Common use of Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions Clause in Contracts

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal (other than an automatic extension in accordance with paragraph (c) of this Section) or extension of an outstanding Letter of Credit), the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to the applicable Issuing Bank and the Administrative Agent (at least three Business Days in advance of the requested date of issuance, amendment or extension or such shorter period as the Administrative Agent and the applicable Issuing Bank in their sole discretion may agree) a notice substantially in the form of Exhibit C-3 requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended or extended, and specifying the date of issuance, amendment or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency (which may be Dollars or any Alternate Currency) of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit constitutes a Standby Letter of Credit or a Trade Letter of Credit, the Class of Revolving Facility Commitments such Letter of Credit is to be issued under and such other information as shall be necessary to issue, amend or extend such Letter of Credit. If requested by the applicable Issuing Bank, the Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended or extended only if (and upon issuance, amendment or extension of each Letter of Credit the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment or extension, (i) the Revolving Facility Credit Exposure shall not exceed the applicable Revolving Facility Commitments, (ii) the Revolving L/C Exposure shall not exceed the Letter of Credit Sublimit and (iii) the aggregate outstanding amount of Letters of Credit issued by such Issuing Bank shall not exceed the applicable amount set forth for such Issuing Bank in the definition of “Issuing Bank” hereunder. For the avoidance of doubt, no Issuing Bank shall be obligated to issue an Alternate Currency Letter of Credit if such Issuing Bank does not otherwise issue letters of credit in such Alternate Currency. Notwithstanding any other provision of this Agreement or any other Loan Document to the contrary, no Issuing Bank shall be required to issue, amend, extend, renew or increase any Letter of Credit if such issuance, amendment, extension or increase would violate one or more of the applicable Issuing Bank’s policies (now or hereafter in effect) applicable to letters of credit.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal (other than an automatic extension in accordance with paragraph (c) of this SectionSection 2.05) or extension of an outstanding Letter of Credit), the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to the applicable Issuing Bank and the Administrative Agent (at least three Business Days (or, in the case of an Alternate Currency Letter of Credit where the Issuing Bank is Barclays Bank PLC, at least five Business Days) in advance of the requested date of issuance, amendment or extension or such shorter period as the Administrative Agent and the applicable Issuing Bank in their sole discretion may agree) a notice substantially in the form of Exhibit C-3 requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended or extended, and specifying the date of issuance, amendment or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this SectionSection 2.05), the amount and currency (which may be Dollars or any Alternate Currency) of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit constitutes a Standby Letter of Credit or a Trade Letter of Credit, the Class of Revolving Facility Commitments such Letter of Credit is to be issued under and such other information as shall be necessary to issue, amend or extend such Letter of Credit. If requested by the applicable Issuing Bank, the Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended or extended only if (and upon issuance, amendment or extension of each Letter of Credit the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment or extension, (i) the Revolving Facility Credit Exposure shall not exceed the applicable Revolving Facility Commitments, (ii) the Revolving L/C Exposure shall not exceed the Letter of Credit Sublimit and (iii) with respect to the aggregate outstanding applicable Issuing Bank, the stated amount of all outstanding Letters of Credit issued by such Issuing Bank shall not exceed the applicable amount set forth for Specified L/C Sublimit of such Issuing Bank then in the definition of “Issuing Bank” hereundereffect. For the avoidance of doubt, no Issuing Bank shall be obligated to issue an Alternate Currency Letter of Credit if such Issuing Bank does not otherwise issue letters of credit in such Alternate Currency. Notwithstanding any other provision of this Agreement or any other Loan Document to the contrary, no Issuing Bank shall be required to issue, amend, extend, renew or increase any Letter of Credit if such issuance, amendment, extension or increase would violate one or more of the applicable Issuing Bank’s policies (now or hereafter in effect) applicable to letters of credit.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal (other than an automatic extension in accordance with paragraph (c) of this Section) or extension of an outstanding Letter of Credit), the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to the applicable Issuing Bank and the Administrative Agent (at least three Business Days in advance of the requested date of issuance, amendment or extension or such shorter period as the Administrative Agent and the applicable Issuing Bank in their sole discretion may agree) a notice substantially in the form of Exhibit C-3 requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended or extended, and specifying the date of issuance, amendment or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency (which may be Dollars or any Alternate Currency) of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit constitutes a Standby Letter of Credit or a Trade Letter of Credit, the Class of Revolving Facility Commitments such Letter of Credit is to be issued under and such other information as shall be necessary to issue, amend or extend such Letter of Credit. If requested by the applicable Issuing Bank, the Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended or extended only if (and upon issuance, amendment or extension of each Letter of Credit the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment or extension, (i) the Revolving Facility Credit Exposure shall not exceed the applicable Revolving Facility Commitments, (ii) the Revolving L/C Exposure shall not exceed the Letter of Credit Sublimit and (iii) the aggregate outstanding amount of Letters of Credit issued by such Issuing Bank shall not exceed the applicable amount set forth for such Issuing Bank in the definition of “Issuing Bank” hereunderhereunder and (iii) the Revolving L/C Exposure shall not exceed $30,000,000. For the avoidance of doubt, no Issuing Bank shall be obligated to issue an Alternate Currency Letter of Credit if such Issuing Bank does not otherwise issue letters of credit in such Alternate Currency. Notwithstanding any other provision of this Agreement or any other Loan Document to the contrary, no Issuing Bank shall be required to issue, amend, extend, renew or increase any Letter of Credit if such issuance, amendment, extension or increase would violate one or more of the applicable Issuing Bank’s policies (now or hereafter in effect) applicable to letters of credit.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal (other than an automatic extension in accordance with paragraph (c) of this Section) or extension of an outstanding Letter of Credit), the Borrower Representative or any applicable Borrower shall hand deliver or telecopy facsimile (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to the applicable Issuing Bank and the Applicable Agent (and the Administrative Agent if it is not the Applicable Agent) (prior to 9:00 am, Local Time, at least three Business Days in advance of prior to the requested date of issuance, amendment amendment, renewal or extension extension, or such shorter period of time as may be agreed to by the Administrative Applicable Agent and the applicable Issuing Bank in their sole discretion may agreeBank) a notice substantially in the form of Exhibit C-3 requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended amended, renewed or extended, and specifying the date of issuance, amendment amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency (which may be Dollars or any Alternate Currency) of such Letter of Credit, the currency in which such Letter of Credit shall be denominated, the name and address of the beneficiary thereof, whether such Letter of Credit constitutes a Standby Letter of Credit or a Trade Letter of Credit, the Class of Revolving Facility Commitments such Letter of Credit is to be issued under thereof and such other information as shall be necessary to issueprepare, amend amend, renew or extend such Letter of Credit. If requested by the applicable Issuing Bank, the applicable Borrower or other Loan Party also shall submit a letter of credit application on such the applicable Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended amended, renewed or extended only if (and upon issuance, amendment amendment, renewal or extension of each Letter of Credit the applicable Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment amendment, renewal or extension, extension the total Credit Exposures of each Class shall not exceed (i) the lesser of the total Revolving Facility Credit Exposure shall not exceed Commitments of such Class and the Borrowing Base applicable Revolving Facility Commitmentsto such Class, minus (ii) the Revolving L/C Exposure shall not exceed the Letter of Credit Sublimit and (iii) the aggregate outstanding amount of Letters of Credit issued by such Issuing Bank shall not exceed Commitment Reserves established with respect to the applicable amount set forth for such Issuing Bank in Loan Parties and the definition of “Issuing Bank” hereunder. For the avoidance of doubt, no Issuing Bank shall be obligated to issue an Alternate Currency Letter of Credit if such Issuing Bank does not otherwise issue letters of credit in such Alternate Currency. Notwithstanding any other provision of this Agreement or any other Loan Document to the contrary, no Issuing Bank shall be required to issue, amend, extend, renew or increase any Letter of Credit if such issuance, amendment, extension or increase would violate one or more of Collateral owned by the applicable Issuing Bank’s policies (now or hereafter in effect) applicable to letters of creditLoan Parties.