments as extended pursuant to Section 2.22; provided that, notwithstanding anything in this Agreement (including Section 2.22 hereof) or any other Loan Document to the contrary, the Borrower shall not be required Revolving Maturity Date, as such term is used in reference to make a specific request to the any Issuing Bank for or any such renewal. Once an Auto-Renewal Letter of Credit has been issuedissued thereby, the Revolving Lenders shall be deemed to have authorized (but may not require) the be extended with respect to any Issuing Bank to permit without the renewal prior written consent of such Letter of Credit at any time to an expiry date not later than the earlier of (i) one (1) year from the date of such renewal and (ii) the Letter of Credit Expiration Date, unless otherwise extended pursuant to an LC Extension; provided that the Issuing Bank shall not permit any such renewal if (x) the Issuing Bank has determined that it would have no obligation at such time to issue such Letter of Credit in its renewed form under the terms hereof (by reason of the provisions of Section 2.18(m) or otherwise), or (y) it has received notice on or before the day that is five (5) Business Days before the date which has been agreed upon pursuant to the proviso of the first sentence of this paragraph, from the Administrative Agent, any Lender or the Borrower that one or more of the applicable conditions specified in Section 4.02 are not then satisfiedBank.

Expiration Date. (i) Each No Letter of Credit shall expire at have an expiration date (including all rights of the close of business on Borrower or the Business Day that is the earlier of (xbeneficiary to require renewal) the date which is not more later than one (1) year after Business Day prior to the Revolving Credit Maturity Date. The foregoing notwithstanding, any standby Letter of Credit may, by its terms, be renewable annually upon notice (a “Notice of Renewal”) given to the Issuing Bank and the Agent on or prior to any date for notice of the issuance of renewal set forth in such Letter of Credit (or, but in any event at least two (2) Business Days prior to the case date of any the proposed renewal or extension thereof, one (1) year after of such renewal or extensionstandby Letter of Credit) and (y) upon fulfillment of the Letter of Credit Expiration Date; provided, however, applicable conditions set forth in Article III unless the Issuing Bank, Bank shall have notified the Borrower (with a copy to the Agent) on or prior to the date for notice of termination set forth in its sole discretion, may agree to extend such Letter of Credit beyond the Letter of Credit Expiration Date (the “LC Extension”) upon the Borrower either (i) providing the Issuing Bank funds equal to 103% of the LC Exposure with respect to such Letter of Credit for deposit but in a cash collateral account which cash collateral account will be held by the Issuing Bank as a pledged cash collateral account and applied to reimbursement of all drafts submitted under such outstanding Letter of Credit or (ii) delivering to the Issuing Bank one or more letters of credit for the benefit of the Issuing Bank to backstop such outstanding Letter of Credit, issued by a bank reasonably acceptable to the Issuing Bank in its sole discretion, each in form and substance reasonably acceptable to the Issuing Bank in its sole discretion) unless the applicable Issuing Bank notifies the beneficiary thereof any event at least thirty (30) days (or such longer period as may be specified in such Letter of Credit) Business Days prior to the then applicable expiration date that of automatic renewal) of its election not to renew such standby Letter of Credit will (a “Notice of Termination”); provided that the terms of each standby Letter of Credit that is automatically renewable annually shall not permit the expiration date (after giving effect to any renewal) of such standby Letter of Credit in any event to be renewed. extended to a date later than one (ii1) Business Day before the Revolving Credit Maturity Date. If either a Notice of Renewal is not given by the Borrower so requests in any LC Request for or a Notice of Termination is given by the Issuing Bank pursuant to the immediately preceding sentence, such standby Letter of CreditCredit shall expire on the date on which it otherwise would have been automatically renewed; provided, however, that even in the absence of receipt of a Notice of Renewal, the Issuing Bank may, in its sole and absolute discretion, agree to issue a Letter of Credit that has automatic renewal provisions (each, an “Auto-Renewal Letter of Credit”); provided that any such Auto-Renewal Letter of Credit must permit the Issuing Bank to prevent any such renewal at least once in each twelve (12) month period (commencing with the date of issuance of such Letter of Credit) by giving prior notice discretion unless instructed to the beneficiary thereof not later than a day in each such twelve (12) month period to be agreed upon at the time such Letter of Credit is issued. Unless otherwise directed contrary by the Issuing BankAgent or the Borrower, the Borrower shall not be required to make deem that a specific request to the Issuing Bank for any Notice of Renewal had been timely delivered and, in such renewal. Once an Auto-case, a Notice of Renewal Letter of Credit has been issued, the Revolving Lenders shall be deemed to have authorized (but may not require) the Issuing Bank to permit the renewal of such Letter of Credit at any time to an expiry date not later than the earlier of (i) one (1) year from the date of such renewal and (ii) the Letter of Credit Expiration Date, unless otherwise extended pursuant to an LC Extension; provided that the Issuing Bank shall not permit any such renewal if (x) the Issuing Bank has determined that it would have no obligation at such time to issue such Letter of Credit in its renewed form been so delivered for all purposes under the terms hereof (by reason of the provisions of Section 2.18(m) or otherwise), or (y) it has received notice on or before the day that is five (5) Business Days before the date which has been agreed upon pursuant to the proviso of the first sentence of this paragraph, from the Administrative Agent, any Lender or the Borrower that one or more of the applicable conditions specified in Section 4.02 are not then satisfiedAgreement.

Expiration Date. (i) Each Letter of Credit shall expire at or prior to the close of business on the Business Day that is the earlier of (xi) the date which that is not more than one (1) year after the date of the issuance of such Letter of Credit (or, in the case of any renewal or extension thereof, one (1) year after such renewal or extension), (ii) the date that is five Business Days prior to the Revolving Maturity Date and (yiii) such later date agreed by the applicable Issuing Bank if arrangements acceptable to such Issuing Bank in its sole discretion have been made to cash collateralize the applicable Letter of Credit Expiration Dateprior to the issuance thereof; provided, however, that any Letter of Credit may, upon the Issuing Bankrequest of the Borrower, in its sole discretion, may agree to extend include a provision whereby such Letter of Credit shall be renewed automatically for additional consecutive periods of one year or less (but not beyond the Letter of Credit Expiration Date (the “LC Extension”) upon the Borrower either (i) providing the Issuing Bank funds equal to 103% of the LC Exposure with respect to such Letter of Credit for deposit in a cash collateral account which cash collateral account will be held by the Issuing Bank as a pledged cash collateral account and applied to reimbursement of all drafts submitted under such outstanding Letter of Credit or (ii) delivering date that is five Business Days prior to the Issuing Bank one or more letters of credit for the benefit of the Issuing Bank to backstop such outstanding Letter of Credit, issued by a bank reasonably acceptable to the Issuing Bank in its sole discretion, each in form and substance reasonably acceptable to the Issuing Bank in its sole discretionRevolving Maturity Date) unless the applicable Issuing Bank notifies the beneficiary thereof at least thirty (30) 30 days (or such longer period as may be specified in such Letter of Credit) prior to the then then-applicable expiration date that such Letter of Credit will not be renewed. . For the avoidance of doubt, if the Revolving Maturity Date shall be extended pursuant to Section 2.21, “Revolving Maturity Date” as referenced in this paragraph shall refer to the Revolving Maturity Date as extended pursuant to Section 2.21; provided that, notwithstanding anything in this Agreement (iiincluding Section 2.21 hereof) If or any other Loan Document to the Borrower so requests in any LC Request for a Letter of Creditcontrary, the Revolving Maturity Date, as such term is used in reference to any Issuing Bank may, in its sole and absolute discretion, agree to issue a or any Letter of Credit that has automatic renewal provisions (eachissued thereby, an “Auto-Renewal Letter of Credit”); provided that may not be extended with respect to any such Auto-Renewal Letter of Credit must permit the Issuing Bank to prevent any such renewal at least once in each twelve (12) month period (commencing with without the date of issuance prior written consent of such Letter of Credit) by giving prior notice to the beneficiary thereof not later than a day in each such twelve (12) month period to be agreed upon at the time such Letter of Credit is issued. Unless otherwise directed by the Issuing Bank, the Borrower shall not be required to make a specific request to the Issuing Bank for any such renewal. Once an Auto-Renewal Letter of Credit has been issued, the Revolving Lenders shall be deemed to have authorized (but may not require) the Issuing Bank to permit the renewal of such Letter of Credit at any time to an expiry date not later than the earlier of (i) one (1) year from the date of such renewal and (ii) the Letter of Credit Expiration Date, unless otherwise extended pursuant to an LC Extension; provided that the Issuing Bank shall not permit any such renewal if (x) the Issuing Bank has determined that it would have no obligation at such time to issue such Letter of Credit in its renewed form under the terms hereof (by reason of the provisions of Section 2.18(m) or otherwise), or (y) it has received notice on or before the day that is five (5) Business Days before the date which has been agreed upon pursuant to the proviso of the first sentence of this paragraph, from the Administrative Agent, any Lender or the Borrower that one or more of the applicable conditions specified in Section 4.02 are not then satisfied.

Expiration Date. (i) Each Letter of Credit shall expire at or prior to the close of business on the Business Day that is the earlier of (xi) the date which that is not more than one (1) year after the date of the issuance of such Letter of Credit (or, in the case of any renewal or extension thereof, the date that is one (1) year after the date of such renewal or extension) and (yii) the Letter of date that is three (3) Business Days prior to the Revolving Credit Expiration Date; provided, however, the Issuing Bank, in its sole discretion, may agree to extend such Letter of Credit beyond the Letter of Credit Expiration Maturity Date (unless other provisions or arrangements reasonably satisfactory to the “LC Extension”) upon the Borrower either (i) providing the applicable Issuing Bank funds equal to 103% of the LC Exposure and Revolver Administrative Agent shall have been made with respect to such Letter of Credit for deposit in a cash collateral account Credit, but which cash collateral account will be held shall include the release by the relevant Issuing Bank as a pledged cash collateral account and applied of each applicable Revolving Credit Lender from its participation obligations hereunder with respect to reimbursement of all drafts submitted under such outstanding Letter of Credit or (ii) delivering to the Issuing Bank one or more letters of credit for the benefit of the Issuing Bank to backstop such outstanding Letter of Credit, issued by a bank reasonably acceptable to the Issuing Bank in its sole discretion, each in form and substance reasonably acceptable to the Issuing Bank in its sole discretion) unless the applicable Issuing Bank notifies the beneficiary thereof at least thirty (30) days (or such longer period as may be specified in such Letter of Credit) prior to the then applicable expiration date that such Letter of Credit will not be renewed. (ii) ). If the applicable Revolver Borrower so requests in any LC Request for notice requesting the issuance of a Letter of Credit, the applicable Issuing Bank may, in its sole and absolute discretion, agree to shall issue a Letter of Credit that has automatic renewal provisions (each, an “Auto-Auto Renewal Letter of Credit”); provided that any such Auto-Renewal Letter of Credit must permit the Issuing Bank to prevent any such renewal at least once in each twelve (12) month period (commencing with the date of issuance of such Letter of Credit) by giving prior notice to the beneficiary thereof not later than a day in each such twelve (12) month period to be agreed upon at the time such Letter of Credit is issued. Unless otherwise directed by the Issuing Bank, the applicable Revolver Borrower shall not be required to make a specific request to the applicable Issuing Bank for any such renewal. Once an Auto-Auto Renewal Letter of Credit has been issued, the applicable Revolving Credit Lenders shall be deemed to have authorized (but may not require) the Issuing Bank to permit the renewal of such Letter of Credit at any time to an expiry date not later than the earlier of (i) the date that is one (1) year from the date of such renewal and (ii) the date that is three (3) Business Days prior to the Revolving Credit Maturity Date (unless other provisions or arrangements reasonably satisfactory to the applicable Issuing Bank shall have been made with respect to such Letter of Credit, and shall include the release by the relevant Issuing Bank and the Revolver Administrative Agent of each applicable Revolving Credit Expiration Date, unless otherwise extended pursuant Lender from its participation obligations hereunder with respect to an LC Extensionsuch Letter of Credit); provided that the applicable Issuing Bank shall not permit any such renewal if (x) the such Issuing Bank has determined that it would have no obligation at such time to issue such Letter of Credit in its renewed form under the terms hereof (by reason of the provisions of Section 2.18(m) 4.2 or otherwise), or (y) it has received notice on or before the day that is five (5) Business Days before the date which has been agreed upon pursuant to the proviso of the first sentence of this paragraph, from the Administrative Agent, any Lender or the Borrower that one or more of the applicable conditions specified in Section 4.02 are not then satisfied.

Expiration Date. (i) Each Letter of Credit shall shall, except as provided below in this paragraph, expire (or be subject to termination by notice from the applicable Issuing Lender to the beneficiary thereof) at or prior to the close of business on the Business Day that is the earlier of (xi) the date which is not more than one (1) year after the date of the issuance of such Letter of Credit (or, in the case of any renewal or extension thereof, one (1) year after such renewal or extension) and (yii) the date that is five Business Days prior to the Maturity Date. Any Letter of Credit Expiration may provide by its terms that it may be extended for additional successive one-year periods under customary “evergreen” provisions on terms reasonably acceptable to the applicable Issuing Lender; provided that, except as provided below in this paragraph, no Letter of Credit may be extended automatically or otherwise beyond the date that is five Business Days prior to the Maturity Date; provided. Notwithstanding the foregoing, howeverany Issuing Lender in respect of any outstanding Letter of Credit may extend the date of expiration of such Letter of Credit to a date after the date that is five Business Days prior to the Maturity Date on such terms and subject to such conditions as may be agreed to between such Issuing Lender and the Company, and any agreement made by the Company to induce an Issuing Bank, in its sole discretion, may agree Lender so to extend the date of expiration of any Letter of Credit (i) shall be set forth in a notice delivered by the Company to the Administrative Agent promptly after the extension of the date of expiration of such Letter of Credit and (ii) shall for all purposes of this Agreement be deemed to be a covenant contained in Article V hereof. Each Issuing Lender, by extending the date of expiration of any Letter of Credit beyond the Letter Maturity Date, will be deemed to have agreed that no Lender shall have any obligation under Section 2.04(d) in respect of Credit Expiration Date (the “any LC Extension”) upon the Borrower either (i) providing the Issuing Bank funds equal to 103% of the LC Exposure with respect to Disbursement resulting from a drawing made under such Letter of Credit for deposit in a cash collateral account which cash collateral account will be held by after the Issuing Bank as a pledged cash collateral account and applied to reimbursement of all drafts submitted under such outstanding Letter of Credit or (ii) delivering to the Issuing Bank one or more letters of credit for the benefit of the Issuing Bank to backstop such outstanding Letter of Credit, issued by a bank reasonably acceptable to the Issuing Bank in its sole discretion, each in form and substance reasonably acceptable to the Issuing Bank in its sole discretion) unless the applicable Issuing Bank notifies the beneficiary thereof at least thirty (30) days (or such longer period as may be specified in such Letter of Credit) prior to the then applicable expiration date that such Letter of Credit will not be renewedMaturity Date. (ii) If the Borrower so requests in any LC Request for a Letter of Credit, the Issuing Bank may, in its sole and absolute discretion, agree to issue a Letter of Credit that has automatic renewal provisions (each, an “Auto-Renewal Letter of Credit”); provided that any such Auto-Renewal Letter of Credit must permit the Issuing Bank to prevent any such renewal at least once in each twelve (12) month period (commencing with the date of issuance of such Letter of Credit) by giving prior notice to the beneficiary thereof not later than a day in each such twelve (12) month period to be agreed upon at the time such Letter of Credit is issued. Unless otherwise directed by the Issuing Bank, the Borrower shall not be required to make a specific request to the Issuing Bank for any such renewal. Once an Auto-Renewal Letter of Credit has been issued, the Revolving Lenders shall be deemed to have authorized (but may not require) the Issuing Bank to permit the renewal of such Letter of Credit at any time to an expiry date not later than the earlier of (i) one (1) year from the date of such renewal and (ii) the Letter of Credit Expiration Date, unless otherwise extended pursuant to an LC Extension; provided that the Issuing Bank shall not permit any such renewal if (x) the Issuing Bank has determined that it would have no obligation at such time to issue such Letter of Credit in its renewed form under the terms hereof (by reason of the provisions of Section 2.18(m) or otherwise), or (y) it has received notice on or before the day that is five (5) Business Days before the date which has been agreed upon pursuant to the proviso of the first sentence of this paragraph, from the Administrative Agent, any Lender or the Borrower that one or more of the applicable conditions specified in Section 4.02 are not then satisfied.

Expiration Date. (i) Each Letter of Credit (other than the Bond Letter of Credit) shall expire at or prior to the close of business on the Business Day that is the earlier of (xi) the date which is not more than one (1) year after the date of the issuance of such Letter of Credit (or, in the case of any renewal or extension thereof, one (1) year after such renewal or extension) and (y) the Letter of Credit Expiration Date; provided, however, unless the Issuing Bank, in its sole discretion, may agree to extend Bank issuing such Letter of Credit beyond the Letter of Credit Expiration Date (the “LC Extension”) upon the Borrower either (i) providing the Issuing Bank funds equal to 103% of the LC Exposure with respect to such Letter of Credit for deposit in a cash collateral account which cash collateral account will be held by the Issuing Bank as a pledged cash collateral account and applied to reimbursement of all drafts submitted under such outstanding Letter of Credit or (ii) delivering to the Issuing Bank one or more letters of credit for the benefit of the Issuing Bank to backstop such outstanding Letter of Credit, issued by a bank reasonably acceptable to the Issuing Bank in its sole discretion, each in form and substance reasonably acceptable to the Issuing Bank otherwise agrees in its sole discretion) unless the applicable Issuing Bank notifies the beneficiary thereof at least thirty and (30ii) days (or such longer period as may be specified in such Letter of Credit) five Business Days prior to the then applicable expiration date that such Letter of Credit will not be renewed. Stated Maturity Date (ii) except to the extent Cash Collateralized or backstopped pursuant to arrangements satisfactory to the relevant Issuing Bank when required in accordance with Section 2.05(l)). If the Borrower so requests in any LC Request for a applicable Letter of CreditCredit Request, the Issuing Bank may, in its sole and absolute discretion, agree to issue a Letter of Credit that has automatic renewal extension provisions (each, an “Auto-Renewal Extension Letter of Credit”); provided that any such Auto-Renewal Extension Letter of Credit must permit the Issuing Bank to prevent any such renewal extension at least once in each twelve (12) twelve-month period (commencing with the date of issuance of such Letter of Credit) by giving prior notice to the beneficiary thereof not later than a day (the “Non-Extension Notice Date”) in each such twelve (12) twelve-month period to be agreed upon at the time such Letter of Credit is issued. Unless otherwise directed by the Issuing Bank, the Borrower shall not be required to make a specific request to the Issuing Bank for any such renewalextension. Once an Auto-Renewal Extension Letter of Credit has been issued, the Revolving Lenders shall be deemed to have authorized (but may not require) the Issuing Bank to permit the renewal extension of such Letter of Credit at any time to an expiry date not later than the earlier of five Business Days prior to the Stated Maturity Date; provided, however, that (i) one (1) year from the date of such renewal and (ii) the Letter of Credit Expiration Date, unless otherwise extended pursuant to an LC Extension; provided that the Issuing Bank shall not permit any such renewal extension if (x) the Issuing Bank has determined that it would not be permitted, or would have no obligation obligation, at such time to issue such Letter of Credit in its renewed revised form (as extended) under the terms hereof (by reason of the provisions of clause (e) of this Section 2.18(m) 2.05 or otherwise), or (y) it has received notice on or before the day that is five (5) Business Days before the date which has been agreed upon otherwise pursuant to the proviso terms hereof) and (ii) an Issuing Bank may permit the extension of such Letter of Credit to an expiry date that is later than the five Business Days prior to the Stated Maturity Date (but in any case to a date that is no later than twelve months since the expiry date as of the first sentence last auto-extension), provided that such Letter of this paragraph, from Credit is Cash Collateralized or otherwise backstopped pursuant to arrangements satisfactory to the Administrative Agent, any Lender or the Borrower that one or more of the applicable conditions specified relevant Issuing Bank when required in accordance with Section 4.02 are not then satisfied2.05(l).

Expiration Date. (i) Each Letter of Credit shall expire at or prior to the close of business on the Business Day that is the earlier of (1) in the case of a Standby Letter of Credit, unless otherwise consented to by the Issuing Bank in its sole discretion, (x) (i) the date which is not more than one (1) year after the date of the issuance of such Standby Letter of Credit (or, in the case of any renewal or extension thereof, one year after such renewal or extension) or (1ii) such later date as requested by Borrower in the relevant application and (y) the date that is five days prior to the Revolving Maturity Date and (2) in the case of a Commercial Letter of Credit, (x) the date that is 180 days after the date of issuance of such Commercial Letter of Credit (or, in the case of any renewal or extension thereof, one year after such renewal or extension) and (y) the Letter of Credit Expiration Date; provided, however, the Issuing Bank, in its sole discretion, may agree to extend such Letter of Credit beyond the Letter of Credit Expiration Date (the “LC Extension”) upon the Borrower either (i) providing the Issuing Bank funds equal to 103% of the LC Exposure with respect to such Letter of Credit for deposit in a cash collateral account which cash collateral account will be held by the Issuing Bank as a pledged cash collateral account and applied to reimbursement of all drafts submitted under such outstanding Letter of Credit or (ii) delivering to the Issuing Bank one or more letters of credit for the benefit of the Issuing Bank to backstop such outstanding Letter of Credit, issued by a bank reasonably acceptable to the Issuing Bank in its sole discretion, each in form and substance reasonably acceptable to the Issuing Bank in its sole discretion) unless the applicable Issuing Bank notifies the beneficiary thereof at least thirty (30) date that is five days (or such longer period as may be specified in such Letter of Credit) prior to the then applicable expiration date that such Letter of Credit will not be renewed. (ii) Revolving Maturity Date. If the Borrower so requests in any LC Request for a Letter of CreditCredit Request, the Issuing Bank may, in its sole and absolute discretion, agree to issue a Letter of Credit that has automatic renewal provisions (each, an “Auto-Renewal Letter of Credit”); provided that (i) any such Auto-Renewal Letter of Credit must permit the Issuing Bank to prevent any such renewal at least once in each twelve (12) twelve-month period (commencing with the date of issuance of such Letter of Credit) by giving prior notice to the beneficiary thereof not later than a day in each such twelve (12) twelve-month period to be agreed upon at the time such Letter of Credit is issuedissued and (ii) the Issuing Bank will not permit the renewal of any Letter of Credit that would result in the expiration date of such Letter of Credit being later than the date that is five days prior to the Revolving Maturity Date. Unless otherwise directed by the Issuing Bank, the Borrower shall not be required to make a specific request to the Issuing Bank for any such renewal. Once an Auto-Renewal Letter of Credit has been issued, the Revolving Lenders shall be deemed to have authorized (but may not require) the Issuing Bank to permit the renewal of such Letter of Credit at any time to an expiry date not later than the earlier of (i) one (1) year from the date of such renewal and (ii) the Letter of Credit Expiration date that is five days prior to the Revolving Maturity Date, unless otherwise extended pursuant to an LC Extension; provided that the Issuing Bank shall not permit any such renewal if (x) the Issuing Bank has determined that it would have no obligation at such time to issue such Letter of Credit in its renewed form under the terms hereof (by reason of the provisions of Section 2.18(m2.18(l) or otherwise), or (y) it has received notice on or before the day that is five (5) two Business Days before the date which has been agreed upon pursuant to the proviso of the first sentence of this paragraph, (1) from the Administrative Agent that any Revolving Lender directly affected thereby has elected not to permit such renewal or (2) from the Administrative Agent, any Lender or the Borrower that one or more of the applicable conditions specified in Section 4.02 4.01 are not then satisfied.

Expiration Date. (i) Each Standby Letter of Credit shall expire at or prior to the close of business on the Business Day that is the earlier of (xi) the date which is not more than one year (1unless otherwise agreed upon by the Administrative Agent and the applicable Issuing Bank in their sole discretion) year after the date of the issuance of such Standby Letter of Credit (or, in the case of any renewal or extension thereof, one year (1unless otherwise agreed upon by the Administrative Agent and the applicable Issuing Bank in their sole discretion) year after such renewal or extension) and (yii) the Letter of Credit Expiration date that is five Business Days prior to the applicable Revolving Facility Maturity Date; provided, however, the Issuing Bank, in its sole discretion, may agree to extend such that any Standby Letter of Credit with a one year tenor may provide for automatic extension thereof for additional one year periods (which, in no event, shall extend beyond the date referred to in clause (ii) of this paragraph (c)) so long as such Standby Letter of Credit Expiration Date (the “LC Extension”) upon the Borrower either (i) providing the Issuing Bank funds equal to 103% of the LC Exposure with respect to such Letter of Credit for deposit in a cash collateral account which cash collateral account will be held by the Issuing Bank as a pledged cash collateral account and applied to reimbursement of all drafts submitted under such outstanding Letter of Credit or (ii) delivering to the Issuing Bank one or more letters of credit for the benefit of the Issuing Bank to backstop such outstanding Letter of Credit, issued by a bank reasonably acceptable to the Issuing Bank in its sole discretion, each in form and substance reasonably acceptable to the Issuing Bank in its sole discretion) unless permits the applicable Issuing Bank notifies the beneficiary thereof at least thirty (30) days (or such longer period as may be specified in such Letter of Credit) prior to the then applicable expiration date that such Letter of Credit will not be renewed. (ii) If the Borrower so requests in any LC Request for a Letter of Credit, the Issuing Bank may, in its sole and absolute discretion, agree to issue a Letter of Credit that has automatic renewal provisions (each, an “Auto-Renewal Letter of Credit”); provided that any such Auto-Renewal Letter of Credit must permit the Issuing Bank to prevent any such renewal extension at least once in each twelve (12) twelve-month period (commencing with the date of issuance of such Standby Letter of Credit) by giving prior notice to the beneficiary thereof not later than within a day in each time period during such twelve (12) twelve-month period to be agreed upon at the time such Standby Letter of Credit is issued. Unless otherwise directed by ; provided, further, that if the applicable Issuing BankBank and the Administrative Agent each consent in their sole discretion, the Borrower shall not be required to make a specific request to the Issuing Bank for expiration date on any such renewal. Once an Auto-Renewal Standby Letter of Credit has been issuedmay extend beyond the date referred to in clause (ii) above, the Revolving Lenders shall be deemed to have authorized (but may not require) the Issuing Bank to permit the renewal of provided, that if any such Standby Letter of Credit at is outstanding or is issued under the Revolving Facility Commitments of any time Class after the date that is 30 days prior to such Revolving Facility Maturity Date for such Class the Borrowers shall provide cash collateral pursuant to documentation reasonably satisfactory to the Administrative Agent and the relevant Issuing Bank in an expiry amount equal to [*]% of the face amount of each such Standby Letter of Credit on such date not later than of issuance. Each Trade Letter of Credit shall expire on the earlier of (ix) one (1) year from the 180 days after such Trade Letter of Credit’s date of such renewal and (ii) the Letter of Credit Expiration Date, unless otherwise extended pursuant to an LC Extension; provided that the Issuing Bank shall not permit any such renewal if (x) the Issuing Bank has determined that it would have no obligation at such time to issue such Letter of Credit in its renewed form under the terms hereof (by reason of the provisions of Section 2.18(m) or otherwise), issuance or (y) it has received notice on or before the day that is date five (5) Business Days before the date which has been agreed upon pursuant prior to the proviso of the first sentence of this paragraph, from the Administrative Agent, any Lender or the Borrower that one or more of the applicable conditions specified in Section 4.02 are not then satisfiedRevolving Facility Maturity Date.

Expiration Date. (i) Each Letter of Credit shall expire (upon non-renewal or otherwise) at or prior to the close of business on the Business Day that is the earlier of (xi) subject to the next sentence, the date which is not more than one (1) year after the date of the issuance of such Letter of Credit (or, in the case of any renewal or extension thereof, one (1) year after such renewal or extension) and (yii) the Letter of Credit Expiration Date; provided, however, the Issuing Bank, in its sole discretion, may agree to extend such Letter of Credit beyond the Letter of Credit Expiration Date (the “LC Extension”) upon the Borrower either (i) providing the Issuing Bank funds equal to 103% of the LC Exposure with respect to such Letter of Credit for deposit in a cash collateral account which cash collateral account will be held by the Issuing Bank as a pledged cash collateral account and applied to reimbursement of all drafts submitted under such outstanding Letter of Credit or (ii) delivering to the Issuing Bank one or more letters of credit for the benefit of the Issuing Bank to backstop such outstanding Letter of Credit, issued by a bank reasonably acceptable to the Issuing Bank in its sole discretion, each in form and substance reasonably acceptable to the Issuing Bank in its sole discretion) unless the applicable Issuing Bank notifies the beneficiary thereof at least thirty (30) days (or such longer period as may be specified in such Letter of Credit) prior to the then applicable expiration date that such Letter of Credit will not be renewed. (ii) . If the Borrower so requests in any LC Request for a Letter of CreditCredit Request, the Issuing Bank may, in its sole and absolute discretion, agree to shall issue a Letter of Credit that has automatic renewal provisions (each, an “Auto-Renewal Letter of Credit”); provided that any such Auto-Renewal Letter of Credit must permit the Issuing Bank to prevent any such renewal at least once in each twelve (12) twelve-month period (commencing with the date of issuance of such Letter of Credit) by giving prior notice to the beneficiary thereof not later than a day in each such twelve (12) twelve-month period to be agreed upon at the time such Letter of Credit is issued. Unless otherwise directed by the Issuing Bank, the Borrower shall not be required to make a specific request to the Issuing Bank for any such renewal. Once an Auto-Renewal Letter of Credit has been issued, the Revolving Lenders shall be deemed to have authorized (but may not require) the Issuing Bank to permit the renewal of such Letter of Credit at any time to an expiry date not later than the earlier of (i) one (1) year from the date of such renewal and (ii) the Letter of Credit Expiration Date, unless otherwise extended pursuant to an LC Extension; provided that the Issuing Bank shall not permit any such renewal if (x) the Issuing Bank has determined that it would have no obligation at such time to issue such Letter of Credit in its renewed form under the terms hereof (by reason of the provisions of Section 2.18(m2.18(l) or otherwise), or (y) it has received notice on or before the day that is five (5) Business Days before the date which has been agreed upon pursuant to the proviso of the first sentence of this paragraph, from the Administrative Agent, any Lender or the Borrower that one or more of the applicable conditions specified in Section 4.02 are not then satisfied.

Expiration Date. (i) Each Letter of Credit shall expire at or prior to the close of business on the Business Day date specified therein; provided that no Issuing Bank shall be required to issue, amend, extend or renew any Letter of Credit if the expiration date of such Letter of Credit extends beyond the date that is five Business Days prior to any Latest Maturity Date applicable to the RC Facility Commitments of any Class unless (i) the aggregate amount of the LC Exposure attributable to Letters of Credit expiring after any earlier arising Latest Maturity Date does not exceed the aggregate amount of the RC Facility Commitments then in effect that are scheduled to remain in effect until any applicable later arising Latest Maturity Date, (ii) all RC Facility Lenders and such Issuing Bank have consented to such later maturity or (iii) the Borrower shall have caused such Letter of Credit to be (x) backstopped by a “back to back” letter of credit reasonably satisfactory to such Issuing Bank or (y) Cash Collateralized in accordance with Section 2.04(j), in each case, on or before the latest arising applicable Latest Maturity Date. No Issuing Bank shall be required to issue, amend, extend or renew any Letter of Credit if the expiration date which is not more than of such Letter of Credit extends beyond one (1) year after the date of the issuance of such Letter of Credit (orissuance, in the case of any amendment, extension or renewal or extension thereof, one (1) year after unless such renewal or extension) and (y) the Letter of Credit Expiration Date; provided, however, the Issuing Bank, in its sole discretion, may agree to extend such Letter of Credit beyond the Letter of Credit Expiration Date (the “LC Extension”) upon the Borrower either (i) providing the Issuing Bank funds equal to 103% of the LC Exposure with respect to such Letter of Credit for deposit in a cash collateral account which cash collateral account will be held by the Issuing Bank as a pledged cash collateral account and applied to reimbursement of all drafts submitted under such outstanding Letter of Credit or (ii) delivering to the Issuing Bank one or more letters of credit for the benefit of the Issuing Bank to backstop such outstanding Letter of Credit, issued by a bank reasonably acceptable to the Issuing Bank in its sole discretion, each in form and substance reasonably acceptable to the Issuing Bank in its sole discretion) unless the applicable Issuing Bank notifies the beneficiary thereof at least thirty (30) days (or such longer period as may be specified in such Letter of Credit) prior to the then applicable expiration date that such Letter of Credit will not be renewed. (ii) If the Borrower so requests in any LC Request for a Letter of Credit, the Issuing Bank may, in its sole and absolute discretion, agree to issue a Letter of Credit that has automatic renewal provisions (each, an “Auto-Renewal Letter of Credit”)otherwise agrees; provided that any such Auto-Renewal Letter of Credit must permit may provide for the Issuing Bank automatic extension thereof for any number of additional periods each of up to prevent any such renewal at least once one or two years in each twelve duration (12) month period (commencing with the date of issuance of such Letter of Credit) by giving prior notice pursuant to arrangements reasonably satisfactory to the beneficiary thereof not later than a day in each such twelve (12) month period to be agreed upon at the time such Letter of Credit is issued. Unless otherwise directed by the relevant Issuing Bank, the Borrower shall not be required to make a specific request to the Issuing Bank for any such renewal. Once an Auto-Renewal Letter of Credit has been issued, the Revolving Lenders shall be deemed to have authorized (but may not require) the Issuing Bank to permit the renewal of such Letter of Credit at any time to an expiry date not later than the earlier of (i) one (1) year from the date of such renewal and (ii) the Letter of Credit Expiration Date, unless otherwise extended pursuant to an LC Extension; provided that the Issuing Bank shall not permit any such renewal if (x) the Issuing Bank has determined that it would have no obligation at such time to issue such Letter of Credit in its renewed form under the terms hereof (by reason of the provisions of Section 2.18(m) or otherwise), or (y) it has received notice on or before the day that is five (5) Business Days before the date which has been agreed upon pursuant to the proviso of the first sentence of this paragraph, from the Administrative Agent, any Lender or the Borrower that one or more of the applicable conditions specified in Section 4.02 are not then satisfied.

Expiration Date. (ia) Each Standby Letter of Credit shall will expire at or prior to the close of business on the Business Day that is the earlier of (xi) the date which is not more than one year (1unless otherwise agreed upon by the Administrative Agent and the Issuing Bank in their sole discretion) year after the date of the issuance of such Standby Letter of Credit (or, in the case of any renewal extension of the expiration date thereof (whether automatic or extension thereofby amendment), one year (1unless otherwise agreed upon by the Administrative Agent and the Issuing Bank in their sole discretion) year after such renewal or extension) and (yii) the Letter of Credit Expiration Date; provided, however, the Issuing Bank, in its sole discretion, may agree to extend such Letter of Credit beyond the Letter of Credit Expiration Date (the “LC Extension”) upon the Borrower either (i) providing the Issuing Bank funds equal to 103% of the LC Exposure with respect to such Letter of Credit for deposit in a cash collateral account which cash collateral account will be held by the Issuing Bank as a pledged cash collateral account and applied to reimbursement of all drafts submitted under such outstanding Letter of Credit or (ii) delivering to the Issuing Bank one or more letters of credit for the benefit of the Issuing Bank to backstop such outstanding Letter of Credit, issued by a bank reasonably acceptable to the Issuing Bank in its sole discretion, each in form and substance reasonably acceptable to the Issuing Bank in its sole discretion) unless the applicable Issuing Bank notifies the beneficiary thereof at least thirty (30) days (or such longer period as may be specified in such Letter of Credit) date that is five Business Days prior to the then applicable expiration date that such Letter of Credit will not be renewed. (ii) If the Borrower so requests in any LC Request for a Letter of Credit, the Issuing Bank may, in its sole and absolute discretion, agree to issue a Letter of Credit that has automatic renewal provisions (each, an “Auto-Renewal Letter of Credit”)Maturity Date; provided that any such Auto-Renewal Standby Letter of Credit must permit with a one-year tenor may provide for the automatic extension thereof for additional one-year periods (which will in no event extend beyond the date referred to in the preceding clause (ii)) so long as such Standby Letter of Credit permits the Issuing Bank to prevent any such renewal extension at least once in each twelve (12) -month period (commencing with the date of issuance of such Standby Letter of Credit) by giving prior notice to the beneficiary thereof not later than within a day in each time period during such twelve (12) -month period to be agreed upon at the time such Standby Letter of Credit is issued. Unless otherwise directed by ; provided, further, that if the Issuing Bank and the Administrative Agent each consent in their sole discretion, the expiration date of any Standby Letter of Credit may extend beyond the date referred to in clause (ii) above if cash collateralized or backstopped pursuant to arrangements reasonably acceptable to the relevant Issuing Bank; and, provided, further, that (A) if any such Standby Letter of Credit is issued after the date that is 30 days prior to the Maturity Date, the Borrower will, upon the request of the applicable Issuing Bank, provide cash collateral pursuant to documentation reasonably satisfactory to the Borrower shall not be required Administrative Agent and the relevant Issuing Bank in an amount equal to make a specific request 103% of the face amount of each such Standby Letter of Credit on or prior to such date of issuance (or such later date as the Administrative Agent and the Issuing Bank for may agree) and (B) each Revolving Lender’s participation in any such renewal. Once an Auto-Renewal undrawn Letter of Credit has been issued, that is outstanding on the Revolving Lenders shall be deemed to have authorized Maturity Date will terminate on the Maturity Date. (but may not requireb) the Issuing Bank to permit the renewal of such Each Trade Letter of Credit at any time to an expiry date not later than will expire on the earlier of (iA) one 180 days after such Trade Letter of Credit’s date of issuance or (1B) year from the date of such renewal and (ii) the Letter of Credit Expiration Date, unless otherwise extended pursuant to an LC Extension; provided that the Issuing Bank shall not permit any such renewal if (x) the Issuing Bank has determined that it would have no obligation at such time to issue such Letter of Credit in its renewed form under the terms hereof (by reason of the provisions of Section 2.18(m) or otherwise), or (y) it has received notice on or before the day that is five (5) Business Days before the date which has been agreed upon pursuant prior to the proviso of the first sentence of this paragraph, from the Administrative Agent, any Lender or the Borrower that one or more of the applicable conditions specified in Section 4.02 are not then satisfiedMaturity Date.

Expiration Date. (iA) Each Letter of Credit shall expire at or prior to the close of business on the Business Day that is the earlier of (i) in the case of a Standby Letter of Credit, (x) the date which is not more than one (1) year after the date of the issuance of such Standby Letter of Credit (or, in the case of any renewal or extension thereof, one (1) year after such renewal or extension) and (y) five (5) Business Days prior to the Letter of Credit Expiration Date and (ii) in the case of a Commercial Letter of Credit, (x) the date that is 180 days after the date of issuance of such Commercial Letter of Credit (or, in the case of any extension thereof, 180 days after such extension) and (y) the Letter of Credit Expiration Date; provided, however, the Issuing Bank, in its sole discretion, may agree to extend such Letter of Credit beyond the Letter of Credit Expiration Date such date (the “LC Extension”) upon the Borrower either (i) providing the Issuing Bank funds equal to 103% of the LC Exposure with respect to Cash Collateralizing such Letter of Credit for deposit in a cash collateral account which cash collateral account will be held by the Issuing Bank as a pledged cash collateral account and applied to reimbursement of all drafts submitted under such outstanding Letter of Credit or (ii) delivering to the Issuing Bank one or more letters of credit for the benefit of the Issuing Bank to backstop backstopping such outstanding Letter of Credit, issued by a bank reasonably acceptable to the Issuing Bank in its sole discretion, each in form and substance reasonably acceptable to the Issuing Bank in its sole discretion) case unless the applicable Issuing Bank notifies the beneficiary thereof at least thirty (30) days (or such longer period as may be specified in such Letter of Credit) prior to the then applicable expiration date that such Letter of Credit will not be renewedextended. (iiB) If the Borrower so requests request in any LC Request for a Letter of CreditRequest, the Issuing Bank may, in its sole and absolute discretion, agree to issue a Letter of Credit that has automatic renewal extension provisions (each, an “Auto-Renewal Extension Letter of Credit”); provided that any such Auto-Renewal Extension Letter of Credit must permit the Issuing Bank to prevent any such renewal extension at least once in each twelve (12) 12 month period (commencing with the date of issuance of such Letter of Credit) by giving prior notice to the beneficiary thereof not later than a day in each such twelve (12) 12 month period to be agreed upon at the time such Letter of Credit is issued. Unless otherwise directed by the Issuing BankBank in such Auto-Extension Letter of Credit, the Borrower shall not be required to make a specific request to the Issuing Bank for any such renewalextension. Once an Auto-Renewal Extension Letter of Credit has been issued, the Revolving Lenders shall be deemed to have authorized (but may not require) the Issuing Bank to permit the renewal extension of such Letter of Credit at any time to an expiry date not later than the earlier of (i) one (1) year from the date of such renewal extension and (ii) the Letter of Credit Expiration Date, unless otherwise extended pursuant to an the LC Extension; provided that the Issuing Bank shall not permit any such renewal extension if (x) the Issuing Bank has determined that it would have no obligation at such time to issue such Letter of Credit in its renewed extended form under the terms hereof (by reason of the provisions of Section 2.18(m2.01(f)(xiii) or otherwise), or (y) it has received notice on or before the day that is five two (52) Business Days before the date which has been agreed upon pursuant to the proviso of to the first sentence of this paragraph, (1) from the Administrative Revolving Agent that any Revolving Lender directly affected thereby has elected not to permit such extension or (2) from the Revolving Agent, any Lender or, if no Default or Event of Default has occurred and is continuing, the Borrower that one or more of the applicable conditions specified in Section 4.02 6.02 are not then satisfied.