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal (other than an automatic extension in accordance with paragraph (c) of this Section) or extension of an outstanding Letter of Credit), the Borrower Agent shall hand deliver or telecopy facsimile (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Applicable Issuing Bank) to the applicable Applicable Issuing Bank and the Administrative Agent (Agent, at least three two (2) Business Days Days, in advance of the requested date of issuance, amendment or extension issuance (or such shorter period as the Administrative Agent and is acceptable to the applicable Issuing Bank in their sole discretion may agree) Bank), a notice substantially request to issue in the form of Exhibit C-3 requesting the issuance E attached hereto (each a “Letter of Credit Request”). To request an amendment, extension or renewal of a Letter of Credit, the Borrower Agent shall submit such a request on its letterhead, addressed to the Applicable Issuing Bank (with a copy to the Agent) at least two (2) Business Days, in advance of the requested date of amendment, extension or renewal, identifying the Letter of Credit to be amended amended, renewed or extended, and specifying the proposed date of issuance, amendment or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency (which may be Dollars or any Alternate Currency) of such Letter of Credit, the name and address other details of the beneficiary thereofamendment, whether such Letter of Credit constitutes a Standby Letter of Credit extension or a Trade Letter of Creditrenewal. Requests for issuance, the Class of Revolving Facility Commitments such Letter of Credit is to amendment, renewal or extension must be issued under and accompanied by such other information as shall be necessary to issue, amend amend, renew or extend such Letter of Credit. If requested by the applicable Applicable Issuing Bank, the Borrower Agent also shall submit a letter of credit application on such Issuing Bank’s standard form in connection with any request for a Letter of Credit. In the event of any inconsistency between the terms and conditions of this Agreement and the terms and conditions of any form of letter of credit application or other agreement submitted by the Borrower Agent to, or entered into by the Borrower Agent or any Borrower within a Borrower Group with, the Applicable Issuing Bank relating to any Letter of Credit issued for the account of a Borrower within such Borrower Group, the terms and conditions of this Agreement shall control. A Letter of Credit shall be issued, amended amended, renewed or extended only if (and upon on issuance, amendment amendment, renewal or extension of each Letter of Credit the applicable Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment amendment, renewal or extension, extension (i) the Revolving Facility Credit U.S. Exposure shall not exceed the applicable Revolving Facility Commitments$50,000,000, (ii) the Revolving L/C Dollar Equivalent Amount of Canadian LC Exposure shall not exceed the Letter of Credit Sublimit and $10,000,000, (iii) the total U.S. Revolving Exposures shall not exceed the lesser of the total U.S. Revolving Commitments and the U.S. Borrowing Base, and (iv) the total Canadian Revolving Exposures shall not exceed the lesser of the total Canadian Revolving Commitments and the Canadian Borrowing Base. Promptly after the delivery of any Letter of Credit or any amendment to a Letter of Credit to an advising bank with respect thereto or to the beneficiary thereof, the Applicable Issuing Bank will also deliver to the Borrower Agent and the Agent a true and complete copy of such Letter of Credit or amendment. Upon receipt of such Letter of Credit or amendment, the Agent shall notify the Applicable Lenders, in writing, of such Letter of Credit or amendment, and if so requested by an Applicable Lender the Agent will provide such Applicable Lender with a copy of such Letter of Credit or amendment. With respect to commercial Letters of Credit, each Applicable Issuing Bank shall, on the first Business Day of each week, submit to the Agent, by facsimile, a report detailing the daily aggregate outstanding amount total of commercial Letters of Credit issued by such Applicable Issuing Bank shall not exceed for the applicable amount set forth for such Issuing Bank in the definition of “Issuing Bank” hereunder. For the avoidance of doubt, no Issuing Bank shall be obligated to issue an Alternate Currency Letter of Credit if such Issuing Bank does not otherwise issue letters of credit in such Alternate Currency. Notwithstanding any other provision of this Agreement or any other Loan Document to the contrary, no Issuing Bank shall be required to issue, amend, extend, renew or increase any Letter of Credit if such issuance, amendment, extension or increase would violate one or more of the applicable Issuing Bank’s policies (now or hereafter in effect) applicable to letters of creditprevious calendar week.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal (other than an automatic extension in accordance with paragraph (c) of this Section) or extension of an outstanding Letter of Credit), the Borrower shall hand deliver or telecopy (or transmit by facsimile or other electronic communicationtransmission, if arrangements for doing so have been approved by the applicable Issuing Bank) Bank to the applicable Issuing Bank and the Administrative Agent (at least three Business Days in advance of the requested date of issuance, amendment or extension or such shorter period as the Administrative Agent and the applicable Issuing Bank in their sole discretion may agree) a written notice substantially in the form of Exhibit C-3 by an Authorized Person requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended or extended, and specifying the date of issuance, amendment or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this SectionSection 2.05), the amount and currency (which may be Dollars or any Alternate Currency) of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter letter of Credit credit constitutes a Standby Letter of Credit or a Trade Letter of Credit, the Class of Revolving Facility Commitments such Letter of Credit is to be issued under and such other information as shall be necessary to issue, amend or extend such Letter of Credit. All such requests shall be subject to (and unless the Administrative Agent elects otherwise in the exercise of its sole discretion, such Letter of Credit shall not be issued, amended or extended until the completion of) the Administrative Agent’s authentication process (with results satisfactory to the Administrative Agent) prior to the issuance, amendment or extension of any such Letter of Credit. If requested by the applicable Issuing Bank, the Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended or extended only if (and upon issuance, amendment or extension of each Letter of Credit Credit, the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment or extension, (i) the Revolving Facility Credit Exposure shall not exceed the applicable Revolving Facility Commitments, (ii) the total Revolving L/C Exposure shall not exceed the Letter of Credit Sublimit Sublimit, and (iii) the aggregate outstanding amount of Revolving L/C Exposure with respect to all Letters of Credit issued by such Issuing Bank shall not exceed the applicable amount set forth for such Issuing Bank Bank’s Letter of Credit Commitment, (ii) the total Revolving Facility Credit Exposure shall not exceed the total Revolving Facility Commitments, (iii) the total Revolving Facility Credit Exposure shall not exceed the Borrowing Base, and (iv) in the definition case of “Issuing Bank” hereunder. For the avoidance of doubt, no Issuing Bank shall be obligated to issue an Alternate Currency Letter of Credit if such Issuing Bank does not otherwise issue letters Credit, the Dollar Equivalent of credit in such the total Revolving L/C Exposure with respect to all Alternate Currency. Notwithstanding any other provision of this Agreement or any other Loan Document to the contrary, no Issuing Bank shall be required to issue, amend, extend, renew or increase any Letter Currency Letters of Credit if such issuance, amendment, extension or increase would violate one or more of the applicable Issuing Bank’s policies (now or hereafter in effect) applicable to letters of creditexceed $60.0 million.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal (other than an automatic extension in accordance with paragraph (c) of this Section) or extension of an outstanding Letter of Credit), the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to the applicable Issuing Bank and the Administrative Agent (at least three (3) Business Days in advance of the requested date of issuance, amendment or extension or such shorter period as the Administrative Agent and the applicable Issuing Bank in their sole discretion may agree) a notice substantially in the form of Exhibit C-3 D-3 requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended or extended, and specifying the date of issuance, amendment or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency (which may be Dollars or any Alternate Currency) of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit constitutes a Standby Letter of Credit or a Trade Letter of Credit, the Class of Revolving Facility Commitments such Letter of Credit is to be issued under and such other information as shall be necessary to issue, amend or extend such Letter of Credit. If requested by the applicable Issuing Bank, the Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form and related documents in connection with any request for a Letter of CreditCredit and in connection with any request for a Letter of Credit to be amended, renewed, modified or extended. A Letter of Credit shall be issued, amended or extended only if (and upon issuance, amendment or extension of each Letter of Credit the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment or extension, (i) the Revolving Facility Credit Exposure shall not exceed the applicable Revolving Facility Commitments, (ii) with respect to such Issuing Bank, the sum of the aggregate face amount of Letters of Credit issued by such Issuing Bank, when aggregated with the outstanding Revolving Facility Loans and Swingline Loans funded by such Issuing Bank, shall not exceed its Revolving Facility Commitment and (iii) the Revolving L/C Exposure shall not exceed the applicable Letter of Credit Sublimit and (iii) the aggregate outstanding amount of Letters of Credit issued by such Issuing Bank shall not exceed the applicable amount set forth for such Issuing Bank in the definition of “Issuing Bank” hereunder. For the avoidance of doubt, no Issuing Bank shall be obligated to issue an Alternate Currency Letter of Credit if such Issuing Bank does not otherwise issue letters of credit in such Alternate Currency. Notwithstanding any other provision of this Agreement or any other Loan Document to the contrary, no Issuing Bank shall be required to issue, amend, extend, renew or increase any Letter of Credit if such issuance, amendment, extension or increase would violate one or more of the applicable Issuing Bank’s policies (now or hereafter in effect) applicable to letters of creditSublimit.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal (other than an automatic extension in accordance with paragraph (c) of this SectionSection 2.05) or extension of an outstanding Letter of Credit), the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to the applicable Issuing Bank and the Administrative Agent (at least three (3) Business Days in advance of the requested date of issuance, amendment or extension or such shorter period as the Administrative Agent and the applicable Issuing Bank in their sole discretion may agree) a notice substantially in the form of Exhibit C-3 D-2 requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended or extended, and specifying the date of issuance, amendment or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this SectionSection 2.05), the amount and currency (which may be Dollars or any Alternate Currency) of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit constitutes a Standby Letter of Credit or a Trade Letter of Credit, the Class of Revolving Facility Commitments such Letter of Credit is to be issued under and such other information as shall be necessary to issue, amend or extend such Letter of Credit. If requested by the applicable Issuing Bank, the Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form and related documents in connection with any request for a Letter of CreditCredit and in connection with any request for a Letter of Credit to be amended, renewed, modified or extended. A Letter of Credit shall be issued, amended or extended only if (and upon issuance, amendment or extension of each Letter of Credit the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment or extension, (i) the Revolving Facility Credit Exposure shall not exceed the applicable Revolving Facility Commitments, (ii) unless the Revolving L/C Exposure shall not exceed applicable Issuing Bank otherwise agrees, the Letter of Credit Sublimit and (iii) the aggregate outstanding stated amount of all outstanding Letters of Credit issued by such Issuing Bank shall not exceed the applicable amount set forth for Letter of Credit Individual Sublimit of such Issuing Bank then in effect, (iii) unless the definition of “applicable Issuing Bank otherwise agrees, with respect to such Issuing Bank” hereunder. For , the avoidance sum of doubtthe aggregate face amount of outstanding Letters of Credit issued by such Issuing Bank, no when aggregated with the outstanding Revolving Facility Loans and Swingline Loans funded by such Issuing Bank Bank, shall be obligated to issue an Alternate Currency not exceed its Revolving Facility Commitment and (iv) the Revolving L/C Exposure shall not exceed the applicable Letter of Credit if such Issuing Bank does not otherwise issue letters of credit in such Alternate Currency. Notwithstanding any other provision of this Agreement or any other Loan Document to the contrary, no Issuing Bank shall be required to issue, amend, extend, renew or increase any Letter of Credit if such issuance, amendment, extension or increase would violate one or more of the applicable Issuing Bank’s policies (now or hereafter in effect) applicable to letters of creditSublimit.