Expiration Date. (i) Each Letter of Credit shall expire (or be subject to termination by notice from the Issuing Bank that issued such Letter of Credit to the beneficiary thereof) at or prior to the close of business on the Business Day that is the earlier of (xi) the date which is not more than one (1) year after the date of the issuance of such Letter of Credit (or, in the case of any renewal or extension thereof, one (1) year after such renewal or extension) and (yii) the Letter of Credit Expiration Date; provided, however, the Issuing Bank, in its sole discretion, may agree to extend such Letter of Credit beyond the Letter of Credit Expiration Date (the “LC Extension”) upon the Borrower either (i) providing the Issuing Bank funds equal to 103% of the LC Exposure with respect to such Letter of Credit for deposit in a cash collateral account which cash collateral account will be held by the Issuing Bank as a pledged cash collateral account and applied to reimbursement of all drafts submitted under such outstanding Letter of Credit or (ii) delivering to the Issuing Bank one or more letters of credit for the benefit of the Issuing Bank to backstop such outstanding Letter of Credit, issued by a bank reasonably acceptable to the Issuing Bank in its sole discretion, each in form and substance reasonably acceptable to the Issuing Bank in its sole discretion) unless the applicable Issuing Bank notifies the beneficiary thereof at least date that is thirty (30) days (or such longer period as may be specified in such Letter of Credit) prior to the then applicable expiration date that Maturity Date of the Revolving Facility (unless fully cash collateralized in a manner satisfactory to the Administrative Agent in compliance with the terms and conditions of Section 2.05(j) and such Letter of Credit will not be renewed. (ii) If the Borrower so requests in any LC Request for a Letter of Credit, the Issuing Bank may, in its sole and absolute discretion, agree not less than thirty (30) days prior to issue a Letter the then-current Maturity Date of Credit that has automatic renewal provisions (each, an “Auto-Renewal Letter of Credit”the Revolving Facility); provided that any such Auto-Renewal Letter of Credit must permit with a one (1)-year term may provide for the automatic renewal thereof for additional one (1)-year periods (which shall in no event extend beyond the date referred to in clause (ii) above) so long as such Letter of Credit permits such Issuing Bank to prevent any such renewal extension at least once in each twelve (12) month 12)-month period (commencing with the date of issuance of such Letter of Credit) by giving prior notice of non-renewal to the beneficiary thereof not later than a day in each such twelve thirty (1230) month period days prior to be agreed upon at the time then-applicable expiration date of such Letter of Credit is issued. Unless otherwise directed by (the Issuing Bank, the Borrower shall not be required to make a specific request to the Issuing Bank for any such renewal“Non-Extension Notice Date”). Once an Auto-Renewal automatic renewal Letter of Credit has been issued, the other Revolving Lenders shall be deemed to have authorized (but may not require) the Issuing Bank that issued such Letter of Credit to permit the renewal extension of such Letter of Credit at any time to an expiry date not later than the earlier of (i) one (1) year from the date of such renewal and referred to in clause (ii) the Letter of Credit Expiration Date, unless otherwise extended pursuant to an LC Extensionabove; provided that the such Issuing Bank shall not permit any such renewal extension if (x) the Issuing Bank has determined that it would have no obligation at such time to issue such Letter of Credit in its renewed form under the terms hereof (by reason of the provisions of Section 2.18(m) or otherwise), or (y) it has received written notice on or before the day that is five (5) Business Days before the date which has been agreed upon pursuant to the proviso of the first sentence of this paragraph, Non-Extension Notice Date from the Administrative Agent, any Lender or the Borrower Administrative Agent that one a Default or more Event of Default has occurred and is continuing directing the applicable conditions specified in Section 4.02 are Issuing Bank not then satisfiedto permit such extension.

Expiration Date. (i) Each Letter of Credit shall expire at or prior to the close of business on the Business Day that is the earlier of (xi) the date which is not more than one (1) year after the date of the issuance of such Letter of Credit (or, in the case of any renewal or extension thereof, one (1) year after such renewal or extension) and (yii) the date that is five Business Days prior to the Revolving Maturity Date; provided that any Letter of Credit Expiration Date; provided, however, may contain customary automatic renewal provisions agreed upon by the Borrower and the applicable Issuing Bank, in its sole discretion, may agree Bank pursuant to extend which the expiration date of such Letter of Credit beyond shall automatically be extended for a period of up to 12 months (but not to a date later than the Letter of Credit Expiration Date (the “LC Extension”) upon the Borrower either (i) providing the Issuing Bank funds equal to 103% of the LC Exposure with respect to such Letter of Credit for deposit date set forth in a cash collateral account which cash collateral account will be held by the Issuing Bank as a pledged cash collateral account and applied to reimbursement of all drafts submitted under such outstanding Letter of Credit or clause (ii) delivering above), subject to a right on the Issuing Bank one or more letters part of credit for the benefit of the Issuing Bank to backstop such outstanding Letter of Credit, issued by a bank reasonably acceptable to the Issuing Bank in its sole discretion, each in form and substance reasonably acceptable to the Issuing Bank in its sole discretion) unless the applicable Issuing Bank notifies the beneficiary thereof at least thirty (30) days (or such longer period as may be specified in such Letter of Credit) prior to the then applicable expiration date that such Letter of Credit will not be renewed. (ii) If the Borrower so requests in any LC Request for a Letter of Credit, the Issuing Bank may, in its sole and absolute discretion, agree to issue a Letter of Credit that has automatic renewal provisions (each, an “Auto-Renewal Letter of Credit”); provided that any such Auto-Renewal Letter of Credit must permit the Issuing Bank to prevent any such renewal from occurring by giving notice to the beneficiary in advance of any such renewal; and provided further that if there exist any Incremental Revolving Commitments having a maturity date later than the Revolving Maturity Date (the “Subsequent Maturity Date”), then, so long as the aggregate LC Exposure in respect of Letters of Credit expiring after the Revolving Maturity will not exceed the lesser of $25,000,000 and the aggregate amount of such Incremental Revolving Commitments, the Borrower may request the issuance of a Letter of Credit that shall expire at least once in each twelve or prior to the close of business on the earlier of (12A) month period (commencing with the date one year after the date of the issuance of such Letter of CreditCredit (or, in the case of any renewal or extension thereof, one year after such renewal or extension) by giving and (B) the date that is five Business Days prior notice to the beneficiary thereof not later than a day in each such twelve (12) month period to be agreed upon at Subsequent Maturity Date. Notwithstanding the time such foregoing, any Letter of Credit is issued. Unless otherwise directed by issued hereunder may, in the sole discretion of the applicable Issuing Bank, expire after the fifth Business Day prior to the Maturity Date (or the Subsequent Maturity Date) but on or before the date that is 90 days after the Maturity Date (or the Subsequent Maturity Date), provided that the Borrower hereby agrees that it shall not provide cash collateral in an amount equal to 102% (or such other percentage as may be required to make a specific request agreed with the applicable Issuing Bank) of the LC Exposure in respect of any such outstanding Letter of Credit to the applicable Issuing Bank at least five Business Days prior to the Maturity Date (or Subsequent Maturity Date, if applicable), which such amount shall be (A) deposited by the Borrower in an account with and in the name of such Issuing Bank and (B) held by such Issuing Bank for any such renewal. Once an Auto-Renewal Letter the satisfaction of Credit has been issued, the Revolving Lenders shall be deemed to have authorized (but may not require) the Issuing Bank to permit the renewal Borrower’s reimbursement obligations in respect of such Letter of Credit at any time to an expiry date not later than until the earlier of (i) one (1) year from the date expiration of such renewal and (ii) the Letter of Credit. Any Letter of Credit Expiration issued with an expiration date beyond the fifth Business Day prior to the Maturity Date (or the Subsequent Maturity Date, unless otherwise extended as applicable) shall, to the extent of any undrawn amount remaining thereunder on the Maturity Date (or the Subsequent Maturity Date, if applicable), cease to be a “Letter of Credit” outstanding under this Agreement for purposes of the Revolving Lenders’ obligations to participate in Letters of Credit pursuant to an LC Extension; provided that the Issuing Bank shall not permit any such renewal if paragraph (xd) the Issuing Bank has determined that it would have no obligation at such time to issue such Letter of Credit in its renewed form under the terms hereof (by reason of the provisions of Section 2.18(m) or otherwise), or (y) it has received notice on or before the day that is five (5) Business Days before the date which has been agreed upon pursuant to the proviso of the first sentence of this paragraph, from the Administrative Agent, any Lender or the Borrower that one or more of the applicable conditions specified in Section 4.02 are not then satisfiedbelow.

Expiration Date. (i) Each Letter of Credit shall expire at or prior to the close of business on the Business Day that is the earlier of (i) in the case of a Standby Letter of Credit, (x) the date which is not more than one (1) year after the date of the issuance of such Standby Letter of Credit (or, in the case of any renewal or extension thereof, one (1) year after such renewal or extension) and (y) the Letter of Credit Expiration Date; providedDate and (ii) in the case of a Commercial Letter of Credit, however, (x) the Issuing Bank, in its sole discretion, may agree to extend date that is 360 days after the date of issuance of such Commercial Letter of Credit beyond (or, in the case of any renewal or extension thereof, 360 days after such renewal or extension) and (y) the Letter of Credit Expiration Date (the “LC Extension”) upon the Borrower either (i) providing the Issuing Bank funds equal to 103% of the LC Exposure with respect to such Letter of Credit for deposit in a cash collateral account which cash collateral account will be held by the Issuing Bank as a pledged cash collateral account and applied to reimbursement of all drafts submitted under such outstanding Letter of Credit or (ii) delivering to the Issuing Bank one or more letters of credit for the benefit of the Issuing Bank to backstop such outstanding Letter of Credit, issued by a bank reasonably acceptable to the Issuing Bank in its sole discretion, each in form and substance reasonably acceptable to the Issuing Bank in its sole discretion) unless the applicable Issuing Bank notifies the beneficiary thereof at least thirty (30) days (or such longer period as may be specified in such Letter of Credit) prior to the then applicable expiration date that such Letter of Credit will not be renewedDate. (ii) If the Borrower so requests in any LC Request for a Letter of CreditCredit Request, the Issuing Bank may, in its sole and absolute discretion, agree to issue a Letter of Credit that has automatic renewal provisions (each, an “Auto-Renewal Letter of Credit”); provided that any such Auto-Renewal Letter of Credit must permit the Issuing Bank to prevent any such renewal at least once in each twelve (12) twelve-month period (commencing with the date of issuance of such Letter of Credit) by giving prior notice to the beneficiary thereof not later than a day in each such twelve (12) twelve-month period to be agreed upon at the time such Letter of Credit is issued. Unless otherwise directed by the Issuing Bank, the Borrower shall not be required to make a specific request to the Issuing Bank for any such renewal. Once an Auto-Renewal Letter of Credit has been issued, the Revolving Lenders shall be deemed to have authorized (but may not require) the Issuing Bank to permit the renewal of such Letter of Credit at any time to an expiry date not later than the earlier of (i) one (1) year from the date of such renewal and (ii) the Letter of Credit Expiration Date, unless otherwise extended pursuant to an LC Extension; provided that the Issuing Bank shall not permit any such renewal if (x) the Issuing Bank has determined that it would have no obligation at such time to issue such Letter of Credit in its renewed form under the terms hereof (by reason of the provisions of Section 2.18(m2.18(l) or otherwise), or (y) it has received notice on or before the day that is five (5) two Business Days before the date which has been agreed upon pursuant to the proviso of the first sentence of this paragraph, (1) from the Administrative Agent that any Revolving Lender directly affected thereby has elected not to permit such renewal or (2) from the Administrative Agent, any Lender or the Borrower that one or more of the applicable conditions specified in Section 4.02 are not then satisfied.

Expiration Date. (i) Each Letter of Credit shall expire at or prior to the close of business on the Business Day that is the earlier of (xi) the date which is not more than one (1) year after the date of the issuance of such Letter of Credit (or, in the case of any renewal or extension thereof, one (1) year after such renewal or extension) and (yii) the Letter of Credit Expiration date that is five Business Days prior to the Maturity Date; provided, however, that a Letter of Credit may, upon the Issuing Bank, in its sole discretion, may agree to extend request of the Borrower that shall have requested such Letter of Credit beyond the Letter of Credit Expiration Date (the a “LC ExtensionRequesting Borrower”) upon the Borrower either (i) providing the Issuing Bank funds equal to 103% of the LC Exposure with respect to ), include a provision whereby such Letter of Credit shall be renewed automatically for deposit in a cash collateral account which cash collateral account will be held by additional consecutive periods of one year or less (but not beyond the Issuing Bank as a pledged cash collateral account and applied to reimbursement of all drafts submitted under such outstanding Letter of Credit or (ii) delivering date that is five Business Days prior to the Issuing Bank one or more letters of credit for the benefit of the Issuing Bank to backstop such outstanding Letter of Credit, issued by a bank reasonably acceptable to the Issuing Bank in its sole discretion, each in form and substance reasonably acceptable to the Issuing Bank in its sole discretionMaturity Date) unless the applicable Issuing Bank notifies the beneficiary thereof at least thirty (30) 30 days (or such longer period as may be specified in such Letter of Credit) prior to the then then-applicable expiration date that such Letter of Credit will not be renewed. (ii) If . Notwithstanding the Borrower so requests in foregoing, any LC Request for a Letter of Credit, the Issuing Bank Credit issued hereunder may, in its the sole and absolute discretiondiscretion of the applicable Issuing Bank, agree expire after the fifth Business Day prior to issue a the Maturity Date but on or before the date that is 90 days after the Maturity Date, provided that each Borrower hereby agrees that the applicable Borrower shall provide cash collateral in an amount equal to 102% of the LC Exposure in respect of any such outstanding Letter of Credit that has automatic renewal provisions to the applicable Issuing Bank at least 30 days prior to the Maturity Date, which such amount shall be (each, A) deposited by the applicable Borrower in an “Auto-Renewal Letter account with and in the name of Credit”); provided that any such Auto-Renewal Issuing Bank and (B) held by such Issuing Bank for the satisfaction of such Borrower’s reimbursement obligations in respect of such Letter of Credit must permit until the Issuing Bank to prevent any such renewal at least once in each twelve (12) month period (commencing with the date of issuance expiration of such Letter of Credit) by giving prior notice to the beneficiary thereof not later than a day in each such twelve (12) month period to be agreed upon at the time such . Any Letter of Credit is issued. Unless otherwise directed by issued with an expiration date beyond the Issuing Bank, the Borrower shall not be required to make a specific request fifth Business Day prior to the Issuing Bank for Maturity Date shall, to the extent of any such renewal. Once an Auto-Renewal undrawn amount remaining thereunder on the Maturity Date, cease to be a “Letter of Credit has been issued, Credit” outstanding under this Agreement for purposes of the Revolving Lenders shall be deemed Lenders’ obligations to have authorized (but may not require) the Issuing Bank to permit the renewal of such Letter participate in Letters of Credit at any time to an expiry date not later than the earlier of (i) one (1) year from the date of such renewal and (ii) the Letter of Credit Expiration Date, unless otherwise extended pursuant to an LC Extension; provided that the Issuing Bank shall not permit any such renewal if clause (xd) the Issuing Bank has determined that it would have no obligation at such time to issue such Letter of Credit in its renewed form under the terms hereof (by reason of the provisions of Section 2.18(m) or otherwise), or (y) it has received notice on or before the day that is five (5) Business Days before the date which has been agreed upon pursuant to the proviso of the first sentence of this paragraph, from the Administrative Agent, any Lender or the Borrower that one or more of the applicable conditions specified in Section 4.02 are not then satisfiedbelow.

Expiration Date. (i) Each Letter of Credit shall expire at the close of business on the Business Day that is the earlier of (x) the date which is not more than one (1) year after the date of the issuance of such Letter of Credit (orand the date that is five Business Days prior to the Revolving Credit Maturity Date, in the case of any renewal or extension thereof, one (1) year after unless such renewal or extension) and (y) the Letter of Credit Expiration Dateexpires by its terms on an earlier date; provided, however, that a Letter of Credit may, upon the Issuing Bankrequest of the U.S. Borrower, in its sole discretion, may agree to extend include a provision whereby such Letter of Credit shall be renewed automatically for additional consecutive periods of 12 months or less (but not beyond the Letter of Credit Expiration Date (the “LC Extension”) upon the Borrower either (i) providing the Issuing Bank funds equal to 103% of the LC Exposure with respect to such Letter of Credit for deposit in a cash collateral account which cash collateral account will be held by the Issuing Bank as a pledged cash collateral account and applied to reimbursement of all drafts submitted under such outstanding Letter of Credit or (ii) delivering date that is five Business Days prior to the Issuing Bank one or more letters of credit for the benefit of the Issuing Bank to backstop such outstanding Letter of Credit, issued by a bank reasonably acceptable to the Issuing Bank in its sole discretion, each in form and substance reasonably acceptable to the Issuing Bank in its sole discretionRevolving Credit Maturity Date) unless the applicable Issuing Bank notifies the beneficiary thereof at least thirty (30) 30 days (or such longer period as may be specified in such Letter of Credit) prior to the then then-applicable expiration date that such Letter of Credit will not be renewed. (ii) If the Borrower so requests in ; provided, further, that any LC Request for a Letter of Credit, the Issuing Bank may, in its sole and absolute discretion, agree to issue a such Letter of Credit that has automatic renewal provisions (each, an “Auto-Renewal Letter of Credit”); provided that any such Auto-Renewal Letter of may expire after the Revolving Credit must permit Maturity Date so long as it is a condition to the Issuing Bank to prevent any such renewal at least once in each twelve (12) month period (commencing with the date of issuance of such Letter of Credit) by giving Credit that the U.S. Borrower, at least 10 days prior notice to the beneficiary thereof not later than a day in each such twelve Revolving Credit Maturity Date, collateralizes (12by means of cash or letters of credit) month period to be agreed upon at the time such Letter of Credit is issued. Unless otherwise directed by the Issuing Bank, the Borrower shall not be required to make a specific request on terms reasonably acceptable to the Issuing Bank for any and, in such renewal. Once an Auto-Renewal Letter of Credit has been issuedevent, the Revolving Lenders shall be deemed to have authorized (but may not require) acceptance by the Issuing Bank to permit the renewal of collateral in respect of such Letter of Credit at any time will relieve each Revolving Credit Lender of its obligation to an expiry date not later than the earlier of (i) one (1) year from the date of such renewal and (ii) the Letter of Credit Expiration Date, unless otherwise extended pursuant to an LC Extension; provided that the Issuing Bank shall not permit any such renewal if (x) the Issuing Bank has determined that it would have no obligation at such time to issue participate in such Letter of Credit in its renewed form under after the terms hereof (by reason termination of the provisions of Section 2.18(m) or otherwise), or (y) it has received notice on or before the day that is five (5) Business Days before the date which has been agreed upon pursuant to the proviso of the first sentence of Revolving Credit Commitments in accordance with this paragraph, from the Administrative Agent, any Lender or the Borrower that one or more of the applicable conditions specified in Section 4.02 are not then satisfiedAgreement.

Expiration Date. (i) Each Subject to Section 2.05(c)(ii) below, each Letter of Credit shall expire (or be subject to termination by notice from the relevant Issuing Bank to the beneficiary thereof) at or prior to the close of business on the Business Day that is the earlier of (xi) the date which is not more than one (1) year after the date of the issuance of such Letter of Credit (or, in the case of any renewal or extension thereof, one (1) year after such renewal or extension) and (yii) the Letter of Credit Expiration Date; provided, however, the Issuing Bank, in its sole discretion, may agree to extend such Letter of Credit beyond the Letter of Credit Expiration Date (the “LC Extension”) upon the Borrower either (i) providing the Issuing Bank funds equal to 103% of the LC Exposure with respect to such Letter of Credit for deposit in a cash collateral account which cash collateral account will be held by the Issuing Bank as a pledged cash collateral account and applied to reimbursement of all drafts submitted under such outstanding Letter of Credit or (ii) delivering to the Issuing Bank one or more letters of credit for the benefit of the Issuing Bank to backstop such outstanding Letter of Credit, issued by a bank reasonably acceptable to the Issuing Bank in its sole discretion, each in form and substance reasonably acceptable to the Issuing Bank in its sole discretion) unless the applicable Issuing Bank notifies the beneficiary thereof at least thirty (30) days (or such longer period as may be specified in such Letter of Credit) date that is five Business Days prior to the then applicable expiration date that such Letter of Credit will not be renewedMulti-Year Facility Maturity Date. (ii) If the Borrower so requests in any LC Request for a Letter applicable letter of Creditcredit application, the an Issuing Bank may, in its sole and absolute discretion, agree to issue a Letter of Credit that has automatic renewal extension provisions (each, an “Auto-Renewal Extension Letter of Credit”); provided that any such Auto-Renewal Extension Letter of Credit must permit the Issuing Bank to prevent any such renewal extension at least once in each twelve (12) twelve-month period (commencing with the date of issuance of such Letter of Credit) by giving prior notice to the beneficiary thereof not later than a day (the “Non-Extension Notice Date”) in each such twelve (12) twelve-month period to be agreed upon at the time such Letter of Credit is issued. Unless otherwise directed by the Issuing Bank, the Borrower shall not be required to make a specific request to the Issuing Bank for any such renewalextension. Once an Auto-Renewal Extension Letter of Credit has been issued, the Revolving Lenders shall be deemed to have authorized (but may not require) the Issuing Bank to permit the renewal extension of such Letter of Credit at any time to an expiry date not later than the earlier of date that is five (i5) one (1) year from Business Days prior to the date of such renewal and (ii) the Letter of Credit Expiration Multi-Year Facility Maturity Date; provided, unless otherwise extended pursuant to an LC Extension; provided however, that the Issuing Bank shall not permit any such renewal extension if (xA) the Issuing Bank has determined that it would not be permitted, or would have no obligation obligation, at such time to issue such Letter of Credit in its renewed revised form (as extended) under the terms hereof (by reason of the provisions of Section 2.18(m) or otherwise)hereof, or (yB) it has received notice (which may be by telephone or in writing) on or before the day that is five seven (57) Business Days before the date which has been agreed upon pursuant Non-Extension Notice Date (1) from the Administrative Agent that the Required Lenders have elected not to the proviso of the first sentence of this paragraph, permit such extension or (2) from the Administrative Agent, any Lender or the Borrower that one or more of the applicable conditions specified in Section 4.02 are is not then satisfied, and in each such case directing the Issuing Bank not to permit such extension.

Expiration Date. (i) Each Letter of Credit shall expire at or prior to the close of business on the Business Day that is the earlier of (xi) the date which that is not more than one year (1or fifteen (15) year months if the beneficiary of such Letter of Credit is the Texas Railroad Commission) after the date of the issuance of such Letter of Credit (or, in the case of any renewal or extension thereof, one year (1or fifteen (15) year months if the beneficiary of such Letter of Credit is the Texas Railroad Commission) after such renewal or extension) and (yii) the Letter of Credit Expiration Date; provided, however, the Issuing Bank, in its sole discretion, may agree to extend such Letter of Credit beyond the Letter of Credit Expiration Date date that is five (the “LC Extension”5) upon the Borrower either (i) providing the Issuing Bank funds equal to 103% of the LC Exposure with respect to such Letter of Credit for deposit in a cash collateral account which cash collateral account will be held by the Issuing Bank as a pledged cash collateral account and applied to reimbursement of all drafts submitted under such outstanding Letter of Credit or (ii) delivering to the Issuing Bank one or more letters of credit for the benefit of the Issuing Bank to backstop such outstanding Letter of Credit, issued by a bank reasonably acceptable to the Issuing Bank in its sole discretion, each in form and substance reasonably acceptable to the Issuing Bank in its sole discretion) unless the applicable Issuing Bank notifies the beneficiary thereof at least thirty (30) days (or such longer period as may be specified in such Letter of Credit) Business Days prior to the then applicable expiration date that such Letter of Credit will not be renewed. (ii) Maturity Date. If the Borrower so requests in any LC Request for a Letter of Credit, the applicable notice given pursuant to Section 2.08(b) and an Issuing Bank mayagrees to do so, in its sole and absolute discretion, agree to such Issuing Bank may issue a Letter of Credit that has automatic renewal provisions (eachprovisions; provided, an “Auto-Renewal Letter of Credit”); provided however, that any such Auto-Renewal Letter of Credit that has automatic renewal provisions must permit the such Issuing Bank to prevent any such renewal at least once in each twelve twelve-month period (12or fifteen (15) month period if the beneficiary of such Letter of Credit is the Texas Railroad Commission) (commencing with the date of issuance of such Letter of Credit) by giving prior notice to the beneficiary thereof not later than a day in each such twelve twelve-month (12or fifteen month) month period to be agreed upon by the Borrower and such Issuing Bank at the time such Letter of Credit is issued. Unless otherwise directed by the Issuing Bank, the Borrower shall not be required to make a specific request to the Issuing Bank for issued and any such renewal. Once an Auto-Renewal Letter of Credit may not have an expiration date later than the date that is five (5) Business Days prior to the Maturity Date (except to the extent cash collateralized or backstopped on or prior to the Maturity Date pursuant to arrangements reasonably acceptable to the applicable Issuing Bank). Once any such Letter of Credit that has automatic renewal provisions has been issued, the Revolving Lenders shall be deemed to have authorized (but may not require) the such Issuing Bank to permit the renewal of such Letter of Credit at any time to an expiry date not later than thirty (30) days prior to the earlier of Maturity Date; provided, further, that (i) one (1) year from the date of such renewal and (ii) the Letter of Credit Expiration Date, unless otherwise extended pursuant to an LC Extension; provided that the Issuing Bank shall not be obligated to permit any such renewal if (x) the such Issuing Bank has determined that it would have no obligation at such time to issue such Letter of Credit in its renewed form under the terms hereof (by reason of the provisions of Section 2.18(m) or otherwise)hereof, or (yii) such Issuing Bank shall not permit any such renewal if it has received notice (on or before the day that is five two (52) Business Days before the date which has been agreed upon pursuant that such Issuing Bank is permitted to the proviso send a notice of the first sentence of this paragraph, non-renewal from the Administrative Agent, any Lender or the Borrower that one or more of the applicable conditions specified in Section 4.02 are 6.02 is not then satisfied.

Expiration Date. (i) Each Letter of Credit shall expire (or be subject to termination by notice from the Issuing Bank to the beneficiary thereof) at or prior to the close of business on the Business Day that is the earlier of (xi) the date which is not more than one (1) year after the date of the issuance of such Letter of Credit (or, in the case of any renewal or extension thereof, one (1) year after such renewal or extension) and (yii) the date that is five Business Days prior to the Revolving Maturity Date; provided that any Letter of Credit Expiration Date; provided, however, with a one-year term may provide for the Issuing Bank, automatic renewal thereof for additional one-year periods (which shall in its sole discretion, may agree no event extend beyond the date referred to extend in clause (ii) above) so long as such Letter of Credit beyond the Letter of Credit Expiration Date (the “LC Extension”) upon the Borrower either (i) providing the Issuing Bank funds equal to 103% of the LC Exposure with respect to such Letter of Credit for deposit in a cash collateral account which cash collateral account will be held by the Issuing Bank as a pledged cash collateral account and applied to reimbursement of all drafts submitted under such outstanding Letter of Credit or (ii) delivering to the Issuing Bank one or more letters of credit for the benefit of the Issuing Bank to backstop such outstanding Letter of Credit, issued by a bank reasonably acceptable to the Issuing Bank in its sole discretion, each in form and substance reasonably acceptable to the Issuing Bank in its sole discretion) unless the applicable Issuing Bank notifies the beneficiary thereof at least thirty (30) days (or such longer period as may be specified in such Letter of Credit) prior to the then applicable expiration date that such Letter of Credit will not be renewed. (ii) If the Borrower so requests in any LC Request for a Letter of Credit, the Issuing Bank may, in its sole and absolute discretion, agree to issue a Letter of Credit that has automatic renewal provisions (each, an “Auto-Renewal Letter of Credit”); provided that any such Auto-Renewal Letter of Credit must permit permits the Issuing Bank to prevent any such renewal extension at least once in each twelve (12) twelve-month period (commencing with the date of issuance of such Letter of Credit) by giving prior notice to the beneficiary thereof not later than a day (the “Non-Extension Notice Date”) in each such twelve (12) twelve-month period to be agreed upon at the time such Letter of Credit is issued. Unless otherwise directed by the Issuing Bank, the Borrower shall not be required to make a specific request to the Issuing Bank for any such renewal. Once an Auto-Renewal automatic renewal Letter of Credit has been issued, the Revolving Lenders shall be deemed to have authorized (but may not require) the Issuing Bank to permit the renewal extension of such Letter of Credit at any time to an expiry date not later than the earlier of (i) one (1) year from the date of such renewal and referred to in clause (ii) the Letter of Credit Expiration Dateabove; provided, unless otherwise extended pursuant to an LC Extension; provided however, that the Issuing Bank shall not permit any such renewal extension if (x) the Issuing Bank has determined that it would have no obligation at such time to issue such Letter of Credit in its renewed form under the terms hereof (by reason of the provisions of Section 2.18(m) or otherwise), or (y) it has received written notice on or before the day that is five (5) seven Business Days before the date which has been agreed upon pursuant to the proviso of the first sentence of this paragraph, Non-Extension Notice Date from the Administrative Agent, any Lender or the Administrative Agent that a Default or Event of Default has occurred and is continuing directing the Issuing Bank not to permit such extension. Notwithstanding the foregoing, a Letter of Credit may have an expiration date that is not more than twelve (12) months after the Revolving Maturity Date so long as (x) the Borrower that one shall provide cash collateral to the Administrative Agent pursuant to and in accordance with Section 2.06(j) on or more prior to sixty (60) days before the Revolving Maturity Date in an amount equal to 102% of the applicable conditions specified LC Exposure with respect to all such Letters of Credit with expiry dates after the Revolving Maturity Date, (y) the obligations of the Borrower under this Section 2.06 in Section 4.02 are not then satisfiedrespect of such Letters of Credit shall survive the Revolving Maturity Date and shall remain in effect until no such Letters of Credit remain outstanding and (z) each Lender shall remain obligated hereunder, to the extent any such cash collateral, the application thereof or reimbursement in respect thereof is required to be returned to the Borrower by the Administrative Agent after the Revolving Maturity Date until no such Letters of Credit remain outstanding.

Expiration Date. (i) Each Letter of Credit shall expire at or prior to the close of business on the Business Day that is the earlier of (xi) the date which that is not more than one (1) year after the date of the issuance of such Letter of Credit (or, in the case of any renewal or extension thereof, one (1) year after such renewal or extension) and (y) the Letter of Credit Expiration Date; provided, however, or such other date as reasonably agreed to by the Issuing Bank; provided that such date is not beyond the LC Expiration Date, in its sole discretion, may agree to extend unless the applicable Issuing Bank agrees and such Letter of Credit beyond the Letter of Credit Expiration Date has been cash collateralized or backstopped (the “LC Extension”) upon or the Borrower either has entered into separate undertakings to deliver cash collateral or a backstop letter of credit) in a manner acceptable to the applicable Issuing Bank) and (iii) providing the Issuing Bank funds equal to 103% of the LC Exposure with respect to Expiration Date; provided that if such expiry date is not a Business Day, such Letter of Credit for deposit in a cash collateral account which cash collateral account will be held by shall expire at or prior to the Issuing Bank as a pledged cash collateral account and applied to reimbursement close of all drafts submitted under such outstanding business on the next succeeding Business Day; provided, further, that any Letter of Credit may, upon the request of the Borrower, include a provision whereby such Letter of Credit shall be renewed automatically for additional consecutive periods of one year or less (ii) delivering to but not beyond the LC Expiration Date, unless the applicable Issuing Bank one or more letters of credit for the benefit of the Issuing Bank to backstop agrees and such outstanding Letter of Credit, issued by Credit has been cash collateralized or backstopped (or the Borrower has entered into separate undertakings to deliver cash collateral or a bank reasonably backstop letter of credit) in a manner acceptable to the applicable Issuing Bank in its sole discretion, each in form and substance reasonably acceptable to the Issuing Bank in its sole discretionBank) unless the applicable Issuing Bank notifies the beneficiary thereof at least thirty (30) days (or such longer within the time period as may be specified in such Letter of Credit) Credit or, if no such time period is specified, at least 30 days prior to the then then-applicable expiration date date, that such Letter of Credit will not be renewed. (ii) If the Borrower so requests in any LC Request for a Letter of Credit, the Issuing Bank may, in its sole and absolute discretion, agree to issue a Letter of Credit that has automatic renewal provisions (each, an “Auto-Renewal Letter of Credit”); provided that any such Auto-Renewal Letter of Credit must permit the Issuing Bank to prevent any such renewal at least once in each twelve (12) month period (commencing with the date of issuance of such Letter of Credit) by giving prior notice to the beneficiary thereof not later than a day in each such twelve (12) month period to be agreed upon at the time such Letter of Credit is issued. Unless otherwise directed by the Issuing Bank, the Borrower shall not be required to make a specific request to the Issuing Bank for any such renewal. Once an Auto-Renewal Letter of Credit has been issued, the Revolving Lenders shall be deemed to have authorized (but may not require) the Issuing Bank to permit the renewal of such Letter of Credit at any time to an expiry date not later than the earlier of (i) one (1) year from the date of such renewal and (ii) the Letter of Credit Expiration Date, unless otherwise extended pursuant to an LC Extension; provided that the Issuing Bank shall not permit any such renewal if (x) the Issuing Bank has determined that it would have no obligation at such time to issue such Letter of Credit in its renewed form under the terms hereof (by reason of the provisions of Section 2.18(m) or otherwise), or (y) it has received notice on or before the day that is five (5) Business Days before the date which has been agreed upon pursuant to the proviso of the first sentence of this paragraph, from the Administrative Agent, any Lender or the Borrower that one or more of the applicable conditions specified in Section 4.02 are not then satisfied.

Expiration Date. (i) Each Letter of Credit shall expire at or prior to the close of business on the Business Day that is the earlier of (xi) the date which is not more than one (1) year after the date of the issuance of such Letter of Credit (or, in the case of any renewal or extension thereof, one (1) year after such renewal or extension) and (yii) the date that is five Business Days prior to the Maturity Date for Revolving Loans; provided that (A) any Letter of Credit Expiration Date; provided, however, the Issuing Bank, in its sole discretion, may agree to extend such Letter of Credit beyond the Letter of Credit Expiration Date (the “LC Extension”) contain customary automatic renewal provisions agreed upon by the Borrower either (i) providing the Issuing Bank funds equal to 103% of the LC Exposure with respect to such Letter of Credit for deposit in a cash collateral account which cash collateral account will be held by the Issuing Bank as a pledged cash collateral account and applied to reimbursement of all drafts submitted under such outstanding Letter of Credit or (ii) delivering to the Issuing Bank one or more letters of credit for the benefit of the Issuing Bank to backstop such outstanding Letter of Credit, issued by a bank reasonably acceptable to the Issuing Bank in its sole discretion, each in form and substance reasonably acceptable to the Issuing Bank in its sole discretion) unless the applicable Issuing Bank notifies pursuant to which the beneficiary thereof at least thirty (30) days (or such longer period as may be specified in such Letter of Credit) prior to the then applicable expiration date that such Letter shall be automatically extended for a period of Credit will up to 12 months (but not be renewed. to a date later than the date set forth in clause (ii) If above), subject to a right on the Borrower so requests in any LC Request for a Letter part of Credit, the Issuing Bank may, in its sole and absolute discretion, agree to issue a Letter of Credit that has automatic renewal provisions (each, an “Auto-Renewal Letter of Credit”); provided that any such Auto-Renewal Letter of Credit must permit the Issuing Bank to prevent any such renewal at least once in each twelve (12) month period (commencing with the date of issuance of such Letter of Credit) from occurring by giving prior notice to the beneficiary thereof by a specified time in advance of any such renewal; provided, further, that (1) the applicable Issuing Bank shall not later than a day in each such twelve (12) month period be obligated to be agreed upon at the time extend any such Letter of Credit if it has received written notice that a Default or an Event of Default has occurred and is issued. Unless otherwise directed by continuing at the time the Issuing BankBank must elect to allow such extension, or (2) in the event there is a Revolving Lender that is a Defaulting Lender, the Borrower Issuing Bank shall not be required to make a specific request to the Issuing Bank for issue, renew or extend any such renewal. Once an Auto-Renewal Letter of Credit has been issued, to the Revolving Lenders shall be deemed to have authorized extent (but may not requirex) the Issuing Bank Defaulting Lender’s Applicable Aggregate Revolving Percentage of the aggregate amount available to permit the renewal of such Letter of Credit at any time to an expiry date not later than the earlier of (i) one (1) year from the date of such renewal and (ii) be drawn under the Letter of Credit Expiration Date, unless otherwise extended may not be reallocated pursuant to an LC Extension; provided that the Issuing Bank shall not permit any such renewal if Section 2.21(a) or (xy) the Issuing Bank has determined that not otherwise entered into arrangements satisfactory to it would have no obligation at and the Borrower (including pursuant to Section 2.21(b)) to eliminate the Issuing Bank’s risk with respect to the participation in Letters of Credit of the Defaulting Lender, including by cash collateralizing such time Defaulting Lender’s Applicable Aggregate Revolving Percentage of such LC Disbursement; and (B) any Letter of Credit may expire after the applicable date referred to issue in clause (ii) above if such Letter of Credit in its renewed form under the terms hereof (by reason of the provisions of Section 2.18(m) or otherwise)is, or (y) it has received notice on or no later than 30 days before the day that is five (5) Business Days before the date which has been agreed upon Maturity Date for Revolving Loans, cash collateralized in an amount and manner and pursuant to the proviso of the first sentence of this paragraph, from the Administrative Agent, any Lender or the Borrower that one or more of documentation approved in writing by the applicable conditions specified in Section 4.02 are not then satisfiedIssuing Bank (any such Letter of Credit being referred to as the “Cash Collateralized Letter of Credit”).

Expiration Date. (i) Each Letter of Credit shall expire at or prior to the close of business on the Business Day that is the earlier of (xi) the date which is not more than one (1) year after the date of the issuance of such Letter of Credit (or, in the case of any renewal or extension thereof, one (1) year after such renewal or extension) and (yii) the date that is five Business Days prior to the Revolving Facility Maturity Date; provided that any Letter of Credit Expiration Date; provided, however, with a one-year tenor may provide for the Issuing Bankautomatic renewal thereof for additional one-year periods (which, in its sole discretionno event, may agree to shall extend such Letter of Credit beyond the Letter date referred to in clause (ii) of Credit Expiration Date this paragraph (the “LC Extension”c) upon the Borrower either (i) providing the Issuing Bank funds equal to 103% of the LC Exposure with respect to such Letter of Credit for deposit in a cash collateral account which cash collateral account will be held unless otherwise agreed by the Issuing Bank as a pledged cash collateral account and applied to reimbursement of all drafts submitted under such outstanding Letter of Credit or (ii) delivering to the Issuing Bank one or more letters of credit for the benefit of the Issuing Bank to backstop such outstanding Letter of Credit, issued by a bank reasonably acceptable to the Issuing Bank in its sole discretion, each in form and substance reasonably acceptable to the Issuing Bank in its sole discretion) unless the applicable Issuing Bank notifies the beneficiary thereof at least thirty (30) days (or such longer period as may be specified in such Letter of Credit) prior to the then applicable expiration date that such Letter of Credit will not be renewedAdministrative Agent). (ii) If the Borrower so requests in any LC Request for a Letter of CreditCredit Request, the Issuing Bank may, in its sole and absolute discretion, agree to issue a Letter of Credit that has automatic renewal provisions (each, an “"Auto-Renewal Letter of Credit”"); provided that any such Auto-Renewal Letter of Credit must permit the Issuing Bank to prevent any such renewal at least once in each twelve (12) twelve-month period (commencing with the date of issuance of such Letter of Credit) by giving prior notice to the Borrower and to the beneficiary thereof not later than a day date in each such twelve (12) twelve-month period to be agreed upon at the time such Letter of Credit is issuedissued and to be set forth therein. Unless otherwise directed by the Issuing Bank, the Borrower shall not be required to make a specific request to the Issuing Bank for any such renewal. Once an Auto-Renewal Letter of Credit has been issued, the Revolving Lenders shall be deemed to have authorized (but may not require) the Issuing Bank to permit the renewal of such Letter of Credit at any time to an expiry date not later than the earlier of (i) one (1) year from the date of such renewal and (ii) the date that the Letter of Credit Expiration Date, unless otherwise extended pursuant to an LC Extensionexpires; provided that the Issuing Bank shall not permit any such renewal if (x) the Issuing Bank has determined that it would have no obligation at such time to issue such Letter of Credit in its renewed form under the terms hereof (by reason of the provisions of Section 2.18(m) or otherwise)hereof, or (y) it has received notice on or before the day that is five (5) two Business Days before the date which has been agreed upon pursuant to the proviso of the first sentence of this paragraph, (1) from the Administrative Agent that any Revolving Lender directly affected thereby has elected not to permit such renewal or (2) from the Administrative Agent, any Lender or the Borrower that one or more of the applicable conditions specified in Section 4.02 4.01 are not then satisfied; provided, further, that the Issuing Bank or Administrative Agent may require any such letter of credit to permit cancellation of such automatic renewal provision upon at least 90 days' prior written notice.

Expiration Date. (i) Each Letter of Credit shall expire (or be subject to termination by notice from the Issuing Bank to the beneficiary thereof) at or prior to the close of business on the Business Day that is the earlier of (xi) the date which is not more than one (1) year after the date of the issuance of such Letter of Credit (or, in the case of any renewal or extension thereof, one (1) year after such renewal or extension, which renewals or extensions, subject to clause (ii) and (y) the Letter of Credit Expiration Date; provided, however, the Issuing Bank, in its sole discretionhereof, may agree be automatic pursuant to extend the terms of such Letter of Credit beyond so long as the Issuing Bank shall have the right to prevent such renewal or extension at least once in each twelve month period) and (ii) the date that is five Business Days prior to the Revolving Maturity Date. Notwithstanding the foregoing, a Letter of Credit Expiration may have an expiration date that is not more than twelve (12) months after the Revolving Maturity Date so long as (x) the “LC Extension”applicable Revolving Borrower shall provide cash collateral to the Administrative Agent pursuant to and in accordance with Section 2.06(j) upon on or prior to forty-five (45) days before the Borrower either (i) providing the Issuing Bank funds Revolving Maturity Date in an amount equal to 103102% of the LC Exposure with respect to all such Letter Letters of Credit for deposit in a cash collateral account which cash collateral account will be held by the Issuing Bank as a pledged cash collateral account and applied to reimbursement of all drafts submitted under such outstanding Letter of Credit or (ii) delivering to the Issuing Bank one or more letters of credit for the benefit of the Issuing Bank to backstop such outstanding Letter of Credit, issued by a bank reasonably acceptable to the Issuing Bank in its sole discretion, each in form and substance reasonably acceptable to the Issuing Bank in its sole discretion) unless the applicable Issuing Bank notifies the beneficiary thereof at least thirty (30) days (or such longer period as may be specified in such Letter of Credit) prior to the then applicable expiration date that such Letter of Credit will not be renewed. (ii) If the Borrower so requests in any LC Request for a Letter of Credit, the Issuing Bank may, in its sole and absolute discretion, agree to issue a Letter of Credit that has automatic renewal provisions (each, an “Auto-Renewal Letter of Credit”); provided that any such Auto-Renewal Letter of Credit must permit the Issuing Bank to prevent any such renewal at least once in each twelve (12) month period (commencing with the date of issuance of such Letter of Credit) by giving prior notice to the beneficiary thereof not later than a day in each such twelve (12) month period to be agreed upon at the time such Letter of Credit is issued. Unless otherwise directed by the Issuing Bank, the Borrower shall not be required to make a specific request to the Issuing Bank for any such renewal. Once an Auto-Renewal Letter of Credit has been issued, expiry dates after the Revolving Lenders shall be deemed to have authorized (but may not require) the Issuing Bank to permit the renewal of such Letter of Credit at any time to an expiry date not later than the earlier of (i) one (1) year from the date of such renewal and (ii) the Letter of Credit Expiration Maturity Date, unless otherwise extended pursuant to an LC Extension; provided that the Issuing Bank shall not permit any such renewal if (x) the Issuing Bank has determined that it would have no obligation at such time to issue such Letter of Credit in its renewed form under the terms hereof (by reason of the provisions of Section 2.18(m) or otherwise), or (y) it has received notice on or before the day that is five (5) Business Days before the date which has been agreed upon pursuant to the proviso of the first sentence of this paragraph, from the Administrative Agent, any Lender or the Borrower that one or more obligations of the applicable conditions specified Revolving Borrower under this Section 2.06 in Section 4.02 are not then satisfiedrespect of such Letters of Credit shall survive the Revolving Maturity Date and shall remain in effect until no such Letters of Credit remain outstanding and (z) each Lender shall remain obligated hereunder, to the extent any such cash collateral, the application thereof or reimbursement in respect thereof is required to be returned to the applicable Revolving Borrower by the Administrative Agent after the Revolving Maturity Date until no such Letters of Credit remain outstanding.

Expiration Date. (i) Each Letter of Credit shall expire at or prior to the close of business on the date that is five Business Days prior to the Maturity Date. Notwithstanding the foregoing, any Letter of Credit issued hereunder may, in the sole discretion of the applicable Issuing Bank, expire after the fifth Business Day prior to the Maturity Date but on or before the date that is 180 days after the earlier Maturity Date; provided that the Borrower hereby agrees that it shall provide cash collateral in an amount equal to 102% of the LC Exposure in respect of any such outstanding Letter of Credit to the applicable Issuing Bank at least 10 days prior to the Maturity Date (x) or, if such outstanding Letter of Credit is a Letter of Credit which provides for automatic renewals thereof pursuant to customary evergreen provisions, no later than the date on which is the applicable Issuing Bank would be required to give notice of its intention to not more than one renew such Letter of Credit pursuant to the terms thereof), which such amount shall be (1i) year after deposited by the date Borrower in an account with and in the name of such Issuing Bank and (ii) held by such Issuing Bank for the satisfaction of the issuance Borrower’s reimbursement obligations in respect of such Letter of Credit (or, in until the case of any renewal or extension thereof, one (1) year after such renewal or extension) and (y) the Letter of Credit Expiration Date; provided, however, the Issuing Bank, in its sole discretion, may agree to extend such Letter of Credit beyond the Letter of Credit Expiration Date (the “LC Extension”) upon the Borrower either (i) providing the Issuing Bank funds equal to 103% of the LC Exposure with respect to such Letter of Credit for deposit in a cash collateral account which cash collateral account will be held by the Issuing Bank as a pledged cash collateral account and applied to reimbursement of all drafts submitted under such outstanding Letter of Credit or (ii) delivering to the Issuing Bank one or more letters of credit for the benefit of the Issuing Bank to backstop such outstanding Letter of Credit, issued by a bank reasonably acceptable to the Issuing Bank in its sole discretion, each in form and substance reasonably acceptable to the Issuing Bank in its sole discretion) unless the applicable Issuing Bank notifies the beneficiary thereof at least thirty (30) days (or such longer period as may be specified in such Letter of Credit) prior to the then applicable expiration date that such Letter of Credit will not be renewed. (ii) If the Borrower so requests in any LC Request for a Letter of Credit, the Issuing Bank may, in its sole and absolute discretion, agree to issue a Letter of Credit that has automatic renewal provisions (each, an “Auto-Renewal Letter of Credit”); provided that any such Auto-Renewal Letter of Credit must permit the Issuing Bank to prevent any such renewal at least once in each twelve (12) month period (commencing with the date of issuance of such Letter of Credit) by giving prior notice to the beneficiary thereof not later than a day in each such twelve (12) month period to be agreed upon at the time such . Any Letter of Credit is issuedissued with an expiration date beyond the fifth Business Day prior to the Maturity Date shall, to the extent of any undrawn amount remaining thereunder on the Maturity Date, cease to be a “Letter of Credit” outstanding under this Agreement for purposes of the Lenders’ obligations to participate in Letters of Credit pursuant to clause (d) below. Unless otherwise directed by For the Issuing Bankavoidance of doubt, if the Maturity Date shall be extended pursuant to Section 2.21, “Maturity Date” as referenced in this sentence shall refer to the Maturity Date as extended pursuant to Section 2.21; provided that, notwithstanding anything in this Agreement (including Section 2.21 hereof) or any other Loan Document to the contrary, the Borrower shall not be required Maturity Date and the LC Availability Period, as such terms are used in reference to make a specific request to the any Issuing Bank for or any such renewal. Once an Auto-Renewal Letter of Credit has been issuedissued thereby, the Revolving Lenders shall be deemed to have authorized (but may not require) the be extended with respect to any Issuing Bank to permit without the renewal prior written consent of such Letter of Credit at any time to an expiry date not later than the earlier of (i) one (1) year from the date of such renewal and (ii) the Letter of Credit Expiration Date, unless otherwise extended pursuant to an LC Extension; provided that the Issuing Bank shall not permit any such renewal if (x) the Issuing Bank has determined that it would have no obligation at such time to issue such Letter of Credit in its renewed form under the terms hereof (by reason of the provisions of Section 2.18(m) or otherwise), or (y) it has received notice on or before the day that is five (5) Business Days before the date which has been agreed upon pursuant to the proviso of the first sentence of this paragraph, from the Administrative Agent, any Lender or the Borrower that one or more of the applicable conditions specified in Section 4.02 are not then satisfiedBank.

Expiration Date. (i) Each Letter of Credit shall expire at or prior to the close of business on the Business Day that is the earlier of (xi) the date which is not more than one (1) year after the date of the issuance of such Letter of Credit (or, in the case of any renewal or extension thereof, one (1) year after such renewal or extension) and (yii) the Letter except as set forth below with respect to Collateralized Letters of Credit Expiration Date; provided, howeverCredit, the Issuing Bank, in its sole discretion, may agree date that is five Business Days prior to extend such Letter of Credit beyond the Letter of Credit Expiration Maturity Date (the “LC Extension”) upon the Borrower either (i) providing the Issuing Bank funds equal to 103% of the LC Exposure with respect to such Letter of Credit for deposit in a cash collateral account which cash collateral account will be held by the Issuing Bank as a pledged cash collateral account and applied to reimbursement of all drafts submitted under such outstanding Letter of Credit or (ii) delivering to the Issuing Bank one or more letters of credit for the benefit of the Issuing Bank to backstop such outstanding Letter of Credit, issued by a bank reasonably acceptable to the Issuing Bank in its sole discretion, each in form and substance reasonably acceptable to the Issuing Bank in its sole discretion) unless the applicable Issuing Bank notifies the beneficiary thereof at least thirty (30) days (or such longer period as may be specified in such Letter of Credit) prior to the then applicable expiration date that such Letter of Credit will not be renewed. (ii) If the Borrower so requests in any LC Request for a Letter of Credit, the Issuing Bank may, in its sole and absolute discretion, agree to issue a Letter of Credit that has automatic renewal provisions (each, an “Auto-Renewal Letter of CreditExpiration Date”); provided that at the request of the Borrower, any such Auto-Renewal Letter of Credit must permit may provide for automatic renewals for additional periods of up to one year subject to a right on the part of the applicable Issuing Bank to prevent any such renewal at least once from occurring by giving notice to the beneficiary during a specified period in each twelve (12) month advance of any such renewal, and the failure of such Issuing Bank to give such notice by the end of such period (commencing with the date of issuance shall for all purposes hereof be deemed an extension of such Letter of Credit; provided further that in no event shall any Letter of Credit, as extended from time to time, expire on any date following the LC Expiration Date. Notwithstanding clause (ii) by giving prior notice of the preceding sentence, (A) any Collateralized Letter of Credit may, with the consent of the Issuing Bank that issued such Collateralized Letter of Credit, expire on any date following the LC Expiration Date and (B) any Letter of Credit that contains a customary “evergreen” provision may renew pursuant to such evergreen provision to an expiration date following the beneficiary thereof not later than a day in each such twelve (12) month period to be agreed upon at the time LC Expiration Date if such Letter of Credit is issued. Unless otherwise directed by the Issuing Bank, the Borrower shall not be required to make becomes a specific request to the Issuing Bank for any such renewal. Once an Auto-Renewal Collateralized Letter of Credit has been issued, at least 15 Business Days prior to the Revolving Lenders shall be deemed to have authorized (but may not require) latest date upon which the applicable Issuing Bank would be entitled to permit the renewal of terminate such Letter of Credit at any time prior to an expiry date not later than the earlier of (i) one (1) year from the date of such its automatic renewal and (ii) the Letter of Credit Expiration Date, unless otherwise extended pursuant to an LC Extension; provided that the Issuing Bank shall not permit any such renewal if (x) the Issuing Bank has determined that it would have no obligation at such time to issue such Letter of Credit in its renewed form under the terms hereof (by reason of the provisions of Section 2.18(m) or otherwise), or (y) it has received notice on or before the day that is five (5) Business Days before the date which has been agreed upon pursuant to the proviso of the first sentence of this paragraph, from the Administrative Agent, any Lender or the Borrower that one or more of the applicable conditions specified in Section 4.02 are not then satisfied“evergreen” provision.

Expiration Date. (i) Each Letter of Credit shall expire at or prior to the close of business on the Business Day that is the earlier of (A) in the case of a Standby Letter of Credit, (x) the date which is not more than one (1) year after the date of the issuance of such Standby Letter of Credit (or, in the case of any renewal or extension thereof, one (1) year after such renewal or extension) and (y) the Letter of Credit Expiration Date; providedDate and (B) in the case of a Commercial Letter of Credit, however, (x) the Issuing Bank, in its sole discretion, may agree to extend date that is 270 days after the date of issuance of such Commercial Letter of Credit beyond (or, in the case of any renewal or extension thereof, 270 days after such renewal or extension) and (y) the Letter of Credit Expiration Date (the “LC Extension”) upon the Borrower either (i) providing the Issuing Bank funds equal to 103% of the LC Exposure with respect to such Letter of Credit for deposit in a cash collateral account which cash collateral account will be held by the Issuing Bank as a pledged cash collateral account and applied to reimbursement of all drafts submitted under such outstanding Letter of Credit or (ii) delivering to the Issuing Bank one or more letters of credit for the benefit of the Issuing Bank to backstop such outstanding Letter of Credit, issued by a bank reasonably acceptable to the Issuing Bank in its sole discretion, each in form and substance reasonably acceptable to the Issuing Bank in its sole discretion) unless the applicable Issuing Bank notifies the beneficiary thereof at least thirty (30) days (or such longer period as may be specified in such Letter of Credit) prior to the then applicable expiration date that such Letter of Credit will not be renewedDate. (ii) If the Borrower so requests in any LC Request for a Letter of CreditCredit Request, the Issuing Bank may, in its sole and absolute discretion, agree to issue a Letter of Credit that has automatic renewal provisions (each, an “Auto-Renewal Letter of Credit”); provided that any such Auto-Renewal Letter of Credit must permit the Issuing Bank to prevent any such renewal at least once in each twelve (12) twelve-month period (commencing with the date of issuance of such Letter of Credit) by giving prior notice to the beneficiary thereof not later than a day in each such twelve (12) twelve-month period to be agreed upon at the time such Letter of Credit is issued. Unless otherwise directed by the Issuing Bank, the Borrower shall not be required to make a specific request to the Issuing Bank for any such renewal. Once an Auto-Renewal Letter of Credit has been issued, the Revolving Lenders shall be deemed to have authorized (but may not require) the Issuing Bank to permit the renewal of such Letter of Credit at any time to an expiry date not later than the earlier of (i) one (1) year from the date of such renewal and (ii) the Letter of Credit Expiration Date, unless otherwise extended pursuant to an LC Extension; provided that the Issuing Bank shall not permit any such renewal if (x) the Issuing Bank has determined that it would have no obligation at such time to issue such Letter of Credit in its renewed form under the terms hereof (by reason of the provisions of Section 2.18(m2.18(f) or otherwise), or (y) it has received notice on or before the day that is five (5) two Business Days before the date which has been agreed upon pursuant to the proviso of the first sentence of this paragraph, (A) from the Administrative Agent that any Revolving Lender directly affected thereby has elected not to permit such renewal or (B) from the Administrative Agent, any Lender or the Borrower that one or more of the applicable conditions specified in Section 4.02 are not then satisfied.

Expiration Date. (i) Each Letter of Credit shall expire at or prior to the close of business on the Business Day that is the earlier of (xi) the date which is not more than one (1) year after the date of the issuance of such Letter of Credit (or, in the case of any renewal or extension thereof, one (1) year after such renewal or extension) and (yii) the date that is five Business Days prior to the earlier of the Maturity Date and the LC Commitment Termination Date for the applicable Issuing Bank; provided that any Letter of Credit Expiration Date; provided, however, may contain customary automatic renewal provisions agreed upon by the applicable Borrower and the applicable Issuing Bank, in its sole discretion, may agree Bank pursuant to extend which the expiration date of such Letter of Credit beyond shall automatically be extended for a period of up to 12 months (but not to a date later than the Letter of Credit Expiration Date (the “LC Extension”) upon the Borrower either (i) providing the Issuing Bank funds equal to 103% of the LC Exposure with respect to such Letter of Credit for deposit in a cash collateral account which cash collateral account will be held by the Issuing Bank as a pledged cash collateral account and applied to reimbursement of all drafts submitted under such outstanding Letter of Credit or (ii) delivering to the Issuing Bank one or more letters of credit for the benefit of the Issuing Bank to backstop such outstanding Letter of Credit, issued by a bank reasonably acceptable to the Issuing Bank in its sole discretion, each in form and substance reasonably acceptable to the Issuing Bank in its sole discretion) unless the applicable Issuing Bank notifies the beneficiary thereof at least thirty (30) days (or such longer period as may be specified in such Letter of Credit) date that is five Business Days prior to the then applicable expiration date that earlier of the Maturity Date and the LC Commitment Termination Date for such Letter Issuing Bank, unless otherwise permitted pursuant to the immediately succeeding proviso), subject to a right on the part of Credit will not be renewed. (ii) If the Borrower so requests in any LC Request for a Letter of Credit, the Issuing Bank may, in its sole and absolute discretion, agree to issue a Letter of Credit that has automatic renewal provisions (each, an “Auto-Renewal Letter of Credit”); provided that any such Auto-Renewal Letter of Credit must permit the Issuing Bank to prevent any such renewal at least once in each twelve (12) month period (commencing with the date of issuance of such Letter of Credit) from occurring by giving prior notice to the beneficiary thereof not later than in advance of any such renewal; provided further that, with the prior consent of the applicable Issuing Bank, a day in each such twelve (12) month period to be agreed upon at the time such Letter of Credit is issued. Unless otherwise directed by may be issued or extended with an expiration date beyond the fifth Business Day prior to the earlier of the Maturity Date and the LC Commitment Termination Date for such Issuing Bank, in which case the applicable Borrower shall not be required to make a specific request deposit, on or prior to the date that is 90 days prior to the earlier of the Maturity Date and the LC Commitment Termination Date for such Issuing Bank, in an account with such Issuing Bank, for the benefit of the Lenders and such Issuing Bank, as cash collateral pursuant to documentation reasonably satisfactory to the Agent and such Issuing Bank, an amount in cash equal to 101% of the aggregate amount of all outstanding Letters of Credit issued for its account by such Issuing Bank for any such renewal. Once that have an Auto-Renewal Letter of Credit has been issued, the Revolving Lenders shall be deemed to have authorized (but may not require) the Issuing Bank to permit the renewal of such Letter of Credit at any time to an expiry expiration date not later than the fifth Business Day prior to the earlier of (i) one (1) year from the date of Maturity Date and the LC Commitment Termination Date for such renewal and (ii) the Letter of Credit Expiration Date, unless otherwise extended pursuant to an LC Extension; provided that the Issuing Bank shall not permit any such renewal if (x) the Issuing Bank has determined that it would have no obligation at such time to issue such Letter of Credit in its renewed form under the terms hereof (by reason of the provisions of Section 2.18(m) or otherwise), or (y) it has received notice on or before the day that is five (5) Business Days before the date which has been agreed upon pursuant to the proviso of the first sentence of this paragraph, from the Administrative Agent, any Lender or the Borrower that one or more of the applicable conditions specified in Section 4.02 are not then satisfiedBank.

Expiration Date. (i) Each Letter of Credit shall expire at or prior to the close of business on the Business Day that is the earlier of (xi) the date which is not more than one (1) year after the date of the issuance of such Letter of Credit (or, in the case of any renewal or extension thereof, one (1) year after such renewal or extension) and (yii) the date that is five Business Days prior to the Revolving Maturity Date; provided any Letter of Credit Expiration Date; provided, however, may expire after such date with the consent of the applicable Issuing Bank, in its sole discretion, may agree to extend Bank and if such Letter of Credit beyond the Letter of Credit Expiration Date (the “LC Extension”) upon the Borrower either (i) providing the Issuing Bank funds equal to 103% of the LC Exposure with respect to is cash collateralized or backstopped from and after such Letter of Credit for deposit date in a cash collateral account which cash collateral account will be held manner reasonably agreed to by the Issuing Bank as a pledged cash collateral account and applied to reimbursement of all drafts submitted under such outstanding Letter of Credit or (ii) delivering to the Issuing Bank one or more letters of credit for the benefit of the Issuing Bank to backstop such outstanding Letter of Credit, issued by a bank reasonably acceptable to the Issuing Bank in its sole discretion, each in form and substance reasonably acceptable to the Issuing Bank in its sole discretion) unless the applicable Issuing Bank notifies and the beneficiary thereof at least thirty Administrative Agent (30) days (or such longer period as may be specified in such Letter of Credit) prior it being understood that each Lender’s participation obligations with respect to the then applicable expiration date that such any Letter of Credit will not be renewed. (ii) If shall terminate upon the Borrower so requests in any LC Request for a Letter of Credit, the Issuing Bank may, in its sole and absolute discretion, agree latest Revolving Maturity Date applicable to issue a Letter of Credit that has automatic renewal provisions (each, an “Auto-Renewal Letter of Credit”such Lender unless otherwise consented to by such Lender); provided that any such Auto-Renewal Letter of Credit must permit may contain customary automatic renewal provisions agreed upon by the applicable Borrower and the applicable Issuing Bank pursuant to which the expiration date of such Letter of Credit shall automatically be extended for a period of up to 12 months (but not to a date later than the date set forth in clause (ii) above), subject to a right on the part of such Issuing Bank to prevent any such renewal from occurring by giving notice to the beneficiary in advance of any such renewal; and provided further that if there exist any Extended Revolving Commitments having a maturity date later than the Revolving Maturity Date (the “Subsequent Maturity Date”), then, so long as the aggregate LC Exposure in respect of Letters of Credit expiring after the Revolving Maturity Date will not exceed the lesser of the Letter of Credit Sublimit and the aggregate amount of such Extended Revolving Commitments, the Borrower Representative may request the issuance of a Letter of Credit that shall expire at least once in each twelve or prior to the close of business on the earlier of (12A) month period (commencing with the date one year after the date of the issuance of such Letter of CreditCredit (or, in the case of any renewal or extension thereof, one year after such renewal or extension) by giving prior notice to the beneficiary thereof not later than a day in each such twelve and (12) month period to be agreed upon at the time such Letter of Credit is issued. Unless otherwise directed by the Issuing Bank, the Borrower shall not be required to make a specific request to the Issuing Bank for any such renewal. Once an Auto-Renewal Letter of Credit has been issued, the Revolving Lenders shall be deemed to have authorized (but may not requireB) the Issuing Bank to permit the renewal of such Letter of Credit at any time to an expiry date not later than the earlier of (i) one (1) year from the date of such renewal and (ii) the Letter of Credit Expiration Date, unless otherwise extended pursuant to an LC Extension; provided that the Issuing Bank shall not permit any such renewal if (x) the Issuing Bank has determined that it would have no obligation at such time to issue such Letter of Credit in its renewed form under the terms hereof (by reason of the provisions of Section 2.18(m) or otherwise), or (y) it has received notice on or before the day that is five (5) Business Days before the date which has been agreed upon pursuant prior to the proviso of the first sentence of this paragraph, from the Administrative Agent, any Lender or the Borrower that one or more of the applicable conditions specified in Section 4.02 are not then satisfiedSubsequent Maturity Date.

Expiration Date. (i) Each Letter of Credit shall expire at or prior to the close of business on the Business Day that is the earlier of (xi) the date which that is not more than one (1) year after the date of the issuance of such Letter of Credit (or, in the case of any renewal or extension thereof, one (1) year after such renewal or extension) and (yii) the Letter of Credit Expiration Date; provided, however, the Issuing Bank, in its sole discretion, may agree to extend such Letter of Credit beyond the Letter of Credit Expiration Date (the “LC Extension”) upon the Borrower either (i) providing the Issuing Bank funds equal to 103% of the LC Exposure with respect to such Letter of Credit for deposit in a cash collateral account which cash collateral account will be held by the Issuing Bank as a pledged cash collateral account and applied to reimbursement of all drafts submitted under such outstanding Letter of Credit or (ii) delivering to the Issuing Bank one or more letters of credit for the benefit of the Issuing Bank to backstop such outstanding Letter of Credit, issued by a bank reasonably acceptable to the Issuing Bank in its sole discretion, each in form and substance reasonably acceptable to the Issuing Bank in its sole discretion) unless the applicable Issuing Bank notifies the beneficiary thereof at least thirty (30) days (or such longer period as may be specified in such Letter of Credit) date that is five Business Days prior to the then applicable expiration date that such Letter of Credit will not be renewed. (ii) Revolving Maturity Date. If the Borrower so requests in any LC Request for a applicable Letter of CreditCredit application, the applicable Issuing Bank may, in its sole and absolute discretion, agree to issue a Letter of Credit that has automatic renewal provisions extension provisions, whereby such Letter of Credit shall be renewed automatically for additional consecutive periods of one year or less (but not beyond the date that is five Business Days prior to the Revolving Maturity Date) (each, an “Auto-Renewal Extension Letter of Credit”); provided that any such Auto-Renewal Extension Letter of Credit must permit the such Issuing Bank to prevent any such renewal extension at least once in each twelve (12) twelve-month period (commencing with the date of issuance of such Letter of Credit) by giving prior notice to the beneficiary thereof not later than a day (the “Non-Extension Notice Date”) in each such twelve (12) 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 the such Issuing Bank for any such renewalextension. Once an Auto-Renewal Extension Letter of Credit has been issued, the Revolving Lenders shall be deemed to have authorized (but may not require) the applicable Issuing Bank to permit the renewal extension of such Letter of Credit at any time to an expiry date not later than the earlier of (i) one (1) year from fifth Business Day prior to the date of Revolving Maturity Date; provided, however, that such renewal and (ii) the Letter of Credit Expiration Date, unless otherwise extended pursuant to an LC Extension; provided that the Issuing Bank shall not permit any such renewal extension if (xA) the such Issuing Bank has determined that it would not be permitted, or would have no obligation obligation, at such time to issue such Letter of Credit in its renewed revised form (as extended) under the terms hereof (by reason of the provisions of clause (b) or (c) of this Section 2.18(m) 2.04 or otherwise), or (yB) it has received notice (which may be by telephone or in writing) on or before the day that is five (5) seven Business Days before the date which has been agreed upon pursuant Non-Extension Notice Date (1) from the Administrative Agent that the Required Lenders have elected not to the proviso of the first sentence of this paragraph, permit such extension or (2) from the Administrative Agent, any Lender or the Borrower that one or more of the applicable conditions specified in Section 4.02 are is not then satisfied, and in each such case directing such Issuing Bank not to permit such extension. For the avoidance of doubt, if the Revolving Maturity Date shall be extended pursuant to Section 2.21, “Revolving Maturity Date” as referenced in this paragraph shall refer to the Revolving Maturity Date as extended pursuant to Section 2.21; provided that, notwithstanding anything in this Agreement (including Section 2.21 hereof) or any other Loan Document to the contrary, the Revolving Maturity Date, as such term is used in reference to any Issuing Bank or any Letter of Credit issued thereby, may not be extended with respect to any Issuing Bank without the prior written consent of such Issuing Bank.

Expiration Date. (i) Each Letter of Credit shall expire (or be subject to termination by notice from the Issuing Bank that issued such Letter of Credit to the beneficiary thereof) at or prior to the close of business on the Business Day that is the earlier of (xi) the date which is not more than one (1) year after the date of the issuance of such Letter of Credit (or, in the case of any renewal or extension thereof, one (1) year after such renewal or extension, which renewals or extensions, subject to clause (ii) and (y) the Letter of Credit Expiration Date; provided, however, the Issuing Bank, in its sole discretionhereof, may agree be automatic pursuant to extend the terms of such Letter of Credit beyond so long as such Issuing Bank shall have the right to prevent such renewal or extension at least once in each twelve month period) and (ii) the date that is five Business Days prior to the Revolving Maturity Date. Notwithstanding the foregoing, a Letter of Credit Expiration may have an expiration date that is not more than twelve (12) months after the Revolving Maturity Date so long as (the “LC Extension”x) upon the Borrower either shall provide cash collateral to the Administrative Agent pursuant to and in accordance with Section 2.06(j) on or prior to forty-five (i45) providing days before the Issuing Bank funds then-current Revolving Maturity Date in an amount equal to 103102% of the LC Exposure with respect to all such Letter Letters of Credit for deposit in a cash collateral account which cash collateral account will be held by the Issuing Bank as a pledged cash collateral account and applied to reimbursement of all drafts submitted under such outstanding Letter of Credit or (ii) delivering to the Issuing Bank one or more letters of credit for the benefit of the Issuing Bank to backstop such outstanding Letter of Credit, issued by a bank reasonably acceptable to the Issuing Bank in its sole discretion, each in form and substance reasonably acceptable to the Issuing Bank in its sole discretion) unless the applicable Issuing Bank notifies the beneficiary thereof at least thirty (30) days (or such longer period as may be specified in such Letter of Credit) prior to the then applicable expiration date that such Letter of Credit will not be renewed. (ii) If the Borrower so requests in any LC Request for a Letter of Credit, the Issuing Bank may, in its sole and absolute discretion, agree to issue a Letter of Credit that has automatic renewal provisions (each, an “Auto-Renewal Letter of Credit”); provided that any such Auto-Renewal Letter of Credit must permit the Issuing Bank to prevent any such renewal at least once in each twelve (12) month period (commencing with the date of issuance of such Letter of Credit) by giving prior notice to the beneficiary thereof not later than a day in each such twelve (12) month period to be agreed upon at the time such Letter of Credit is issued. Unless otherwise directed by the Issuing Bank, the Borrower shall not be required to make a specific request to the Issuing Bank for any such renewal. Once an Auto-Renewal Letter of Credit has been issued, expiry dates after the Revolving Lenders shall be deemed to have authorized (but may not require) the Issuing Bank to permit the renewal of such Letter of Credit at any time to an expiry date not later than the earlier of (i) one (1) year from the date of such renewal and (ii) the Letter of Credit Expiration Maturity Date, unless otherwise extended pursuant to an LC Extension; provided that the Issuing Bank shall not permit any such renewal if (x) the Issuing Bank has determined that it would have no obligation at such time to issue such Letter of Credit in its renewed form under the terms hereof (by reason of the provisions of Section 2.18(m) or otherwise), or (y) it has received notice on or before the day that is five obligations of the Borrower under this Section 2.06 in respect of such Letters of Credit shall survive the Revolving Maturity Date and shall remain in effect until no such Letters of Credit remain outstanding and (5z) Business Days before the date which has been agreed upon pursuant each Lender shall remain obligated hereunder, to the proviso of extent any such cash collateral, the first sentence of this paragraph, from application thereof or reimbursement in respect thereof is required to be returned to the Borrower by the Administrative Agent, any Lender or Agent after the Borrower that one or more Revolving Maturity Date until no such Letters of the applicable conditions specified in Section 4.02 are not then satisfiedCredit remain outstanding.

Expiration Date. (i) Each Letter of Credit shall expire at or prior to the close of business on the Business Day that is the earlier of (i) in the case of a Standby Letter of Credit, (x) the date which is not more than one (1) year after the date of the issuance of such Standby Letter of Credit (or, in the case of any renewal or extension thereof, one (1) year after such renewal or extension) and (y) the Letter of Credit Expiration Date; providedDate and (ii) in the case of a Commercial Letter of Credit, however, (x) the Issuing Bank, in its sole discretion, may agree to extend date that is 270 days after the date of issuance of such Commercial Letter of Credit beyond (or, in the case of any renewal or extension thereof, 270 days after such renewal or extension) and (y) the Letter of Credit Expiration Date (the “LC Extension”) upon the Borrower either (i) providing the Issuing Bank funds equal to 103% of the LC Exposure with respect to such Letter of Credit for deposit in a cash collateral account which cash collateral account will be held by the Issuing Bank as a pledged cash collateral account and applied to reimbursement of all drafts submitted under such outstanding Letter of Credit or (ii) delivering to the Issuing Bank one or more letters of credit for the benefit of the Issuing Bank to backstop such outstanding Letter of Credit, issued by a bank reasonably acceptable to the Issuing Bank in its sole discretion, each in form and substance reasonably acceptable to the Issuing Bank in its sole discretion) unless the applicable Issuing Bank notifies the beneficiary thereof at least thirty (30) days (or such longer period as may be specified in such Letter of Credit) prior to the then applicable expiration date that such Letter of Credit will not be renewedDate. (ii) If the Borrower so requests in any LC Request for a Letter of CreditCredit Request, the Issuing Bank may, in its sole and absolute discretion, agree to issue a Letter of Credit that has automatic renewal provisions (each, an “Auto"AUTO-Renewal Letter of Credit”RENEWAL LETTER OF CREDIT"); provided that any such Auto-Renewal Letter of Credit must permit the Issuing Bank to prevent any such renewal at least once in each twelve (12) twelve-month period (commencing with the date of issuance of such Letter of Credit) by giving prior notice to the beneficiary thereof not later than a day in each such twelve (12) twelve-month period to be agreed upon at the time such Letter of Credit is issued. Unless otherwise directed by the Issuing Bank, the Borrower shall not be required to make a specific request to the Issuing Bank for any such renewal. Once an Auto-Renewal Letter of Credit has been issued, the Revolving Lenders shall be deemed to have authorized (but may not require) the Issuing Bank to permit the renewal of such Letter of Credit at any time to an expiry date not later than the earlier of (i) one (1) year from the date of such renewal and (ii) the Letter of Credit Expiration Date, unless otherwise extended pursuant to an LC Extension; provided that the Issuing Bank shall not permit any such renewal if (x) the Issuing Bank has determined that it would have no obligation at such time to issue such Letter of Credit in its renewed form under the terms hereof (by reason of the provisions of Section 2.18(m2.18(f) or otherwise), or (y) it has received notice on or before the day that is five (5) two Business Days before the date which has been agreed upon pursuant to the proviso of the first sentence of this paragraph, (1) from the Administrative Agent that any Revolving Lender directly affected thereby has elected not to permit such renewal or (2) from the Administrative Agent, any Lender or the Borrower that one or more of the applicable conditions specified in Section 4.02 are not then satisfied.

Expiration Date. (i) Each Letter of Credit shall expire at or prior to the close of business on the Business Day that is the earlier of (xi) the date which is not more than one year (1unless otherwise mutually agreed upon by the Borrower and the applicable Issuing Bank) year after the date of the issuance of such Letter of Credit (or, in the case of any renewal or extension thereof, one year (1unless otherwise mutually agreed upon by the Borrower and the applicable Issuing Bank) year after such renewal or extension) and (yii) the Letter of Credit Expiration date that is five (5) Business Days prior to the applicable Revolving Maturity Date; provided, howeverthat any Letter of Credit may provide for automatic renewal or extension thereof for an additional period of up to twelve (12) months (which, in no event, shall extend beyond the date referred to in subclause (ii) of this clause (c), except to the extent Cash Collateralized or backstopped pursuant to an arrangement reasonably acceptable to the relevant Issuing Bank, in its sole discretion, may agree to extend ) so long as such Letter of Credit beyond the Letter of Credit Expiration Date (the “LC Extension”) upon the Borrower either (i) providing the Issuing Bank funds equal to 103% of the LC Exposure with respect to any such Letter of Credit for deposit in a cash collateral account which cash collateral account will be held by the Issuing Bank as a pledged cash collateral account and applied to reimbursement of all drafts submitted under such outstanding Letter of Credit or (ii) delivering to the Issuing Bank one or more letters of credit for the benefit of the Issuing Bank to backstop such outstanding Letter of Credit, issued by a bank reasonably acceptable to the Issuing Bank in its sole discretion, each in form and substance reasonably acceptable to the Issuing Bank in its sole discretion) unless the applicable Issuing Bank notifies the beneficiary thereof at least thirty (30) days (or such longer period as may be specified in such Letter of Credit) prior to the then applicable expiration date that such Letter of Credit will not be renewed. (ii) If the Borrower so requests in any LC Request for a Letter of Credit, the Issuing Bank may, in its sole and absolute discretion, agree to issue a Letter of Credit that has automatic renewal provisions (each, an “Auto-Auto Renewal Letter of Credit”); provided that any such Auto-Renewal Letter of Credit must permit ) permits the Issuing Bank to prevent any such renewal extension at least once in each twelve (12) month 12)-month period (commencing with the date of issuance of such Auto Renewal Letter of Credit) by giving prior notice to the beneficiary thereof not later than within a day in each time period during such twelve (12) month 12)-month period to be agreed upon at the time such Auto Renewal Letter of Credit is issued; provided, further, that if the Issuing Bank consents in its sole discretion, the expiration date on any Letter of Credit may extend beyond the date referred to in subclause (ii) above but the participations of the Lenders with Revolving Commitments of the applicable Class shall terminate on the applicable Revolving Maturity Date. If any such Letter of Credit is outstanding or is issued under the Revolving Commitments of any Class after the date that is five (5) Business Days prior to the Revolving Maturity Date for such Class the Borrower shall immediately provide Cash Collateral pursuant to documentation reasonably satisfactory to the Collateral Agent and the relevant Issuing Bank in an amount equal to the face amount of each such Letter of Credit. Unless otherwise directed by the applicable Issuing Bank, the Borrower shall not be required to make a specific request to the such Issuing Bank for any such renewal. Once an Auto-Auto Renewal Letter of Credit has been issued, the Revolving Lenders shall be deemed to have authorized (but may not require) the applicable Issuing Bank to permit the renewal of such Letter of Credit at any time to an expiry date not later than such Revolving Maturity Date (except as otherwise provided in the earlier of second proviso to this clause (i) one (1) year from the date of such renewal and (ii) the Letter of Credit Expiration Date, unless otherwise extended pursuant to an LC Extension; provided that the Issuing Bank shall not permit any such renewal if (x) the Issuing Bank has determined that it would have no obligation at such time to issue such Letter of Credit in its renewed form under the terms hereof (by reason of the provisions of Section 2.18(m) or otherwisec), or (y) it has received notice on or before the day that is five (5) Business Days before the date which has been agreed upon pursuant to the proviso of the first sentence of this paragraph, from the Administrative Agent, any Lender or the Borrower that one or more of the applicable conditions specified in Section 4.02 are not then satisfied).

Expiration Date. (i) Each Letter of Credit shall expire at or prior to the close of business on the Business Day that is the earlier of (xi) the date which is not more than one (1) year after the date of the issuance of such Letter of Credit (or, in the case of any renewal or extension thereof, one (1) year after such renewal or extension) and (yii) the date that is five Business Days prior to the Revolving Maturity Date; provided that any Letter of Credit Expiration Date; provided, however, may contain customary automatic renewal provisions agreed upon by the Borrower and the applicable Issuing Bank, in its sole discretion, may agree Bank pursuant to extend which the expiration date of such Letter of Credit beyond shall automatically be extended for a period of up to 12 months (but not to a date later than the Letter of Credit Expiration Date (the “LC Extension”) upon the Borrower either (i) providing the Issuing Bank funds equal to 103% of the LC Exposure with respect to such Letter of Credit for deposit date set forth in a cash collateral account which cash collateral account will be held by the Issuing Bank as a pledged cash collateral account and applied to reimbursement of all drafts submitted under such outstanding Letter of Credit or clause (ii) delivering above), subject to a right on the Issuing Bank one or more letters part of credit for the benefit of the Issuing Bank to backstop such outstanding Letter of Credit, issued by a bank reasonably acceptable to the Issuing Bank in its sole discretion, each in form and substance reasonably acceptable to the Issuing Bank in its sole discretion) unless the applicable Issuing Bank notifies the beneficiary thereof at least thirty (30) days (or such longer period as may be specified in such Letter of Credit) prior to the then applicable expiration date that such Letter of Credit will not be renewed. (ii) If the Borrower so requests in any LC Request for a Letter of Credit, the Issuing Bank may, in its sole and absolute discretion, agree to issue a Letter of Credit that has automatic renewal provisions (each, an “Auto-Renewal Letter of Credit”); provided that any such Auto-Renewal Letter of Credit must permit the Issuing Bank to prevent any such renewal from occurring by giving notice to the beneficiary in advance of any such renewal; and provided further that if there exist any Extended Revolving Commitments having a maturity date later than the Revolving Maturity Date (the “Subsequent Maturity Date”), then, so long as the aggregate LC Exposure in respect of Letters of Credit expiring after the Revolving Maturity Date will not exceed the lesser of $20,000,000 and the aggregate amount of such Extended Revolving Commitments, the Borrower may request the issuance of a Letter of Credit that shall expire at least once in each twelve or prior to the close of business on the earlier of (12A) month period (commencing with the date one year after the date of the issuance of such Letter of CreditCredit (or, in the case of any renewal or extension thereof, one year after such renewal or extension) by giving prior notice to the beneficiary thereof not later than a day in each such twelve and (12) month period to be agreed upon at the time such Letter of Credit is issued. Unless otherwise directed by the Issuing Bank, the Borrower shall not be required to make a specific request to the Issuing Bank for any such renewal. Once an Auto-Renewal Letter of Credit has been issued, the Revolving Lenders shall be deemed to have authorized (but may not requireB) the Issuing Bank to permit the renewal of such Letter of Credit at any time to an expiry date not later than the earlier of (i) one (1) year from the date of such renewal and (ii) the Letter of Credit Expiration Date, unless otherwise extended pursuant to an LC Extension; provided that the Issuing Bank shall not permit any such renewal if (x) the Issuing Bank has determined that it would have no obligation at such time to issue such Letter of Credit in its renewed form under the terms hereof (by reason of the provisions of Section 2.18(m) or otherwise), or (y) it has received notice on or before the day that is five (5) Business Days before the date which has been agreed upon pursuant prior to the proviso of the first sentence of this paragraph, from the Administrative Agent, any Lender or the Borrower that one or more of the applicable conditions specified in Section 4.02 are not then satisfiedSubsequent Maturity Date.