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To (i) In order to request the issuance of a Letter of Credit (or the amendmentto amend, renewal (other than renew or extend an automatic extension in accordance with paragraph (c) of this Section) or extension of an outstanding existing Letter of Credit), the Administrative Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) fax to the applicable Issuing Bank and the Administrative Agent (not later than 1:00 p.m. (New York City time) at least three five (5) Business Days in advance of the requested date of issuance, amendment or extension (or such shorter period as such Issuing Bank and the Administrative Agent may agree in a particular instance in their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be) an L/C Extension Notice together with such Issuing Bank’s Letter of Credit application form (if any), appropriately completed and signed by a Responsible Officer of the Administrative Borrower and including agreed-upon draft language for such Letter of Credit reasonably acceptable to the applicable Issuing Bank in their sole discretion may agree) a notice substantially in the form of Exhibit C-3 requesting the issuance of a Letter of CreditBank, or identifying the Letter of Credit to be amended amended, renewed or extended, and specifying the date of issuance, amendment amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Sectionbelow), the amount and currency (which may be Dollars or any Alternate Currency) of such Letter of Credit, the name and address of the beneficiary thereof, whether the documents to be presented by such beneficiary in case of any drawing thereunder, the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder, the nature of the proposed amendment (in the case of an amendment), any Letter of Credit constitutes a Standby Letter of Credit or a Trade Letter of Credit, application form required by the Class of Revolving Facility Commitments such Letter of Credit is to be issued under applicable Issuing Bank and such other information as shall be necessary to issue, amend or extend prepare such Letter of Credit. If requested by the applicable Issuing Bank, the Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended amended, renewed or extended only if (if, and upon issuance, amendment amendment, renewal or extension of each Letter of Credit the each Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment amendment, renewal or extension, extension (ix) the Aggregate Revolving Facility Credit Exposure shall not exceed the applicable Total Revolving Facility Commitments, (ii) the Revolving L/C Exposure shall not exceed the Letter of Credit Sublimit Commitment and (iiiy) the aggregate outstanding face amount of Letters of Credit issued by such any Issuing Bank shall not exceed the applicable amount set forth for such Issuing Bank in the definition of “Issuing Bank” hereunder. For the avoidance of doubt, no Issuing Bank shall be obligated to issue an Alternate Currency Letter of Credit if such Issuing Bank does not otherwise issue letters of credit in such Alternate Currency. Notwithstanding any other provision of this Agreement or any other Loan Document to the contrary, no Issuing Bank shall be required to issue, amend, extend, renew or increase any Letter of Credit if such issuance, amendment, extension or increase would violate one or more of the applicable Issuing Bank’s policies (now or hereafter in effect) applicable to letters of creditits L/C Commitment.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal (other than an automatic extension in accordance with paragraph (c) of this SectionSection 2.05) or extension of an outstanding Letter of Credit), the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to the applicable Issuing Bank and the Administrative Agent (at least three (3) Business Days in advance of the requested date of issuance, amendment or extension or such shorter period as the Administrative Agent and the applicable Issuing Bank in their sole discretion may agree) a notice substantially in the form of Exhibit C-3 B-2 requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended or extended, and specifying the date of issuance, amendment or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this SectionSection 2.05), the amount and currency (which may be Dollars or any Alternate Currency) of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit constitutes a Standby Letter of Credit or a Trade Letter of Credit, the Class of Revolving Facility Commitments such Letter of Credit is to be issued under and such other information as shall be necessary to issue, amend or extend such Letter of Credit. If requested by the applicable Issuing Bank, the Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form and related documents in connection with any request for a Letter of CreditCredit and in connection with any request for a Letter of Credit to be amended, renewed, modified or extended. A Letter of Credit shall be issued, amended or extended only if (and upon issuance, amendment or extension of each Letter of Credit the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment or extension, (i) the Revolving Facility Credit Exposure shall not exceed the applicable Revolving Facility Commitments, (ii) unless the applicable Issuing Bank otherwise agrees, the stated amount of all outstanding Letters of Credit issued by such Issuing Bank shall not exceed the Letter of Credit Individual Sublimit of such Issuing Bank then in effect, (iii) unless the applicable Issuing Bank otherwise agrees, with respect to such Issuing Bank, the sum of the aggregate face amount of outstanding Letters of Credit issued by such Issuing Bank, when aggregated with the outstanding Revolving Loans and Swingline Loans funded by such Issuing Bank, shall not exceed its Revolving Commitment and (iv) the Revolving L/C Exposure shall not exceed the Letter of Credit Sublimit and (iii) the aggregate outstanding amount of Letters of Credit issued by such Issuing Bank shall not exceed the applicable amount set forth for such Issuing Bank in the definition of “Issuing Bank” hereunder. For the avoidance of doubt, no Issuing Bank shall be obligated to issue an Alternate Currency Letter of Credit if such Issuing Bank does not otherwise issue letters of credit in such Alternate Currency. Notwithstanding any other provision of this Agreement or any other Loan Document to the contrary, no Issuing Bank shall be required to issue, amend, extend, renew or increase any Letter of Credit if such issuance, amendment, extension or increase would violate one or more of the applicable Issuing Bank’s policies (now or hereafter in effect) applicable to letters of creditSublimit.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal (other than an automatic extension in accordance with paragraph (c) of this Section) or extension of an outstanding Letter of Credit), the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to the applicable Issuing Bank and the Administrative Agent (at least three Business Days in advance of the requested date of issuance, amendment or extension or such shorter period as the Administrative Agent and the applicable Issuing Bank in their sole discretion may agree) a notice substantially in the form of Exhibit C-3 requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended or extended, and specifying the date of issuance, amendment or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency (which may be Dollars or any Alternate Currency) of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit constitutes a Standby Letter of Credit or a Trade Letter of Credit, the Class of Revolving Facility Commitments such Letter of Credit is to be issued under and such other information as shall be necessary to issue, amend or extend such Letter of Credit. If requested by the applicable Issuing Bank, the Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended or extended only if (and upon issuance, amendment or extension of each Letter of Credit the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment or extension, extension (i) the Revolving Facility Credit Exposure shall not exceed the applicable Revolving Facility Commitments, (ii) the Revolving L/C Exposure shall not exceed the Letter of Credit Sublimit and Sublimit, (iiiii) the aggregate outstanding amount of Letters of Revolving Facility Credit issued by such Issuing Bank Exposure shall not exceed the applicable Revolving Facility Commitments and (iii) no Alternate Currency Letter of Credit shall be issued if, after giving effect thereto, the aggregate amount set forth for of Revolving L/C Exposure with respect to all Alternate Currency Letters of Credit would exceed $3,000,000 (or such larger amount within the Letter of Credit Sublimit as the Administrative Agent and the applicable Issuing Bank in the definition of “Issuing Bank” hereundermay agree). For the avoidance of doubt, no Issuing Bank shall be obligated to issue an Alternate Currency Letter of Credit if such Issuing Bank does not otherwise issue letters of credit in such Alternate Currency. Notwithstanding any other provision of this Agreement or any other Loan Document to the contrary, no Issuing Bank shall be required to issue, amend, extend, renew or increase any Letter of Credit if such issuance, amendment, extension or increase would violate one or more of the applicable Issuing Bank’s policies (now or hereafter in effect) applicable to letters of credit.