Expiration Date. (i) Each No Letter of Credit shall expire at have an expiration date (including all rights of the close of business on Borrower or the Business Day that is the earlier of (xbeneficiary to require renewal) the date which is not more later than one (1) year after Business Day prior to the Revolving Credit Maturity Date. The foregoing notwithstanding, any standby Letter of Credit may, by its terms, be renewable annually upon notice (a “Notice of Renewal”) given to the Issuing Bank and the Agent on or prior to any date for notice of the issuance of renewal set forth in such Letter of Credit (or, but in any event at least two (2) Business Days prior to the case date of any the proposed renewal or extension thereof, one (1) year after of such renewal or extensionstandby Letter of Credit) and (y) upon fulfillment of the Letter of Credit Expiration Date; provided, however, applicable conditions set forth in Article III unless the Issuing Bank, Bank shall have notified the Borrower Representative (with a copy to the Agent) on or prior to the date for notice of termination set forth in its sole discretion, may agree to extend such Letter of Credit beyond the Letter of Credit Expiration Date (the “LC Extension”) upon the Borrower either (i) providing the Issuing Bank funds equal to 103% of the LC Exposure with respect to such Letter of Credit for deposit but in a cash collateral account which cash collateral account will be held by the Issuing Bank as a pledged cash collateral account and applied to reimbursement of all drafts submitted under such outstanding Letter of Credit or (ii) delivering to the Issuing Bank one or more letters of credit for the benefit of the Issuing Bank to backstop such outstanding Letter of Credit, issued by a bank reasonably acceptable to the Issuing Bank in its sole discretion, each in form and substance reasonably acceptable to the Issuing Bank in its sole discretion) unless the applicable Issuing Bank notifies the beneficiary thereof any event at least thirty (30) days (or such longer period as may be specified in such Letter of Credit) Business Days prior to the then applicable expiration date that of automatic renewal) of its election not to renew such standby Letter of Credit will (a “Notice of Termination”); provided that the terms of each standby Letter of Credit that is automatically renewable annually shall not permit the expiration date (after giving effect to any renewal) of such standby Letter of Credit in any event to be renewed. extended to a date later than one (ii1) Business Day before the Revolving Credit Maturity Date. If either a Notice of Renewal is not given by the Borrower so requests in any LC Request for Representative or a Notice of Termination is given by the Issuing Bank pursuant to the immediately preceding sentence, such standby Letter of CreditCredit shall expire on the date on which it otherwise would have been automatically renewed; provided however that even in the absence of receipt of a Notice of Renewal, the Issuing Bank may, in its sole and absolute discretion, agree to issue a Letter of Credit that has automatic renewal provisions (each, an “Auto-Renewal Letter of Credit”); provided that any such Auto-Renewal Letter of Credit must permit the Issuing Bank to prevent any such renewal at least once in each twelve (12) month period (commencing with the date of issuance of such Letter of Credit) by giving prior notice discretion unless instructed to the beneficiary thereof not later than a day in each such twelve (12) month period to be agreed upon at the time such Letter of Credit is issued. Unless otherwise directed contrary by the Issuing Bank, Agent or the Borrower shall not be required to make Representative, deem that a specific request to the Issuing Bank for any Notice of Renewal had been timely delivered and, in such renewal. Once an Auto-case, a Notice of Renewal Letter of Credit has been issued, the Revolving Lenders shall be deemed to have authorized (but may not require) the Issuing Bank to permit the renewal of such Letter of Credit at any time to an expiry date not later than the earlier of (i) one (1) year from the date of such renewal and (ii) the Letter of Credit Expiration Date, unless otherwise extended pursuant to an LC Extension; provided that the Issuing Bank shall not permit any such renewal if (x) the Issuing Bank has determined that it would have no obligation at such time to issue such Letter of Credit in its renewed form been so delivered for all purposes under the terms hereof (by reason of the provisions of Section 2.18(m) or otherwise), or (y) it has received notice on or before the day that is five (5) Business Days before the date which has been agreed upon pursuant to the proviso of the first sentence of this paragraph, from the Administrative Agent, any Lender or the Borrower that one or more of the applicable conditions specified in Section 4.02 are not then satisfiedAgreement.

Expiration Date. (i) Each Letter of Credit shall expire at or prior to the close of business on the Business Day that is the earlier of (xi) the date which that is not more than one (1) year after the date of the issuance of such Letter of Credit (or, in the case of any renewal or extension thereof, one (1) year after such renewal or extension) and (yii) the date that is five Business Days prior to the Revolving Maturity Date (unless such Letters of Credit have been cash collateralized or backstopped on or prior to such fifth Business Day pursuant to arrangements reasonably satisfactory to the applicable Issuing Bank); provided that (x) any Letter of Credit Expiration Date; providedmay, howeverupon the request of the Borrower, the Issuing Bank, in its sole discretion, may agree to extend include a provision whereby such Letter of Credit shall be renewed automatically for additional periods (but not beyond the Letter date that is five Business Days prior to the Revolving Maturity Date (unless such Letters of Credit Expiration Date (the “LC Extension”) upon the Borrower either (i) providing the Issuing Bank funds equal to 103% of the LC Exposure with respect have been cash collateralized or backstopped on or prior to such Letter of Credit for deposit in a cash collateral account which cash collateral account will be held by the Issuing Bank as a pledged cash collateral account and applied fifth Business Day pursuant to reimbursement of all drafts submitted under such outstanding Letter of Credit or (ii) delivering arrangements reasonably satisfactory to the applicable Issuing Bank one or more letters of credit for the benefit of the Issuing Bank to backstop such outstanding Letter of Credit, issued by a bank reasonably acceptable to the Issuing Bank in its sole discretion, each in form and substance reasonably acceptable to the Issuing Bank in its sole discretionBank)) unless the applicable Issuing Bank notifies the beneficiary thereof at least thirty (30) 30 days (or such other longer period as may be specified in such the applicable Letter of Credit) prior to the then then-applicable expiration date that such Letter of Credit will not be renewed. renewed and (iiy) If the Borrower so requests in any LC Request for a Letter of Credit, the Issuing Bank may, in its sole and absolute discretion, agree clause (c)(i) above shall not apply to issue a Letter of Credit that has automatic renewal provisions (each, an “Autoif such long-Renewal Letter of Credit”); provided that any such Auto-Renewal Letter of Credit must permit the Issuing Bank to prevent any such renewal at least once in each twelve (12) month period (commencing with the date of issuance of such Letter of Credit) by giving prior notice to the beneficiary thereof not later than a day in each such twelve (12) month period to be agreed upon at the time such dated Letter of Credit is issued. Unless otherwise directed consented to by the applicable Issuing Bank. For the avoidance of doubt, if the Revolving Maturity Date in respect of any Class of Revolving Commitments shall be extended pursuant to Section 2.22, “Revolving Maturity Date” as referenced in this paragraph shall refer, with respect to the Class of Letters of Credit associated with such Class of Revolving Commitments, to the Revolving Maturity Date in respect of any Class of Revolving Commitments as extended pursuant to Section 2.22; provided that, notwithstanding anything in this Agreement (including Section 2.22 hereof) or any other Loan Document to the contrary, the Borrower shall not be required Revolving Maturity Date, as such term is used in reference to make a specific request to the any Issuing Bank for or any such renewal. Once an Auto-Renewal Letter of Credit has been issuedissued thereby, the Revolving Lenders shall be deemed to have authorized (but may not require) the be extended with respect to any Issuing Bank to permit without the renewal prior written consent of such Letter of Credit at any time to an expiry date not later than the earlier of (i) one (1) year from the date of such renewal and (ii) the Letter of Credit Expiration Date, unless otherwise extended pursuant to an LC Extension; provided that the Issuing Bank shall not permit any such renewal if (x) the Issuing Bank has determined that it would have no obligation at such time to issue such Letter of Credit in its renewed form under the terms hereof (by reason of the provisions of Section 2.18(m) or otherwise), or (y) it has received notice on or before the day that is five (5) Business Days before the date which has been agreed upon pursuant to the proviso of the first sentence of this paragraph, from the Administrative Agent, any Lender or the Borrower that one or more of the applicable conditions specified in Section 4.02 are not then satisfiedBank.

Expiration Date. (i) Each Letter of Credit shall expire at or prior to the close of business on the Business Day that is the earlier of (xi) the date which that is not more than one (1) year after the date of the issuance of such Letter of Credit (or, in the case of any renewal or extension thereof, the date to which it has been extended (not in excess of one (1) year after such renewal or extensionfrom the last applicable expiry date)) and (yii) the Letter of Credit Expiration date that is the fifth Business Day prior to the Initial Revolving Maturity Date; providedprovided that if such expiry date is not a Business Day, however, the Issuing Bank, in its sole discretion, may agree to extend such Letter of Credit beyond shall expire at or prior to the close of business on the next succeeding Business Day; provided further that any Letter of Credit Expiration Date (the “LC Extension”) may, upon the Borrower either (i) providing the Issuing Bank funds equal to 103% request of the LC Exposure with respect to any Co-Borrower, include a provision whereby such Letter of Credit shall be renewed or extended automatically for deposit in a cash collateral account which cash collateral account will be held by additional consecutive periods of one year or less (but not beyond the Issuing Bank as a pledged cash collateral account and applied to reimbursement of all drafts submitted under such outstanding Letter of Credit or (ii) delivering date that is the fifth Business Day prior to the Issuing Bank one or more letters of credit for the benefit of the Issuing Bank to backstop such outstanding Letter of Credit, issued by a bank reasonably acceptable to the Issuing Bank in its sole discretion, each in form and substance reasonably acceptable to the Issuing Bank in its sole discretionInitial Revolving Maturity Date) unless the applicable Issuing Bank notifies the beneficiary thereof at least thirty (30) days (or such longer within the time period as may be specified in such Letter of Credit) Credit or, if no such time period is specified, at least 30 days prior to the then then-applicable expiration date date, that such Letter of Credit will not be renewed. (ii) If the Borrower so requests in any LC Request for a Letter of Credit, the Issuing Bank may, in its sole and absolute discretion, agree to issue renewed or extended; provided further that a Letter of Credit that has automatic renewal provisions (each, an “Auto-Renewal Letter of Credit”); provided that any shall not be required to expire on such Auto-Renewal Letter of Credit must permit the Issuing Bank to prevent any such renewal at least once in each twelve (12) month period (commencing with the date of issuance of such Letter of Credit) by giving fifth Business Day prior notice to the beneficiary thereof not later than a day in each such twelve (12) month period to be agreed upon at the time Initial Revolving Maturity Date if such Letter of Credit is issued. Unless cash collateralized or backstopped in an amount, by an institution and otherwise directed by pursuant to arrangements, in each case reasonably acceptable to the applicable Issuing Bank. For the avoidance of doubt, if the Borrower shall not be required to make a specific request Initial Revolving Maturity Date occurs prior to the Issuing Bank for expiration of any such renewal. Once an Auto-Renewal Letter of Credit has been issuedas a result of the last proviso in the foregoing sentence, then upon the Revolving Lenders shall be deemed taking of actions described in such proviso with respect to have authorized (but may not require) the Issuing Bank to permit the renewal such Letter of Credit, all participations in such Letter of Credit at any time to an expiry date not later than the earlier of (i) one (1) year from the date of such renewal and (ii) the Letter of Credit Expiration Date, unless otherwise extended pursuant to an LC Extension; provided that the Issuing Bank shall not permit any such renewal if (x) the Issuing Bank has determined that it would have no obligation at such time to issue such Letter of Credit in its renewed form under the terms hereof (by reason of terminated Initial Revolving Commitments shall automatically terminate on the provisions of Section 2.18(m) or otherwise), or (y) it has received notice on or before the day that is five (5) Business Days before the date which has been agreed upon pursuant to the proviso of the first sentence of this paragraph, from the Administrative Agent, any Lender or the Borrower that one or more of the applicable conditions specified in Section 4.02 are not then satisfiedInitial Revolving Maturity Date.

Expiration Date. (i) Each Letter of Credit shall expire at or prior to the close of business on the Business Day that is the earlier of (xi) the date which is not more than one (1) year after the date of the issuance of such Letter of Credit (or, in the case of any renewal or extension thereof, one (1) year after such renewal or extension) and (yii) the Letter except as set forth below with respect to Collateralized Letters of Credit Expiration Date; provided, howeverCredit, the Issuing Bank, in its sole discretion, may agree date that is five Business Days prior to extend such Letter of Credit beyond the Letter of Credit Expiration Revolving Maturity Date (the “LC ExtensionExpiration Date”) upon ); provided that at the request of the Borrower either (i) providing the Issuing Bank funds equal to 103% of the LC Exposure with respect to such any Letter of Credit for deposit in a cash collateral account may contain customary “evergreen” provisions pursuant to which cash collateral account will be held by the Issuing Bank as a pledged cash collateral account and applied to reimbursement of all drafts submitted under such outstanding Letter of Credit or (ii) delivering to the Issuing Bank one or more letters of credit for the benefit of the Issuing Bank to backstop such outstanding Letter of Credit, issued by a bank reasonably acceptable to the Issuing Bank in its sole discretion, each in form and substance reasonably acceptable to the Issuing Bank in its sole discretion) unless the applicable Issuing Bank notifies the beneficiary thereof at least thirty (30) days (or such longer period as may be specified in such Letter of Credit) prior to the then applicable expiration date that such Letter of Credit will not be renewed. renewed for successive one-year periods (but, in no event, beyond the LC Expiration Date). Notwithstanding clause (ii) If of the Borrower so requests in preceding sentence, (A) any LC Request for a Collateralized Letter of Credit may, with the consent of the Issuing Bank that issued such Collateralized Letter of Credit, expire on any date following the Issuing Bank may, in its sole LC Expiration Date and absolute discretion, agree to issue a (B) any Letter of Credit that has automatic renewal provisions (each, contains an “Auto-Renewal Letter of Credit”); provided that any evergreen” provision may renew pursuant to such Auto-Renewal Letter of Credit must permit evergreen provision to an expiration date following the Issuing Bank to prevent any such renewal at least once in each twelve (12) month period (commencing with the date of issuance of such Letter of Credit) by giving prior notice to the beneficiary thereof not later than a day in each such twelve (12) month period to be agreed upon at the time LC Expiration Date if such Letter of Credit is issued. Unless otherwise directed by the Issuing Bank, the Borrower shall not be required to make becomes a specific request to the Issuing Bank for any such renewal. Once an Auto-Renewal Collateralized Letter of Credit has been issued, at least 15 Business Days prior to the Revolving Lenders shall be deemed to have authorized (but may not require) latest date upon which the applicable Issuing Bank would be entitled to permit the renewal of terminate such Letter of Credit at any time prior to an expiry date not later than the earlier of (i) one (1) year from the date of such its automatic renewal and (ii) the Letter of Credit Expiration Date, unless otherwise extended pursuant to an LC Extension; provided that the Issuing Bank shall not permit any such renewal if (x) the Issuing Bank has determined that it would have no obligation at such time to issue such Letter of Credit in its renewed form under the terms hereof (by reason of the provisions of Section 2.18(m) or otherwise), or (y) it has received notice on or before the day that is five (5) Business Days before the date which has been agreed upon pursuant to the proviso of the first sentence of this paragraph, from the Administrative Agent, any Lender or the Borrower that one or more of the applicable conditions specified in Section 4.02 are not then satisfied“evergreen” provision.

Expiration Date. (i) Each Letter of Credit shall expire at or prior to the close of business on the Business Day that is the earlier of (xi) the date which is not more than one (1) year after the date of the issuance of such Letter of Credit (or, in the case of any renewal or extension thereof, one (1) year after such renewal or extension) and (yii) the Letter except as set forth below with respect to Collateralized Letters of Credit Expiration Date; provided, howeverCredit, the Issuing Bank, in its sole discretion, may agree date that is five Business Days prior to extend such Letter of Credit beyond the Letter of Credit Expiration Maturity Date applicable to Revolving Borrowings (the “LC Extension”) upon the Borrower either (i) providing the Issuing Bank funds equal to 103% of the LC Exposure with respect to such Letter of Credit for deposit in a cash collateral account which cash collateral account will be held by the Issuing Bank as a pledged cash collateral account and applied to reimbursement of all drafts submitted under such outstanding Letter of Credit or (ii) delivering to the Issuing Bank one or more letters of credit for the benefit of the Issuing Bank to backstop such outstanding Letter of Credit, issued by a bank reasonably acceptable to the Issuing Bank in its sole discretion, each in form and substance reasonably acceptable to the Issuing Bank in its sole discretion) unless the applicable Issuing Bank notifies the beneficiary thereof at least thirty (30) days (or such longer period as may be specified in such Letter of Credit) prior to the then applicable expiration date that such Letter of Credit will not be renewed. (ii) If the Borrower so requests in any LC Request for a Letter of Credit, the Issuing Bank may, in its sole and absolute discretion, agree to issue a Letter of Credit that has automatic renewal provisions (each, an “Auto-Renewal Letter of CreditExpiration Date”); provided that at the request of the applicable Borrower, any such Auto-Renewal Letter of Credit must permit may provide for automatic renewals for additional periods of up to one year subject to a right on the part of the applicable Issuing Bank to prevent any such renewal at least once from occurring by giving notice to the beneficiary during a specified period in each twelve (12) month advance of any such renewal, and the failure of such Issuing Bank to give such notice by the end of such period (commencing with the date of issuance shall for all purposes hereof be deemed an extension of such Letter of Credit; provided further that in no event shall any Letter of Credit, as extended from time to time, expire on any date following the LC Expiration Date. Notwithstanding clause (ii) by giving prior notice of the preceding sentence, (A) any Collateralized Letter of Credit may, with the consent of the Issuing Bank that issued such Collateralized Letter of Credit, expire on any date following the LC Expiration Date and (B) any Letter of Credit that contains a customary “evergreen” provision may renew pursuant to such evergreen provision to an expiration date following the beneficiary thereof not later than a day in each such twelve (12) month period to be agreed upon at the time LC Expiration Date if such Letter of Credit is issued. Unless otherwise directed by the Issuing Bank, the Borrower shall not be required to make becomes a specific request to the Issuing Bank for any such renewal. Once an Auto-Renewal Collateralized Letter of Credit has been issued, at least 15 Business Days prior to the Revolving Lenders shall be deemed to have authorized (but may not require) latest date upon which the applicable Issuing Bank would be entitled to permit the renewal of terminate such Letter of Credit at any time prior to an expiry date not later than the earlier of (i) one (1) year from the date of such its automatic renewal and (ii) the Letter of Credit Expiration Date, unless otherwise extended pursuant to an LC Extension; provided that the Issuing Bank shall not permit any such renewal if (x) the Issuing Bank has determined that it would have no obligation at such time to issue such Letter of Credit in its renewed form under the terms hereof (by reason of the provisions of Section 2.18(m) or otherwise), or (y) it has received notice on or before the day that is five (5) Business Days before the date which has been agreed upon pursuant to the proviso of the first sentence of this paragraph, from the Administrative Agent, any Lender or the Borrower that one or more of the applicable conditions specified in Section 4.02 are not then satisfied“evergreen” provision.

Expiration Date. (i) Each Letter of Credit shall expire at or prior to the close of business on the Business Day that is the earlier of (xi) the date which is not more than one (1) year after the date of the issuance of such Letter of Credit (or, in the case of any renewal or extension thereof, one (1) year after such renewal or extension) and (yii) the Letter except as set forth below with respect to Collateralized Letters of Credit Expiration Date; provided, howeverCredit, the Issuing Bank, in its sole discretion, may agree date that is five Business Days prior to extend such Letter of Credit beyond the Letter of Credit Expiration Maturity Date (the “LC Extension”) upon the Borrower either (i) providing the Issuing Bank funds equal to 103% of the LC Exposure with respect to such Letter of Credit for deposit in a cash collateral account which cash collateral account will be held by the Issuing Bank as a pledged cash collateral account and applied to reimbursement of all drafts submitted under such outstanding Letter of Credit or (ii) delivering to the Issuing Bank one or more letters of credit for the benefit of the Issuing Bank to backstop such outstanding Letter of Credit, issued by a bank reasonably acceptable to the Issuing Bank in its sole discretion, each in form and substance reasonably acceptable to the Issuing Bank in its sole discretion) unless the applicable Issuing Bank notifies the beneficiary thereof at least thirty (30) days (or such longer period as may be specified in such Letter of Credit) prior to the then applicable expiration date that such Letter of Credit will not be renewed. (ii) If the Borrower so requests in any LC Request for a Letter of Credit, the Issuing Bank may, in its sole and absolute discretion, agree to issue a Letter of Credit that has automatic renewal provisions (each, an “Auto-Renewal Letter of CreditExpiration Date”); provided that at the request of the applicable Borrower, any such Auto-Renewal Letter of Credit must permit may provide for automatic renewals for additional periods of up to one year subject to a right on the part of the applicable Issuing Bank to prevent any such renewal at least once from occurring by giving notice to the beneficiary during a specified period in each twelve (12) month advance of any such renewal, and the failure of such Issuing Bank to give such notice by the end of such period (commencing with the date of issuance shall for all purposes hereof be deemed an extension of such Letter of Credit; provided further that in no event shall any Letter of Credit, as extended from time to time, expire on any date following the LC Expiration Date. Notwithstanding clause (ii) by giving prior notice of the preceding sentence, (A) any Collateralized Letter of Credit may, with the consent of the Issuing Bank that issued such Collateralized Letter of Credit, expire on any date following the LC Expiration Date and (B) any Letter of Credit that contains a customary “evergreen” provision may renew pursuant to such evergreen provision to an expiration date following the beneficiary thereof not later than a day in each such twelve (12) month period to be agreed upon at the time LC Expiration Date if such Letter of Credit is issued. Unless otherwise directed by the Issuing Bank, the Borrower shall not be required to make becomes a specific request to the Issuing Bank for any such renewal. Once an Auto-Renewal Collateralized Letter of Credit has been issued, at least 15 Business Days prior to the Revolving Lenders shall be deemed to have authorized (but may not require) latest date upon which the applicable Issuing Bank would be entitled to permit the renewal of terminate such Letter of Credit at any time prior to an expiry date not later than the earlier of (i) one (1) year from the date of such its automatic renewal and (ii) the Letter of Credit Expiration Date, unless otherwise extended pursuant to an LC Extension; provided that the Issuing Bank shall not permit any such renewal if (x) the Issuing Bank has determined that it would have no obligation at such time to issue such Letter of Credit in its renewed form under the terms hereof (by reason of the provisions of Section 2.18(m) or otherwise), or (y) it has received notice on or before the day that is five (5) Business Days before the date which has been agreed upon pursuant to the proviso of the first sentence of this paragraph, from the Administrative Agent, any Lender or the Borrower that one or more of the applicable conditions specified in Section 4.02 are not then satisfied“evergreen” provision.

Expiration Date. (i) Each Letter of Credit shall expire at or prior to the close of business on the Business Day that is the earlier of (xi) the date which is not more than one (1) year after the date of the issuance of such Letter of Credit (or, in the case of any renewal or extension thereof, one (1) year after such renewal or extension) and (yii) the date that is five (5) Business Days prior to the Maturity Date with respect to the Revolving Commitments pursuant to which issued (or if any Extended Revolving Commitments, Incremental Revolving Commitments or Other Refinancing Revolving Commitments are outstanding, the last Maturity Date applicable thereto (so long as the aggregate amount of such Letters of Credit are not in excess of such commitments)); provided that any Letter of Credit Expiration Date; provided, however, may contain customary automatic renewal provisions agreed upon by the respective Borrower and the Issuing Bank, in its sole discretion, may agree Bank pursuant to extend which the expiration date of such Letter of Credit beyond the Letter of Credit Expiration Date (the “LC Extension”) upon the Borrower either (i) providing the Issuing Bank funds equal to 103% of the LC Exposure with respect to such Letter of Credit for deposit in a cash collateral account which cash collateral account will be held by the Issuing Bank as a pledged cash collateral account and applied to reimbursement of all drafts submitted under such outstanding Letter of Credit or (ii) delivering to the Issuing Bank one or more letters of credit for the benefit of the Issuing Bank to backstop such outstanding Letter of Credit, issued by a bank reasonably acceptable to the Issuing Bank in its sole discretion, each in form and substance reasonably acceptable to the Issuing Bank in its sole discretion) unless the applicable Issuing Bank notifies the beneficiary thereof at least thirty (30) days (or such longer period as may be specified in such Letter of Credit) prior to the then applicable expiration date that such Letter of Credit will not be renewed. (ii) If the Borrower so requests in any LC Request for a Letter of Credit, the Issuing Bank may, in its sole and absolute discretion, agree to issue a Letter of Credit that has automatic renewal provisions (each, an “Auto-Auto Renewal Letter of Credit”) shall automatically be extended for consecutive periods of up to twelve (12) months (but not to a date later than the date set forth in clause (ii) above) (it being understood and agreed that no Existing Letter of Credit will be so renewed unless the respective issuer has agreed to the renewal of such Existing Letter of Credit prior to the Closing Date); provided that any such Auto-Auto Renewal Letter of Credit must permit the Issuing Bank to prevent any such renewal at least once in each twelve (12) month period (commencing with the date of issuance of such Letter of Credit) by giving prior notice to the beneficiary thereof not later than a day in each such twelve (12) month period to be agreed upon at the time such Letter of Credit is issued. Unless otherwise directed by the Issuing Bank, the respective Borrower shall not be required to make a specific request to the Issuing Bank for any such renewal. Once an Auto-Auto Renewal Letter of Credit has been issued, the Revolving Lenders shall be deemed to have authorized (but may not require) the Issuing Bank to permit the renewal of such Letter of Credit at any time to an expiry date not later than the earlier of (i) one (1) year from the date of such renewal and (ii) the Letter of Credit Expiration Maturity Date, unless otherwise extended pursuant to an LC Extension; provided that the Issuing Bank shall not permit any such renewal if (x) the Issuing Bank has determined that it would have no obligation at such time to issue such Letter of Credit in its renewed form under the terms hereof (by reason of the provisions of Section 2.18(m) or otherwise), or (y) it has received notice on or before the day that is five (5) Business Days before the date which has been agreed upon pursuant to the proviso of the first sentence of this paragraph, from the Administrative Agent, any Lender or the Borrower that one or more of the applicable conditions specified in Section 4.02 are not then satisfied.

Expiration Date. (i) Each Letter of Credit shall expire at or prior to the close of business on the Business Day that is the earlier of (xi) the date which is not more than one (1) year after the date of the issuance of such Letter of Credit (or, in the case of any renewal or extension thereof, one (1) year after such renewal or extension) and (yii) 365 days (such 365th day, the “LC Outside Date”) after the Maturity Date; provided that any Letter of Credit Expiration Date; providedwith a one-year term may provide for the renewal thereof for additional one-year periods (which shall in no event extend beyond the date referred to in clause (ii) above). Notwithstanding the foregoing, however, if the Issuing Bank, in its sole discretion, may agree date of the required notification of intent to or not to renew or extend such a Letter of Credit beyond the Letter of Credit Expiration Date for an additional year (the “LC ExtensionNotification Date”) upon the Borrower either (i) providing the Issuing Bank funds equal to 103% of the LC Exposure with respect to such Letter of Credit for deposit in a cash collateral account which cash collateral account will be held by the Issuing Bank as a pledged cash collateral account and applied to reimbursement of all drafts submitted under such outstanding Letter of Credit or (ii) delivering occurs prior to the Issuing Bank one or more letters of credit for the benefit of the Issuing Bank to backstop Maturity Date, but such outstanding Letter of Credit, issued by a bank reasonably acceptable to if extended or renewed for an additional year, would expire after the Issuing Bank in its sole discretionLC Outside Date, each in form and substance reasonably acceptable to the Issuing Bank in its sole discretion) unless the applicable Issuing Bank notifies the beneficiary thereof at least thirty (30) days (or such longer period as notification may be specified given (in such Letter the case of Credit) prior to the then applicable expiration date that such Letter of Credit will not be renewed. (ii) If the Borrower so requests in any LC Request for a Letter of Credit, the Issuing Bank may, in its sole and absolute discretion, agree to issue a Letter of Credit that has automatic renewal provisions requires affirmative notification of intent to extend or renew) or withheld (each, an “Auto-Renewal Letter in the case of Credit”); provided that any such Auto-Renewal Letter of Credit must permit that requires notification of intent not to extend or renew), and the Issuing Bank to prevent any such renewal at least once in each twelve (12) month period (commencing with the date of issuance of such Letter of Credit) by giving prior notice to the beneficiary thereof not later than a day in each such twelve (12) month period to be agreed upon at the time such Letter of Credit is issued. Unless otherwise directed by the Issuing Bank, the Borrower shall not be required to make a specific request to the Issuing Bank for any such renewal. Once an Auto-Renewal Letter of Credit has been issued, the Revolving Lenders shall be deemed to have authorized (but may not require) the Issuing Bank to permit the renewal maturity of such Letter of Credit at any time may extend for a period of up to an expiry date not later than the earlier of (i) one (1) year from following the date of such renewal and or extension, provided that (iiA) on or prior to the LC Notification Date, the Borrower shall deposit cash in the Letter of Credit Expiration Date, unless otherwise extended pursuant Account in an amount equal to an LC Extension; provided that the Issuing Bank shall not permit any such renewal if (x) the Issuing Bank has determined that it would have no obligation at such time to issue 105% of such Letter of Credit as collateral security for the Borrower’s reimbursement obligations in its renewed form under connection therewith, such cash to be remitted to the terms hereof (by reason Borrower upon and to the extent of the provisions expiration, cancellation or other termination or satisfaction of Section 2.18(msuch reimbursement obligations and (B) or otherwise)if requested by the Issuing Lender, or the Borrower shall promptly (ybut in no event later than the Maturity Date) it has received notice on or before the day that is five (5) Business Days before the date which has been agreed upon pursuant execute and deliver a letter of credit reimbursement agreement in form and substance satisfactory to the proviso of the first sentence of this paragraph, from the Administrative Agent, any Issuing Lender in connection with such renewal or the Borrower that one or more of the applicable conditions specified in Section 4.02 are not then satisfiedextension.

Expiration Date. (i) Each Letter of Credit shall expire (or be subject to termination by notice from the applicable Issuing Bank to the beneficiary thereof) at or prior to the close of business on the Business Day that is the earlier of (xi) the date which is not more than one (1) year after the date of the issuance of such Letter of Credit (or, in the case of any renewal or extension thereof, one (1) year after such renewal or extension, which renewals or extensions, subject to clause (ii) and (y) the Letter of Credit Expiration Date; provided, however, the Issuing Bank, in its sole discretionhereof, may agree be automatic pursuant to extend the terms of such Letter of Credit beyond so long as the applicable Issuing Bank shall have the right to prevent such renewal or extension at least once in each twelve month period) and (ii) the date that is five Business Days prior to the Maturity Date. Notwithstanding the foregoing, a Letter of Credit Expiration may have an expiration date that is not more than twelve (12) months after the Maturity Date so long as (1)(x) the “LC Extension”applicable Obligor shall provide cash collateral to the Administrative Agent pursuant to and in accordance with Section 2.06(j) upon on or prior to forty-five (45) days before the Borrower either (i) providing the Issuing Bank funds Maturity Date in an amount equal to 103102% of the LC Exposure with respect to all such Letters of Credit with expiry dates after the Maturity Date, or (y) absent such cash collateral referred to in sub-section (1)(x) above, such Letter of Credit for deposit in a cash collateral account which cash collateral account will be held is fully approved by the Issuing Bank as a pledged cash collateral account and applied to reimbursement of all drafts submitted under such outstanding Letter of Credit or (ii) delivering to the Issuing Bank one or more letters of credit for the benefit of the Issuing Bank to backstop such outstanding Letter of Credit, issued by a bank reasonably acceptable to the Issuing Bank in its sole discretion, each in form and substance reasonably acceptable to the Issuing Bank in its sole discretion) unless the applicable Issuing Bank notifies the beneficiary thereof at least thirty (30) days (or such longer period as may be specified in such Letter of Credit) prior to the then applicable expiration date that such Letter of Credit will not be renewed. (ii) If the Borrower so requests in any LC Request for a Letter of Credit, the Issuing Bank may, in its sole and absolute discretion, agree to issue a Letter of Credit that has automatic renewal provisions (each, an “Auto-Renewal Letter of Credit”)all other Lenders; provided that any such Auto-Renewal Letter of Credit must permit that, if the Issuing Bank to prevent any such renewal at least once in each twelve (12) month period (commencing with Lenders approve the date of issuance of such Letter of CreditCredit without cash collateral as required under sub-section (1)(x) by giving prior notice to the beneficiary thereof not later than a day in each above, such twelve (12) month period to cash collateral shall be agreed upon required at the time Maturity Date if such Letter Letters of Credit is issued. Unless otherwise directed by the Issuing Bank, the Borrower shall not be required to make a specific request to the Issuing Bank for any remain outstanding at such renewal. Once an Auto-Renewal Letter of Credit has been issued, the Revolving Lenders shall be deemed to have authorized date; (but may not require2) the Issuing Bank to permit the renewal of such Letter of Credit at any time to an expiry date not later than the earlier of (i) one (1) year from the date of such renewal and (ii) the Letter of Credit Expiration Date, unless otherwise extended pursuant to an LC Extension; provided that the Issuing Bank shall not permit any such renewal if (x) the Issuing Bank has determined that it would have no obligation at such time to issue such Letter of Credit in its renewed form under the terms hereof (by reason of the provisions of Section 2.18(m) or otherwise), or (y) it has received notice on or before the day that is five (5) Business Days before the date which has been agreed upon pursuant to the proviso of the first sentence of this paragraph, from the Administrative Agent, any Lender or the Borrower that one or more obligations of the applicable conditions specified Obligor under this Section 2.06 in Section 4.02 are not then satisfiedrespect of such Letters of Credit shall survive the Maturity Date and shall remain in effect until no such Letters of Credit remain outstanding and (3) each Lender shall remain obligated hereunder, to the extent any such cash collateral, the application thereof or reimbursement in respect thereof is required to be returned to the applicable Obligor by the Administrative Agent after the Maturity Date until no such Letters of Credit remain outstanding.

Expiration Date. (i) Each Letter of Credit shall expire at or prior to the close of business on the Business Day that is the earlier of (xi) the date which is not more than one (1) year after the date of the issuance of such Letter of Credit (or, in the case of any renewal or extension thereof, one (1) year after such renewal or extension) and (yii) the date that is five Business Days prior to the Termination Date; provided that any Letter of Credit Expiration Date; provided, howevermay provide for the renewal thereof for additional periods not to exceed one year (which in no event extend beyond the date referred to in clause (ii) above). Notwithstanding the foregoing, the Issuing Bank, in its sole discretion, may agree to extend such Letter of Credit beyond the Letter of Credit Expiration Date (the “LC Extension”) upon the Borrower either (i) providing the Issuing Bank funds equal to 103% of the LC Exposure with respect to such Letter of Credit for deposit in a cash collateral account which cash collateral account will be held by the Issuing Bank as a pledged cash collateral account and applied to reimbursement of all drafts submitted under such outstanding Letter of Credit or (ii) delivering to the Issuing Bank issue one or more letters Letters of credit for Credit, each with an expiration date extending beyond the benefit of the Issuing Bank to backstop such outstanding Termination Date (each a “Designated Letter of Credit” and, issued by a bank reasonably acceptable to the Issuing Bank in its sole discretion, each in form and substance reasonably acceptable to the Issuing Bank in its sole discretion) unless the applicable Issuing Bank notifies the beneficiary thereof at least thirty (30) days (or such longer period as may be specified in such Letter of Credit) prior to the then applicable expiration date that such Letter of Credit will not be renewed. (ii) If the Borrower so requests in any LC Request for a Letter of Creditcollectively, the Issuing Bank may, in its sole and absolute discretion, agree to issue a Letter of Credit that has automatic renewal provisions (each, an “Auto-Renewal Letter Designated Letters of Credit”); provided that on or before the Termination Date, to the extent that any such Auto-Renewal Designated Letter of Credit must permit remains outstanding, the applicable Borrower shall Cash Collateralize the aggregate then undrawn and unexpired amount of all Designated Letters of Credit outstanding at such time. For purposes hereof, “Cash Collateralize” means to pledge and deposit with or deliver to the Administrative Agent, until the cause for such cash collateral no longer exists, for the benefits of the Issuing Bank to prevent any such renewal at least once in each twelve (12) month period (commencing with and the date of issuance of such Letter Lenders, as collateral for the outstanding Designated Letters of Credit) by giving prior notice , cash or deposit accounts balances in an amount equal to the beneficiary thereof not later than a day aggregate then undrawn and unexpired amount of all Designated Letters of Credit outstanding at such time pursuant to documentation in form and substance reasonable satisfactory to the Administrative Agent and the Issuing Bank. In the event that the applicable Borrower fails to Cash Collateralize the outstanding Designated Letters of Credit by the Termination Date, each such twelve (12) month period to be agreed upon at the time such outstanding Designated Letter of Credit is issued. Unless otherwise directed by the Issuing Bank, the shall automatically be deemed drawn in full and such Borrower shall not be required to make a specific request to the Issuing Bank for any such renewal. Once an Auto-Renewal Letter of Credit has been issued, the Revolving Lenders shall be deemed to have authorized requested a Revolving Credit Advance to be funded by the Lenders on the Termination Date to reimburse such drawing (but may not require) with the Issuing Bank to permit the renewal proceeds of such Revolving Credit Advance being used to Cash Collateralize outstanding Designated Letters of Credit as set forth above) in accordance with Section 2.03(d). The funding by a Lender of its pro rata share of such Revolving Credit Advance to Cash Collateralize the outstanding Designated Letters of Credit on the Termination Date shall be deemed payment by such Lender in respect of its participation in each such Designated Letter of Credit at any time to an expiry date not later than the earlier of (i) one (1) year from the date of such renewal and (ii) the Letter of Credit Expiration Date, unless otherwise extended pursuant to an LC Extension; provided that the Issuing Bank shall not permit any such renewal if (x) the Issuing Bank has determined that it would have no obligation at such time to issue such Letter of Credit in its renewed form under the terms hereof (by reason of the provisions of Section 2.18(m) or otherwise), or (y) it has received notice on or before the day that is five (5) Business Days before the date which has been agreed upon pursuant to the proviso of the first sentence of this paragraph, from the Administrative Agent, any Lender or the Borrower that one or more of the applicable conditions specified in Section 4.02 are not then satisfiedCredit.

Expiration Date. (i) Each Letter of Credit shall expire at or prior to the close of business on the Business Day that is the earlier of (xi) the date which that is not more than one (1) year after the date of the issuance of such Letter of Credit (orsubject to the provisions of this Section 2.05(c), in the case of any renewal or extension thereof, one (1) year after such renewal or extension) and (yii) the Letter of Credit Expiration Date; provided, however, date that is five Business Days prior to the Issuing Bank, in its sole discretion, may agree to extend such Letter of Credit beyond the Letter of Credit Expiration Revolving Maturity Date (applicable to the “LC Extension”) upon Class of Revolving Commitments with the Borrower either (i) providing the Issuing Bank funds equal to 103% of the LC Exposure with respect to such Letter of Credit for deposit in a cash collateral account which cash collateral account will be Latest Maturity Date held by the Issuing Bank as a pledged cash collateral account and applied to reimbursement of all drafts submitted under such outstanding Letter of Credit or (ii) delivering to the Issuing Bank one or more letters of credit for the benefit of the Issuing Bank to backstop such outstanding Letter of Credit, which issued by a bank reasonably acceptable to the Issuing Bank in its sole discretion, each in form and substance reasonably acceptable to the Issuing Bank in its sole discretion) unless the applicable Issuing Bank notifies the beneficiary thereof at least thirty (30) days (or such longer period as may be specified in such Letter of Credit) prior to the then applicable expiration date that such Letter of Credit will not be renewed. (ii) ). If the Borrower so requests in any LC Request for a Letter applicable letter of Creditcredit application, the applicable Issuing Bank may, in its sole and absolute discretion, agree to issue a Letter of Credit that has automatic renewal extension provisions (each, an “Auto-Renewal Extension Letter of Credit”); provided that any such Auto-Renewal Extension Letter of Credit must permit the applicable Issuing Bank to prevent any such renewal extension at least once in each twelve (12) twelve-month period (commencing with the date of issuance of such Letter of Credit) by giving prior notice to the beneficiary thereof not later than a day (the “Non-Extension Notice Date”) in each such twelve (12) twelve-month period to be agreed upon at the time such Letter of Credit is issued, but not less than 30 days prior to the scheduled expiration or renewal thereof. Unless otherwise directed by the Issuing Bank, the Borrower shall not be required to make a specific request to the Issuing Bank for any such renewalextension. Once an Auto-Renewal Extension Letter of Credit has been issued, the Revolving Lenders shall be deemed to have authorized (but may not require) the Issuing Bank to permit the renewal extension of such Letter of Credit at any time to an expiry date not later than the earlier of (i) one (1) year from the date of such renewal and set forth in clause (ii) the Letter of Credit Expiration Dateabove; provided, unless otherwise extended pursuant to an LC Extension; provided however, that the applicable Issuing Bank shall not permit any such renewal extension if (xA) the 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 renewed revised form (as extended) under the terms hereof (by reason of the provisions of Section 2.18(m) or otherwise)hereof, or (yB) it has received notice (which may be by telephone or in writing) on or before the day that is five (5) seven Business Days before the date which has been agreed upon pursuant Non-Extension Notice Date (1) from the Administrative Agent that the Required Revolving Lenders have elected not to the proviso of the first sentence of this paragraph, permit such extension or (2) from the Administrative Agent, any Revolving Lender or the Borrower that one or more of the applicable conditions specified in Section 4.02 are is not then satisfied, and in each such case directing the Issuing Bank not to permit such extension.

Expiration Date. (i) Each Letter of Credit shall expire at or prior to the close of business on the Business Day that is the earlier of (xi) the date which is not more than one (1) year after the date of the issuance of such Letter of Credit (or, in the case of any renewal or extension thereof, one (1) year after such renewal or extension) and (yii) the date that is five Business Days prior to the Revolving Maturity Date; provided that any Letter of Credit Expiration Date; provided, however, may contain customary automatic renewal provisions agreed upon by the Borrower and the applicable Issuing Bank, in its sole discretion, may agree Bank pursuant to extend which the expiration date of such Letter of Credit beyond shall automatically be extended for a period of up to 12 months (but not to a date later than the Letter of Credit Expiration Date (the “LC Extension”) upon the Borrower either (i) providing the Issuing Bank funds equal to 103% of the LC Exposure with respect to such Letter of Credit for deposit date set forth in a cash collateral account which cash collateral account will be held by the Issuing Bank as a pledged cash collateral account and applied to reimbursement of all drafts submitted under such outstanding Letter of Credit or clause (ii) delivering above), subject to a right on the Issuing Bank one or more letters part of credit for the benefit of the Issuing Bank to backstop such outstanding Letter of Credit, issued by a bank reasonably acceptable to the Issuing Bank in its sole discretion, each in form and substance reasonably acceptable to the Issuing Bank in its sole discretion) unless the applicable Issuing Bank notifies the beneficiary thereof at least thirty (30) days (or such longer period as may be specified in such Letter of Credit) prior to the then applicable expiration date that such Letter of Credit will not be renewed. (ii) If the Borrower so requests in any LC Request for a Letter of Credit, the Issuing Bank may, in its sole and absolute discretion, agree to issue a Letter of Credit that has automatic renewal provisions (each, an “Auto-Renewal Letter of Credit”); provided that any such Auto-Renewal Letter of Credit must permit the Issuing Bank to prevent any such renewal from occurring by giving notice to the beneficiary in advance of any such renewal; and provided further that if there exist any Extended Revolving Commitments having a maturity date later than the Revolving Maturity Date (the “Subsequent Maturity Date”), then, so long as the aggregate LC Exposure in respect of Letters of Credit expiring after the Revolving Maturity Date will not exceed the lesser of $10,000,000 and the aggregate amount of such Extended Revolving Commitments, the Borrower may request the issuance of a Letter of Credit that shall expire at least once in each twelve or prior to the close of business on the earlier of (12A) month period (commencing with the date one year after the date of the issuance of such Letter of CreditCredit (or, in the case of any renewal or extension thereof, one year after such renewal or extension) by giving prior notice to the beneficiary thereof not later than a day in each such twelve and (12) month period to be agreed upon at the time such Letter of Credit is issued. Unless otherwise directed by the Issuing Bank, the Borrower shall not be required to make a specific request to the Issuing Bank for any such renewal. Once an Auto-Renewal Letter of Credit has been issued, the Revolving Lenders shall be deemed to have authorized (but may not requireB) the Issuing Bank to permit the renewal of such Letter of Credit at any time to an expiry date not later than the earlier of (i) one (1) year from the date of such renewal and (ii) the Letter of Credit Expiration Date, unless otherwise extended pursuant to an LC Extension; provided that the Issuing Bank shall not permit any such renewal if (x) the Issuing Bank has determined that it would have no obligation at such time to issue such Letter of Credit in its renewed form under the terms hereof (by reason of the provisions of Section 2.18(m) or otherwise), or (y) it has received notice on or before the day that is five (5) Business Days before the date which has been agreed upon pursuant prior to the proviso of the first sentence of this paragraph, from the Administrative Agent, any Lender or the Borrower that one or more of the applicable conditions specified in Section 4.02 are not then satisfiedSubsequent Maturity Date.

Expiration Date. (i) Each Letter of Credit shall expire at or prior to the close of business on the Business Day that is the earlier of (xi) in the case of Standby Letters of Credit, the date which is not more than one (1) year after the date of the issuance of such Letter of Credit (or, in the case of any renewal or extension thereof, one (1) year after such renewal or extension), (ii) in the case of Trade Letters of Credit, the date 180 days after the date of issuance thereof and (yiii) the Letter of Credit Expiration date that is five Business Days prior to the applicable Revolving Facility Maturity Date; provided, however, the Issuing Bankthat any Standby Letter of Credit with a one year tenor may provide for automatic renewal or extension thereof for additional one year periods (which, in its sole discretionno event, may agree shall extend beyond the date referred to extend in clause (iii) of this paragraph (c)) so long as such Letter of Credit beyond the Letter of Credit Expiration Date (the “LC Extension”) upon the Borrower either (i) providing the Issuing Bank funds equal to 103% of the LC Exposure with respect to any such Letter of Credit for deposit in a cash collateral account which cash collateral account will be held by the Issuing Bank as a pledged cash collateral account and applied to reimbursement of all drafts submitted under such outstanding Letter of Credit or (ii) delivering to the Issuing Bank one or more letters of credit for the benefit of the Issuing Bank to backstop such outstanding Letter of Credit, issued by a bank reasonably acceptable to the Issuing Bank in its sole discretion, each in form and substance reasonably acceptable to the Issuing Bank in its sole discretion) unless the applicable Issuing Bank notifies the beneficiary thereof at least thirty (30) days (or such longer period as may be specified in such Letter of Credit) prior to the then applicable expiration date that such Letter of Credit will not be renewed. (ii) If the Borrower so requests in any LC Request for a Letter of Credit, the Issuing Bank may, in its sole and absolute discretion, agree to issue a Letter of Credit that has automatic renewal provisions (each, an “Auto-Auto Renewal Letter of Credit”); provided that any such Auto-Renewal Letter of Credit must permit ) permits the Issuing Bank to prevent any such renewal extension at least once in each twelve (12) twelve-month period (commencing with the date of issuance of such Auto Renewal Letter of Credit) by giving prior notice to the beneficiary thereof not later than within a day in each time period during such twelve (12) twelve-month period to be agreed upon at the time such Auto Renewal Letter of Credit is issued. Unless otherwise directed by the Issuing Bank, the respective Borrower shall not be required to make a specific request to the Issuing Bank for any such renewal. Once an Auto-Auto Renewal Letter of Credit has been issued, the Revolving Lenders shall be deemed to have authorized (but may not require) the Issuing Bank to permit the renewal of such Letter of Credit at any time to an expiry date not later than the earlier of (i) one (1) year from the date of such renewal and (ii) the Letter of Credit Expiration Revolving Facility Maturity Date, unless otherwise extended pursuant to an LC Extension; provided that the Issuing Bank shall not permit any such renewal if (x) the Issuing Bank has determined that it would have no obligation at such time to issue such Letter of Credit in its renewed form under the terms hereof (by reason of the provisions of Section 2.18(m) or otherwise), or (y) it has received notice on or before the day that is five (5) Business Days before the date which has been agreed upon pursuant to the proviso of the first sentence of this paragraph, from the Administrative Agent, any Lender or the Borrower that one or more of the applicable conditions specified in Section 4.02 are not then satisfied.

Expiration Date. (i) Each Letter of Credit shall expire at or prior to the close of business on the Business Day that is the earlier of (i) in the case of a Standby Letter of Credit, (x) the date which is not more no later than one (1) year after the date of the issuance of such Standby Letter of Credit (or, in the case of any renewal or extension thereof, no later than one (1) year after such renewal or extension) and (y) the Letter of Credit Expiration Date; providedDate and (ii) in the case of a Commercial Letter of Credit, however, (x) the Issuing Bank, in its sole discretion, may agree to extend date that is no later than 180 days after the date of issuance of such Commercial Letter of Credit beyond (or, in the case of any renewal or extension thereof, no later than 180 days after such renewal or extension) and (y) the Letter of Credit Expiration Date (the “LC Extension”) upon the Borrower either (i) providing the Issuing Bank funds equal to 103% of the LC Exposure with respect to such Letter of Credit for deposit in a cash collateral account which cash collateral account will be held by the Issuing Bank as a pledged cash collateral account and applied to reimbursement of all drafts submitted under such outstanding Letter of Credit or (ii) delivering to the Issuing Bank one or more letters of credit for the benefit of the Issuing Bank to backstop such outstanding Letter of Credit, issued by a bank reasonably acceptable to the Issuing Bank in its sole discretion, each in form and substance reasonably acceptable to the Issuing Bank in its sole discretion) unless the applicable Issuing Bank notifies the beneficiary thereof at least thirty (30) days (or such longer period as may be specified in such Letter of Credit) prior to the then applicable expiration date that such Letter of Credit will not be renewedDate. (ii) If the U.S. Borrower so requests in any LC Request for a Letter of CreditRequest, the Issuing Bank may, in its sole and absolute discretion, agree to issue a Letter of Credit that has automatic renewal provisions (each, an “Auto-Renewal Letter of Credit”); provided that any such Auto-Renewal Letter of Credit must permit the Issuing Bank to prevent any such renewal at least once in each twelve (12) twelve-month period (commencing with the date of issuance of such Letter of Credit) by giving prior notice to the beneficiary thereof not later than a day in each such twelve (12) twelve-month period to be agreed upon at the time such Letter of Credit is issued. Unless otherwise directed by the Issuing Bank, the U.S. Borrower shall not be required to make a specific request to the Issuing Bank for any such renewal. Once an Auto-Renewal Letter of Credit has been issued, the Revolving Lenders shall be deemed to have authorized (but may not require) the Issuing Bank to permit the renewal of such Letter of Credit at any time to an expiry date not later than the earlier of (i) one (1) year from the date of such renewal and (ii) the Letter of Credit Expiration Date, unless otherwise extended pursuant to an LC Extension; provided that the Issuing Bank shall not permit any such renewal if (x) the Issuing Bank has determined that it would have no obligation at such time to issue such Letter of Credit in its renewed form under the terms hereof (by reason of the provisions of Section 2.18(m2.18(l) or otherwise), or (y) it has received notice on or before the day that is five (5) two Business Days before the date which has been agreed upon pursuant to the proviso of the first sentence of this paragraph, from the Administrative Agent, any Lender or the Borrower that one or more of the applicable conditions specified in Section 4.02 are not then satisfied.

Expiration Date. (i) Each Letter of Credit shall expire at or prior to the close of business on the Business Day that is the earlier of (xi) the date which is not more than one (1) year after the date of the issuance of such Letter of Credit (or, in the case of any renewal or extension thereofof a Letter of Credit, one (1) year after such renewal or extension) and (y) the Letter of Credit Expiration Date; provided, however, the Issuing Bank), in its sole discretion, may agree each case unless consented to extend such Letter of Credit beyond by the Letter of Credit Expiration Date (the “LC Extension”) upon the Borrower either (i) providing the relevant Issuing Bank funds equal to 103% of and the LC Exposure with respect to such Letter of Credit for deposit in a cash collateral account which cash collateral account will be held by the Issuing Bank as a pledged cash collateral account Administrative Agent, and applied to reimbursement of all drafts submitted under such outstanding Letter of Credit or (ii) delivering to the Issuing Bank one or more letters of credit for the benefit of the Issuing Bank to backstop such outstanding Letter of Credit, issued by a bank reasonably acceptable to the Issuing Bank in its sole discretion, each in form and substance reasonably acceptable to the Issuing Bank in its sole discretion) unless the applicable Issuing Bank notifies the beneficiary thereof at least thirty (30) days (or such longer period as may be specified in such Letter of Credit) date that is five Business Days prior to the then applicable expiration date that such Letter of Credit will not be renewed. (ii) Maturity Date. If the Borrower so requests in any LC Request for a Letter of Creditrequests, the Issuing Bank may, in its sole and absolute discretion, shall agree to issue a Letter of Credit that has automatic renewal extension provisions (each, an “Auto-Renewal Extension Letter of Credit”); provided that any such Auto-Renewal Extension Letter of Credit must permit the relevant Issuing Bank to prevent any such renewal extension at least once in each twelve (12) -month period (commencing with the date of issuance of such Letter of CreditCredit and in no event extending beyond the date that is five Business Days prior to the Maturity Date unless Cash Collateralized or backstopped in a manner reasonably acceptable to the Administrative Agent and the applicable Issuing Bank) by giving prior notice to the beneficiary thereof not later than a day (the “Non-extension Notice Date”) in each such twelve (12) -month period to be mutually agreed upon at the time such Letter of Credit is issued. Unless otherwise directed by the relevant Issuing Bank, the Borrower shall not be required to make a specific request to the relevant Issuing Bank for any such renewalextension. Once an Auto-Renewal Extension Letter of Credit has been issued, the Revolving Lenders shall be deemed to have authorized (but may not require) the relevant Issuing Bank to permit the renewal extension of such Letter of Credit at any time to an expiry date not later than the earlier of (i) one (1) year from date that is five Business Days prior to the date of such renewal and (ii) the Letter of Credit Expiration Maturity Date, unless otherwise extended pursuant to an LC Extension; provided that the relevant Issuing Bank shall not permit any such renewal extension if (xA) the relevant Issuing Bank has determined that it would have no obligation at such time to issue such Letter of Credit in its renewed extended form under the terms hereof (by reason of the provisions of Section 2.18(m) or otherwise)hereof, or (yB) it has received notice (which may be by telephone or in writing) on or before the day that is five (5) seven Business Days before the date which has been agreed upon pursuant to the proviso of the first sentence of this paragraph, Non-extension Notice Date from the Administrative Agent, Agent any Lender or the Borrower that one or more of the applicable conditions specified in Section 4.02 are 6.02 is not then satisfiedsatisfied or waived.

Expiration Date. (iA) Each Letter of Credit shall expire at or prior to the close of business on the Business Day that is the earlier of (x) i)subject to Section 2.06(c)(B), the date which is not more than one (1) year after the date of the issuance of such Letter of Credit (or, in the case of any renewal or extension thereof, thereof one (1) year after such renewal or extension) and (yii) the Letter of Credit Expiration Date; provided, however, the Issuing Bank, in its sole discretion, may agree to extend such Letter of Credit beyond the Letter of Credit Expiration Date date that is five (the “LC Extension”5) upon the Borrower either (i) providing the Issuing Bank funds equal to 103% of the LC Exposure with respect to such Letter of Credit for deposit in a cash collateral account which cash collateral account will be held by the Issuing Bank as a pledged cash collateral account and applied to reimbursement of all drafts submitted under such outstanding Letter of Credit or (ii) delivering to the Issuing Bank one or more letters of credit for the benefit of the Issuing Bank to backstop such outstanding Letter of Credit, issued by a bank reasonably acceptable to the Issuing Bank in its sole discretion, each in form and substance reasonably acceptable to the Issuing Bank in its sole discretion) unless the applicable Issuing Bank notifies the beneficiary thereof at least thirty (30) days (or such longer period as may be specified in such Letter of Credit) Business Days prior to the then applicable expiration date that such Letter of Credit will not be renewedMaturity Date. (iiB) If the Borrower Company so requests in any LC Request for a applicable Letter of CreditCredit application, the Issuing Bank may, in its sole and absolute discretion, will agree to issue a Letter of Credit that has automatic renewal extension provisions (each, an “Auto-Renewal Extension Letter of Credit”); provided that any such Auto-Renewal Extension Letter of Credit must permit the Issuing Bank to prevent any such renewal extension at least once in each twelve (12) twelve-month period (commencing with the date of issuance of such Letter of Credit) by giving prior notice to the beneficiary thereof not later than a day (the “Non-Extension Notice Date”) in each such twelve (12) twelve-month period to be agreed upon at the time such Letter of Credit is issued. Unless otherwise directed by the Issuing Bank, the Borrower Company shall not be required to make a specific request to the Issuing Bank for any such renewalextension. Once an Auto-Renewal Extension Letter of Credit has been issued, the Revolving Lenders shall be deemed to have authorized (but may not require) the Issuing Bank to permit the renewal extension of such Letter of Credit at any time to an expiry date not later than the earlier of (idate set forth in Section 2.06(c) one (1) year from the date of such renewal and (ii) the Letter of Credit Expiration Dateprovided, unless otherwise extended pursuant to an LC Extension; provided however, that the Issuing Bank shall not permit any such renewal extension if (xA) the Issuing Bank has determined that it would not be permitted, or would have no obligation obligation, at such time to issue such Letter of Credit in its renewed revised form (as extended) under the terms hereof (by reason of the provisions of Section 2.18(m2.06(c) or otherwise), or (yB) it has received notice (which may be by telephone or in writing) on or before the day that is five (5) seven Business Days before the date which has been agreed upon pursuant to the proviso of the first sentence of this paragraph, Non-Extension Notice Date from the Administrative Agent, any Lender the Required Lenders or the Borrower Company that one or more of the applicable conditions specified in Section 4.02 are is not then satisfied, and in each case directing the Issuing Bank not to permit such extension.

Expiration Date. (i) Each Letter of Credit shall expire at or prior to the close of business on the Business Day that is the earlier of (xi) the date which is not more than one (1) year after the date of the issuance of such Letter of Credit (or, in the case of any renewal or extension thereof, one (1) year after such renewal or extension) and (yii) 365 days (such 365th day, the LC Outside Date ) after the Maturity Date; provided that any Letter of Credit Expiration Date; provided, however, with a one-year term may provide for the Issuing Bank, renewal thereof for additional one-year periods (which shall in its sole discretion, may agree to no event extend such Letter of Credit beyond the Letter of Credit Expiration Date date referred to in clause (ii) above). Notwithstanding the “LC Extension”) upon foregoing, if the Borrower either (i) providing the Issuing Bank funds equal to 103% date of the LC Exposure with respect required notification of intent to such or not to renew or extend a Letter of Credit for deposit in a cash collateral account which cash collateral account will be held by an additional year (the Issuing Bank as a pledged cash collateral account and applied to reimbursement of all drafts submitted under such outstanding Letter of Credit or (iiLC Notification Date ) delivering occurs prior to the Issuing Bank one or more letters of credit for the benefit of the Issuing Bank to backstop Maturity Date, but such outstanding Letter of Credit, issued by a bank reasonably acceptable to if extended or renewed for an additional year, would expire after the Issuing Bank in its sole discretionLC Outside Date, each in form and substance reasonably acceptable to the Issuing Bank in its sole discretion) unless the applicable Issuing Bank notifies the beneficiary thereof at least thirty (30) days (or such longer period as notification may be specified given (in such Letter the case of Credit) prior to the then applicable expiration date that such Letter of Credit will not be renewed. (ii) If the Borrower so requests in any LC Request for a Letter of Credit, the Issuing Bank may, in its sole and absolute discretion, agree to issue a Letter of Credit that has automatic renewal provisions requires affirmative notification of intent to extend or renew) or withheld (each, an “Auto-Renewal Letter in the case of Credit”); provided that any such Auto-Renewal Letter of Credit must permit that requires notification of intent not to extend or renew), and the Issuing Bank to prevent any such renewal at least once in each twelve (12) month period (commencing with the date of issuance of such Letter of Credit) by giving prior notice to the beneficiary thereof not later than a day in each such twelve (12) month period to be agreed upon at the time such Letter of Credit is issued. Unless otherwise directed by the Issuing Bank, the Borrower shall not be required to make a specific request to the Issuing Bank for any such renewal. Once an Auto-Renewal Letter of Credit has been issued, the Revolving Lenders shall be deemed to have authorized (but may not require) the Issuing Bank to permit the renewal maturity of such Letter of Credit at any time may extend for a period of up to an expiry date not later than the earlier of (i) one (1) year from following the date of such renewal and or extension, provided that (iiA) on or prior to the LC Notification Date, the Borrower shall deposit cash in the Letter of Credit Expiration Date, unless otherwise extended pursuant Account in an amount equal to an LC Extension; provided that the Issuing Bank shall not permit any such renewal if (x) the Issuing Bank has determined that it would have no obligation at such time to issue 105% of such Letter of Credit as collateral security for the Borrower s reimbursement obligations in its renewed form under connection therewith, such cash to be remitted to the terms hereof (by reason Borrower upon and to the extent of the provisions expiration, cancellation or other termination or satisfaction of Section 2.18(msuch reimbursement obligations and (B) or otherwise)if requested by the Issuing Lender, or the Borrower shall promptly (ybut in no event later than the Maturity Date) it has received notice on or before the day that is five (5) Business Days before the date which has been agreed upon pursuant execute and deliver a letter of credit reimbursement agreement in form and substance satisfactory to the proviso of the first sentence of this paragraph, from the Administrative Agent, any Issuing Lender in connection with such renewal or the Borrower that one or more of the applicable conditions specified in Section 4.02 are not then satisfiedextension.

Expiration Date. (i) Each Letter of Credit shall expire at or prior to the close of business on the Business Day that is the earlier of (xi) the date which that is not more than one twelve months (1or such longer period if agreed by the Issuing Bank in its sole discretion) year after the date of the issuance of such Letter of Credit (or, in the case of any renewal or extension thereof, one twelve months (1) year after or such renewal or extension) and (y) the Letter of Credit Expiration Date; provided, however, the Issuing Bank, in its sole discretion, may agree to extend such Letter of Credit beyond the Letter of Credit Expiration Date (the “LC Extension”) upon the Borrower either (i) providing the Issuing Bank funds equal to 103% of the LC Exposure with respect to such Letter of Credit for deposit in a cash collateral account which cash collateral account will be held longer period if agreed by the Issuing Bank as a pledged cash collateral account and applied to reimbursement of all drafts submitted under such outstanding Letter of Credit or (ii) delivering to the Issuing Bank one or more letters of credit for the benefit of the Issuing Bank to backstop such outstanding Letter of Credit, issued by a bank reasonably acceptable to the Issuing Bank in its sole discretion, each in form and substance reasonably acceptable to the Issuing Bank in its sole discretion) after such extension) and (ii) the date that is five (5) Business Days prior to the Revolving Maturity Date (except to the extent cash collateralized or backstopped not later than the date that is five (5) Business Days prior to the Revolving Maturity Date pursuant to an arrangement reasonably acceptable to the Issuing Bank); provided that if such expiry date is not a Business Day, such Letter of Credit shall expire at or prior to the close of business on the next succeeding Business Day; provided, further, that any Letter of Credit may, upon the request of the Borrower, include a provision whereby such Letter of Credit shall be auto-extended automatically for additional consecutive periods of twelve months (or such longer period if agreed by the Issuing Bank in its sole discretion) or less (but not beyond the date that is five (5) Business Days prior to the Revolving Maturity Date except to the extent cash collateralized or backstopped pursuant to an arrangement reasonably acceptable to the Issuing Bank) unless the applicable Issuing Bank notifies sends written notice to the beneficiary via courier thereof at least thirty (30) days (or such longer within the time period as may be specified in such Letter of Credit) Credit or, if no such time period is specified, at least 30 days prior to the then then-applicable expiration date date, that such Letter of Credit will not be renewed. (ii) extended. If the Borrower so requests in decides not to automatically extend any LC Request for a Letter of Credit, it shall notify the applicable Issuing Bank may, in its sole and absolute discretion, agree to issue a Letter of Credit that has automatic renewal provisions (each, an “Auto-Renewal Letter of Credit”); provided that any such Auto-Renewal Letter of Credit must permit the Issuing Bank to prevent any such renewal at least once in each twelve (12) month period (commencing with the date of issuance of such Letter of Credit) by giving not less than fifteen days prior notice to the beneficiary thereof not later than a day time period specified in each such twelve (12) month period to be agreed upon at the time such Letter of Credit is issued. Unless otherwise directed by the Issuing Bank, the Borrower shall not be required to make a specific request to the which such Issuing Bank for any such renewal. Once an Automust send a notice of non-Renewal Letter of Credit has been issued, the Revolving Lenders shall be deemed to have authorized (but may not require) the Issuing Bank to permit the renewal of such Letter of Credit at any time to an expiry date not later than the earlier of (i) one (1) year from the date of such renewal and (ii) the Letter of Credit Expiration Date, unless otherwise extended pursuant to an LC Extension; provided that the Issuing Bank shall not permit any such renewal if (x) the Issuing Bank has determined that it would have no obligation at such time to issue such Letter of Credit in its renewed form under the terms hereof (by reason of the provisions of Section 2.18(m) or otherwise), or (y) it has received notice on or before the day that is five (5) Business Days before the date which has been agreed upon pursuant to the proviso of the first sentence of this paragraph, from the Administrative Agent, any Lender or the Borrower that one or more of the applicable conditions specified in Section 4.02 are not then satisfiedextension.

Expiration Date. (i) Each Letter of Credit shall expire at or prior to the close of business on the Business Day that is the earlier of (xi) the date which that is not more than one (1) year after the date of the issuance of such Letter of Credit (or, in the case of any renewal or extension thereof, one (1) year after such renewal or extension) and (yii) the Letter of Credit Expiration Date; provided, however, the Issuing Bank, in its sole discretion, may agree to extend such Letter of Credit beyond the Letter of Credit Expiration Date (the “LC Extension”) upon the Borrower either (i) providing the Issuing Bank funds equal to 103% of the LC Exposure with respect to such Letter of Credit for deposit in a cash collateral account which cash collateral account will be held by the Issuing Bank as a pledged cash collateral account and applied to reimbursement of all drafts submitted under such outstanding Letter of Credit or (ii) delivering to the Issuing Bank one or more letters of credit for the benefit of the Issuing Bank to backstop such outstanding Letter of Credit, issued by a bank reasonably acceptable to the Issuing Bank in its sole discretion, each in form and substance reasonably acceptable to the Issuing Bank in its sole discretion) unless the applicable Issuing Bank notifies the beneficiary thereof at least thirty (30) days (or such longer period as may be specified in such Letter of Credit) prior to the then applicable expiration date that such Letter of Credit will not be renewed. (ii) If provided if the Borrower so requests in any LC Request for a applicable Letter of CreditCredit Application, the Issuing Bank may, in its sole and absolute discretion, shall agree to issue a Letter of Credit that has automatic renewal provisions (each, an “Auto-Renewal Letter of Credit”); provided that any such Auto-Renewal Letter of Credit must permit the Issuing Bank to prevent any such renewal at least once in each twelve (12) twelve-month period (commencing with the date of issuance of such Letter of Credit) by giving prior notice to the beneficiary thereof not later than a day (the “Nonrenewal Notice Date”) in each such twelve (12) twelve-month period to be agreed upon at the time such Letter of Credit is issued. Unless otherwise directed by the Issuing Bank, the Borrower shall not be required to make a specific request to the Issuing Bank for any such renewal. Once an Auto-Renewal Letter of Credit has been issued, the Revolving Lenders shall be deemed to have authorized (but may not require) the Issuing Bank to permit the renewal of such Letter of Credit at any time to an expiry date not later than the earlier of (i) one (1) year from the date of such renewal and (ii) the Letter of Credit Expiration Date, unless otherwise extended pursuant to an LC Extension; provided that the Issuing Bank shall not permit any such renewal if (xA) the Issuing Bank has determined that it would have no obligation at such time to issue such Letter of Credit in its renewed form under the terms hereof (by reason of the provisions of Section 2.18(m2.05(b)(ii) or otherwise), or (yB) it has received notice (which may be by telephone, followed promptly in writing, or in writing) on or before the day that is five thirty (530) Business Days days before the date which has been agreed upon pursuant to the proviso of the first sentence of this paragraph, Nonrenewal Notice Date from the Administrative AgentAgent or any Revolving Lender, any Lender as applicable, or the Borrower that one or more of the applicable express conditions specified in Section 4.02 are is not then satisfiedsatisfied (or waived), and provided further that, if agreed to by the Issuing Bank in its sole discretion, a Letter of Credit may, upon the request of the Borrower, be renewed for a period beyond the date that is the Revolving Maturity Date if, at the time of such request or such other time as may be agreed by the Issuing Bank, such Letter of Credit has become subject to cash collateralization (at 103% of the face value of such Letter of Credit) or other arrangements satisfactory to the Issuing Bank.

Expiration Date. (i) Each Letter of Credit shall expire at or prior to the close of business on the Business Day that is the earlier of (xi) the date which is not more than one (1) year after the date of the issuance of such Letter of Credit (or, in the case of any renewal or extension thereof, one (1) year after such renewal or extension) ), and (yii) the date that is five Business Days prior to the Termination Date; provided that any Letter of Credit Expiration Date; providedmay provide for the renewal thereof for additional periods not to exceed one year (which in no event extend beyond the date referred to in clause (ii) above). Notwithstanding the foregoing, however, the any Issuing Bank, in its sole discretion, may agree to extend such Letter of Credit beyond the Letter of Credit Expiration Date (the “LC Extension”) upon the Borrower either (i) providing the Issuing Bank funds equal to 103% of the LC Exposure with respect to such Letter of Credit for deposit in a cash collateral account which cash collateral account will be held by the Issuing Bank as a pledged cash collateral account and applied to reimbursement of all drafts submitted under such outstanding Letter of Credit or (ii) delivering to the Issuing Bank issue one or more letters Letters of credit for Credit, each with an expiration date extending beyond the benefit of the Issuing Bank to backstop such outstanding Termination Date (each a “Designated Letter of Credit” and, issued by a bank reasonably acceptable to the Issuing Bank in its sole discretion, each in form and substance reasonably acceptable to the Issuing Bank in its sole discretion) unless the applicable Issuing Bank notifies the beneficiary thereof at least thirty (30) days (or such longer period as may be specified in such Letter of Credit) prior to the then applicable expiration date that such Letter of Credit will not be renewed. (ii) If the Borrower so requests in any LC Request for a Letter of Creditcollectively, the Issuing Bank may, in its sole and absolute discretion, agree to issue a Letter of Credit that has automatic renewal provisions (each, an “Auto-Renewal Letter Designated Letters of Credit”); provided that on or before the Termination Date, to the extent that any such Auto-Renewal Designated Letter of Credit must permit remains outstanding, the Issuing Bank applicable Borrower shall Cash Collateralize the aggregate then undrawn and unexpired amount of all Designated Letters of Credit outstanding at such time. In the event that the applicable Borrower fails to prevent any such renewal at least once in each twelve (12) month period (commencing with Cash Collateralize the date outstanding Designated Letters of issuance of such Letter of Credit) Credit by giving prior notice to the beneficiary thereof not later than a day in Termination Date, each such twelve (12) month period to be agreed upon at the time such outstanding Designated Letter of Credit is issued. Unless otherwise directed by the Issuing Bank, the shall automatically be deemed drawn in full and such Borrower shall not be required to make a specific request to the Issuing Bank for any such renewal. Once an Auto-Renewal Letter of Credit has been issued, the Revolving Lenders shall be deemed to have authorized requested a Revolving Credit Advance to be funded by the Lenders on the Termination Date to reimburse such drawing (but may not require) with the Issuing Bank to permit the renewal proceeds of such Revolving Credit Advance being used to Cash Collateralize outstanding Designated Letters of Credit as set forth above) in accordance with Section 2.03(d). The funding by a Lender of its pro rata share of such Revolving Credit Advance to Cash Collateralize the outstanding Designated Letters of Credit on the Termination Date shall be deemed payment by such Lender in respect of its participation in each such Designated Letter of Credit at any time to an expiry date not later than the earlier of (i) one (1) year from the date of such renewal and (ii) the Letter of Credit Expiration Date, unless otherwise extended pursuant to an LC Extension; provided that the Issuing Bank shall not permit any such renewal if (x) the Issuing Bank has determined that it would have no obligation at such time to issue such Letter of Credit in its renewed form under the terms hereof (by reason of the provisions of Section 2.18(m) or otherwise), or (y) it has received notice on or before the day that is five (5) Business Days before the date which has been agreed upon pursuant to the proviso of the first sentence of this paragraph, from the Administrative Agent, any Lender or the Borrower that one or more of the applicable conditions specified in Section 4.02 are not then satisfiedCredit.

Expiration Date. (i) Each Letter of Credit (other than the Existing Letters of Credit) shall expire at or prior to the close of business on the Business Day that is the earlier of (xi) the date which is not more than one (1) year after the date of the issuance of such Letter of Credit (or, in the case of any renewal or extension thereof, one (1) year after such renewal or extension) and (yii) the Letter of Credit Expiration Maturity Date; , provided, however, that a Letter of Credit (other than an Existing Letter of Credit) may provide by its terms, and on terms acceptable to the applicable Issuing Bank, in its sole discretion, may agree for renewal for successive periods of one year or less (but not beyond the Maturity Date) unless and until the applicable Issuing Bank shall have delivered prior written notice of nonrenewal to extend the beneficiary of such Letter of Credit beyond no later than the Letter of Credit Expiration Date (the “LC Extension”) upon the Borrower either (i) providing the Issuing Bank funds equal to 103% of the LC Exposure with respect to such Letter of Credit for deposit in a cash collateral account which cash collateral account will be held by the Issuing Bank as a pledged cash collateral account and applied to reimbursement of all drafts submitted under such outstanding Letter of Credit or (ii) delivering to the Issuing Bank one or more letters of credit for the benefit of the Issuing Bank to backstop such outstanding Letter of Credit, issued by a bank reasonably acceptable to the Issuing Bank in its sole discretion, each in form and substance reasonably acceptable to the Issuing Bank in its sole discretion) unless the applicable Issuing Bank notifies the beneficiary thereof at least thirty (30) days (or such longer period as may be time specified in such Letter of Credit) prior to Credit (which the then applicable expiration date that such Letter of Credit will not be renewed. (ii) If the Borrower so requests in any LC Request for a Letter of Credit, the Issuing Bank may, in its sole and absolute discretion, agree to issue a Letter of Credit that has automatic renewal provisions (each, an “Auto-Renewal Letter of Credit”); provided that any such Auto-Renewal Letter of Credit must permit the Issuing Bank to prevent any such renewal at least once in each twelve (12) month period (commencing with the date of issuance of such Letter of Credit) by giving prior notice to the beneficiary thereof not later than a day in each such twelve (12) month period to be agreed upon at the time such Letter of Credit is issued. Unless otherwise directed by the Issuing Bank, the Borrower shall not be required to make a specific request to the Issuing Bank for any such renewal. Once an Auto-Renewal Letter of Credit has been issued, the Revolving Lenders shall be deemed to have authorized (but may not require) the Issuing Bank to permit the renewal of such Letter of Credit at any time to an expiry date not later than the earlier of (i) one (1) year from the date of such renewal and (ii) the Letter of Credit Expiration Date, unless otherwise extended pursuant to an LC Extension; provided that the Issuing Bank shall not permit any such renewal do only if (x) the Issuing Bank has determined that it would have no obligation at such time to issue such Letter of Credit in its renewed form under the terms hereof (by reason of the provisions of Section 2.18(m) or otherwise), or (y) it has received notice on or before the day that is five (5) Business Days before the date which has been agreed upon pursuant to the proviso of the first sentence of this paragraph, from the Administrative Agent, any Lender or the Borrower that one or more of the applicable conditions specified in under Section 4.02 are is not then satisfied). Notwithstanding the foregoing, any Existing Letter of Credit may provide by its terms, and on terms acceptable to applicable Issuing Bank, for renewal for successive periods of thirteen months or less unless and until the applicable Issuing Bank shall have delivered a notice of nonrenewal to the beneficiary of such Existing Letter of Credit no later than the time specified in such Existing Letter of Credit (or applicable Letter of Credit Document); provided that the applicable Issuing Bank may deliver such notice of nonrenewal in its sole discretion and no course of dealing or other circumstance shall require such Issuing Bank to extend or renew any Existing Letter of Credit.

Expiration Date. (i) Each Letter of Credit shall expire at or prior to the close of business on the Business Day that is the earlier of (xi) the date which that is not more than one (1) year 18 months after the date of the issuance of such Letter of Credit (or, in the case of any renewal or extension thereof, one (1) year 18 months after such renewal or extension) and (yii) the Letter of Credit Expiration date that is five Domestic Business Days prior to the Revolving Maturity Date; provided, however, that any Letter of Credit may, upon the Issuing Bankrequest of the applicable Borrower or Additional Borrower, in its sole discretion, may agree to extend include a provision whereby such Letter of Credit shall be renewed automatically for additional consecutive periods of 18 months or less (but not beyond the Letter of Credit Expiration Date (the “LC Extension”) upon the Borrower either (i) providing the Issuing Bank funds equal to 103% of the LC Exposure with respect to such Letter of Credit for deposit in a cash collateral account which cash collateral account will be held by the Issuing Bank as a pledged cash collateral account and applied to reimbursement of all drafts submitted under such outstanding Letter of Credit or (ii) delivering date that is five Domestic Business Days prior to the Issuing Bank one or more letters of credit for the benefit of the Issuing Bank to backstop such outstanding Letter of Credit, issued by a bank reasonably acceptable to the Issuing Bank in its sole discretion, each in form and substance reasonably acceptable to the Issuing Bank in its sole discretionRevolving Maturity Date) unless the applicable Issuing Bank notifies the beneficiary thereof at least thirty (30) 30 days (or such longer period as may be specified in such Letter of Credit) prior to the then then-applicable expiration date that such Letter of Credit will not be renewed. . For the avoidance of doubt, if the Revolving Maturity Date in respect of any Class of Revolving Commitments shall be extended pursuant to Section 2.22, “Revolving Maturity Date” as referenced in this paragraph shall refer, with respect to the Class of Letters of Credit associated with such Class of Revolving Commitments, to the Revolving Maturity Date in respect of any Class of Revolving Commitments as extended pursuant to Section 2.22; provided that, notwithstanding anything in this Agreement (iiincluding Section 2.22 hereof) If or any other Loan Document to the Borrower so requests in any LC Request for a Letter of Creditcontrary, the Revolving Maturity Date, as such term is used in reference to any Issuing Bank may, in its sole and absolute discretion, agree to issue a or any Letter of Credit that has automatic renewal provisions (eachissued thereby, an “Auto-Renewal Letter of Credit”); provided that may not be extended with respect to any such Auto-Renewal Letter of Credit must permit the Issuing Bank to prevent any such renewal at least once in each twelve (12) month period (commencing with without the date of issuance prior written consent of such Letter of Credit) by giving prior notice to the beneficiary thereof not later than a day in each such twelve (12) month period to be agreed upon at the time such Letter of Credit is issued. Unless otherwise directed by the Issuing Bank, the Borrower shall not be required to make a specific request to the Issuing Bank for any such renewal. Once an Auto-Renewal Letter of Credit has been issued, the Revolving Lenders shall be deemed to have authorized (but may not require) the Issuing Bank to permit the renewal of such Letter of Credit at any time to an expiry date not later than the earlier of (i) one (1) year from the date of such renewal and (ii) the Letter of Credit Expiration Date, unless otherwise extended pursuant to an LC Extension; provided that the Issuing Bank shall not permit any such renewal if (x) the Issuing Bank has determined that it would have no obligation at such time to issue such Letter of Credit in its renewed form under the terms hereof (by reason of the provisions of Section 2.18(m) or otherwise), or (y) it has received notice on or before the day that is five (5) Business Days before the date which has been agreed upon pursuant to the proviso of the first sentence of this paragraph, from the Administrative Agent, any Lender or the Borrower that one or more of the applicable conditions specified in Section 4.02 are not then satisfied.