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal (other than an automatic extension in accordance with paragraph (c) of this Section) or extension of an outstanding Letter of Credit), the Borrower shall hand deliver or telecopy facsimile (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to the applicable Issuing Bank and the Administrative Agent (Agent, at least three two (2) Business Days in advance of the requested date of issuance, amendment or extension issuance (or such shorter period as the Administrative Agent and is acceptable to the applicable Issuing Bank in their sole discretion may agree) Bank), a notice substantially request to issue a Letter of Credit, which shall specify that it is being issued under this Agreement, in the form of Exhibit C-3 requesting the issuance G attached hereto (each a “Letter of Credit Request”). To request an amendment, extension or renewal of a Letter of Credit, the Borrower shall submit such a request on its letterhead, addressed to the applicable Issuing Bank (with a copy to the Administrative Agent) at least two (2) Business Days in advance of the requested date of amendment, extension or renewal, identifying the Letter of Credit to be amended amended, renewed or extended, and specifying the proposed date of issuance, amendment or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency (which may be Dollars or any Alternate Currency) of such Letter of Credit, the name and address other details of the beneficiary thereofamendment, whether such Letter of Credit constitutes a Standby Letter of Credit extension or a Trade Letter of Creditrenewal. Requests for issuance, the Class of Revolving Facility Commitments such Letter of Credit is to amendment, renewal or extension must be issued under and accompanied by such other information as shall be necessary to issue, amend amend, renew or extend such Letter of Credit. If requested by the applicable Issuing Bank, the Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form in connection with any request for a Letter of Credit. In the event of any inconsistency between the terms and conditions of this Agreement and the terms and conditions of any form of letter of credit application or other agreement submitted by the Borrower to, or entered into by the Borrower with, the applicable Issuing Bank relating to any Letter of Credit, the terms and conditions of this Agreement shall control. A Letter of Credit shall be issued, amended amended, renewed or extended only if (and upon on issuance, amendment amendment, renewal or extension of each Letter of Credit the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment amendment, renewal or extension, (i) the Revolving Facility Credit Exposure shall not exceed the applicable Revolving Facility Commitments, (ii) the Revolving L/C Exposure shall not exceed the Letter of Credit Sublimit and (iii) the aggregate outstanding amount of Letters of Credit issued by such Issuing Bank shall not exceed the applicable amount set forth for such Issuing Bank in the definition of “Issuing Bank” hereunder. For the avoidance of doubt, no Issuing Bank shall be obligated to issue an Alternate Currency Letter of Credit if such Issuing Bank does not otherwise issue letters of credit in such Alternate Currency. Notwithstanding any other provision of this Agreement or any other Loan Document to the contrary, no Issuing Bank shall be required to issue, amend, extend, renew or increase any Letter of Credit if such issuance, amendment, extension or increase would violate one or more of the applicable Issuing Bank’s policies (now or hereafter in effect) applicable to letters of credit.:

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal (other than an automatic extension in accordance with paragraph (c) of this Section) or extension of an outstanding Letter of Credit), the Borrower Company shall hand deliver deliver, email or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable such Issuing Bank) to the applicable Issuing Bank (selected by the Company in its sole discretion) and the Administrative Agent (at least three Business Days reasonably in advance of the requested date of issuance, amendment amendment, renewal or extension or such extension, but in any event no less than three (3) Business Days in advance thereof unless a shorter period as the Administrative Agent and is acceptable to the applicable Issuing Bank in their its sole discretion may agreediscretion) a notice substantially in the form of Exhibit C-3 requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended amended, renewed or extended, and specifying the date of issuance, amendment amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency (which may be Dollars or any Alternate Currency) of such Letter of Credit, the Agreed LC Currency applicable thereto, the name and address of the beneficiary thereof, whether such Letter of Credit constitutes a Standby Letter of Credit or a Trade Letter of Credit, the Class of Revolving Facility Commitments such Letter of Credit is to be issued under thereof and such other information as shall be necessary to issueprepare, amend amend, renew or extend such Letter of Credit. If requested by the applicable any Issuing Bank, the Borrower Company also shall submit a letter of credit application on such Issuing Bank’s standard in a form agreed to by the Company in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended to increase the amount, renewed or extended only if (and upon issuance, amendment to increase the amount, renewal or extension of each Letter of Credit the Borrower Company shall be deemed to represent and warrant that), after giving effect to such issuance, amendment amendment, renewal or extension, but allowing for fluctuations in currency exchange rates and subject to Section 2.11.2, (i) subject to Section 2.04, the Dollar Amount of the LC Exposure shall not exceed $250,000,000, (ii) subject to Section 2.04, the Dollar Amount of the aggregate face amount of all Letters of Credit issued and then outstanding by any Issuing Bank shall not exceed such Issuing Bank’s Applicable LC Sublimit and (iii) subject to Section 2.04, the sum of the Dollar Amount of the Total Revolving Facility Credit Exposure shall not exceed the applicable Aggregate Commitment and (iv) subject to Section 2.04, the Dollar Amount each Lender’s Revolving Facility Commitments, (ii) the Revolving L/C Credit Exposure shall not exceed the Letter of Credit Sublimit and (iii) the aggregate outstanding amount of Letters of Credit issued by such Issuing Bank shall not exceed the applicable amount set forth for such Issuing Bank in the definition of “Issuing Bank” hereunder. For the avoidance of doubt, no Issuing Bank shall be obligated to issue an Alternate Currency Letter of Credit if such Issuing Bank does not otherwise issue letters of credit in such Alternate Currency. Notwithstanding any other provision of this Agreement or any other Loan Document to the contrary, no Issuing Bank shall be required to issue, amend, extend, renew or increase any Letter of Credit if such issuance, amendment, extension or increase would violate one or more of the applicable Issuing BankLender’s policies (now or hereafter in effect) applicable to letters of creditRevolving Commitment.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal (other than an automatic extension in accordance with paragraph (c) of this Section) or extension of an outstanding Letter of Credit), the relevant Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to the applicable Issuing Bank Lender and the Administrative Agent (at least three Business Days reasonably in advance of the requested date of issuance, amendment amendment, renewal or extension or such shorter period as the Administrative Agent and the applicable Issuing Bank in their sole discretion may agreeextension) a notice substantially in specifying the form name of Exhibit C-3 the relevant Borrower and requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended amended, renewed or extended, and specifying the date of issuance, amendment amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency (which may be Dollars or any Alternate Currency) of such Letter of Credit, the currency in which such Letter of Credit is to be denominated (which shall be Dollars or, subject to Section 2.21, an Alternative Currency), the name and address of the beneficiary thereof, whether such Letter of Credit constitutes a Standby Letter of Credit or a Trade Letter of Credit, the Class of Revolving Facility Commitments such Letter of Credit is to be issued under thereof and such other information as shall be necessary to issueprepare, amend amend, renew or extend such Letter of Credit. If requested by the applicable Issuing BankLender, the relevant Borrower also shall submit a letter of credit application on such Issuing BankLender’s standard form in connection with any request for a Letter of Credit. Following receipt of such notice and prior to the issuance of the requested Letter of Credit, the Administrative Agent shall calculate the Dollar Equivalent of such Letter of Credit and shall notify the Parent Borrower, the relevant Borrower and the applicable Issuing Lender of the amount of the Total Domestic Exposure after giving effect to (i) the issuance of such Letter of Credit, (ii) the issuance or expiration of any other Letter of Credit that is to be issued or will expire prior to the requested date of issuance of such Letter of Credit and (iii) the borrowing or repayment of any Domestic Revolving Loans or Swingline Loans that (based upon notices delivered to the Administrative Agent by the Parent Borrower) are to be borrowed or repaid prior to the requested date of issuance of such Letter of Credit. A Letter of Credit shall be issued, amended amended, renewed or extended only if (and upon issuance, amendment amendment, renewal or extension of each Letter of Credit the Parent Borrower and the relevant Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment amendment, renewal or extension, extension (i) the Revolving Facility LC Exposure shall not exceed $250,000,000, (ii) the LC Exposure with respect to Letters of Credit denominated in Dollars, pounds sterling and Euros shall not exceed $250,000,000, (iii) the Alternative Currency LC Exposure with respect to Letters of Credit denominated in any Alternative Currency (other than pounds sterling or Euros) shall not exceed $75,000,000 and (iv) the Total Domestic Exposure shall not exceed the applicable total Domestic Revolving Facility Commitments, (ii) the Revolving L/C Exposure shall not exceed the Letter of Credit Sublimit and (iii) the aggregate outstanding amount of Letters of Credit issued by such Issuing Bank shall not exceed the applicable amount set forth for such Issuing Bank in the definition of “Issuing Bank” hereunder. For the avoidance of doubt, no Issuing Bank shall be obligated to issue an Alternate Currency Letter of Credit if such Issuing Bank does not otherwise issue letters of credit in such Alternate Currency. Notwithstanding any other provision of this Agreement or any other Loan Document to the contrary, no Issuing Bank shall be required to issue, amend, extend, renew or increase any Letter of Credit if such issuance, amendment, extension or increase would violate one or more of the applicable Issuing Bank’s policies (now or hereafter in effect) applicable to letters of credit.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal (other than an automatic extension in accordance with paragraph (c) of this Section) or extension of an outstanding Letter of Credit), the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to the applicable Issuing Bank and the Administrative Agent (at least three Business Days in advance of the requested date of issuance, amendment or extension or such shorter period as the Administrative Agent and the applicable Issuing Bank in their sole discretion may agree) a notice substantially in the form of Exhibit C-3 requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended or extended, and specifying the date of issuance, amendment or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency (which may be Dollars or any an Alternate Currency) of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter letter of Credit credit constitutes a Standby Letter of Credit or a Trade Letter of Credit, the Class of Revolving Facility Commitments such Letter of Credit is to be issued under and such other information as shall be necessary to issue, amend or extend such Letter of Credit. If requested by the applicable Issuing Bank, the Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended or extended only if (and upon issuance, amendment or extension of each Letter of Credit the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment or extension, extension (i) the Revolving Facility Credit Exposure shall not exceed the applicable Revolving Facility Commitments, (ii) the Revolving L/C Exposure shall not exceed the Letter of Credit Sublimit Sublimit, (ii) the Revolving Facility Credit Exposure shall not exceed the total Revolving Facility Commitments and (iii) the aggregate outstanding amount of Letters of Credit issued by such Issuing Bank shall not exceed the applicable amount set forth for such Issuing Bank in the definition of “Issuing Bank” hereunder. For the avoidance of doubt, no Issuing Bank shall be obligated to issue an Alternate Currency Letter of Credit if such Issuing Bank does not otherwise issue letters of credit in such Alternate Currency. Notwithstanding any other provision of this Agreement or any other Loan Document to the contrary, no Issuing Bank shall be required issued if, after giving effect thereto, the aggregate amount of L/C Exposure with respect to issue, amend, extend, renew or increase any Letter all Alternate Currency Letters of Credit if such issuance, amendment, extension or increase would violate one or more of the applicable Issuing Bank’s policies (now or hereafter in effect) applicable to letters of creditexceed $20.0 million.