Expiration Date. (i) Each Letter of Credit shall expire (or be subject to termination by notice from the relevant Letter of Credit Issuer to the beneficiary thereof) at or prior to the close of business on the Business Day that is the earlier of (xi) the date which is not more than one (1) year after the date of the issuance of such Letter of Credit (or, in the case of any renewal or extension thereof, including, without limitation, any automatic renewal provision, one (1) year after such renewal or extension) and (y) the Letter of Credit Expiration Date; provided, however, the Issuing Bank, in its sole discretion, may agree to extend such Letter of Credit beyond the Letter of Credit Expiration Date (the “LC Extension”) upon the Borrower either (i) providing the Issuing Bank funds equal to 103% of the LC Exposure with respect to such Letter of Credit for deposit in a cash collateral account which cash collateral account will be held by the Issuing Bank as a pledged cash collateral account and applied to reimbursement of all drafts submitted under such outstanding Letter of Credit or (ii) delivering to the Issuing Bank one or more letters of credit for the benefit of the Issuing Bank to backstop such outstanding Letter of Credit, issued by a bank reasonably acceptable to the Issuing Bank in its sole discretion, each in form and substance reasonably acceptable to the Issuing Bank in its sole discretion) unless the applicable Issuing Bank notifies the beneficiary thereof at least thirty (30) days (or such longer period as may be specified expressly agreed in such Letter writing by the relevant letter of CreditCredit Issuer and (ii) the date that is five Business Days prior to the then applicable expiration date that such Maturity Date. With respect to any Letter of Credit will not be renewed. (ii) If the Borrower so requests in which contains any LC Request for a Letter of Credit, the Issuing Bank may, in its sole and absolute discretion, agree to issue a Letter of Credit that has “evergreen” or automatic renewal provisions (eachprovision, an “Auto-Renewal Letter of Credit”); provided that any such Auto-Renewal Letter of Credit must permit the Issuing Bank to prevent any such renewal at least once in each twelve (12) month period (commencing with the date of issuance of such Letter of Credit) by giving prior notice to the beneficiary thereof not later than a day in each such twelve (12) month period to be agreed upon at the time such Letter of Credit is issued. Unless otherwise directed by the Issuing Bank, the Borrower shall not be required to make a specific request to the Issuing Bank for any such renewal. Once an Auto-Renewal Letter of Credit has been issued, the Revolving Lenders applicable Lender shall be deemed to have authorized (but may not require) consented to any such extension or renewal, unless any such Lender shall have provided to the Issuing Bank applicable Administrative Agent written notice that it declines to permit consent to any such extension or renewal at least thirty days prior to the renewal date on which the applicable Letter of Credit Issuer is entitled to decline to extend or renew such Letter of Credit at Credit. If all of the requirements of this Section 2.6 are met and no Default or Event of Default has occurred and is continuing, no Lender shall decline to consent to any time to an expiry date not later than such extension or renewal. For the earlier avoidance of (i) one (1) year from doubt, the date of such renewal and (ii) the relevant Letter of Credit Expiration Date, unless otherwise extended pursuant to an LC Extension; provided that the Issuing Bank Issuer shall not permit decline any such extension or renewal if if, at the time of such extension or renewal, the requirements of this Section 2.6 (x) including compliance with the Issuing Bank has determined that it would have no obligation Borrowing Limits at such time to issue such time) have not been met and/or a Default or Event of Default is continuing. If the “evergreen” or other automatic renewal provisions of any Letter of Credit in its renewed form under permit the expiry date or next renewal date of that Letter of Credit to extend beyond the Maturity Date, the Obligors shall fully cash collateralize such letter of Credit on terms hereof (satisfactory to the applicable Letter of Credit Issuer(s) by reason of or on the provisions of Section 2.18(m) or otherwise), or (y) it has received notice on or before the day that is five (5) date being 5 Business Days before the date which has been agreed upon pursuant to the proviso of the first sentence of this paragraph, from the Administrative Agent, any Lender or the Borrower that one or more of the applicable conditions specified in Section 4.02 are not then satisfiedMaturity Date.

Expiration Date. (i) Each Letter of Credit shall expire at or prior to the close of business on the Business Day that is the earlier of (xi) the date which is not more than one year (1unless otherwise mutually agreed upon by the Borrower and the applicable Issuing Bank) year after the date of the issuance of such Letter of Credit (or, in the case of any renewal or extension thereof, one year (1unless otherwise mutually agreed upon by the Borrower and the applicable Issuing Bank) year after such renewal or extension) and (yii) the Letter of Credit Expiration date that is five (5) Business Days prior to the applicable Revolving Facility Maturity Date; provided, howeverthat any Letter of Credit may provide for automatic renewal or extension thereof for an additional period of up to twelve (12) months (which, in no event, shall extend beyond the date referred to in subclause (ii) of this clause (d), except to the extent Cash Collateralized or backstopped pursuant to an arrangement reasonably acceptable to the relevant Issuing Bank, in its sole discretion, may agree to extend ) so long as such Letter of Credit beyond the Letter of Credit Expiration Date (the “LC Extension”) upon the Borrower either (i) providing the Issuing Bank funds equal to 103% of the LC Exposure with respect to any such Letter of Credit for deposit in a cash collateral account which cash collateral account will be held by the Issuing Bank as a pledged cash collateral account and applied to reimbursement of all drafts submitted under such outstanding Letter of Credit or (ii) delivering to the Issuing Bank one or more letters of credit for the benefit of the Issuing Bank to backstop such outstanding Letter of Credit, issued by a bank reasonably acceptable to the Issuing Bank in its sole discretion, each in form and substance reasonably acceptable to the Issuing Bank in its sole discretion) unless the applicable Issuing Bank notifies the beneficiary thereof at least thirty (30) days (or such longer period as may be specified in such Letter of Credit) prior to the then applicable expiration date that such Letter of Credit will not be renewed. (ii) If the Borrower so requests in any LC Request for a Letter of Credit, the Issuing Bank may, in its sole and absolute discretion, agree to issue a Letter of Credit that has automatic renewal provisions (each, an “Auto-Auto Renewal Letter of Credit”); provided that any such Auto-Renewal Letter of Credit must permit ) permits the Issuing Bank to prevent any such renewal extension at least once in each twelve (12) month 12)-month period (commencing with the date of issuance of such Auto Renewal Letter of Credit) by giving prior notice to the beneficiary thereof not later than within a day in each time period during such twelve (12) twelve-month period to be agreed upon at the time such Auto Renewal Letter of Credit is issued; provided, further, that if the Issuing Bank consents in its sole discretion, the expiration date on any Letter of Credit may extend beyond the date referred to in subclause (ii) above but the participations of the Lenders with Revolving Facility Commitments of the applicable Class shall terminate on the applicable Revolving Facility Maturity Date. If any such Letter of Credit is outstanding or is issued under the Revolving Facility Commitments of any Class after the date that is five (5) Business Days prior to the Revolving Facility Maturity Date for such Class the Borrower shall provide Cash Collateral pursuant to documentation reasonably satisfactory to the Collateral Agent and the relevant Issuing Bank in an amount equal to the face amount of each such Letter of Credit on or prior to the date that is five (5) Business Days prior to such Revolving Facility Maturity Date or, if later, such date of issuance. Unless otherwise directed by the applicable Issuing Bank, the Borrower shall not be required to make a specific request to the such Issuing Bank for any such renewal. Once an Auto-Auto Renewal Letter of Credit has been issued, the Revolving Lenders shall be deemed to have authorized (but may not require) the applicable Issuing Bank to permit the renewal of such Letter of Credit at any time to an expiry date not later than such Revolving Facility Maturity Date (except as otherwise provided in the earlier of second proviso to this clause (i) one (1) year from the date of such renewal and (ii) the Letter of Credit Expiration Date, unless otherwise extended pursuant to an LC Extension; provided that the Issuing Bank shall not permit any such renewal if (x) the Issuing Bank has determined that it would have no obligation at such time to issue such Letter of Credit in its renewed form under the terms hereof (by reason of the provisions of Section 2.18(m) or otherwised), or (y) it has received notice on or before the day that is five (5) Business Days before the date which has been agreed upon pursuant to the proviso of the first sentence of this paragraph, from the Administrative Agent, any Lender or the Borrower that one or more of the applicable conditions specified in Section 4.02 are not then satisfied).

Expiration Date. (i) Each Letter of Credit Facility LC shall expire at the close of business on the Business Day that is have a stated expiration date no later than the earlier of (xi) the date which is not more than one (1) year after the date of the issuance of such Letter of Credit Facility LC (or, in the case of for any renewal Facility LC that has been extended, whether automatically or extension thereofby amendment, one (1) year after such renewal or extension) and (y) the Letter of Credit Expiration Date; provided, however, the Issuing Bank, in its sole discretion, may agree to extend such Letter of Credit beyond the Letter of Credit Expiration Date (the “LC Extension”) upon the Borrower either (i) providing the Issuing Bank funds equal to 103% of the LC Exposure with respect to such Letter of Credit for deposit in a cash collateral account which cash collateral account will be held by the Issuing Bank as a pledged cash collateral account and applied to reimbursement of all drafts submitted under such outstanding Letter of Credit or (ii) delivering to the Issuing Bank one or more letters of credit for the benefit of the Issuing Bank to backstop such outstanding Letter of Credit, issued by a bank reasonably acceptable to the Issuing Bank in its sole discretion, each in form and substance reasonably acceptable to the Issuing Bank in its sole discretion) unless the applicable Issuing Bank notifies the beneficiary thereof at least thirty (30) days (or such longer period as may be specified in such Letter of Credit) prior to the then applicable then-current expiration date that such Letter of Credit will not be renewed. (ii) If the Borrower so requests in any LC Request for a Letter of Credit, the Issuing Bank may, in its sole and absolute discretion, agree to issue a Letter of Credit that has automatic renewal provisions (each, an “Auto-Renewal Letter of Credit”); provided that any such Auto-Renewal Letter of Credit must permit the Issuing Bank to prevent any such renewal at least once in each twelve (12) month period (commencing with the date of issuance of such Letter of Credit) by giving prior notice to the beneficiary thereof not later than a day in each such twelve (12) month period to be agreed upon at the time such Letter of Credit is issued. Unless otherwise directed by the Issuing Bank, the Borrower shall not be required to make a specific request to the Issuing Bank for any such renewal. Once an Auto-Renewal Letter of Credit has been issued, the Revolving Lenders shall be deemed to have authorized (but may not require) the Issuing Bank to permit the renewal of such Letter of Credit at any time to an expiry date not later than the earlier of (i) one (1) year from the date of such renewal Facility LC), unless otherwise agreed by the Administrative Agent and the applicable LC Issuer, and (ii) the Letter of Credit Expiration Date, unless otherwise extended pursuant to an LC Extension; provided that the Issuing Bank shall not permit any such renewal if (x) the Issuing Bank has determined that it would have no obligation at such time to issue such Letter of Credit in its renewed form under the terms hereof (by reason of the provisions of Section 2.18(m) or otherwise), or (y) it has received notice on or before the day that is five (5) Business Days before the applicable Facility Termination Date; provided that the expiry date which has been agreed upon pursuant of a Facility LC may be up to one (1) year later than the fifth (5th) Business Day prior to the proviso applicable Facility Termination Date if the Borrower has either (1) posted not less than thirty (30) days prior to the applicable Facility Termination Date Cash Collateral in the LC Collateral Account on terms satisfactory to the Administrative Agent in an amount equal to 105% of the first sentence LC Obligations with respect to such Facility LC, or (2) if acceptable to the applicable LC Issuer is its sole discretion, provided collateral or other alternatives acceptable to such LC Issuer in its sole discretion (in the case of this paragraphclause (2), from “Non-Cash Collateralized Letters of Credit”), provided that the obligations of the Revolving Lenders to make payments to Administrative Agent, any Lender or Agent for the account of an LC Issuer under Section 2.19(e) in respect of Non-Cash Collateralized Letters of Credit and the obligation of the Borrower that one or more to pay the LC Fees and other fees required under Section 2.5(b) and (c) in respect of Non-Cash Collateralized Letters of Credit shall in each case terminate on the applicable conditions specified in Section 4.02 are not then satisfiedFacility Termination date and the Non-Cash Collateralized Letters of Credit shall cease to be Facility LCs hereunder.

Expiration Date. (i) Each No Letter of Credit shall expire at the close of business on the Business Day that is have a stated expiry date later than the earlier of (xA) the date which is not more than one (1) year after from the date of its issuance unless the issuance applicable Issuing Bank otherwise agrees to a later stated expiry date (including without limitation by extending the stated expiry date or allowing the stated expiry date to be automatically extended if such Letter of Credit contains language providing for its automatic renewal) and (B) seven Business Days prior to the Maturity Date for the applicable Issuing Bank, unless the applicable Borrower has Cash Collateralized such Letter of Credit in an amount equal to the sum of the undrawn face amount of such Letter of Credit (or, in the case of any renewal or extension thereof, one (1) year after such renewal or extension) and (y) the Letter of Credit Expiration Date; provided, however, the Issuing Bank, in its sole discretion, may agree to extend such Letter of Credit beyond the Letter of Credit Expiration Date (the “LC Extension”) upon the Borrower either (i) providing the Issuing Bank funds equal to 103% as of the LC Exposure with respect seventh Business Day prior to such Maturity Date, plus fees and expenses related to such Letter of Credit for deposit in over its remaining term. In the case of a cash collateral account which cash collateral account will be held by the Issuing Bank as a pledged cash collateral account and applied to reimbursement of all drafts submitted under such outstanding Letter of Credit or (ii) delivering to the Issuing Bank one or more letters of credit containing language providing for the benefit of the Issuing Bank to backstop such outstanding Letter of Credit, issued by a bank reasonably acceptable to the Issuing Bank in its sole discretionautomatic renewal, each in form Borrower acknowledges and substance reasonably acceptable to agrees that, if any such automatic renewal would cause the Issuing Bank in its sole discretion) unless the applicable Issuing Bank notifies the beneficiary thereof at least thirty (30) days (or such longer period as may be specified in such Letter stated expiry date of Credit) prior to the then applicable expiration date that such Letter of Credit will not to be renewed. (ii) If later than seven Business Days prior to the Borrower so requests in any LC Request Maturity Date for a the applicable Issuing Bank, such Issuing Bank may give notice to the beneficiary of such Letter of CreditCredit that such automatic renewal shall not take place, unless the Issuing Bank may, applicable Borrower has Cash Collateralized such Letter of Credit in its sole and absolute discretion, agree to issue accordance with this Section 2.06(c). Once a Letter of Credit that has provides for automatic renewal provisions (each, an “Auto-Renewal Letter of Credit”); provided that any such Auto-Renewal Letter of Credit must permit the Issuing Bank to prevent any such renewal at least once in each twelve (12) month period (commencing with the date of issuance of such Letter of Credit) by giving prior notice to the beneficiary thereof not later than a day in each such twelve (12) month period to be agreed upon at the time such Letter of Credit is issued. Unless otherwise directed by the Issuing Bank, the Borrower shall not be required to make a specific request to the Issuing Bank for any such renewal. Once an Auto-Renewal Letter of Credit has been issued, the Revolving Lenders shall be deemed to have authorized (but may not require) the such Issuing Bank to permit the renewal of such Letter of Credit at any time to an expiry a date not later than the earlier of (i) one (1) year from the date of such renewal and (ii) the Letter of Credit Expiration Date, unless otherwise extended pursuant to an LC Extension; provided that the Issuing Bank shall not permit any such renewal if (x) the Issuing Bank has determined that it would have no obligation at such time to issue such Letter of Credit in its renewed form under the terms hereof (by reason of the provisions of Section 2.18(m) or otherwise), or (y) it has received notice on or before the day that is five (5) seven Business Days before the date which has been agreed upon pursuant prior to the proviso of the first sentence of this paragraph, from the Administrative Agent, any Lender or the Borrower that one or more of the applicable conditions specified in Section 4.02 are not then satisfiedsuch Issuing Bank’s Maturity Date.

Expiration Date. (i) Each Letter of Credit shall expire at or prior to the close of business on the Business Day that is the earlier of (xi) (A) in the case of any standby Letter of Credit, the date which that is not more than one (1) year after the date of the issuance of such Letter of Credit (or, in the case of any renewal or extension thereof, one (1) year after such renewal or extension) and (yB) in the case of any commercial Letter of Credit, the date that is one hundred eighty (180) days after the date of the issuance of such Letter of Credit and (ii) the Letter of Credit Expiration Date; provided, however, the Issuing Bank, in its sole discretion, may agree to extend such Letter of Credit beyond the Letter of Credit Expiration Date (the “LC Extension”) upon the Borrower either (i) providing the Issuing Bank funds equal to 103% of the LC Exposure with respect to such Letter of Credit for deposit in a cash collateral account which cash collateral account will be held by the Issuing Bank as a pledged cash collateral account and applied to reimbursement of all drafts submitted under such outstanding Letter of Credit or (ii) delivering to the Issuing Bank one or more letters of credit for the benefit of the Issuing Bank to backstop such outstanding Letter of Credit, issued by a bank reasonably acceptable to the Issuing Bank in its sole discretion, each in form and substance reasonably acceptable to the Issuing Bank in its sole discretion) unless the applicable Issuing Bank notifies the beneficiary thereof at least thirty (30) days (or such longer period as may be specified in such Letter of Credit) prior to the then applicable expiration date that such Letter of Credit will not be renewed. (ii) If provided if the Borrower so requests in any LC Request for a applicable Letter of CreditCredit Application, the Issuing Bank may, in its sole and absolute discretion, shall agree to issue a standby Letter of Credit that has automatic renewal provisions (each, an “Auto-Renewal Letter of Credit”); provided that any such Auto-Renewal Letter of Credit must permit the Issuing Bank to prevent any such renewal at least once in each twelve (12) twelve-month period (commencing with the date of issuance of such Letter of Credit) by giving prior notice to the beneficiary thereof not later than a day (the “Nonrenewal Notice Date”) in each such twelve (12) twelve-month period to be agreed upon at the time such Letter of Credit is issued. Unless otherwise directed by the Issuing Bank, the Borrower shall not be required to make a specific request to the Issuing Bank for any such renewal. Once an Auto-Renewal Letter of Credit has been issued, the Revolving Lenders Applicable Participants shall be deemed to have authorized (but may not require) the Issuing Bank to permit the renewal of such Letter of Credit at any time to an expiry date not later than the earlier of (i) one (1) year from the date of such renewal and (ii) the Letter of Credit Expiration Date, unless otherwise extended pursuant to an LC Extension; provided that the Issuing Bank shall not permit any such renewal if (xA) the Issuing Bank has determined that it would have no obligation at such time to issue such Letter of Credit in its renewed form under the terms hereof (by reason of the provisions of Section 2.18(m2.05(b)(ii) or otherwise), or (yB) it has received written notice on or before the day that is five thirty (530) Business Days days before the date which has been agreed upon pursuant to the proviso of the first sentence of this paragraph, Nonrenewal Notice Date from the Administrative AgentAgent or any Applicable Participant, any Lender as applicable, or the Borrower that one or more of the applicable express conditions specified in Section 4.02 are is not then satisfiedsatisfied (or waived), and provided further that, if agreed to by the Issuing Bank in its sole discretion, a Letter of Credit may, upon the request of the Borrower, be renewed for a period beyond the date that is the Revolving Maturity Date if, at the time of such request or such other time as may be agreed by the Issuing Bank, such Letter of Credit has become subject to cash collateralization (at 103% of the face value of such Letter of Credit) or other arrangements satisfactory to the Issuing Bank.

Expiration Date. (i) Each Letter of Credit shall expire at or prior to the close of business on the Business Day that is the earlier of (xi) the date which is not more than one (1) year after the date of the issuance of such Letter of Credit (or, in the case of any renewal or extension thereof, one (1) year after such renewal or extension) and (yii) the date that is five (5) Business Days prior to the Maturity Date with respect to the Revolving Commitments pursuant to which issued (or if any Extended Revolving Commitments, Incremental Revolving Commitments or Other Refinancing Revolving Commitments are outstanding, the last Maturity Date applicable thereto (so long as the aggregate amount of such Letters of Credit are not in excess of such commitments)); provided that any Letter of Credit Expiration Date; provided, however, may contain customary automatic extension provisions agreed upon by the respective Borrower and the Issuing Bank, in its sole discretion, may agree Bank pursuant to extend which the expiration date of such Letter of Credit beyond the Letter of Credit Expiration Date (the “LC Extension”) upon the Borrower either (i) providing the Issuing Bank funds equal to 103% of the LC Exposure with respect to such Letter of Credit for deposit in a cash collateral account which cash collateral account will be held by the Issuing Bank as a pledged cash collateral account and applied to reimbursement of all drafts submitted under such outstanding Letter of Credit or (ii) delivering to the Issuing Bank one or more letters of credit for the benefit of the Issuing Bank to backstop such outstanding Letter of Credit, issued by a bank reasonably acceptable to the Issuing Bank in its sole discretion, each in form and substance reasonably acceptable to the Issuing Bank in its sole discretion) unless the applicable Issuing Bank notifies the beneficiary thereof at least thirty (30) days (or such longer period as may be specified in such Letter of Credit) prior to the then applicable expiration date that such Letter of Credit will not be renewed. (ii) If the Borrower so requests in any LC Request for a Letter of Credit, the Issuing Bank may, in its sole and absolute discretion, agree to issue a Letter of Credit that has automatic renewal provisions (each, an “Auto-Renewal Extension Letter of Credit”) shall automatically be extended for consecutive periods of up to twelve (12) months (but not to a date later than the date set forth in clause (ii) above); provided that any such Auto-Renewal Extension Letter of Credit must permit the Issuing Bank to prevent any such renewal extension at least once in each twelve (12) month period (commencing with the date of issuance of such Letter of Credit) by giving prior notice to the beneficiary thereof not later than a day in each such twelve (12) month period to be agreed upon at the time such Letter of Credit is issued. Unless otherwise directed by the Issuing Bank, the respective Borrower shall not be required to make a specific request to the Issuing Bank for any such renewalextension. Once an Auto-Renewal Extension Letter of Credit has been issued, the Revolving Lenders shall be deemed to have authorized (but may not require) the Issuing Bank to permit the renewal extension of such Letter of Credit at any time to an expiry date not later than the earlier of (i) one (1) year from the date of such renewal and (ii) the Letter of Credit Expiration Maturity Date, unless otherwise extended pursuant to an LC Extension; provided that the Issuing Bank shall not permit any such renewal if (x) the Issuing Bank has determined that it would have no obligation at such time to issue such Letter of Credit in its renewed form under the terms hereof (by reason of the provisions of Section 2.18(m) or otherwise), or (y) it has received notice on or before the day that is five (5) Business Days before the date which has been agreed upon pursuant to the proviso of the first sentence of this paragraph, from the Administrative Agent, any Lender or the Borrower that one or more of the applicable conditions specified in Section 4.02 are not then satisfied.

Expiration Date. (i) Each Letter of Credit shall have a stated expiration date no later than the earlier of (i) the date twelve months after the date of the issuance of such Letter of Credit (or, in the case of any extension of the expiration date thereof, whether automatic or by amendment, twelve months after the then current expiration date of such Letter of Credit) and (ii) the date that is five Business Days prior to the Maturity Date for the Revolving Credit Facility; provided, that if there exist any Incremental Revolving Commitments having a maturity date later than the Maturity Date for the Revolving Credit Facility (the “Subsequent Maturity Date”), then, so long as the aggregate L/C Obligations in respect of Letters of Credit expiring after the Maturity Date for the Revolving Credit Facility will not exceed the lesser of $50,000,000 and the aggregate amount of such Incremental Revolving Commitments, the applicable Borrower, or the Borrower Agent on its behalf, may request the issuance of a Letter of Credit that shall expire at or prior to the close of business on the Business Day that is the earlier of (xA) the date which is not more than one (1) year after the date of the issuance of such Letter of Credit (or, in the case of any renewal or extension thereof, one (1) year after such renewal or extension) and (yB) the date that is five Business Days prior to the Subsequent Maturity Date. Notwithstanding the foregoing, any Letter of Credit Expiration Date; provided, however, the Issuing Bankissued hereunder may, in its the sole discretiondiscretion of the applicable L/C Issuer, may agree expire after the fifth Business Day prior to extend the Maturity Date for the Revolving Credit Facility (or the Subsequent Maturity Date) but on or before the date that is 90 days after the Maturity Date for the Revolving Credit Facility (or the Subsequent Maturity Date); provided that each Borrower hereby agrees that it shall in the case of any such Letter of Credit beyond the Letter of Credit Expiration Date (the “LC Extension”) upon the Borrower either (i) providing the Issuing Bank funds issued for its account provide cash collateral in an amount equal to 103% the Minimum Collateral Amount in respect of the LC Exposure with respect to such Letter of Credit for deposit in a cash collateral account which cash collateral account will be held by the Issuing Bank as a pledged cash collateral account and applied to reimbursement of all drafts submitted under any such outstanding Letter of Credit or (ii) delivering to the Issuing Bank one or more letters of credit for the benefit of the Issuing Bank to backstop such outstanding Letter of Credit, issued by a bank reasonably acceptable to the Issuing Bank in its sole discretion, each in form and substance reasonably acceptable to the Issuing Bank in its sole discretion) unless the applicable Issuing Bank notifies the beneficiary thereof L/C Issuer at least thirty (30) days (or such longer period as may be specified in such Letter of Credit) five Business Days prior to the then Maturity Date for the Revolving Credit Facility (or the Subsequent Maturity Date), which such amount shall be (A) deposited by the applicable Borrower in an account with and in the name of such L/C Issuer and (B) held by such L/C Issuer for the satisfaction of the applicable ▇▇▇▇▇▇▇▇’s reimbursement obligations in respect of such L/C Issuer until the expiration date that such Letter of Credit will not be renewed. (ii) If the Borrower so requests in any LC Request for a Letter of Credit, the Issuing Bank may, in its sole and absolute discretion, agree to issue a Letter of Credit that has automatic renewal provisions (each, an “Auto-Renewal Letter of Credit”); provided that any such Auto-Renewal Letter of Credit must permit the Issuing Bank to prevent any such renewal at least once in each twelve (12) month period (commencing with the date of issuance of such Letter of Credit) by giving prior notice to the beneficiary thereof not later than a day in each such twelve (12) month period to be agreed upon at the time such . Any Letter of Credit is issued. Unless otherwise directed by issued with an expiration date beyond the Issuing Bank, the Borrower shall not be required to make a specific request fifth Business Day prior to the Issuing Bank Maturity Date for the Revolving Credit Facility (or the Subsequent Maturity Date) shall, to the extent of any such renewal. Once an Auto-Renewal undrawn amount remaining thereunder on the Maturity Date for the Revolving Credit Facility (or the Subsequent Maturity Date), cease to be a “Letter of Credit has been issued, Credit” outstanding under this Agreement for purposes of the Revolving Lenders shall be deemed Credit Lenders’ obligations to have authorized (but may not require) the Issuing Bank to permit the renewal of such Letter participate in Letters of Credit at any time to an expiry date not later than the earlier of (i) one (1) year from the date of such renewal and (ii) the Letter of Credit Expiration Date, unless otherwise extended pursuant to an LC Extension; provided that the Issuing Bank shall not permit any such renewal if clause (xe) the Issuing Bank has determined that it would have no obligation at such time to issue such Letter of Credit in its renewed form under the terms hereof (by reason of the provisions of Section 2.18(m) or otherwise), or (y) it has received notice on or before the day that is five (5) Business Days before the date which has been agreed upon pursuant to the proviso of the first sentence of this paragraph, from the Administrative Agent, any Lender or the Borrower that one or more of the applicable conditions specified in Section 4.02 are not then satisfiedbelow.

Expiration Date. (i) Each LC Facility Letter of Credit shall expire at or prior to the close of business on the Business Day that is the earlier of (xi) the date which is not more than one (1) year twelve months after the date of the issuance of such LC Facility Letter of Credit (or, in the case of any renewal or extension thereof, one twelve months (1or such longer term as may be agreed by the applicable LC Facility Issuing Bank, subject to clause (ii) year below) after such renewal or extension) ; provided that, if the Borrower and (y) the applicable LC Facility Issuing Bank so agree, any LC Facility Letter of Credit Expiration Date; provided, however, the Issuing Bank, in its sole discretion, may agree to extend such Letter of Credit beyond the Letter of Credit Expiration Date (the “LC Extension”) upon the Borrower either (i) providing the Issuing Bank funds equal to 103% of the LC Exposure with respect to such Letter of Credit for deposit in a cash collateral account which cash collateral account will be held by the Issuing Bank as a pledged cash collateral account and applied to reimbursement of all drafts submitted under such outstanding Letter of Credit or (ii) delivering to the Issuing Bank one or more letters of credit for the benefit of the Issuing Bank to backstop such outstanding Letter of Credit, issued by a bank reasonably acceptable to the Issuing Bank in its sole discretion, each in form and substance reasonably acceptable to the Issuing Bank in its sole discretion) unless the applicable Issuing Bank notifies the beneficiary thereof at least thirty (30) days (or such longer period as may be specified in such Letter of Credit) prior to the then applicable expiration date that such Letter of Credit will not be renewed. (ii) If the Borrower so requests in any LC Request for a Letter of Credit, the Issuing Bank may, in its sole and absolute discretion, agree to issue a Letter of Credit that has automatic renewal provisions (each, an “Auto-Renewal Extension Letter of Credit”); provided that any ) may provide for the automatic renewal of such Auto-Renewal LC Facility Letter of Credit must permit the Issuing Bank for successive twelve month terms (or such longer terms as may be agreed) (subject in any event to prevent any such renewal at least once in each twelve clause (12ii) month period below) and (commencing with ii) the date of issuance of such Letter of Credit) by giving that is five Business Days prior notice to the beneficiary thereof not later than a day in each Tranche B LC Facility Maturity Date (except to the extent such twelve (12) month period to be agreed upon at the time such LC Facility Letter of Credit is issued. Unless otherwise directed by cash collateralized or backstopped pursuant to arrangements reasonably acceptable to the applicable LC Facility Issuing Bank), provided that, subject to the foregoing clause (ii), if on the date that is five Business Days prior to the Tranche A LC Facility Maturity Date, the aggregate of the Tranche B LC Facility Deposits of all the Lenders then outstanding is less than the sum of the LC Facility Exposure then outstanding (after giving effect to any maturity of any Letter of Credit on such date), then on such date the Administrative Agent will give notice to such effect to Borrower shall not be required to make a specific request and the Borrower will, as soon as practicable but in any event within five Business Days of making such determination, first, pay any Reimbursement Obligations then outstanding and, second, cash collateralize any outstanding LC Facility Letters of Credit on terms reasonably satisfactory to the Issuing Bank Administrative Agent, as shall be necessary to cause the aggregate of the Tranche B LC Facility Deposits then outstanding to equal or exceed the LC Facility Exposure then outstanding (after giving effect to any maturity of any Letter of Credit on such date, and treating any LC Facility Letter of Credit so cash collateralized as not outstanding for any such renewalpurposes of this subsection 2.6(c)). Once an Auto-Renewal Extension Letter of Credit has been issued, the Revolving LC Facility Lenders shall be deemed to have authorized (but may not require) the LC Facility Issuing Bank to permit the renewal extension of such LC Facility Letter of Credit at any time to an expiry date not later than the earlier of Tranche B LC Facility Maturity Date (i) one (1) year from except to the date of extent such renewal and (ii) the LC Facility Letter of Credit Expiration Date, unless otherwise extended is cash collateralized or backstopped pursuant to an LC Extension; provided that the Issuing Bank shall not permit any such renewal if (x) the Issuing Bank has determined that it would have no obligation at such time to issue such Letter of Credit in its renewed form under the terms hereof (by reason of the provisions of Section 2.18(m) or otherwise), or (y) it has received notice on or before the day that is five (5) Business Days before the date which has been agreed upon pursuant arrangements reasonably acceptable to the proviso of the first sentence of this paragraph, from the Administrative Agent, any Lender or the Borrower that one or more of the applicable conditions specified in Section 4.02 are not then satisfiedLC Facility Issuing Bank).

Expiration Date. (i) Each Letter of Credit shall expire at or prior to the close of business on the Business Day that is the earlier of (A) in the case of a Standby Letter of Credit, (x) the date which is not more than one (1) year after the date of the issuance of such Standby Letter of Credit (or, in the case of any renewal or extension thereof, one (1) year after such renewal or extension) and (y) the Letter of Credit Expiration Date; providedDate and (B) in the case of a Commercial Letter of Credit, however, (x) the Issuing Bank, in its sole discretion, may agree to extend date that is 180 days after the date of issuance of such Commercial Letter of Credit beyond (or, in the case of any renewal or extension thereof, 180 days after such renewal or extension) and (y) the Letter of Credit Expiration Date (the “LC Extension”) upon the Borrower either (i) providing the Issuing Bank funds equal to 103% of the LC Exposure with respect to such Letter of Credit for deposit in a cash collateral account which cash collateral account will be held by the Issuing Bank as a pledged cash collateral account and applied to reimbursement of all drafts submitted under such outstanding Letter of Credit or (ii) delivering to the Issuing Bank one or more letters of credit for the benefit of the Issuing Bank to backstop such outstanding Letter of Credit, issued by a bank reasonably acceptable to the Issuing Bank in its sole discretion, each in form and substance reasonably acceptable to the Issuing Bank in its sole discretion) unless the applicable Issuing Bank notifies the beneficiary thereof at least thirty (30) days (or such longer period as may be specified in such Letter of Credit) prior to the then applicable expiration date that such Letter of Credit will not be renewedDate. (ii) If the any Borrower so requests in any LC Request for a Letter of CreditCredit Request, the Issuing Bank may, in its sole and absolute discretion, agree to issue a Letter of Credit that has automatic renewal provisions (each, an “Auto-Renewal Letter of Credit”); provided that any such Auto-Renewal Letter of Credit must permit the Issuing Bank to prevent any such renewal at least once in each twelve (12) twelve-month period (commencing with the date of issuance of such Letter of Credit) by giving prior notice to the beneficiary thereof not later than a day in each such twelve sixty (1260) month period days prior to be agreed upon at the time such Letter of Credit is issuedthen current expiry date. Unless otherwise directed by the Issuing Bank, the Borrower The Borrowers shall not be required to make a specific request to the Issuing Bank for any such renewal. Once an Auto-Renewal Letter of Credit has been issued, the Revolving Lenders shall be deemed to have authorized (but may not require) the Issuing Bank to permit the renewal of such Letter of Credit at any time to an expiry date not later than the earlier of (iA) one (1) year from the date of such renewal and (iiB) the Letter of Credit Expiration Date, unless otherwise extended pursuant to an LC Extension; provided that the Issuing Bank shall not permit any such renewal if (x) the Issuing Bank has determined that it would have no obligation at such time to issue such Letter of Credit in its renewed form under the terms hereof (by reason of the provisions of Section 2.18(m2.18(l) or otherwise), or (y) it has received notice on or before the day that is five two (52) Business Days before the date which has been agreed upon pursuant to the proviso of the first sentence of this paragraphclause(ii), (1) from the Administrative Agent that any Revolving Lender directly affected thereby has elected not to permit such renewal or (2) from the Administrative Agent, any Lender or the Borrower that one or more of the applicable conditions specified in Section 4.02 are not then satisfied.

Expiration Date. (i) Each Letter of Credit shall expire (or be subject to termination or non-renewal by notice from the applicable Issuing Bank to the beneficiary thereof) at or prior to the close of business on the Business Day that is the earlier of (xi) the date which is not more than one (1) year after the date of the issuance of such Letter of Credit (or, in the case of any one-time renewal or extension thereof, including any automatic renewal provision, one (1) year after such renewal or extension) and (yii) the Letter of Credit Expiration date that is five (5) Business Days prior to the Maturity Date; provided, howeverthat, upon the Issuing BankBorrower’s request, in its sole discretion, may agree to extend any such Letter of Credit beyond which is issued in the final year prior the Maturity Date may have an expiry date which is up to one year after the Maturity Date if, at least five (5) Business Days prior to the Maturity Date, the Borrower (A) deposits with the Administrative Agent cash collateral (which cash collateral shall be in Dollars or, if such Letter of Credit Expiration Date (was issued in an Alternate Currency, such currency as determined by the “LC Extension”Administrative Agent and the applicable Issuing Bank) upon the Borrower either (i) providing the Issuing Bank funds in an amount equal to 103% of the amount of the LC Exposure as of such date plus accrued and unpaid interest thereon or (B) provides a backup standby letter of credit, in each case, reasonably satisfactory to the relevant Issuing Bank. Each Letter of Credit with respect automatic extension or renewal provisions shall, subject to the right of the respective Issuing Bank to terminate such automatic renewal in accordance with the terms of such Letter of Credit for deposit in a cash collateral account which cash collateral account will upon the occurrence of an Event of Default, be held by the Issuing Bank as a pledged cash collateral account and applied to reimbursement of all drafts submitted under such outstanding Letter of Credit or (ii) delivering to the Issuing Bank one or more letters of credit for the benefit of the Issuing Bank to backstop such outstanding Letter of Credit, issued by a bank reasonably acceptable to the Issuing Bank in its sole discretion, each in form and substance reasonably acceptable to the Issuing Bank in its sole discretion) unless the applicable Issuing Bank notifies the beneficiary thereof at least thirty (30) days (or such longer period as may be specified in such Letter of Credit) prior to the then applicable expiration date that such Letter of Credit will not be renewed. (ii) If the Borrower so requests in any LC Request automatically renewed for a Letter successive one-year period on each anniversary of Credit, the Issuing Bank may, in its sole and absolute discretion, agree to issue a Letter of Credit that has automatic renewal provisions (each, an “Auto-Renewal Letter of Credit”); provided that any such Auto-Renewal Letter of Credit must permit the Issuing Bank to prevent any such renewal at least once in each twelve (12) month period (commencing with the date of the issuance of such Letter of Credit) , until cancelled by giving prior the Borrower by notice to the beneficiary thereof not later than a day applicable Issuing Bank in each accordance with the terms of such twelve (12) month period to be Letter of Credit agreed upon at the time such Letter of Credit is issued. Unless otherwise directed by the Issuing Bank; provided, the Borrower shall not be required to make a specific request to the Issuing Bank for any such renewal. Once an Auto-Renewal Letter of Credit has been issued, the Revolving Lenders shall be deemed to have authorized (but may not require) the Issuing Bank to permit the renewal of that such Letter of Credit shall expire at any time or prior to an expiry date not later than the earlier close of (i) one (1) year from business on the date of such renewal and (ii) the Letter of Credit Expiration Date, unless otherwise extended pursuant to an LC Extension; provided that the Issuing Bank shall not permit any such renewal if (x) the Issuing Bank has determined that it would have no obligation at such time to issue such Letter of Credit in its renewed form under the terms hereof (by reason of the provisions of Section 2.18(m) or otherwise), or (y) it has received notice on or before the day that is five (5) Business Days before the date which has been agreed upon pursuant prior to the proviso of Maturity Date if not earlier cancelled, unless otherwise agreed with the first sentence of this paragraph, from the Administrative Agent, any Lender or the Borrower that one or more of the applicable conditions specified in Section 4.02 are not then satisfiedrelevant Issuing Bank and subject to satisfactory arrangements with respect thereto as contemplated above.

Expiration Date. (i) Each Letter of Credit shall expire at or prior to the close of business on (1) with respect to each of the Business Day that is Closing Date Letters of Credit, the current date of expiration as set forth therein and (2) with respect to each Letter of Credit (other than the Closing Date Letters of Credit), the earlier of (i) (x) the date which is not more than one (1) year after the date of the issuance of such Letter of Credit (or, in the case of any renewal or extension thereof, one (1) year after such renewal or extension) and (y) the Letter of Credit Expiration Date; provided, however, the Issuing Bank, in its sole discretion, may agree to extend such Letter of Credit beyond the Letter of Credit Expiration Date (the “LC Extension”) upon the Borrower either (i) providing the Issuing Bank funds equal to 103% of the LC Exposure with respect to such Letter of Credit for deposit in a cash collateral account which cash collateral account will be held by the Issuing Bank as a pledged cash collateral account and applied to reimbursement of all drafts submitted under such outstanding Letter of Credit or (ii) delivering to the Issuing Bank one or more letters of credit for the benefit of the Issuing Bank to backstop such outstanding Letter of Credit, issued by a bank reasonably acceptable to the Issuing Bank in its sole discretion, each in form and substance reasonably acceptable to the Issuing Bank in its sole discretion) unless the applicable Issuing Bank notifies the beneficiary thereof at least thirty (30) days (or such longer period as may be specified in such Letter of Credit) prior to the then applicable expiration date that such Letter of Credit will not be renewed. (ii) If if the Borrower so requests in any LC Request for a Letter of CreditCredit Request, the applicable Issuing Bank may, in its sole and absolute discretion, agree to issue a Letter of Credit that has automatic renewal provisions (each, an “Auto-Renewal Letter of Credit”); provided provided, that any such Auto-Renewal Letter of Credit must permit the applicable Issuing Bank to prevent any such renewal at least once in each twelve (12) twelve-month period (commencing with the date of issuance of such Letter of Credit) by giving prior notice to the beneficiary thereof not later than a day in each such twelve (12) 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 the applicable Issuing Bank for any such renewal. Once an Auto-Renewal Letter of Credit has been issued, the Revolving Lenders shall be deemed to have authorized (but may not require) the applicable Issuing Bank to permit the renewal of such Letter of Credit at any time to an expiry date not later than the earlier of (i) one (1) year from the date of such renewal and (ii) the Letter of Credit Expiration Date; provided, unless otherwise extended pursuant to an LC Extension; provided that the applicable Issuing Bank shall not permit any such renewal if (x) the applicable Issuing Bank has determined that it would have no obligation at such time to issue such Letter of Credit in its renewed form under the terms hereof (by reason of the provisions of Section 2.18(m2.18(k) or otherwise), or (y) it has received notice on or before the day that is five (5) two Business Days before the date which has been agreed upon pursuant to the proviso of the first sentence of this paragraph, paragraph (1) from the Administrative Agent that any Revolving Lender directly affected thereby has elected not to permit such renewal or (2) from the Administrative Agent, any Lender or the Borrower that one or more of the applicable conditions specified in Section 4.02 4.03 are not then satisfied, and in each case directing such Issuing Bank not to permit such extension.

Expiration Date. (i) Each Letter of Credit shall expire at or prior to the close of business on the Business Day that is the earlier of (x1) the date which is not more than one (1) year after the date of the issuance of such Letter of Credit (or, in the case of any renewal or extension thereof, one (1) year after such renewal or extension) and (2) (x) the date that is five Business Days prior to the Maturity Date or (y) the Letter of Credit Expiration Date; provided, however, such later date as agreed to by the Issuing Bank, in its sole discretion, may agree to extend Bank and the Administrative Agent so long as the Borrower shall immediately Cash Collateralize such Letter of Credit beyond in an amount at least equal to 103%-105% of the aggregate amount of such Letter of Credit; provided that any Letter of Credit Expiration Date with a one-year tenor may provide for the automatic renewal thereof for additional one-year periods (which, in no event, shall extend beyond the “LC Extension”date referred to in clause (2) upon the Borrower either of this paragraph (ic)(i) providing the Issuing Bank funds equal to 103% of the LC Exposure with respect to such Letter of Credit for deposit in a cash collateral account which cash collateral account will be held unless otherwise agreed by the Issuing Bank as a pledged cash collateral account and applied to reimbursement of all drafts submitted under such outstanding Letter of Credit or (ii) delivering to the Issuing Bank one or more letters of credit for the benefit of the Issuing Bank to backstop such outstanding Letter of Credit, issued by a bank reasonably acceptable to the Issuing Bank in its sole discretion, each in form and substance reasonably acceptable to the Issuing Bank in its sole discretion) unless the applicable Issuing Bank notifies the beneficiary thereof at least thirty (30) days (or such longer period as may be specified in such Letter of Credit) prior to the then applicable expiration date that such Letter of Credit will not be renewed.Administrative Agent); (ii) If the Borrower so requests in any LC Request for a Letter of CreditL/C Request, the Issuing Bank may, in its sole and absolute discretion, agree to issue a Letter of Credit that has automatic renewal provisions (each, an “Auto-Renewal Letter of Credit”); provided that any such Auto-Renewal Letter of Credit must permit the Issuing Bank to prevent any such renewal at least once in each twelve (12) twelve-month period (commencing with the date of issuance of such Letter of Credit) by giving prior notice to the Borrower and to the beneficiary thereof not later than a day date in each such twelve (12) twelve-month period to be agreed upon at the time such Letter of Credit is issuedissued and to be set forth therein. Unless otherwise directed by the Issuing Bank, the Borrower shall not be required to make a specific request to the Issuing Bank for any such renewal. Once an Auto-Renewal Letter of Credit has been issued, the Revolving Facility Lenders shall be deemed to have authorized (but may not require) the Issuing Bank to permit the renewal of such Letter of Credit at any time to an expiry date not later than the earlier of (i) one (1) year from the date of such renewal and (ii) the date that the Letter of Credit Expiration Date, unless otherwise extended pursuant to an LC Extensionexpires; provided that the Issuing Bank shall not permit any such renewal if (x) the Issuing Bank has determined that it would have no obligation at such time to issue such Letter of Credit in its renewed form under the terms hereof (by reason of the provisions of Section 2.18(m) or otherwise)hereof, or (y) it has received notice on or before the day that is five (5) two Business Days before the date which has been agreed upon pursuant to the proviso of the first sentence of this paragraph, (1) from the Administrative Agent that any Revolving Facility Lender directly affected thereby has elected not to permit such renewal or (2) from the Administrative Agent, any Lender or the Borrower that one or more of the applicable conditions specified in Section 4.02 4.01 are not then satisfied; provided, further, that the Issuing Bank or Administrative Agent may require any such letter of credit to permit cancellation of such automatic renewal provision upon at least 90 days’ prior written notice.

Expiration Date. (i) Each Letter of Credit shall expire at or prior to the close of business on the Business Day that is the earlier of (A) in the case of a Standby Letter of Credit, (x) the date which is not more than one (1) year after the date of the issuance of such Standby Letter of Credit (or, in the case of any renewal or extension thereof, one (1) year after such renewal or extension) and (y) the Letter of Credit Expiration Date; providedDate and (B) in the case of a Commercial Letter of Credit, however, (x) the Issuing Bank, in its sole discretion, may agree to extend date that is 180 days after the date of issuance of such Commercial Letter of Credit beyond (or, in the case of any renewal or extension thereof, 180 days after such renewal or extension) and (y) the Letter of Credit Expiration Date (the “LC Extension”) upon the Borrower either (i) providing the Issuing Bank funds equal to 103% of the LC Exposure with respect to such Letter of Credit for deposit in a cash collateral account which cash collateral account will be held by the Issuing Bank as a pledged cash collateral account and applied to reimbursement of all drafts submitted under such outstanding Letter of Credit or (ii) delivering to the Issuing Bank one or more letters of credit for the benefit of the Issuing Bank to backstop such outstanding Letter of Credit, issued by a bank reasonably acceptable to the Issuing Bank in its sole discretion, each in form and substance reasonably acceptable to the Issuing Bank in its sole discretion) unless the applicable Issuing Bank notifies the beneficiary thereof at least thirty (30) days (or such longer period as may be specified in such Letter of Credit) prior to the then applicable expiration date that such Letter of Credit will not be renewedDate. (ii) If the Borrower so requests in any LC Request for a Letter of CreditCredit Request, the Issuing Bank may, in its sole and absolute discretion, agree to issue a Letter of Credit that has automatic renewal provisions (each, an “Auto-Renewal Letter of Credit”); provided that any such Auto-Renewal Letter of Credit must permit the Issuing Bank to prevent any such renewal at least once in each twelve (12) twelve-month period (commencing with the date of issuance of such Letter of Credit) by giving prior notice to the beneficiary thereof not later than a day in each such twelve (12) twelve-month period to be agreed upon at the time such Letter of Credit is issued. Unless otherwise directed by the Issuing Bank, the Borrower shall not be required to make a specific request to the Issuing Bank for any such renewal. Once an Auto-Renewal Letter of Credit has been issued, the Revolving Lenders shall be deemed to have authorized (but may not require) the Issuing Bank to permit the renewal of such Letter of Credit at any time to an expiry date not later than the earlier of (i) one (1) year from the date of such renewal and (ii) the Letter of Credit Expiration Date, unless otherwise extended pursuant to an LC Extension; provided that the Issuing Bank shall not permit any such renewal if (x) the Issuing Bank has determined that it would have no obligation at such time to issue such Letter of Credit in its renewed form under the terms hereof (by reason of the provisions of Section 2.18(m2.18(l) or otherwise), or (y) it has received notice on or before the day that is five two (52) Business Days before the date which has been agreed upon pursuant to the proviso of the first sentence of this paragraph, (1) from the Administrative Agent that any Revolving Lender directly affected thereby has elected not to permit such renewal or (2) from Administrative Agent, any Lender or the Borrower that one or more of the applicable conditions specified in Section 4.02 are not then satisfied.

Expiration Date. (i) Each Letter of Credit shall expire at or prior to the close of business on the Business Day that is the earlier of (xi) the date which that is not more than one (1) year after the date of the issuance of such Letter of Credit (or, in the case of any renewal or extension thereof, one (1) year after such renewal or extension) and (yii) the Letter of Credit Expiration Date; provided, however, the Issuing Bank, in its sole discretion, may agree to extend such Letter of Credit beyond the Letter of Credit Expiration Date (the “LC Extension”) upon the Borrower either (i) providing the Issuing Bank funds equal to 103% of the LC Exposure with respect to such Letter of Credit for deposit in a cash collateral account which cash collateral account will be held by the Issuing Bank as a pledged cash collateral account and applied to reimbursement of all drafts submitted under such outstanding Letter of Credit or (ii) delivering to the Issuing Bank one or more letters of credit for the benefit of the Issuing Bank to backstop such outstanding Letter of Credit, issued by a bank reasonably acceptable to the Issuing Bank in its sole discretion, each in form and substance reasonably acceptable to the Issuing Bank in its sole discretion) unless the applicable Issuing Bank notifies the beneficiary thereof at least thirty (30) days (or such longer period as may be specified in such Letter of Credit) prior to the then applicable expiration date provided that such Letter of Credit will not be renewed. (ii) If if the Borrower so requests in any LC Request for a applicable Letter of CreditCredit Application, the applicable Issuing Bank may, in its sole and absolute discretion, shall agree to issue a standby or commercial Letter of Credit that has automatic renewal provisions (each, an “Auto-Renewal Letter of Credit”); provided that any such Auto-Renewal Letter of Credit must permit the applicable Issuing Bank to prevent any such renewal at least once in each twelve (12) twelve-month period (commencing with the date of issuance of such Letter of Credit) by giving prior notice to the beneficiary thereof not later than a day (the “Nonrenewal Notice Date”) in each such twelve (12) 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 the such Issuing Bank for any such renewal. Once an Auto-Renewal Letter of Credit has been issued, the Revolving Lenders shall be deemed to have authorized (but may not require) the applicable Issuing Bank to permit the renewal of such Letter of Credit at any time to an expiry date not later than the earlier of (i) one (1) year from the date of such renewal and (ii) the Letter of Credit Expiration Date, unless otherwise extended pursuant to an LC Extension; provided that the no Issuing Bank shall not permit any such renewal if (xA) the such Issuing Bank has determined that it would have no obligation at such time to issue such Letter of Credit in its renewed form under the terms hereof (by reason of the provisions of Section 2.18(m2.05(b)(ii) or otherwise), or (yB) it has received notice (in writing) on or before the day that is five (5) Business Days before the date which has been agreed upon pursuant to the proviso of the first sentence of this paragraph, Nonrenewal Notice Date from the Administrative Agent, any Lender Revolving Lender, or the Borrower that one or more of the applicable express conditions specified in Section 4.02 are is not then satisfiedsatisfied (or waived), and provided further that, if agreed to by the applicable Issuing Bank in its sole discretion, a Letter of Credit may, upon the request of the Borrower, be renewed for a period beyond the date that is the Revolving Termination Date if, at the time of such request or such other time as may be agreed by the Issuing Bank, such Letter of Credit has become subject to Cash Collateralization or other arrangements satisfactory to the Issuing Bank.

Expiration Date. (i) Each Subject to clause (ii) of this Section 2.05(c), each Letter of Credit shall expire at or prior to the close of business on the Business Day that is the earlier of (x) the date which is not more than one (1) year after the date of the issuance of such Letter of Credit (or, in the case of any renewal or extension thereof, one (1) year after such renewal or extension) and (y) the Letter of Credit Expiration date that is five Business Days prior to the Maturity Date; provided, howevera Letter of Credit may provide for a later expiration date if, simultaneously with the issuance (or if applicable, the renewal) thereof, the Borrower pledges to the applicable Issuing Bank, in its sole discretiona manner reasonably satisfactory to it, may agree to extend funds in an account with such Letter of Credit beyond the Letter of Credit Expiration Date (the “LC Extension”) upon the Borrower either (i) providing the Issuing Bank funds equal to 103105% of the LC Exposure with respect to such Letter face amount of Credit for deposit in a cash collateral account which cash collateral account will be held by the Issuing Bank as a pledged cash collateral account and applied to reimbursement of all drafts submitted under such outstanding Letter of Credit or (ii) delivering to the Issuing Bank one or more letters of credit for the benefit of the Issuing Bank to backstop such outstanding Letter of Credit, issued by a bank reasonably acceptable to the Issuing Bank in its sole discretion, each in form and substance reasonably acceptable to the Issuing Bank in its sole discretion) unless the applicable Issuing Bank notifies the beneficiary thereof at least thirty (30) days (or such longer period as may be specified in such Letter of Credit) prior to the then applicable expiration date that such Letter of Credit will not be renewed. (ii) If the Borrower so requests in any LC Request applicable request for a Letter of Credit, the applicable Issuing Bank may, in its sole and absolute discretion, agree to issue a Letter of Credit that has automatic renewal extension provisions (each, an “Auto-Renewal Letter of CreditAutomatic Extension L/C”); provided that such extension provisions under the Automatic Extension L/C shall not extend the expiration date later than the date that is five Business Days prior to the Maturity Date unless simultaneously with such extension the Borrower pledges to the applicable Issuing Bank, in a manner reasonably satisfactory to it, funds in an account with such Issuing Bank equal to 105% of the face amount of such Automatic Extension L/C; provided further, that any such Auto-Renewal Letter of Credit Automatic Extension L/C must permit the applicable Issuing Bank to prevent any such renewal extension at least once in each twelve (12) twelve-month period (commencing with the date of issuance of such Letter of Credit) by giving prior notice to the beneficiary thereof not later than a day (the “Non-Extension Notice Date”) in each such twelve (12) 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 the such Issuing Bank for any such renewalextension. Once an Auto-Renewal Letter of Credit Automatic Extension L/C has been issued, the Revolving Lenders shall be deemed to have authorized (but may not require) the applicable Issuing Bank to permit the renewal extension of such Letter of Credit at any time to an expiry expiration date not later than the earlier date that is five Business Days prior to the Maturity Date unless simultaneously with such extension the Borrower pledges to the applicable Issuing Bank, in a manner reasonably satisfactory to it, funds in an account with such Issuing Bank equal to 105% of (i) one (1) year from the date face amount of such renewal and (ii) the Letter of Credit Expiration DateAutomatic Extension L/C; provided, unless otherwise extended pursuant to an LC Extension; provided however, that the applicable Issuing Bank shall not permit any such renewal extension if (xi) the such Issuing Bank has determined that it would not be permitted, or would have no obligation obligation, at such time to issue such Letter of Credit in its renewed revised form (as extended) under the terms hereof (by reason of the provisions of Section 2.18(m) or otherwise)this Agreement, or (yii) it has received notice (which may be by telephone or in writing) on or before the day that is five (5) Business Days before the date which has been agreed upon pursuant Non-Extension Notice Date (A) from the Administrative Agent that the Required Revolving Lenders have elected not to the proviso of the first sentence of this paragraph, permit such extension or (B) from the Administrative Agent, any Revolving Lender or the Borrower that one or more of the applicable conditions specified in Section 4.02 are is not then satisfied, and in each such case directing such Issuing Bank not to permit such extension.

Expiration Date. (i) Each Letter of Credit shall expire at or prior to the close of business on the Business Day that is the earlier of (xi) the date which is not more than one (1) year after the date of the issuance of such Letter of Credit (or, in the case of any renewal or extension thereof, one (1) year after such renewal or extension) and (yii) the Letter except as set forth below with respect to Collateralized Letters of Credit Expiration Date; provided, howeverCredit, the Issuing Bank, in its sole discretion, may agree date that is five Business Days prior to extend such Letter of Credit beyond the Letter of Credit Expiration Revolving Maturity Date (the “LC Extension”) upon the Borrower either (i) providing the Issuing Bank funds equal to 103% of the LC Exposure with respect to such Letter of Credit for deposit in a cash collateral account which cash collateral account will be held by the Issuing Bank as a pledged cash collateral account and applied to reimbursement of all drafts submitted under such outstanding Letter of Credit or (ii) delivering to the Issuing Bank one or more letters of credit for the benefit of the Issuing Bank to backstop such outstanding Letter of Credit, issued by a bank reasonably acceptable to the Issuing Bank in its sole discretion, each in form and substance reasonably acceptable to the Issuing Bank in its sole discretion) unless the applicable Issuing Bank notifies the beneficiary thereof at least thirty (30) days (or such longer period as may be specified in such Letter of Credit) prior to the then applicable expiration date that such Letter of Credit will not be renewed. (ii) If the Borrower so requests in any LC Request for a Letter of Credit, the Issuing Bank may, in its sole and absolute discretion, agree to issue a Letter of Credit that has automatic renewal provisions (each, an “Auto-Renewal Letter of CreditExpiration Date”); provided that at the request of the Borrower, any such Auto-Renewal Letter of Credit must permit may provide for automatic renewals for additional periods of up to one year subject to a right on the part of the applicable Issuing Bank to prevent any such renewal at least once from occurring by giving notice to the beneficiary during a specified period in each twelve (12) month advance of any such renewal, and the failure of such Issuing Bank to give such notice by the end of such period (commencing with the date of issuance shall for all purposes hereof be deemed an extension of such Letter of Credit; provided further that in no event shall any Letter of Credit, as extended from time to time, expire on any date following the LC Expiration Date. Notwithstanding clause (ii) by giving prior notice of the preceding sentence, (A) any Collateralized Letter of Credit may, with the consent of the Issuing Bank that issued such Collateralized Letter of Credit, expire on any date following the LC Expiration Date and (B) any Letter of Credit that contains a customary “evergreen” provision may renew pursuant to such evergreen provision to an expiration date following the beneficiary thereof not later than a day in each such twelve (12) month period to be agreed upon at the time LC Expiration Date if such Letter of Credit is issued. Unless otherwise directed by the Issuing Bank, the Borrower shall not be required to make becomes a specific request to the Issuing Bank for any such renewal. Once an Auto-Renewal Collateralized Letter of Credit has been issued, at least 15 Business Days prior to the Revolving Lenders shall be deemed to have authorized (but may not require) latest date upon which the applicable Issuing Bank would be entitled to permit the renewal of terminate such Letter of Credit at any time prior to an expiry date not later than the earlier of (i) one (1) year from the date of such its automatic renewal and (ii) the Letter of Credit Expiration Date, unless otherwise extended pursuant to an LC Extension; provided that the Issuing Bank shall not permit any such renewal if (x) the Issuing Bank has determined that it would have no obligation at such time to issue such Letter of Credit in its renewed form under the terms hereof (by reason of the provisions of Section 2.18(m) or otherwise), or (y) it has received notice on or before the day that is five (5) Business Days before the date which has been agreed upon pursuant to the proviso of the first sentence of this paragraph, from the Administrative Agent, any Lender or the Borrower that one or more of the applicable conditions specified in Section 4.02 are not then satisfied“evergreen” provision.

Expiration Date. (i) Each In all cases, payment for Rights purchased pursuant to the Offer will be made only after timely receipt by the Depositary of a properly completed and duly executed Letter of Credit shall Assignment (or facsimile thereof) and any other documents required by the Letter of Assignment. Since the Rights are not transferable (except pursuant to the Offer), the Rights may only be assigned as provided in the Letter of Assignment. The Company and the Purchaser intend to file a Notification and Report Form with respect to the issuance of the Shares by the Company to the Purchaser in exchange for the Rights acquired by the Purchaser pursuant to the Offer under the H-S-R Act on or before June 17, 1997 and, accordingly, the waiting period under the H-S-R Act applicable thereto will expire at the close of business 11:59 p.m., New York City time, on the Business Day that is the earlier of (x) the date which is not more than one (1) year after 30 days from the date of the issuance of such Letter of Credit (orfiling. However, in the case of any renewal or extension thereof, one (1) year after prior to such renewal or extension) and (y) the Letter of Credit Expiration Date; provided, howevertime, the Issuing Bank, in its sole discretion, may agree to extend such Letter of Credit beyond the Letter of Credit Expiration Date Federal Trade Commission (the “LC Extension”"FTC") upon or the Borrower either (i) providing the Issuing Bank funds equal to 103% Antitrust Division of the LC Exposure with respect to Department of Justice (the "Antitrust Division") may extend the waiting period by requesting additional information or documentary material from the Purchaser. If such Letter of Credit for deposit in a cash collateral account which cash collateral account will be held request is made, the waiting period would expire on the tenth day after substantial compliance by the Issuing Bank as a pledged cash collateral account and applied to reimbursement of all drafts submitted under Purchaser with such outstanding Letter of Credit or (ii) delivering to request. For additional information regarding the Issuing Bank one or more letters of credit for the benefit H-S-R Act, see Section 12. For purposes of the Issuing Bank to backstop such outstanding Letter of Credit, issued by a bank reasonably acceptable to the Issuing Bank in its sole discretion, each in form and substance reasonably acceptable to the Issuing Bank in its sole discretion) unless the applicable Issuing Bank notifies the beneficiary thereof at least thirty (30) days (or such longer period as may be specified in such Letter of Credit) prior to the then applicable expiration date that such Letter of Credit will not be renewed. (ii) If the Borrower so requests in any LC Request for a Letter of CreditOffer, the Issuing Bank may, in its sole and absolute discretion, agree to issue a Letter of Credit that has automatic renewal provisions (each, an “Auto-Renewal Letter of Credit”); provided that any such Auto-Renewal Letter of Credit must permit the Issuing Bank to prevent any such renewal at least once in each twelve (12) month period (commencing with the date of issuance of such Letter of Credit) by giving prior notice to the beneficiary thereof not later than a day in each such twelve (12) month period to be agreed upon at the time such Letter of Credit is issued. Unless otherwise directed by the Issuing Bank, the Borrower shall not be required to make a specific request to the Issuing Bank for any such renewal. Once an Auto-Renewal Letter of Credit has been issued, the Revolving Lenders Purchaser shall be deemed to have authorized accepted for payment (but may not requireand thereby purchased) assigned Rights as, if and when the Issuing Bank Purchaser gives oral or written notice to permit the renewal Depositary of the Purchaser's acceptance of such Letter Rights for payment. Payment for Rights purchased pursuant to the Offer will be made by deposit of Credit at any time the purchase price with the Depositary, which will act as agent for Holders choosing to an expiry date not later than assign their Rights for the earlier purpose of (i) one (1) year receiving payment from the date Purchaser and transmitting payments to such Holders. Under no circumstances will interest be paid on the purchase price by the Purchaser by reason of any delay in making such renewal and (ii) payment. IF ANY ASSIGNED RIGHTS ARE NOT PURCHASED FOR ANY REASON, THE ASSIGNMENT OF SUCH RIGHTS WILL NOT BE EFFECTIVE. If, prior to the Letter of Credit Expiration Date, unless otherwise extended pursuant the Purchaser increases the consideration offered to an LC Extension; provided that the Issuing Bank shall not permit any such renewal if (x) the Issuing Bank has determined that it would have no obligation at such time to issue such Letter of Credit in its renewed form under the terms hereof (by reason Holders of the provisions of Section 2.18(m) or otherwise), or (y) it has received notice on or before the day that is five (5) Business Days before the date which has been agreed upon Rights pursuant to the proviso Offer, such increased consideration shall be paid to all Holders whose assignments of Rights have previously been accepted for payment pursuant to the first sentence of this paragraph, from Offer. The Purchaser reserves the Administrative Agent, any Lender right to transfer or the Borrower that assign to one or more direct or indirect affiliates of the applicable conditions specified in Section 4.02 are Purchaser the right to purchase Rights assigned pursuant to the Offer, but any such transfer or assignment shall not then satisfiedrelieve the Purchaser of its obligations under the Offer or prejudice the rights of Holders assigning their Rights to receive payment for Rights properly assigned and accepted for payment.

Expiration Date. (i) Each Letter of Credit shall expire (or be subject to termination or non-renewal by notice from the applicable Issuing Bank to the beneficiary thereof) at or prior to the close of business on the Business Day that is the earlier of (xi) the date which is not more than one (1) year after the date of the issuance of such Letter of Credit (or, in the case of any renewal or extension thereof, including, without limitation, any automatic renewal provision, one (1) year after such renewal or extension) and (yii) the date that is ten (10) Business Days prior to the Revolving Credit Maturity Date; provided that any Letter of Credit Expiration Date; provided, however, with a one-year tenor may provide for the Issuing Bank, renewal thereof for additional one-year periods (which shall in its sole discretion, may agree to no event extend such Letter of Credit beyond the Letter of Credit Expiration Date (the “LC Extension”) upon the Borrower either (i) providing the Issuing Bank funds equal date referred to 103% of the LC Exposure with respect to such Letter of Credit for deposit in a cash collateral account which cash collateral account will be held by the Issuing Bank as a pledged cash collateral account and applied to reimbursement of all drafts submitted under such outstanding Letter of Credit or clause (ii) delivering to above); provided further that, notwithstanding the Issuing Bank one or more letters of credit for the benefit of the Issuing Bank to backstop such outstanding Letter of Creditforegoing, issued by a bank reasonably acceptable to the Issuing Bank in its sole discretion, each in form and substance reasonably acceptable to the Issuing Bank in its sole discretion) unless the applicable Issuing Bank notifies the beneficiary thereof at least thirty (30) days (or such longer period as may be specified in such Letter of Credit) prior to the then applicable expiration date that such Letter of Credit will not be renewed. (ii) If the Borrower so requests in any LC Request for a Letter of Credit, the Issuing Bank may, in its sole and absolute discretion, agree to issue a Letter of Credit that has automatic renewal provisions may expire after the Revolving Credit Maturity Date if the Borrower provides cash collateral acceptable to the applicable Issuing LenderBank in its sole discretion onin accordance with Section 2.06(j) no later than sixty (each60) days prior to the Revolving Credit Maturity Date. For the avoidance of doubt, an if the Revolving Credit Maturity Date shall be extended pursuant to Section 2.23, “Auto-Renewal Letter of Credit”)Revolving Credit Maturity Date” as referenced in this paragraph shall refer to the Revolving Credit Maturity Date as extended pursuant to Section 2.23; provided that that, notwithstanding anything in this Agreement (including Section 2.23 hereof) or any other Loan Document to the contrary, the Revolving Credit Maturity Date, as such Auto-Renewal term is used in reference to any Issuing Bank or any Letter of Credit must permit the issued thereby, may not be extended with respect to any Issuing Bank to prevent any such renewal at least once in each twelve (12) month period (commencing with without the date of issuance prior written consent of such Letter of Credit) by giving prior notice to the beneficiary thereof not later than a day in each such twelve (12) month period to be agreed upon at the time such Letter of Credit is issued. Unless otherwise directed by the Issuing Bank, the Borrower shall not be required to make a specific request to the Issuing Bank for any such renewal. Once an Auto-Renewal Letter of Credit has been issued, the Revolving Lenders shall be deemed to have authorized (but may not require) the Issuing Bank to permit the renewal of such Letter of Credit at any time to an expiry date not later than the earlier of (i) one (1) year from the date of such renewal and (ii) the Letter of Credit Expiration Date, unless otherwise extended pursuant to an LC Extension; provided that the Issuing Bank shall not permit any such renewal if (x) the Issuing Bank has determined that it would have no obligation at such time to issue such Letter of Credit in its renewed form under the terms hereof (by reason of the provisions of Section 2.18(m) or otherwise), or (y) it has received notice on or before the day that is five (5) Business Days before the date which has been agreed upon pursuant to the proviso of the first sentence of this paragraph, from the Administrative Agent, any Lender or the Borrower that one or more of the applicable conditions specified in Section 4.02 are not then satisfied.

Expiration Date. (i) Each Letter of Credit shall expire at or prior to the close of business on the Business Day that is the earlier of (xA) the date which is not more than one (1) year after the date of the issuance of such Letter of Credit (or, in the case of any renewal or extension thereof, one (1) year after such renewal or extension) and (yB) the Letter of Credit Expiration date that is five Business Days prior to the Maturity Date; provided, however, the Issuing Bank, in its sole discretion, may agree subject to extend such Letter of Credit beyond the Letter of Credit Expiration Date (the “LC Extension”) upon the Borrower either (i) providing the Issuing Bank funds equal to 103% of the LC Exposure with respect to such Letter of Credit for deposit in a cash collateral account which cash collateral account will be held by the Issuing Bank as a pledged cash collateral account and applied to reimbursement of all drafts submitted under such outstanding Letter of Credit or subclause (ii) delivering to the Issuing Bank one or more letters of credit for the benefit of the Issuing Bank to backstop such outstanding Letter of Credit, issued by a bank reasonably acceptable to the Issuing Bank in its sole discretion, each in form and substance reasonably acceptable to the Issuing Bank in its sole discretion) unless the applicable Issuing Bank notifies the beneficiary thereof at least thirty (30) days (or such longer period as may be specified in such Letter of Credit) prior to the then applicable expiration date that such Letter of Credit will not be renewedbelow. (ii) If the Borrower Parent so requests in any LC Request for a Letter applicable letter of Creditcredit application, the Issuing Bank may, in its sole and absolute discretion, agree to issue a Letter of Credit that has automatic renewal provisions (each, an “Auto-Renewal Letter of Credit”); provided further that any such Auto-Renewal Letter of Credit must permit the Issuing Bank to prevent any such renewal at least once in each twelve (12) month period (commencing with the date of issuance of such Letter of Credit) by giving prior notice to the beneficiary thereof not later than a day (the “Nonrenewal Notice Date”) in each such twelve (12) month period to be agreed upon at the time such Letter of Credit is issued. Unless otherwise directed by the Issuing Bank, the Borrower Parent shall not be required to make a specific request to the Issuing Bank for any such renewal. Once an Auto-Renewal Letter of Credit has been issued, the Revolving Lenders shall be deemed to have authorized (but may not require) the Issuing Bank to permit the renewal of such Letter of Credit at any time to an expiry date not later than the earlier of (i) one (1) year from date that is five Business Days prior to the date of such renewal and (ii) the Letter of Credit Expiration Maturity Date, unless otherwise extended pursuant to an LC Extension; provided that the Issuing Bank shall not permit any such renewal if (xA) the Issuing Bank has determined that it would have no obligation at such time to issue such Letter of Credit in its renewed form under the terms hereof (by reason of the provisions of Section 2.18(m) or otherwise)hereof, or (yB) it has received notice (which may be by telephone or in writing) on or before the day that is five (5) Business Days before the date which has been agreed upon pursuant to the proviso of the first sentence of this paragraph, Nonrenewal Notice Date (1) from the Administrative AgentAgents that the Required Lenders have elected not to permit such renewal or (2) from the Administrative Agents, any Revolving Lender or the any Borrower that one or more of the applicable conditions specified in Section 4.02 are is not then satisfied.

Expiration Date. (i) Each LC Facility Letter of Credit shall expire at or prior to the close of business on the Business Day that is the earlier of (xA) the date which is not more than one (1) year after the date of the issuance of such LC Facility Letter of Credit (or, in the case of any renewal or extension thereof, one (1) year after such renewal or extension) ; provided that if the Borrowers and (y) the LC Facility Issuing Bank so agree, any LC Facility Letter of Credit Expiration Date; provided, however, may provide for the Issuing Bank, in its sole discretion, may agree to extend automatic renewal of such Letter of Credit beyond the Letter of Credit Expiration Date (the “LC Extension”) upon the Borrower either (i) providing the Issuing Bank funds equal to 103% of the LC Exposure with respect to such Facility Letter of Credit for deposit in a cash collateral account which cash collateral account will be held by successive one year terms and (B) the Issuing Bank as a pledged cash collateral account and applied date that is five Business Days prior to reimbursement of all drafts submitted under such outstanding the Maturity Date. If at any time any LC Facility Letter of Credit or contains provisions providing for automatic renewal, (iii) delivering to without limitation of the Borrowers’ obligations under Section 9.6(b), the Borrowers will immediately upon becoming aware of any Default notify the LC Facility Administrative Agent and the LC Facility Issuing Bank one or more letters of credit for the benefit of the occurrence and continuance of such Default during any period during which the LC Facility Issuing Bank has the option to backstop such outstanding Letter provide notice of Credit, issued by a bank reasonably acceptable to the Issuing Bank in its sole discretion, each in form and substance reasonably acceptable to the Issuing Bank in its sole discretion) unless the applicable Issuing Bank notifies the beneficiary thereof at least thirty (30) days (or such longer period as may be specified in such Letter of Credit) prior to the then applicable expiration date that such non-renewal under any LC Facility Letter of Credit will not be renewed. (ii) If the Borrower so requests in any LC Request for a Letter of Credit, the Issuing Bank may, in its sole and absolute discretion, agree to issue a Letter of Credit that has automatic renewal provisions (each, an “Auto-Renewal Letter of Credit”); provided that any such Auto-Renewal Letter of Credit must permit the Issuing Bank to prevent any such renewal at least once in each twelve (12) month period (commencing with the date of issuance of such Letter of Credit) by giving prior notice to the beneficiary thereof not later than a day in each such twelve (12) month period to be agreed upon at the time such Letter of Credit is issued. Unless otherwise directed by the Issuing Bank, the Borrower shall not be required to make a specific request to the Issuing Bank for any such renewal. Once an Auto-Renewal Letter of Credit has been issued, the Revolving Lenders shall be deemed to have authorized (but may not require) the Issuing Bank to permit the renewal of such Letter of Credit at any time to an expiry date not later than the earlier of (i) one (1) year from the date of such renewal and (ii) the Letter of Credit Expiration DateLC Facility Lenders hereby authorize the LC Facility Issuing Bank to permit such automatic renewal, whether or not a Default then exists, unless otherwise extended pursuant to an the LC Extension; provided that the Issuing Bank shall not permit any such renewal if (x) the Facility Issuing Bank has determined that it would have no obligation at such time to issue such Letter of Credit received a notice (which may be by telephone or in its renewed form under the terms hereof (by reason of the provisions of Section 2.18(mwriting) or otherwise), or (y) it has received notice on or before the day that is five (5) Business Days before the date which has been agreed upon pursuant prior to the proviso of the first sentence of this paragraph, notice date to prevent automatic renewal from the LC Facility Administrative Agent, any Lender or Agent and the Borrower Majority LC Facility Lenders that one or more of the applicable conditions specified in Section 4.02 are is not then satisfiedsatisfied and directing it to give notice to prevent such automatic renewals in the future.

Expiration Date. (i) Each No Letter of Credit shall expire at the close of business on the Business Day that is have a stated expiry date later than the earlier of (xA) the date which is not more than one (1) year after from the date of its issuance unless the issuance applicable Issuing Bank otherwise agrees to a later stated expiry date (including without limitation by extending the stated expiry date or allowing the stated expiry date to be automatically extended if such Letter of Credit contains language providing for its automatic renewal) and (B) seven Business Days prior to the Maturity Date for the applicable Issuing Bank, unless the applicable Borrower has Cash Collateralized such Letter of Credit in an amount equal to the sum of the undrawn face amount of such Letter of Credit (or, in the case of any renewal or extension thereof, one (1) year after such renewal or extension) and (y) the Letter of Credit Expiration Date; provided, however, the Issuing Bank, in its sole discretion, may agree to extend such Letter of Credit beyond the Letter of Credit Expiration Date (the “LC Extension”) upon the Borrower either (i) providing the Issuing Bank funds equal to 103% as of the LC Exposure with respect seventh Business Day prior to such Maturity Date, plus fees and expenses related to such Letter of Credit for deposit in over its remaining term. In the case of a cash collateral account which cash collateral account will be held by the Issuing Bank as a pledged cash collateral account and applied to reimbursement of all drafts submitted under such outstanding Letter of Credit or (ii) delivering to the Issuing Bank one or more letters of credit containing language providing for the benefit of the Issuing Bank to backstop such outstanding Letter of Credit, issued by a bank reasonably acceptable to the Issuing Bank in its sole discretionautomatic renewal, each in form Borrower acknowledges and substance reasonably acceptable to agrees that, if any such automatic renewal would cause the Issuing Bank in its sole discretion) unless the applicable Issuing Bank notifies the beneficiary thereof at least thirty (30) days (or such longer period as may be specified in such Letter stated expiry date of Credit) prior to the then applicable expiration date that such Letter of Credit will not to be renewed. (ii) If later than seven Business Days prior to the Borrower so requests in any LC Request Maturity Date for a the applicable Issuing Bank, such Issuing Bank may give notice to the beneficiary of such Letter of CreditCredit that such automatic renewal shall not take place, unless the Issuing Bank may, applicable Borrower has Cash Collateralized such Letter of Credit in its sole and absolute discretion, agree to issue accordance with this Section 2.06(c). Once a Letter of Credit that has provides for automatic renewal provisions (each, an “Auto-Renewal Letter of Credit”); provided that any such Auto-Renewal Letter of Credit must permit the Issuing Bank to prevent any such renewal at least once in each twelve (12) month period (commencing with the date of issuance of such Letter of Credit) by giving prior notice to the beneficiary thereof not later than a day in each such twelve (12) month period to be agreed upon at the time such Letter of Credit is issued. Unless otherwise directed by the Issuing Bank, the Borrower shall not be required to make a specific request to the Issuing Bank for any such renewal. Once an Auto-Renewal Letter of Credit has been issued, the Revolving Lenders shall be deemed to have authorized (but may not require) the such Issuing Bank to permit the renewal of such Letter of Credit at any time to an expiry a date not later than the earlier of seven Business Days prior to such Issuing Bank’s Maturity Date.” (i) one Section 2.06(j) of the Credit Agreement is hereby amended by inserting a new clause (1iii) year from the date of such renewal and thereto immediately after clause (ii) the Letter of Credit Expiration Datethereof, unless otherwise extended pursuant to an LC Extension; provided that the Issuing Bank which new clause (iii) shall not permit any such renewal if (x) the Issuing Bank has determined that it would have no obligation at such time to issue such Letter of Credit read in its renewed form under the terms hereof (by reason of the provisions of Section 2.18(m) or otherwise), or (y) it has received notice on or before the day that is five (5) Business Days before the date which has been agreed upon pursuant to the proviso of the first sentence of this paragraph, from the Administrative Agent, any Lender or the Borrower that one or more of the applicable conditions specified in Section 4.02 are not then satisfied.full as follows:

Expiration Date. (i) Each Letter of Credit shall expire (or be subject to termination by notice from the applicable Issuing Bank that issued such Letter of Credit to the beneficiary thereof) at or prior to the close of business on the Business Day that is the earlier of (xi) the date which is not more than one (1) year after the date of the issuance of such Letter of Credit (or, in the case of any renewal or extension thereof, one (1) year after such renewal or extensionextension which renewals or extensions, subject to clause (ii) and (y) the Letter of Credit Expiration Date; provided, however, the Issuing Bank, in its sole discretionhereof, may agree be automatic pursuant to extend the terms of such Letter of Credit beyond the Letter of Credit Expiration Date (the “LC Extension”) upon the Borrower either (i) providing the so long as such Issuing Bank funds equal to 103% of shall have the LC Exposure with respect to such Letter of Credit for deposit in a cash collateral account which cash collateral account will be held by the Issuing Bank as a pledged cash collateral account and applied to reimbursement of all drafts submitted under such outstanding Letter of Credit or (ii) delivering to the Issuing Bank one or more letters of credit for the benefit of the Issuing Bank to backstop such outstanding Letter of Credit, issued by a bank reasonably acceptable to the Issuing Bank in its sole discretion, each in form and substance reasonably acceptable to the Issuing Bank in its sole discretion) unless the applicable Issuing Bank notifies the beneficiary thereof at least thirty (30) days (or such longer period as may be specified in such Letter of Credit) prior to the then applicable expiration date that such Letter of Credit will not be renewed. (ii) If the Borrower so requests in any LC Request for a Letter of Credit, the Issuing Bank may, in its sole and absolute discretion, agree to issue a Letter of Credit that has automatic renewal provisions (each, an “Auto-Renewal Letter of Credit”); provided that any such Auto-Renewal Letter of Credit must permit the Issuing Bank right to prevent any such renewal or extension at least once in each twelve (12month period) month period (commencing with the date of issuance of such Letter of Credit) by giving prior notice to the beneficiary thereof not later than a day in each such twelve (12) month period to be agreed upon at the time such Letter of Credit is issued. Unless otherwise directed by the Issuing Bank, the Borrower shall not be required to make a specific request to the Issuing Bank for any such renewal. Once an Auto-Renewal Letter of Credit has been issued, the Revolving Lenders shall be deemed to have authorized (but may not require) the Issuing Bank to permit the renewal of such Letter of Credit at any time to an expiry date not later than the earlier of (i) one (1) year from the date of such renewal and (ii) the date that is fifteen (15) Business Days prior to the Revolving Maturity Date. Notwithstanding the foregoing, a Letter of Credit Expiration Date, unless otherwise extended pursuant to may have an LC Extension; provided expiration date that is not more than twelve (12) months after the Issuing Bank shall not permit any such renewal if Revolving Maturity Date so long as (x) the Issuing Bank has determined that it would have no obligation at Borrower shall provide cash collateral to the Administrative Agent in an amount equal to 102% of the LC Exposure pursuant to and in accordance with Section 2.06(j) with respect to such time to issue such Letter Letters of Credit in its renewed form under on or prior to fifteen (15) days before the terms hereof (by reason of the provisions of Section 2.18(m) or otherwise)Revolving Maturity Date, or (y) it has received notice on or before the day that is five obligations of the Borrower under this Section 2.06 in respect of such Letters of Credit shall survive the Revolving Maturity Date and shall remain in effect until no such Letters of Credit remain outstanding and (5z) Business Days before the date which has been agreed upon pursuant each Revolving Lender shall remain obligated hereunder, to the proviso of extent any such cash collateral, the first sentence of this paragraph, from application thereof or reimbursement in respect thereof is required to be returned to the Borrower by the Administrative Agent, any Lender or Agent after the Borrower that one or more Revolving Maturity Date until no such Letters of the applicable conditions specified in Section 4.02 are not then satisfiedCredit remain outstanding.