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal (other than an automatic extension in accordance with paragraph (c) of this SectionSection 2.05) or extension of an outstanding Letter of Credit), the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) , to the applicable Issuing Bank and the Administrative Agent (at least three Business Days (or, in the case of an Alternate Currency Letter of Credit where the Issuing Bank is Xxxxx Fargo Bank, N.A., at least five Business Days) in advance of the requested date of issuance, amendment or extension or such shorter period as the Administrative Agent and the applicable Issuing Bank in their sole discretion may agree) a notice substantially in the form of Exhibit C-3 requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended or extended, and specifying the date of issuance, amendment or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this SectionSection 2.05), the amount and currency (which may be Dollars or any Alternate Currency) of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit constitutes a Standby Letter of Credit or a Trade Letter of Credit, the Class of Revolving Facility Commitments such Letter of Credit is to be issued under and such other information as shall be necessary to issue, amend or extend such Letter of Credit. If requested by the applicable Issuing Bank, the Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended or extended only if (and upon issuance, amendment or extension of each Letter of Credit the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment or extension, (i) the Revolving Facility Credit Exposure shall not exceed the applicable Revolving Facility Commitments, (ii) the Revolving L/C Exposure shall not exceed the Letter of Credit Sublimit and (iii) with respect to the aggregate outstanding applicable Issuing Bank, the stated amount of all outstanding Letters of Credit issued by such Issuing Bank shall not exceed the applicable amount set forth for Specified L/C Sublimit of such Issuing Bank then in the definition of “Issuing Bank” hereundereffect. For the avoidance of doubt, no Issuing Bank shall be obligated to issue an Alternate Currency Letter of Credit if such Issuing Bank does not otherwise issue letters of credit in such Alternate Currency. Notwithstanding any other provision of this Agreement or any other Loan Document to the contrary, no Issuing Bank shall be required to issue, amend, extend, renew or increase any Letter of Credit if such issuance, amendment, extension or increase would violate one or more of the applicable Issuing Bank’s policies (now or hereafter in effect) applicable to letters of credit.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal (other than an automatic extension in accordance with paragraph (c) of this Section) or extension of an outstanding Letter of Credit), the Borrower an Account Party shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to the applicable Issuing Bank and the Administrative Agent (at least three Business Days reasonably in advance of the requested date of issuance, amendment amendment, renewal or extension or such shorter period as the Administrative Agent and the applicable Issuing Bank in their sole discretion may agreeextension) a notice substantially in the form of Exhibit C-3 requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended amended, renewed or extended, and specifying the date of issuance, amendment amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency (which may be Dollars or any Alternate Currency) of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit constitutes a Standby Letter of Credit or a Trade Letter of Credit, the Class of Revolving Facility Commitments such Letter of Credit is to be issued under thereof and such other information as shall be necessary to issueprepare, amend amend, renew or extend such Letter of Credit. If requested by the applicable Issuing Bank, the Borrower such Account Party also shall submit a letter of credit application on such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended amended, renewed or extended only if (and upon issuance, amendment amendment, renewal or extension of each Letter of Credit the Borrower applicable Account Party shall be deemed to represent and warrant that), after giving effect to such issuance, amendment amendment, renewal or extension, (i) the Revolving Facility Credit LC Exposure shall not exceed the applicable Revolving Facility Commitments, $500,000,000 and (ii) the sum of the total Revolving L/C Exposure Credit Exposures shall not exceed the Letter total Commitments. Each Issuing Bank shall provide to the LC Agent and the Administrative Agent not later than 3:00 p.m. (or promptly thereafter, if unable to do so by 3:00 p.m.), New York City time, on the first Business Day of Credit Sublimit and each calendar week a report of such Issuing Bank setting forth (iiii) the aggregate outstanding amount of all Letters of Credit issued by such Issuing Bank shall not exceed that are outstanding as of 3:00 p.m. on the applicable last Business Day of the preceding calendar week, (ii) the average daily undrawn amount set forth for of all Letters of Credit issued by such Issuing Bank for each calendar day during the period since the last calendar day covered by the preceding weekly report (or, in the definition case of “the first weekly report, during the period from and including the Effective Date) and (iii) the aggregate amount of LC Disbursements made by such Issuing Bank” hereunderBank and not reimbursed as of the time of such report. For In addition to providing such weekly reports, each Issuing Bank shall, from time to time upon request of the avoidance LC Agent or the Administrative Agent, provide the LC Agent and the Administrative Agent with information of doubtthe type referred to in the immediately preceding sentence on a more frequent basis. The LC Agent shall provide to each Lender not later than 3:00 p.m. (or promptly thereafter, no if unable to do so by 3:00 p.m.), New York City time, on the first Business Day of each calendar month a report setting forth the aggregate amount of all Letters of Credit that are outstanding as of the date of the most recent weekly reports delivered by the Issuing Banks to the Administrative Agent pursuant to clause (i) of the immediately preceding paragraph. Neither the LC Agent nor the Administrative Agent nor any Issuing Bank shall be obligated have any duty or obligation at any time to issue an Alternate Currency monitor the LC Exposure relative to the total Commitments and neither the LC Agent nor the Administrative Agent nor any Issuing Bank shall have any liability in respect of the issuance, amendment, renewal or extension of a Letter of Credit if such Issuing Bank does not otherwise issue letters of credit in such Alternate Currency. Notwithstanding any other provision of this Agreement or any other Loan Document to the contrary, no Issuing Bank shall be required to issue, amend, extend, renew or increase any Letter of Credit if extent that such issuance, amendment, renewal or extension or increase would violate one or more results in the total Revolving Credit Exposures exceeding the total Commitments. It shall be the responsibility of the applicable Issuing Bank’s policies (now Borrowers and the Account Parties to ensure that, after giving effect to the issuance, amendment, renewal or hereafter in effect) applicable to letters extension of crediteach Letter of Credit, the sum of the total Revolving Credit Exposures does not exceed the total Commitments.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal (other than an automatic extension in accordance with paragraph (c) of this Section) or extension of an outstanding Letter of Credit), the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable respective Issuing Bank) to the applicable an Issuing Bank selected by it and to the Administrative Agent (at least three Business Days reasonably in advance of the requested date of issuance, amendment amendment, renewal or extension or such shorter period as the Administrative Agent and the applicable Issuing Bank extension, but in their sole discretion may agreeany event no less than three (3) Business Days) a notice substantially in the form of Exhibit C-3 requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended amended, renewed or extended, and specifying the date of issuance, amendment or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency (which may be Dollars or any Alternate Currency) of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit constitutes a Standby Letter of Credit or a Trade Letter of Credit, the Class of Revolving Facility Commitments such Letter of Credit is to be issued under thereof and such other information as shall be necessary to issueprepare, amend amend, renew or extend such Letter of Credit. If requested by the applicable Issuing BankIn addition, as a condition to any such Letter of Credit issuance, the Borrower also shall have entered into a continuing agreement (or other letter of credit agreement) for the issuance of letters of credit and/or shall submit a letter of credit application on application, in each case, as required by the respective Issuing Bank and using such Issuing Bank’s standard form in connection with any request for (each, a “Letter of CreditCredit Agreement”). In the event of any inconsistency between the terms and conditions of this Agreement and the terms and conditions of any Letter of Credit Agreement, the terms and conditions of this Agreement shall control. A Letter of Credit shall be issued, amended amended, renewed or extended only if (and upon issuance, amendment amendment, renewal or extension of each Letter of Credit the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment amendment, renewal or extensionextension (i)(x) the aggregate undrawn amount of all outstanding Letters of Credit issued by any Issuing Bank at such time plus (y) the aggregate amount of all LC Disbursements made by such Issuing Bank that have not yet been reimbursed by or on behalf of the Borrower at such time shall not exceed its Letter of Credit Commitment, (iii) the Revolving Facility Credit LC Exposure shall not exceed the applicable Revolving Facility Commitments, (ii) the Revolving L/C Exposure shall not exceed the Letter of Credit Overall LC Sublimit and (iii) no Lender’s Revolving Credit Exposure shall exceed its Revolving Commitment. The Borrower may, at any time and from time to time, reduce the aggregate outstanding amount of Letters Letter of Credit issued by Commitment of any Issuing Bank with the consent of such Issuing Bank; provided that the Borrower shall not reduce the Letter of Credit Commitment of any Issuing Bank if, after giving effect of such reduction, the conditions set forth in clauses (i) through (iii) above shall not be satisfied. An Issuing Bank shall not exceed the applicable amount set forth for such Issuing Bank in the definition of “Issuing Bank” hereunder. For the avoidance of doubt, no Issuing Bank shall be obligated under any obligation to issue an Alternate Currency Letter of Credit if such Issuing Bank does not otherwise issue letters of credit in such Alternate Currency. Notwithstanding any other provision of this Agreement or any other Loan Document to the contrary, no Issuing Bank shall be required to issue, amend, extend, renew or increase any Letter of Credit if such issuance, amendment, extension or increase would violate one or more of the applicable Issuing Bank’s policies (now or hereafter in effect) applicable to letters of credit.if:

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal (other than an automatic extension in accordance with paragraph (c) of this Section) or extension of an outstanding Letter of Credit), the a Revolving Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to the applicable Issuing Bank and the Administrative Agent (at least three Business Days reasonably in advance of the requested date of issuance, amendment amendment, renewal or extension extension, but in any event no less than three Business Days or such shorter period as may be agreed by the Administrative Agent and the applicable Issuing Bank in their sole discretion may agreeBank) a notice substantially in the form of Exhibit C-3 requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended amended, renewed or extended, and specifying the date of issuance, amendment amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency (which may be Dollars or any Alternate Currency) of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit constitutes a Standby Letter of Credit or a Trade Letter of Credit, the Class of Revolving Facility Commitments such Letter of Credit is to be issued under thereof and such other information as shall be necessary to issueprepare, amend amend, renew or extend such Letter of Credit. If requested by the applicable Issuing Bank, the such Revolving Borrower also shall submit a letter of credit application on such the Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended amended, renewed or extended only if (and upon issuance, amendment amendment, renewal or extension of each Letter of Credit the such Revolving Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment amendment, renewal or extension, extension (i) the Revolving Facility Credit LC Exposure shall not exceed the applicable Revolving Facility CommitmentsDollar Equivalent of $50,000,000, (ii) the Revolving L/C Credit Exposure of any Lender shall not exceed the Letter of Credit Sublimit its Revolving Commitment and (iii) the aggregate outstanding amount sum of Letters of the total Revolving Credit issued by such Issuing Bank Exposures shall not exceed the applicable amount set forth for such Issuing Bank in the definition of “Issuing Bank” hereunder. For the avoidance of doubt, no Issuing Bank shall be obligated to issue an Alternate Currency Letter of Credit if such Issuing Bank does not otherwise issue letters of credit in such Alternate Currency. Notwithstanding any other provision of this Agreement or any other Loan Document to the contrary, no Issuing Bank shall be required to issue, amend, extend, renew or increase any Letter of Credit if such issuance, amendment, extension or increase would violate one or more of the applicable Issuing Bank’s policies (now or hereafter in effect) applicable to letters of credittotal Revolving Commitments.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal (other than an automatic extension in accordance with paragraph (c) of this Section) or extension of an outstanding Letter of Credit), the Borrower shall hand deliver or telecopy facsimile (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to the applicable Issuing Bank and the Administrative Agent (Agent, at least three two (2) Business Days in advance of the requested date of issuance, amendment or extension issuance (or such shorter period as the Administrative Agent and is acceptable to the applicable Issuing Bank in their sole discretion may agree) Bank), a notice substantially request to issue a Letter of Credit, which shall specify that it is being issued under this Agreement, in the form of Exhibit C-3 requesting the issuance F attached hereto (each a “Letter of Credit Request”). To request an amendment, extension or renewal of a Letter of Credit, the Borrower shall submit such a request on its letterhead, addressed to the applicable Issuing Bank (with a copy to the Administrative Agent) at least two (2) Business Days in advance of the requested date of amendment, extension or renewal, identifying the Letter of Credit to be amended amended, renewed or extended, and specifying the proposed date of issuance, amendment or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency (which may be Dollars or any Alternate Currency) of such Letter of Credit, the name and address other details of the beneficiary thereofamendment, whether such Letter of Credit constitutes a Standby Letter of Credit extension or a Trade Letter of Creditrenewal. Requests for issuance, the Class of Revolving Facility Commitments such Letter of Credit is to amendment, renewal or extension must be issued under and accompanied by such other information as shall be necessary to issue, amend amend, renew or extend such Letter of Credit. If requested by the applicable Issuing Bank, the Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form in connection with any request for a Letter of Credit. In the event of any inconsistency between the terms and conditions of this Agreement and the terms and conditions of any form of letter of credit application or other agreement submitted by the Borrower to, or entered into by the Borrower with, the applicable Issuing Bank relating to any Letter of Credit, the terms and conditions of this Agreement shall control. A Letter of Credit shall be issued, amended amended, renewed or extended only if (and upon on issuance, amendment amendment, renewal or extension of each Letter of Credit the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment amendment, renewal or extension, extension (i) the Revolving Facility Credit LC Exposure shall not exceed the applicable Revolving Facility Commitments$40,000,000, (ii) the total Revolving L/C Exposure Exposures shall not exceed the Letter lesser of Credit Sublimit the Aggregate Commitments and the Tranche A-1 Borrowing Base (or, if the Tranche A-1 Commitments have been terminated, the Tranche A Borrowing Base at such time) and (iii) the aggregate outstanding amount of Letters of Tranche A Credit issued by such Issuing Bank Extensions shall not exceed the applicable amount set forth for such Issuing Bank in lesser of the definition Aggregate Tranche A Commitments and the Tranche A Borrowing Base. Promptly after the delivery of “Issuing Bank” hereunder. For the avoidance of doubt, no Issuing Bank shall be obligated to issue an Alternate Currency Letter of Credit if such Issuing Bank does not otherwise issue letters of credit in such Alternate Currency. Notwithstanding any other provision of this Agreement or any other Loan Document to the contrary, no Issuing Bank shall be required to issue, amend, extend, renew or increase any Letter of Credit if such issuanceor any amendment to a Letter of Credit to an advising bank with respect thereto or to the beneficiary thereof, amendment, extension or increase would violate one or more of the applicable Issuing Bank’s policies (now Bank will also deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or hereafter amendment. Upon receipt of such Letter of Credit or amendment, the Administrative Agent shall notify the Tranche A Lenders, in effect) applicable writing, of such Letter of Credit or amendment, and if so requested by a Tranche A Lender, the Administrative Agent will provide such Tranche A Lender with copies of such Letter of Credit or amendment. With respect to letters commercial Letters of creditCredit, each Issuing Bank shall on the first Business Day of each week submit to the Administrative Agent, by facsimile, a report detailing the daily aggregate total of commercial Letters of Credit for the previous calendar week.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal (other than an automatic extension in accordance with paragraph (c) of this Section) or extension of an outstanding Letter of Credit), the Borrower Representative shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to the applicable Issuing Bank and the Administrative Agent (at least three (3) Business Days in advance of the requested date of issuance, amendment or extension or such shorter period as the Administrative Agent and the applicable Issuing Bank in their sole discretion may agree) a notice substantially in the form of Exhibit C-3 D-3 requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended or extended, and specifying the date of issuance, amendment or extension (which shall be a Business Day), the Borrower (or Parent, or Subsidiary thereof) for which such Letter of Credit is to be issued (and, if for Parent or a Subsidiary that is not a Borrower, the Borrower that is responsible under this Agreement for making payments with respect to such Letter of Credit hereunder, the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency (which may be Dollars or any Alternate Currency) of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit constitutes a Standby Letter of Credit or a Trade Letter of Credit, the Class of Revolving Facility Commitments such Letter of Credit is to be issued under and such other information as shall be necessary to issue, amend or extend such Letter of Credit. If requested by the applicable Issuing Bank, the Borrower Representative also shall submit a letter of credit application on such Issuing Bank’s standard form and related documents in connection with any request for a Letter of CreditCredit and in connection with any request for a Letter of Credit to be amended, renewed, modified or extended. A Letter of Credit shall be issued, amended or extended only if (and upon issuance, amendment or extension of each Letter of Credit the Borrower Representative shall be deemed to represent and warrant that), after giving effect to such issuance, amendment or extension, (i) the Revolving Facility Credit Exposure shall not exceed the applicable Revolving Facility Commitments, (ii) with respect to such Issuing Bank, the sum of the aggregate face amount of Letters of Credit issued by such Issuing Bank, when aggregated with the outstanding Revolving L/C Exposure Facility Loans funded by such Issuing Bank, shall not exceed the Letter of Credit Sublimit and its Revolving Facility Commitment, (iii) with respect to such Issuing Bank, the sum of the aggregate outstanding face amount of Letters of Credit issued by such Issuing Bank shall not exceed the applicable amount set forth for such Issuing Bank in the definition of “Issuing Bank” hereunder. For the avoidance of doubt, no Issuing Bank shall be obligated to issue an Alternate Currency its Letter of Credit if such Issuing Bank does Commitment, (iv) the Revolving L/C Exposure shall not otherwise issue letters of credit in such Alternate Currency. Notwithstanding any other provision of this Agreement or any other Loan Document to exceed the contrary, no Issuing Bank shall be required to issue, amend, extend, renew or increase any applicable Letter of Credit if such issuanceSublimit and (v) prior to the Spinoff Date, amendmentthe Revolving Facility Credit Exposure shall not exceed $750,000,000. Additionally, extension or increase would violate one or more Barclays Bank PLC shall be under no obligation to issue any Trade Letter of the applicable Issuing Bank’s policies (now or hereafter in effect) applicable to letters of creditCredit.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal (other than an automatic extension in accordance with paragraph (c) of this Section) or extension of an outstanding Letter of Credit), the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to the applicable Issuing Bank and the Administrative Agent (at least three Business Days in advance of the requested date of issuance, amendment or extension or such shorter period as the Administrative Agent and the applicable Issuing Bank in their sole discretion may agree) a notice substantially in the form of Exhibit C-3 requesting the issuance of a Letter of CreditCredit Request, or identifying the Letter of Credit to be amended or extended, and specifying the date of issuance, amendment or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency (which may be Dollars or any an Alternate Currency) of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit constitutes a Standby Letter of Credit or a Trade Letter of Credit, the Class of Revolving Facility Commitments such Letter of Credit is to be issued under and such other information as shall be necessary to issue, amend or extend such Letter of Credit. If requested by the applicable Issuing Bank, the Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended or extended only if (and upon issuance, amendment or extension of each Letter of Credit the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment or extension, extension (i) the Revolving Facility Credit Exposure shall not exceed the applicable Revolving Facility Commitments, (ii) the Revolving L/C Exposure shall not exceed the Letter of Credit Sublimit Sublimit, (ii) the Revolving Facility Credit Exposure shall not exceed the total Revolving Facility Commitments and (iii) the aggregate outstanding amount of Letters of Credit issued by such Issuing Bank shall not exceed the applicable amount set forth for such Issuing Bank in the definition of “Issuing Bank” hereunder. For the avoidance of doubt, no Issuing Bank shall be obligated to issue an Alternate Currency Letter of Credit if such Issuing Bank does not otherwise issue letters of credit in such Alternate Currency. Notwithstanding any other provision of this Agreement or any other Loan Document to the contrary, no Issuing Bank shall be required issued if, after giving effect thereto, the aggregate amount of L/C Exposure with respect to issue, amend, extend, renew or increase any Letter all Alternate Currency Letters of Credit if such issuance, amendment, extension or increase would violate one or more of the applicable Issuing Bank’s policies (now or hereafter in effect) applicable to letters of creditexceed $30 million.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal (other than an automatic extension in accordance with paragraph (c) of this Section) or extension of an outstanding Letter of Credit), the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to the applicable Issuing Bank and the Administrative Agent (at least three Business Days in advance of the requested date of issuance, amendment or extension or such shorter period as the Administrative Agent and the applicable Issuing Bank in their sole discretion may agree) a notice substantially in the form of Exhibit C-3 requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended or extended, and specifying the date of issuance, amendment or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency (which may be Dollars or any Alternate Currency) of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit constitutes a Standby Letter of Credit or a Trade Letter of Credit, the Class of Revolving Facility Commitments such Letter of Credit is to be issued under and such other information as shall be necessary to issue, amend or extend such Letter of Credit. If requested by the applicable Issuing Bank, the Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended or extended only if (and upon issuance, amendment or extension of each Letter of Credit the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment or extension, extension (i) the Revolving Facility Credit Exposure shall not exceed the applicable Revolving Facility Commitments, (ii) the Revolving L/C Exposure shall not exceed the Letter of Credit Sublimit and Sublimit, (iiiii) the aggregate outstanding amount of Letters of Revolving Facility Credit issued by such Issuing Bank Exposure shall not exceed the applicable Revolving Facility Commitments and (iii) no Alternate Currency Letter of Credit shall be issued if, after giving effect thereto, the aggregate amount set forth for of Revolving L/C Exposure with respect to all Alternate Currency Letters of Credit would exceed $50,000,000 (or such larger amount within the Letter of Credit Sublimit as the Administrative Agent and the applicable Issuing Bank in the definition of “Issuing Bank” hereundermay agree). For the avoidance of doubt, no Issuing Bank shall be obligated to issue an Alternate Currency Letter of Credit if such Issuing Bank does not otherwise issue letters of credit in such Alternate Currency. Notwithstanding any other provision of this Agreement or any other Loan Document to the contrary, no Issuing Bank shall be required to issue, amend, extend, renew or increase any Letter of Credit if such issuance, amendment, extension or increase would violate one or more of the applicable Issuing Bank’s policies (now or hereafter in effect) applicable to letters of credit.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal (other than an automatic extension in accordance with paragraph (c) of this SectionSection 2.05) or extension of an outstanding Letter of Credit), the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) , to the applicable Issuing Bank and the Administrative Agent (at least three Business Days in advance of the requested date of issuance, amendment or extension or such shorter period as the Administrative Agent and the applicable Issuing Bank in their sole discretion may agree) a notice substantially in the form of Exhibit C-3 requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended or extended, and specifying the date of issuance, amendment or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this SectionSection 2.05), the amount and currency (which may shall be Dollars or any Alternate CurrencyCanadian Dollars) of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit constitutes a Standby Letter of Credit or a Trade Letter of Credit, the Class of Revolving Facility Commitments such Letter of Credit is to be issued under and such other information as shall be necessary to issue, amend or extend such Letter of Credit. If requested by the applicable Issuing Bank, the Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended or extended only if (and upon issuance, amendment or extension of each Letter of Credit the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment or extension, (i) the aggregate Revolving Facility Credit Exposure of the applicable Class shall not exceed the applicable aggregate Revolving Facility Commitments, Commitments of such Class and (ii) the Revolving L/C Exposure shall not exceed the Letter of Credit Sublimit and (iii) Sublimit. No Issuing Bank shall be required to issue a Letter of Credit if the aggregate outstanding amount of Letters of Credit issued by such Issuing Bank shall not would exceed the applicable amount set forth for such Issuing Bank in the definition of “Issuing Bank” hereunder. For the avoidance of doubt, no Issuing Bank shall be obligated to issue an Alternate Currency its Letter of Credit if such Issuing Commitment; provided, that Bank does not otherwise issue letters of credit in such Alternate Currency. Notwithstanding any other provision America, N.A., as issuer of this Agreement or any other Loan Document to the contraryExisting Letters of Credit, no Issuing Bank shall be required to issue, amend, extend, renew or increase any agrees that the Existing Letters of Credit may exceed its Letter of Credit if such issuance, amendment, extension or increase would violate one or more of the applicable Issuing Bank’s policies (now or hereafter in effect) applicable to letters of creditCommitment.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal (other than an automatic extension in accordance with paragraph (c) of this Section) or extension of an outstanding Letter of Credit), the applicable Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable relevant Issuing Bank) to the applicable relevant Issuing Bank and the Administrative Agent (at least (x) in the case of a Letter of Credit denominated in Dollars, three (3) Business Days and (y) in advance the case of a Letter of Credit denominated in Foreign Currencies, five (5) Business Days before the requested date of issuance, amendment amendment, renewal or extension or such shorter period as the Administrative Agent and the applicable Issuing Bank in their sole discretion may agreeextension) a notice substantially in the form of Exhibit C-3 requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended amended, renewed or extended, and specifying the date of issuance, amendment amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency (which may be Dollars or any Alternate Currency) of such Letter of Credit, the Agreed Currency applicable thereto, the name and address of the beneficiary thereof, whether such Letter of Credit constitutes a Standby Letter of Credit or a Trade Letter of Credit, the Class of Revolving Facility Commitments such Letter of Credit is to be issued under thereof and such other information as shall be necessary to issueprepare, amend amend, renew or extend such Letter of Credit. If requested by the applicable an Issuing Bank, the applicable Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended amended, renewed or extended only if (and upon issuance, amendment amendment, renewal or extension of each Letter of Credit the applicable Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment amendment, renewal or extension, extension (i) subject to Section 2.04, the Revolving Facility Credit Dollar Amount of the LC Exposure shall not exceed the applicable Revolving Facility Commitments$75,000,000, (ii) the Revolving L/C Exposure shall not exceed the Letter of Credit Sublimit and (iii) subject to Section 2.04, with respect to any Issuing Bank, the aggregate undrawn Dollar Amount of all outstanding amount of Letters of Credit issued by such Issuing Bank at such time plus the aggregate Dollar Amount of all LC Disbursements made by such Issuing Bank that have not yet been reimbursed by or on behalf of the Borrowers at such time shall not exceed such Issuing Bank’s Letter of Credit Commitment (unless otherwise agreed by such Issuing Bank) and (iii) subject to Section 2.04, the sum of the Dollar Amount of the total 2023 Revolving Credit Exposures shall not exceed the applicable amount 2023 Aggregate Revolving Commitment. The Company may, at any time and from time to time, reduce or increase the Letter of Credit Commitment of any Issuing Bank as set forth for such Issuing Bank in the definition of “Issuing Bank” hereunder. For the avoidance of doubt, no Issuing Bank shall be obligated to issue an Alternate Currency Letter of Credit if such Issuing Bank does Commitment; provided that the Company shall not otherwise issue letters of credit in such Alternate Currency. Notwithstanding any other provision of this Agreement or any other Loan Document to reduce the contrary, no Issuing Bank shall be required to issue, amend, extend, renew or increase any Letter of Credit if Commitment of any Issuing Bank if, after giving effect of such issuancereduction, amendment, extension or increase would violate one or more of the applicable Issuing Bank’s policies conditions set forth in clauses (now or hereafter in effecti) applicable to letters of creditthrough (iii) above shall not be satisfied.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Documentary Credit (or the amendment, renewal (other than an automatic extension in accordance with paragraph (c) of this Section) or extension of an outstanding Letter of Documentary Credit), the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to the applicable Issuing Bank and the Administrative Agent (at least three Business Days reasonably in advance of the requested date of issuance, amendment amendment, renewal or extension or such shorter period as the Administrative Agent and the applicable Issuing Bank extension, but in their sole discretion may agreeany event no less than three Business Days) a notice substantially in the form of Exhibit C-3 requesting the issuance of a Letter of Documentary Credit, or identifying the Letter of Documentary Credit to be amended amended, renewed or extended, and specifying the date of issuance, amendment amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Documentary Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency (which may be Dollars or any Alternate Currency) of such Letter of Documentary Credit, the name and address of the beneficiary thereof, whether such Letter of Credit constitutes a Standby Letter of Credit or a Trade Letter of Credit, the Class of Revolving Facility Commitments such Letter of Credit is to be issued under thereof and such other information as shall be necessary to issueprepare, amend amend, renew or extend such Letter of Documentary Credit. If requested by the applicable Issuing BankIn addition, as a condition to any such Documentary Credit issuance, the Borrower also shall have entered into a continuing agreement (or other letter of credit agreement) for the issuance of letters of credit and/or shall submit a letter of credit application on application, in each case, as required by the Issuing Bank and using such Issuing Bankbank’s standard form in connection with any request for (each, a Letter of Credit“Documentary Credit Agreement”). A Letter of Documentary Credit shall be issued, amended amended, renewed or extended only if (and upon issuance, amendment amendment, renewal or extension of each Letter of Documentary Credit the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment amendment, renewal or extension, extension (i) the Revolving Facility Credit DC Exposure shall not exceed the applicable Revolving Facility Commitments$200,000,000, (ii) the sum of the total Revolving L/C Exposure Credit Exposures shall not exceed the Letter of Credit Sublimit and total Revolving Commitments, (iii) following an Extension Offer and acceptance of such Extension Office, the aggregate outstanding amount DC Exposure in respect of Letters of Credit issued by such Issuing Bank all Documentary Credits having an expiration date after the fifth Business Day prior to the Revolving Maturity Date shall not exceed the applicable amount set forth for total Revolving Commitments outstanding after such Issuing Bank in the definition of “Issuing Bank” hereunder. For the avoidance of doubt, no Issuing Bank shall be obligated to issue an Alternate Currency Letter of Credit if such Issuing Bank does not otherwise issue letters of credit in such Alternate Currency. Notwithstanding any other provision of this Agreement or any other Loan Document to the contrary, no Issuing Bank shall be required to issue, amend, extend, renew or increase any Letter of Credit if such issuance, amendment, extension or increase would violate one or more of and (iv) the applicable Issuing Bank’s policies (now or hereafter Bank has consented, in effect) applicable its sole discretion, to letters of creditissue such Documentary Credit.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal (other than an automatic extension in accordance with paragraph (c) of this Section) or extension of an outstanding Letter of Credit), the applicable Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to the applicable Issuing Bank and the Administrative Agent (Agent, at least three Business Days in advance of the requested date of issuance, amendment or extension issuance (or such shorter period as the Administrative Agent and is acceptable to the applicable Issuing Bank or, in their sole discretion may agree) the case of any issuance to be made on the Closing Date, one Business Day prior to the Closing Date), a notice substantially request to issue a Letter of Credit, which shall specify that it is being issued under this Agreement, in the form of Exhibit C-3 requesting the issuance K attached hereto. To request an amendment, extension or renewal of a Letter of CreditCredit (other than any automatic extension of a Letter of Credit permitted under Section 2.05(c)), the applicable Borrower shall submit such a request to the applicable Issuing Bank selected by the applicable Borrower (with a copy to the Administrative Agent) at least three Business Days in advance of the requested date of amendment, extension or renewal (or such shorter period as is acceptable to the applicable Issuing Bank), identifying the Letter of Credit to be amended amended, extended or extendedrenewed, and specifying the proposed date of issuance, amendment or extension (which shall be a Business Day)) and other details of the amendment, extension or renewal. Requests for the date on which such issuance, amendment, extension or renewal of any Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency (which may must be Dollars or any Alternate Currency) of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit constitutes a Standby Letter of Credit or a Trade Letter of Credit, the Class of Revolving Facility Commitments such Letter of Credit is to be issued under and accompanied by such other information required by the applicable Issuing Bank as shall be necessary to issue, amend amend, extend or extend renew such Letter of Credit. If requested by the applicable Issuing Bank, the applicable Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form in connection with any request for a Letter of Credit. In the event of any inconsistency between the terms and conditions of this Agreement and the terms and conditions of any form of letter of credit application or other agreement submitted by the applicable Borrower to, or entered into by the applicable Borrower with, the applicable Issuing Bank relating to any Letter of Credit, the terms and conditions of this Agreement shall control. No Letter of Credit, letter of credit application or other document entered into by the applicable Borrower with any Issuing Bank relating to any Letter of Credit shall contain any representations or warranties, covenants or events of default not set forth in this Agreement (and to the extent inconsistent herewith shall be rendered null and void or reformed automatically without further action by any Person to conform to the terms of this Agreement), and all representations and warranties, covenants and events of default set forth therein shall contain standards, qualifications, thresholds and exceptions for materiality or otherwise consistent with those set forth in this Agreement (and, to the extent inconsistent herewith, shall be deemed to automatically incorporate the applicable standards, qualifications, thresholds and exceptions set forth herein without action by any Person). A Letter of Credit shall may be issued, amended amended, extended or extended renewed only if (and upon on the issuance, amendment amendment, extension or extension renewal of each Letter of Credit the applicable Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment amendment, extension or extensionrenewal, (i) the Initial Revolving Facility Credit Exposure shall would not exceed the applicable Initial Revolving Facility Commitments, (ii) the Revolving L/C Exposure shall not exceed the Letter of Credit Sublimit and (iii) the aggregate outstanding amount of Letters of Credit issued by such Issuing Bank shall not exceed the applicable amount set forth for such Issuing Bank in the definition of “Issuing Bank” hereunderCommitment. For the avoidance of doubt, no Issuing Bank shall be obligated to issue an Alternate Currency Letter of Credit if such Issuing Bank does not otherwise issue letters of credit in such Alternate Currency. Notwithstanding any other provision of this Agreement or any other Loan Document to the contraryIn addition, no Issuing Bank shall be required to issue, amend, extend, extend or renew or increase any Letter of Credit if the expiration date of such issuanceLetter of Credit extends beyond the Maturity Date applicable to the Revolving Credit Commitments of any Class unless (1) the aggregate amount of the LC Exposure attributable to Letters of Credit expiring after such Maturity Date does not exceed the aggregate amount of the Revolving Credit Commitments then in effect that are scheduled to remain in effect after such Maturity Date, amendment(2) all Revolving Lenders and such Issuing Bank shall have consented to such expiry date, extension (3) the applicable Borrower shall have caused such Letter of Credit to be backstopped by a “back to back” letter of credit reasonably satisfactory to such Issuing Bank or increase would violate one (4) the applicable Borrower shall have caused such Letter of Credit to be Cash collateralized in accordance with Section 2.05(j), in the case of clause (3) or more (4) on or before the date that such Letter of Credit is issued, amended, extended or renewed beyond such date. Promptly after the delivery of any Letter of Credit or any amendment to a Letter of Credit to an advising bank with respect thereto or to the beneficiary thereof, the applicable Issuing Bank’s policies (now Bank will also deliver to the applicable Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or hereafter amendment. Upon receipt of such Letter of Credit or amendment, the Administrative Agent shall notify the Revolving Lenders, in effect) applicable to letters writing, of creditsuch Letter of Credit or amendment, and if so requested by a Revolving Lender, the Administrative Agent will provide such Revolving Lender with copies of such Letter of Credit or amendment.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To In order to request the issuance of a Letter of Credit denominated in U.S. dollars, Canadian dollars, Australian dollars or an Alternative Currency (or the amendmentto amend, renewal (other than renew or extend an automatic extension in accordance with paragraph (c) of this Section) or extension of an outstanding existing Letter of CreditCredit issued in U.S. dollars, Australian dollars, Canadian dollars or an Alternative Currency), the Applicable Borrower shall hand deliver deliver, fax or telecopy send by electronic communication (e-mail) (or transmit by telephone notice promptly confirmed by a written, fax or electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bankcommunication (e-mail)) to the applicable Applicable Issuing Bank and the Applicable Administrative Agent (at least three Business Days reasonably in advance of the requested date of issuance, amendment amendment, renewal or extension or such shorter period as the Administrative Agent and the applicable Issuing Bank in their sole discretion may agreeextension) a notice substantially in the form of Exhibit C-3 requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended amended, renewed or extended, and specifying the date of issuance, amendment amendment, renewal or extension (which date shall be a (x) in the case of U.S. Letters of Credit and Canadian Letters of Credit, at least two Business DayDays after such notice is received by the Applicable Issuing Bank and the Applicable Administrative Agent or (y) in the case of Australian Letters of Credit, at least three Business Days after such notice is received by the Applicable Issuing Bank and the Australian Administrative Agent), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Sectionbelow), the amount and currency (which may be Dollars or any Alternate Currency) of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit constitutes a Standby Letter of Credit or a Trade Letter of Credit, the Class of Revolving Facility Commitments such Letter of Credit is to be issued under thereof and such other information as shall be necessary to issue, amend or extend prepare such Letter of Credit. If requested by In order to request the applicable Issuing Bank, the Borrower also shall submit a letter issuance of credit application on such Issuing Bank’s standard form in connection with any request for a Letter of CreditCredit in a currency other than those specifically listed in the definition of “Alternative Currency”, the Applicable Borrower shall follow the procedures set forth in Section 1.05 hereof. A U.S. Letter of Credit shall be issued, amended amended, renewed or extended only if (if, and upon issuance, amendment amendment, renewal or extension of each Letter of Credit the U.S. Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment amendment, renewal or extension, extension (i) the U.S. L/C Exposure shall not exceed U.S.$50,000,000, (ii) the aggregate U.S. Revolving Facility Credit Exposure shall not exceed the applicable Total U.S. Revolving Facility CommitmentsCommitment, and (iiiii) the Revolving U.S. L/C Exposure related to U.S. Letters of Credit issued by an Issuing Bank shall not exceed an amount agreed to in writing between the U.S. Borrower and such Issuing Bank and notified to the Administrative Agent. A Canadian Letter of Credit shall be issued, amended, renewed or extended only if, and upon issuance, amendment, renewal or extension of each Canadian Letter of Credit, such Canadian Borrower shall be deemed to represent and warrant that after giving effect to such issuance, amendment, renewal or extension (i) the Canadian L/C Exposure shall not exceed