Expiration Date. Parent and Merger Subsidiary agree that, unless the Agreement is terminated in accordance with Article VIII, Merger Subsidiary shall not terminate or withdraw the Tender Offer prior to the expiration date thereof, which shall be a date at least 20 business days from the date of commencement thereof (i) Each Letter of Credit shall expire the "Expiration Date"). If, at the close Expiration Date, the conditions to the Tender Offer described in Annex I hereto shall not have been satisfied or earlier waived, Merger Subsidiary may extend the Expiration Date on one or more occasions for such additional period or periods of business on time as Merger Subsidiary determines in its sole discretion (provided that following the Business Day that is the earlier of (x) the date which is not more than one (1) year 90th day after the date of the issuance this Agreement, such extensions shall be in increments of such Letter of Credit (ornot more than ten business days each) and, unless this Agreement has been terminated in the case of any renewal or extension thereofaccordance with its terms, one (1) year after such renewal or extension) and (y) the Letter of Credit Expiration Date; provided, however, the Issuing Bank, in its sole discretion, may agree to shall extend such Letter of Credit beyond the Letter of Credit Expiration Date (the “LC Extension”) upon the Borrower either (i) providing the Issuing Bank funds equal to 103% of the LC Exposure with respect to such Letter of Credit for deposit in it until a cash collateral account which cash collateral account will be held by the Issuing Bank as a pledged cash collateral account and applied to reimbursement of all drafts submitted under such outstanding Letter of Credit or (ii) delivering to the Issuing Bank one or more letters of credit for the benefit of the Issuing Bank to backstop such outstanding Letter of Credit, issued by a bank reasonably acceptable to the Issuing Bank in its sole discretion, each in form and substance reasonably acceptable to the Issuing Bank in its sole discretion) unless the applicable Issuing Bank notifies the beneficiary thereof at least thirty (30) days (or such longer period as may be specified in such Letter of Credit) prior to the then applicable expiration date that such Letter of Credit will not be renewed. (ii) If the Borrower so requests in any LC Request for a Letter of Credit, the Issuing Bank may, in its sole and absolute discretion, agree to issue a Letter of Credit that has automatic renewal provisions (each, an “Auto-Renewal Letter of Credit”); provided that any such Auto-Renewal Letter of Credit must permit the Issuing Bank to prevent any such renewal at least once in each twelve (12) month period (commencing with the date of issuance of such Letter of Credit) by giving prior notice to the beneficiary thereof is not later than a day the Termination Date (as defined in each such twelve (12) month period Section 8.2), if requested to be agreed upon at the time such Letter of Credit is issued. Unless otherwise directed do so by the Issuing BankCompany, and Parent is otherwise going to let the Borrower Tender Offer expire without the purchase of Common Shares thereunder, but shall not be required to make a specific request to the Issuing Bank for so extend if any such renewal. Once an Auto-Renewal Letter of Credit has been issued, the Revolving Lenders shall be deemed to have authorized (but may not require) the Issuing Bank to permit the renewal of such Letter of Credit at any time to an expiry date not later than the earlier of (i) one (1) year from the date of such renewal and (ii) the Letter of Credit Expiration Date, unless otherwise extended pursuant to an LC Extension; provided that the Issuing Bank shall not permit any such renewal if (x) the Issuing Bank has determined that it would have no obligation at such time to issue such Letter of Credit in its renewed form under the terms hereof (by reason of the provisions of Section 2.18(m) conditions not satisfied or otherwise), or (y) it has received notice earlier waived on or before the day that is five (5) Business Days before the then-scheduled expiration date which has been agreed upon pursuant to the proviso of the first sentence of this paragraph, from the Administrative Agent, any Lender or the Borrower that are one or more of the applicable Minimum Tender Condition or the conditions specified set forth in paragraphs (b)(ii), (b)(iii) or (b)(iv) of Annex I hereto, provided that (x) if the only condition not satisfied is the Minimum Tender Condition, the satisfaction or waiver of all other conditions shall have been publicly disclosed at least five business days before termination of the Tender Offer and (y) if paragraph (b)(ii), (b)(iii) or (b)(iv) of Annex I hereto has not been satisfied and the failure to so satisfy can be remedied, the Tender Offer shall not be terminated unless the failure is not remedied within 20 days after Parent has furnished the Company with written notice of such failure. In addition, Merger Subsidiary, at its sole option, may extend the Expiration Date for an aggregate period of not more than ten business days beyond the latest expiration date that would otherwise be permitted (but in no event later than the Termination Date) if there shall not have been tendered sufficient Common Shares so that the Merger could be effected without a meeting of the Company's stockholders in accordance with Section 4.02 are not then satisfied.253 of the DGCL. Parent and Merger Subsidiary shall use their reasonable best efforts to consummate the Tender Offer in accordance with the terms of this Agreement and the conditions to the Tender Offer set forth in Annex I.

Expiration Date. (i) Each Letter of Credit shall expire at or prior to the close of business on the Business Day that is the earlier of (x) in the case of a Standby Letter of Credit, (1) the date which is not more than one (1) year after the date of the issuance of such Standby Letter of Credit (or, in the case of any renewal or extension thereof, one (1) year after such renewal or extension) and (2) the Letter of Credit Expiration Date and (y) in the case of a Commercial Letter of Credit, (1) the date that is 180 days after the date of issuance of such Commercial Letter of Credit (or, in the case of any renewal or extension thereof, 180 days after such renewal or extension) and (2) the Letter of Credit Expiration Date; provided, however, the Issuing Bank, in its sole discretion, may agree to extend such Letter of Credit beyond the Letter of Credit Expiration Date (the “LC Extension”) upon the Borrower either (i) providing the Issuing Bank funds equal to 103% of the LC Exposure with respect to such Letter of Credit for deposit in a cash collateral account which cash collateral account will be held by the Issuing Bank as a pledged cash collateral account and applied to reimbursement of all drafts submitted under such outstanding Letter of Credit or (ii) delivering to the Issuing Bank one or more letters of credit for the benefit of the Issuing Bank to backstop such outstanding Letter of Credit, issued by a bank reasonably acceptable to the Issuing Bank in its sole discretion, each in form and substance reasonably acceptable to the Issuing Bank in its sole discretion) unless the applicable Issuing Bank notifies the beneficiary thereof at least thirty (30) days (or such longer period as may be specified in such Letter of Credit) prior to the then applicable expiration date that such Letter of Credit will not be renewed. (ii) If the Borrower so requests in any LC Request for a Letter of CreditCredit Request, then the Issuing Bank may, in its sole and absolute discretion, agree to issue a Letter of Credit that has automatic renewal provisions (each, an “Auto-Renewal Letter of Credit”); provided that any such Auto-Renewal Letter of Credit must permit the Issuing Bank to prevent any such renewal at least once in each twelve (12) twelve-month period (commencing with the date of issuance of such Letter of Credit) by giving prior notice to the beneficiary thereof not later than a day in each such twelve (12) twelve-month period to be agreed upon at the time such Letter of Credit is issued. Unless otherwise directed by the Issuing Bank, the Borrower shall not be required to make a specific request to the Issuing Bank for any such renewal. Once an Auto-Renewal Letter of Credit has been issued, the Revolving Lenders shall be deemed to have authorized (but may not require) the Issuing Bank to permit the renewal of such Letter of Credit at any time to an expiry date not later than the earlier of (ix) one (1) year from the date of such renewal and (iiy) the Letter of Credit Expiration Date, unless otherwise extended pursuant to an LC Extension; provided that the Issuing Bank shall not permit any such renewal if (x1) the Issuing Bank has determined that it would have no obligation at such time to issue such Letter of Credit in its renewed form under the terms hereof (by reason of the provisions of Section 2.18(m) 2.18 or otherwise), or (y2) it has received notice (which may be by telephone or in writing) on or before the day that is five (5) two Business Days before the date which has been agreed upon pursuant to the proviso of the first sentence of this paragraph, (A) from the Administrative Agent that any Revolving Lender directly affected thereby has elected not to permit such renewal or (B) from the Administrative Agent, any Lender or the Borrower that one or more of the applicable conditions specified in Section 4.02 are 4.01 is not then satisfied.

Expiration Date. (i) Each Letter of Credit shall expire at or prior to the close of business on the Business Day that is the earlier of (xi) the date which is not more than one (1) year after the date of the issuance of such Letter of Credit (or, in the case of any renewal or extension thereof, one (1) year after such renewal or extension) and (yii) the Letter of Credit Expiration Date; provided, however, the Issuing Bank, in its sole discretion, may agree to extend such Letter of Credit beyond the Letter of Credit Expiration Date date that is five (the “LC Extension”5) upon the Borrower either (i) providing the Issuing Bank funds equal to 103% of the LC Exposure with respect to such Letter of Credit for deposit in a cash collateral account which cash collateral account will be held by the Issuing Bank as a pledged cash collateral account and applied to reimbursement of all drafts submitted under such outstanding Letter of Credit or (ii) delivering to the Issuing Bank one or more letters of credit for the benefit of the Issuing Bank to backstop such outstanding Letter of Credit, issued by a bank reasonably acceptable to the Issuing Bank in its sole discretion, each in form and substance reasonably acceptable to the Issuing Bank in its sole discretion) unless the applicable Issuing Bank notifies the beneficiary thereof at least thirty (30) days (or such longer period as may be specified in such Letter of Credit) Business Days prior to the then applicable expiration date that such Letter of Credit will not be renewed. (ii) Maturity Date. If the Borrower so requests in any LC Request for a Letter of Credit, the applicable notice given pursuant to Section 2.08(b) and an Issuing Bank mayagrees to do so, in its sole and absolute discretion, agree to such Issuing Bank may issue a Letter of Credit that has automatic renewal provisions (eachprovisions; provided, an “Auto-Renewal Letter of Credit”); provided however, that any such Auto-Renewal Letter of Credit that has automatic renewal provisions must permit the such Issuing Bank to prevent any such renewal at least once in each twelve (12) twelve-month period (commencing with the date of issuance of such Letter of Credit) by giving prior notice to the beneficiary thereof not later than a day in each such twelve (12) twelve-month period to be agreed upon by the Borrower and such Issuing Bank at the time such Letter of Credit is issued. Unless otherwise directed by the Issuing Bank, the Borrower shall not be required to make a specific request to the Issuing Bank for Once any such renewal. Once an Auto-Renewal Letter of Credit that has automatic renewal provisions has been issued, the Revolving Lenders shall be deemed to have authorized (but may not require) the such Issuing Bank to permit the renewal of such Letter of Credit at any time to an expiry date not later than thirty (30) Business Days prior to the earlier of (i) one (1) year from the date of Maturity Date; provided, however, that such renewal and (ii) the Letter of Credit Expiration Date, unless otherwise extended pursuant to an LC Extension; provided that the Issuing Bank shall not permit any such renewal if (xi) the such Issuing Bank has determined that it would have no obligation at such time to issue such Letter of Credit in its renewed form under the terms hereof (by reason of the provisions of Section 2.18(m) or otherwise)hereof, or (yii) it has received notice (which may be by telephone or in writing) on or before the day that is five two (52) Business Days before the date which has been agreed upon pursuant that such Issuing Bank is permitted to the proviso send a notice of the first sentence of this paragraph, non-renewal from the Administrative Agent, any Lender or the Borrower that one or more of the applicable conditions specified in Section 4.02 are 6.02 is not then satisfied.

Expiration Date. (i) Each Letter of Credit shall expire at or prior to the close of business on the Business Day that is the earlier of (xi) the date which is not more than one (1) year after the date of the issuance of such Letter of Credit (or, in the case of any renewal or extension thereof, one (1) year after such renewal or extension) and (yii) the date that is five Business Days prior to earlier of the Maturity Date for the applicable Borrower and the LC Commitment Termination Date for the applicable Issuing Bank; provided that any Letter of Credit Expiration Date; provided, however, may contain customary automatic renewal provisions agreed upon by the applicable Borrower and the applicable Issuing Bank, in its sole discretion, may agree Bank pursuant to extend which the expiration date of such Letter of Credit beyond shall automatically be extended for a period of up to 12 months (but not to a date later than the Letter of Credit Expiration Date (the “LC Extension”) upon the Borrower either (i) providing the Issuing Bank funds equal to 103% of the LC Exposure with respect to such Letter of Credit for deposit in a cash collateral account which cash collateral account will be held by the Issuing Bank as a pledged cash collateral account and applied to reimbursement of all drafts submitted under such outstanding Letter of Credit or (ii) delivering to the Issuing Bank one or more letters of credit for the benefit of the Issuing Bank to backstop such outstanding Letter of Credit, issued by a bank reasonably acceptable to the Issuing Bank in its sole discretion, each in form and substance reasonably acceptable to the Issuing Bank in its sole discretion) unless the applicable Issuing Bank notifies the beneficiary thereof at least thirty (30) days (or such longer period as may be specified in such Letter of Credit) date that is five Business Days prior to the then earlier of the Maturity Date for the applicable expiration date that Borrower and the LC Commitment Termination Date for such Letter Issuing Bank, unless otherwise permitted pursuant to the immediately succeeding proviso), subject to a right on the part of Credit will not be renewed. (ii) If the Borrower so requests in any LC Request for a Letter of Credit, the Issuing Bank may, in its sole and absolute discretion, agree to issue a Letter of Credit that has automatic renewal provisions (each, an “Auto-Renewal Letter of Credit”); provided that any such Auto-Renewal Letter of Credit must permit the Issuing Bank to prevent any such renewal at least once in each twelve (12) month period (commencing with the date of issuance of such Letter of Credit) from occurring by giving prior notice to the beneficiary thereof not later than in advance of any such renewal; provided, further that, with the prior consent of the Agent and the applicable Issuing Bank, a day in each such twelve (12) month period to be agreed upon at the time such Letter of Credit is issued. Unless otherwise directed by may be issued or extended with an expiration date beyond the fifth Business Day prior to the earlier of the Maturity Date for the applicable Borrower and the LC Commitment Termination Date for such Issuing Bank, in which case the applicable Borrower shall not be required to make a specific request deposit on or prior to the date 90 days prior to the earlier of the Maturity Date for the applicable Borrower and the LC Commitment Termination Date for such Issuing Bank, in an account with such Issuing Bank, for the benefit of the Lenders and such Issuing Bank, as cash collateral pursuant to documentation reasonably satisfactory to the Agent and such Issuing Bank, an amount in cash equal to 101% of the aggregate amount of all outstanding Letters of Credit issued for its account by such Issuing Bank for any such renewal. Once that have an Auto-Renewal Letter of Credit has been issued, the Revolving Lenders shall be deemed to have authorized (but may not require) the Issuing Bank to permit the renewal of such Letter of Credit at any time to an expiry expiration date not later than the fifth Business Day prior to the earlier of (i) one (1) year from the date of such renewal and (ii) the Letter of Credit Expiration Date, unless otherwise extended pursuant to an LC Extension; provided that the Issuing Bank shall not permit any such renewal if (x) the Issuing Bank has determined that it would have no obligation at such time to issue such Letter of Credit in its renewed form under the terms hereof (by reason of the provisions of Section 2.18(m) or otherwise), or (y) it has received notice on or before the day that is five (5) Business Days before the date which has been agreed upon pursuant to the proviso of the first sentence of this paragraph, from the Administrative Agent, any Lender or the Borrower that one or more of Maturity Date for the applicable conditions specified in Section 4.02 are not then satisfiedBorrower and the LC Commitment Termination Date for such Issuing Bank.

Expiration Date. (i) Each Letter of Credit shall expire (or be subject to termination by notice from the applicable Issuing Bank to the beneficiary thereof) at or prior to the close of business on the Business Day that is the earlier of (xi) the date which is not more than one (1) year after the date of the issuance of such Letter of Credit (or, in the case of any renewal or extension thereof, one (1) year after such renewal or extension) and (yii) the Letter of Credit Expiration Date; provided, however, the Issuing Bank, in its sole discretion, may agree to extend such Letter of Credit beyond the Letter of Credit Expiration Date (the “LC Extension”) upon the Borrower either (i) providing the Issuing Bank funds equal to 103% of the LC Exposure with respect to such Letter of Credit for deposit in a cash collateral account which cash collateral account will be held by the Issuing Bank as a pledged cash collateral account and applied to reimbursement of all drafts submitted under such outstanding Letter of Credit or (ii) delivering to the Issuing Bank one or more letters of credit for the benefit of the Issuing Bank to backstop such outstanding Letter of Credit, issued by a bank reasonably acceptable to the Issuing Bank in its sole discretion, each in form and substance reasonably acceptable to the Issuing Bank in its sole discretion) unless the applicable Issuing Bank notifies the beneficiary thereof at least thirty (30) days (or such longer period as may be specified in such Letter of Credit) date that is five Business Days prior to the then applicable expiration date that such Letter of Credit will not be renewed. Maturity Date (ii) If the Borrower so requests in any LC Request for a Letter of Creditor, if there are different Maturity Dates hereunder, the Issuing Bank may, in its sole and absolute discretion, agree to issue a Letter of Credit that has automatic renewal provisions (each, an “Auto-Renewal Letter of Credit”then earliest scheduled Maturity Date); provided that any such Auto-Renewal Letter of Credit must permit may provide for the Issuing Bank automatic renewal thereof for additional one-year periods so long as such automatic renewal does not extend the expiration thereof beyond the date specified in clause (ii) above; provided, further that, if at any time there are different Maturity Dates hereunder, any Letter of Credit may expire after the date specified in such clause (ii) (but in no event later than the date that is five Business Days prior to prevent any the next earliest scheduled Maturity Date at such renewal at least once in each twelve (12time) month period (commencing with so long as, on the date of issuance of such Letter of Credit) by issuance, amendment, renewal or extension thereof and after giving prior notice to the beneficiary thereof not later than a day in each such twelve (12) month period to be agreed upon at the time such Letter of Credit is issued. Unless otherwise directed by the Issuing Bankeffect thereto, the Borrower shall not be required to make a specific request to the Issuing Bank for any such renewal. Once an Auto-Renewal Letter of Credit has been issued, the Revolving Lenders shall be deemed to have authorized (but may not require) the Issuing Bank to permit the renewal of such Letter of Credit at any time to an expiry date not later than the earlier of (i) one (1) year from the date of such renewal and (ii) the Letter of Credit Expiration Date, unless otherwise extended pursuant to an LC Extension; provided that the Issuing Bank shall not permit any such renewal if (x) the Issuing Bank has determined that it total Revolving Credit Exposure would have no obligation at such time to issue such Letter of Credit in its renewed form under not exceed the terms hereof (by reason total Commitments of the provisions of Section 2.18(mExtending Lenders (including Additional Commitment Lenders) or otherwise), or and (y) it has received notice on or before the day that is five total LC Exposure of the Issuing Banks (5) Business Days before determined for these purposes without giving effect to the date which has been agreed upon participations therein of the Lenders pursuant to this Section) with respect to Letters of Credit that have an expiry date after the proviso of then earliest scheduled Maturity Date would not exceed the first sentence of this paragraph, from the Administrative Agent, any Lender or the Borrower that one or more of the applicable conditions specified in Section 4.02 are not then satisfiedLC Sublimit.

Expiration Date. (i) Each Letter of Credit shall expire (or be subject to termination by notice from the Issuing Bank that issued such Letter of Credit to the beneficiary thereof) at or prior to the close of business on the Business Day that is the earlier of (xi) the date which is not more than one (1) year after the date of the issuance of such Letter of Credit (or, in the case of any renewal or extension thereof, one (1) year after such renewal or extension, which renewals or extensions, subject to clause (ii) and (y) the Letter of Credit Expiration Date; provided, however, the Issuing Bank, in its sole discretionhereof, may agree be automatic pursuant to extend the terms of such Letter of Credit beyond the Letter of Credit Expiration Date (the “LC Extension”) upon the Borrower either (i) providing the Issuing Bank funds equal to 103% of the LC Exposure with respect to such Letter of Credit for deposit in a cash collateral account which cash collateral account will be held by the Issuing Bank as a pledged cash collateral account and applied to reimbursement of all drafts submitted under such outstanding Letter of Credit or (ii) delivering to the Issuing Bank one or more letters of credit for the benefit of the Issuing Bank to backstop such outstanding Letter of Credit, issued by a bank reasonably acceptable to the Issuing Bank in its sole discretion, each in form and substance reasonably acceptable to the Issuing Bank in its sole discretion) unless the applicable Issuing Bank notifies the beneficiary thereof at least thirty (30) days (or such longer period as may be specified in such Letter of Credit) prior to the then applicable expiration date that such Letter of Credit will not be renewed. (ii) If the Borrower so requests in any LC Request for a Letter of Credit, the Issuing Bank may, in its sole and absolute discretion, agree to issue a Letter of Credit that has automatic renewal provisions (each, an “Auto-Renewal Extension Letter of Credit”); provided that any ) so long as such Auto-Renewal Letter of Credit must permit the Issuing Bank shall have the right to prevent any such renewal or extension at least once in each twelve (12) month period (commencing with the date of issuance of such Letter of Credit) by giving prior notice to the beneficiary thereof not later than a day (the “Non-Extension Notice Date”) in each such twelve (12) month period to be agreed upon by the Borrower and the applicable Issuing Bank at the time such Letter of Credit is issued. Unless otherwise directed by ) and (ii) the Issuing Bank, the Borrower shall not be required to make a specific request date that is five (5) Business Days prior to the Issuing Bank for any such renewalRevolving Maturity Date. Once an Auto-Renewal Extension Letter of Credit has been issued, the Revolving Lenders shall be deemed to have authorized (but may not require) the applicable Issuing Bank to permit the renewal extension of such Letter of Credit at any time to an expiry expiration date not later than the earlier of (i) one (1) year from the date of such renewal and (ii) the Letter of Credit Expiration Date, unless otherwise extended permitted pursuant to an LC Extensionthe preceding sentence; provided provided, that the such Issuing Bank shall not (i) permit any such renewal extension if (xA) the such Issuing Bank has determined that it would not be permitted, or would have no obligation obligation, at such time to issue such Letter of Credit in its renewed extended form under the terms hereof (by reason of except that the provisions of Section 2.18(mexpiration date may be extended to a date that is no more than one year from the then-current expiration date) or otherwise), or (yB) it has received notice (which may be in writing or by telephone (if promptly confirmed in writing)) on or before the day that is five seven (57) Business Days before the date Non-Extension Notice Date from the Administrative Agent that the Required Lenders have elected not to permit such extension or (ii) be obligated to permit such extension if it has received notice (which has been agreed upon pursuant to may be in writing or by telephone (if promptly confirmed in writing)) on or before the proviso of day that is seven (7) Business Days before the first sentence of this paragraph, Non-Extension Notice Date from the Administrative Agent, any Lender or the Borrower that one or more of the applicable conditions specified set forth in Section 4.02 are is not then satisfied, and in each such case directing such Issuing Bank not to permit such extension. Notwithstanding the foregoing, a Letter of Credit may have an expiration date that is not more than twelve (12) months after the Revolving Maturity Date so long as (x) the Borrower shall provide cash collateral to the Administrative Agent pursuant to and in accordance with Section 2.06(j) on or prior to thirty (30) days before the Revolving Maturity Date in an amount equal to one hundred two percent (102%) of the LC Exposure with respect to all such Letters of Credit with expiry dates after the Revolving Maturity Date, (y) the obligations of the Borrower under this Section 2.06 in respect of such Letters of Credit shall survive the Revolving Maturity Date and shall remain in effect until no such Letters of Credit remain outstanding and (z) each Lender shall remain obligated hereunder, to the extent any such cash collateral, the application thereof or reimbursement in respect thereof is required to be returned to the Borrower by the Administrative Agent after the Revolving Maturity Date until no such Letters of Credit remain outstanding.

Expiration Date. (i) Each Letter of Credit shall expire (or be subject to termination or non-renewal by notice from the applicable Issuing Bank to the beneficiary thereof) at or prior to the close of business on the Business Day that is the earlier of (xi) the date which is not more than one (1) year after the date of the issuance of such Letter of Credit (or, in the case of any renewal or extension thereof, including, without limitation, any automatic renewal provision, one (1) year after such renewal or extension) and (yii) the date that is ten (10) Business Days prior to the Revolving Credit Maturity Date; provided that any Letter of Credit Expiration Date; provided, however, with a one-year tenor may provide for the Issuing Bank, renewal thereof for additional one-year periods (which shall in its sole discretion, may agree to no event extend such Letter of Credit beyond the Letter of Credit Expiration Date (the “LC Extension”) upon the Borrower either (i) providing the Issuing Bank funds equal date referred to 103% of the LC Exposure with respect to such Letter of Credit for deposit in a cash collateral account which cash collateral account will be held by the Issuing Bank as a pledged cash collateral account and applied to reimbursement of all drafts submitted under such outstanding Letter of Credit or clause (ii) delivering to above); provided further that, notwithstanding the Issuing Bank one or more letters of credit for the benefit of the Issuing Bank to backstop such outstanding Letter of Creditforegoing, issued by a bank reasonably acceptable to the Issuing Bank in its sole discretion, each in form and substance reasonably acceptable to the Issuing Bank in its sole discretion) unless the applicable Issuing Bank notifies the beneficiary thereof at least thirty (30) days (or such longer period as may be specified in such Letter of Credit) prior to the then applicable expiration date that such Letter of Credit will not be renewed. (ii) If the Borrower so requests in any LC Request for a Letter of Credit, the Issuing Bank may, in its sole and absolute discretion, agree to issue a Letter of Credit that has automatic renewal provisions may expire after the Revolving Credit Maturity Date if the Borrower provides cash collateral acceptable to the applicable Issuing Lender in its sole discretion on accordance with Section 2.06(j) no later than sixty (each60) days prior to the Revolving Credit Maturity Date. For the avoidance of doubt, an if the Revolving Credit Maturity Date shall be extended pursuant to Section 2.23, “Auto-Renewal Letter of Credit”)Revolving Credit Maturity Date” as referenced in this paragraph shall refer to the Revolving Credit Maturity Date as extended pursuant to Section 2.23; provided that that, notwithstanding anything in this Agreement (including Section 2.23 hereof) or any other Loan Document to the contrary, the Revolving Credit Maturity Date, as such Auto-Renewal term is used in reference to any Issuing Bank or any Letter of Credit must permit the issued thereby, may not be extended with respect to any Issuing Bank to prevent any such renewal at least once in each twelve (12) month period (commencing with without the date of issuance prior written consent of such Letter of Credit) by giving prior notice to the beneficiary thereof not later than a day in each such twelve (12) month period to be agreed upon at the time such Letter of Credit is issued. Unless otherwise directed by the Issuing Bank, the Borrower shall not be required to make a specific request to the Issuing Bank for any such renewal. Once an Auto-Renewal Letter of Credit has been issued, the Revolving Lenders shall be deemed to have authorized (but may not require) the Issuing Bank to permit the renewal of such Letter of Credit at any time to an expiry date not later than the earlier of (i) one (1) year from the date of such renewal and (ii) the Letter of Credit Expiration Date, unless otherwise extended pursuant to an LC Extension; provided that the Issuing Bank shall not permit any such renewal if (x) the Issuing Bank has determined that it would have no obligation at such time to issue such Letter of Credit in its renewed form under the terms hereof (by reason of the provisions of Section 2.18(m) or otherwise), or (y) it has received notice on or before the day that is five (5) Business Days before the date which has been agreed upon pursuant to the proviso of the first sentence of this paragraph, from the Administrative Agent, any Lender or the Borrower that one or more of the applicable conditions specified in Section 4.02 are not then satisfied.

Expiration Date. (i) Each Letter of Credit shall expire at or prior to the close of business on the Business Day that is the earlier of (xi) the date which is not more than one (1) year after the date of the issuance of such Letter of Credit (or, in the case of any renewal or extension thereof, one (1) year after such renewal or extension) and (yii) the date that is five Business Days prior to the Revolving Maturity Date; provided that any Letter of Credit Expiration Date; provided, however, may contain customary automatic renewal provisions agreed upon by the Borrower and the applicable Issuing Bank, in its sole discretion, may agree Bank pursuant to extend which the expiration date of such Letter of Credit beyond shall automatically be extended for a period of up to 12 months (but not to a date later than the Letter of Credit Expiration Date (the “LC Extension”) upon the Borrower either (i) providing the Issuing Bank funds equal to 103% of the LC Exposure with respect to such Letter of Credit for deposit date set forth in a cash collateral account which cash collateral account will be held by the Issuing Bank as a pledged cash collateral account and applied to reimbursement of all drafts submitted under such outstanding Letter of Credit or clause (ii) delivering above), subject to a right on the Issuing Bank one or more letters part of credit for the benefit of the Issuing Bank to backstop such outstanding Letter of Credit, issued by a bank reasonably acceptable to the Issuing Bank in its sole discretion, each in form and substance reasonably acceptable to the Issuing Bank in its sole discretion) unless the applicable Issuing Bank notifies the beneficiary thereof at least thirty (30) days (or such longer period as may be specified in such Letter of Credit) prior to the then applicable expiration date that such Letter of Credit will not be renewed. (ii) If the Borrower so requests in any LC Request for a Letter of Credit, the Issuing Bank may, in its sole and absolute discretion, agree to issue a Letter of Credit that has automatic renewal provisions (each, an “Auto-Renewal Letter of Credit”); provided that any such Auto-Renewal Letter of Credit must permit the Issuing Bank to prevent any such renewal from occurring by giving notice to the beneficiary in advance of any such renewal; and provided further that if there exist any Incremental Revolving Commitments having a maturity date later than the Revolving Maturity Date (the “Subsequent Maturity Date”), then, so long as the aggregate LC Exposure in respect of Letters of Credit expiring after the Revolving Maturity will not exceed the lesser of $10,000,000 and the aggregate amount of such Incremental Revolving Commitments, the Borrower may request the issuance of a Letter of Credit that shall expire at least once in each twelve or prior to the close of business on the earlier of (12A) month period (commencing with the date one year after the date of the issuance of such Letter of CreditCredit (or, in the case of any renewal or extension thereof, one year after such renewal or extension) by giving and (B) the date that is five Business Days prior notice to the beneficiary thereof not later than a day in each such twelve (12) month period to be agreed upon at Subsequent Maturity Date. Notwithstanding the time such foregoing, any Letter of Credit is issued. Unless otherwise directed by issued hereunder may, in the sole discretion of the applicable Issuing Bank, expire after the fifth Business Day prior to the Maturity Date (or the Subsequent Maturity Date) but on or before the date that is 90 days after the Maturity Date (or the Subsequent Maturity Date), provided that the Borrower hereby agrees that it shall not provide cash collateral in an amount equal to 102% (or such other percentage as may be required to make a specific request agreed with the applicable Issuing Bank) of the LC Exposure in respect of any such outstanding Letter of Credit to the applicable Issuing Bank at least five Business Days prior to the Maturity Date (or Subsequent Maturity Date, if applicable), which such amount shall be (A) deposited by the Borrower in an account with and in the name of such Issuing Bank and (B) held by such Issuing Bank for any such renewal. Once an Auto-Renewal Letter the satisfaction of Credit has been issued, the Revolving Lenders shall be deemed to have authorized (but may not require) the Issuing Bank to permit the renewal Borrower’s reimbursement obligations in respect of such Letter of Credit at any time to an expiry date not later than until the earlier of (i) one (1) year from the date expiration of such renewal and (ii) the Letter of Credit. Any Letter of Credit Expiration issued with an expiration date beyond the fifth Business Day prior to the Maturity Date (or the Subsequent Maturity Date, unless otherwise extended as applicable) shall, to the extent of any undrawn amount remaining thereunder on the Maturity Date (or the Subsequent Maturity Date, if applicable), cease to be a “Letter of Credit” outstanding under this Agreement for purposes of the Revolving Lenders’ obligations to participate in Letters of Credit pursuant to an LC Extension; provided that the Issuing Bank shall not permit any such renewal if paragraph (xd) the Issuing Bank has determined that it would have no obligation at such time to issue such Letter of Credit in its renewed form under the terms hereof (by reason of the provisions of Section 2.18(m) or otherwise), or (y) it has received notice on or before the day that is five (5) Business Days before the date which has been agreed upon pursuant to the proviso of the first sentence of this paragraph, from the Administrative Agent, any Lender or the Borrower that one or more of the applicable conditions specified in Section 4.02 are not then satisfiedbelow.

Expiration Date. (i) Each Letter of Credit shall expire at or prior to the close of business on the Business Day that is the earlier of (x) the date which is not more than one (1) year after the date of the issuance of such Letter of Credit (or, in the case of any renewal or extension thereof, one (1) year after the then-current expiration date at the time of such renewal or extension) and (y) the Letter of Credit Expiration Date; provided, however, the Issuing Bank, in its sole discretion, may agree to extend such Letter of Credit beyond the Letter of Credit Expiration Date (the an “LC Extension”) upon the Borrower either (i) providing the Issuing Bank funds equal to 103% of the LC Exposure with respect to such Letter of Credit for deposit in a cash collateral account which cash collateral account will be held by the Issuing Bank as a pledged cash collateral account account, and the Borrower hereby grants to the Collateral Agent a security interest in all cash and credit support now or hereafter deposited to any such collateral account, and applied to reimbursement of all drafts submitted drawings presented under such outstanding Letter of Credit Credit, or (ii) delivering to the Issuing Bank one or more letters of credit for the benefit in favor of the Issuing Bank to backstop such outstanding Letter of CreditBank, issued by a bank reasonably acceptable to the Issuing Bank in its sole discretion, each in form and substance reasonably acceptable to the Issuing Bank in its sole discretion) , unless the applicable Issuing Bank notifies the beneficiary thereof at least thirty (30) 30 days (or such longer period as may be specified in such Letter of Credit) prior to the then then-applicable expiration date that such Letter of Credit will not be renewed. (ii) If the Borrower so requests in any LC Request for a Standby Letter of Credit, the Issuing Bank may, in its sole and absolute discretion, agree to issue a Standby Letter of Credit that has automatic renewal provisions (each, an “Auto-Renewal Letter of Credit”); provided that any such Auto-Renewal Letter of Credit must permit the Issuing Bank to prevent any such renewal at least once in each twelve (12) month period (commencing with the date of issuance of such Letter of Credit) by giving prior notice to the beneficiary thereof not later than a day in each such twelve (12) month period to be agreed upon at the time such Standby Letter of Credit is issued. Unless Once an Auto-Renewal Letter of Credit has been issued, unless otherwise directed by the Issuing Bank, the Borrower shall not be required to make a specific request to the Issuing Bank for any such renewal. Once an Auto-Renewal Letter of Credit has been issued, the Revolving Lenders shall be deemed to have authorized (but may not require) the Issuing Bank to permit the renewal of such Standby Letter of Credit at any time to an expiry date not later than the earlier of (i) one (1) year from the date of such renewal and (ii) the Letter of Credit Expiration Date, unless otherwise extended pursuant to an LC Extension; provided that the Issuing Bank shall not permit any such renewal if (x) the Issuing Bank has determined that it would have no obligation at such time to issue such Standby Letter of Credit in its renewed form under the terms hereof (by reason of the provisions of Section 2.18(m) or otherwise), or (y) it has received notice on or before the day that is five (5) seven Business Days before the date which has been agreed upon pursuant to the proviso of the first sentence of this paragraph, from the Administrative Agent, any Lender or the Borrower that one or more of the applicable conditions specified in Section 4.02 are not then satisfied.

Expiration Date. (i) Each Subject to clause (ii) below, each Letter of Credit shall expire at or prior to the close of business on the Business Day that is the earlier of (xA) the date which is not more than one (1) year after the date of the issuance of such Letter of Credit (or, in the case of any renewal or extension thereof, one (1) year after such renewal or extension) and (yB) the Letter of Credit Expiration Date; provided, however, date that is five Business Days prior to the Issuing Bank, in its sole discretion, may agree to extend such Letter of Credit beyond the Letter of Credit Expiration Revolving Termination Date (such earlier date, the “LC ExtensionMaturity Date”) upon the Borrower either (i) providing the Issuing Bank funds equal to 103% of the LC Exposure with respect to such Letter of Credit for deposit in a cash collateral account which cash collateral account will be held by the Issuing Bank as a pledged cash collateral account and applied to reimbursement of all drafts submitted under such outstanding Letter of Credit or (ii) delivering to the Issuing Bank one or more letters of credit for the benefit of the Issuing Bank to backstop such outstanding Letter of Credit, issued by a bank reasonably acceptable to the Issuing Bank in its sole discretion, each in form and substance reasonably acceptable to the Issuing Bank in its sole discretion) unless the applicable Issuing Bank notifies the beneficiary thereof at least thirty (30) days (or such longer period as may be specified in such Letter of Credit) prior to the then applicable expiration date that such Letter of Credit will not be renewed). (ii) If the Borrower so requests in any LC Request for a applicable Letter of CreditCredit notice, the Issuing Bank may, in its sole and absolute discretion, may agree to issue a Letter of Credit that has automatic renewal extension provisions (each, an “Auto-Renewal Extension Letter of Credit”); provided that ) so long as any such Auto-Renewal Extension Letter of Credit must permit permits the Issuing Bank to prevent any such renewal extension at least once in each twelve (12) twelve-month period (commencing with the date of issuance of such Letter of Credit) by giving prior notice to the beneficiary thereof not later than a day (the “Non-Extension Notice Date”) in each such twelve (12) twelve-month period to be agreed upon at the time such Letter of Credit is issued. Unless otherwise directed by the Issuing Bank, the Borrower shall not be required to make a specific request to the Issuing Bank for any such renewalextension. Once an Auto-Renewal Extension Letter of Credit has been issued, the Revolving Lenders shall be deemed to have authorized (but may not require) the Issuing Bank to permit the renewal extension of such Letter of Credit at any time to an expiry date not later than the earlier of (i) one (1) year from the date of such renewal and (ii) the Letter of Credit Expiration LC Maturity Date; provided, unless otherwise extended pursuant to an LC Extension; provided however, that the Issuing Bank shall not permit any such renewal extension if (xA) the Issuing Bank has determined that it would not be permitted, or would have no obligation obligation, at such time to issue such Letter of Credit in its renewed revised form (as extended) under the terms hereof (by reason of the provisions of Section 2.18(m2.17(b) or otherwise), or (yB) it has received notice (which may be by telephone or in writing) on or before the day that is five (5) two Business Days before the date which has been agreed upon pursuant Non-Extension Notice Date (1) from the Administrative Agent that the Required Lenders have elected not to the proviso of the first sentence of this paragraph, permit such extension or (2) from the Administrative Agent, any Lender the Required Lenders or the Borrower that one or more of the applicable conditions specified in Section 4.02 are not then satisfied, and in each such case directing the Issuing Bank not to permit such extension.

Expiration Date. (i) Each No Letter of Credit shall expire at the close of business on the Business Day that is have a stated expiry date later than the earlier of (xA) the date which is not more than one (1) year after from the date of its issuance unless the issuance applicable Issuing Bank otherwise agrees to a later stated expiry date (including without limitation by extending the stated expiry date or allowing the stated expiry date to be automatically extended if such Letter of Credit contains language providing for its automatic renewal) and (B) seven Business Days prior to the Maturity Date for the applicable Issuing Bank, unless the Borrower has Cash Collateralized such Letter of Credit in an amount equal to the sum of the undrawn face amount of such Letter of Credit (or, in the case of any renewal or extension thereof, one (1) year after such renewal or extension) and (y) the Letter of Credit Expiration Date; provided, however, the Issuing Bank, in its sole discretion, may agree to extend such Letter of Credit beyond the Letter of Credit Expiration Date (the “LC Extension”) upon the Borrower either (i) providing the Issuing Bank funds equal to 103% as of the LC Exposure with respect seventh Business Day prior to such Maturity Date, plus fees and expenses related to such Letter of Credit for deposit in over its remaining term. In the case of a cash collateral account which cash collateral account will be held by the Issuing Bank as a pledged cash collateral account and applied to reimbursement of all drafts submitted under such outstanding Letter of Credit or (ii) delivering to containing language providing for its automatic renewal, the Issuing Bank one or more letters Borrower acknowledges and agrees that, if any such automatic renewal would cause the stated expiry date of credit for the benefit of the Issuing Bank to backstop such outstanding Letter of Credit, issued by a bank reasonably acceptable to the Issuing Bank in its sole discretion, each in form and substance reasonably acceptable to the Issuing Bank in its sole discretion) unless the applicable Issuing Bank notifies the beneficiary thereof at least thirty (30) days (or such longer period as may be specified in such Letter of Credit) prior to the then applicable expiration date that such Letter of Credit will not to be renewed. (ii) If later than seven Business Days prior to the Borrower so requests in any LC Request Maturity Date for a the applicable Issuing Bank, such Issuing Bank may give notice to the beneficiary of such Letter of CreditCredit that such automatic renewal shall not take place, unless the Issuing Bank may, Borrowers have Cash Collateralized such Letter of Credit in its sole and absolute discretion, agree to issue accordance with this Section 2.06(c). Once a Letter of Credit that has provides for automatic renewal provisions (each, an “Auto-Renewal Letter of Credit”); provided that any such Auto-Renewal Letter of Credit must permit the Issuing Bank to prevent any such renewal at least once in each twelve (12) month period (commencing with the date of issuance of such Letter of Credit) by giving prior notice to the beneficiary thereof not later than a day in each such twelve (12) month period to be agreed upon at the time such Letter of Credit is issued. Unless otherwise directed by the Issuing Bank, the Borrower shall not be required to make a specific request to the Issuing Bank for any such renewal. Once an Auto-Renewal Letter of Credit has been issued, the Revolving Lenders shall be deemed to have authorized (but may not require) the such Issuing Bank to permit the renewal of such Letter of Credit at any time to an expiry a date not later than the earlier of seven Business Days prior to such Issuing Bank’s Maturity Date.” (i) one Section 2.06(j) of the Credit Agreement is hereby amended by inserting a new clause (1iii) year from the date of such renewal and thereto immediately after clause (ii) the Letter of Credit Expiration Datethereof, unless otherwise extended pursuant to an LC Extension; provided that the Issuing Bank which new clause (iii) shall not permit any such renewal if (x) the Issuing Bank has determined that it would have no obligation at such time to issue such Letter of Credit read in its renewed form under the terms hereof (by reason of the provisions of Section 2.18(m) or otherwise), or (y) it has received notice on or before the day that is five (5) Business Days before the date which has been agreed upon pursuant to the proviso of the first sentence of this paragraph, from the Administrative Agent, any Lender or the Borrower that one or more of the applicable conditions specified in Section 4.02 are not then satisfied.full as follows: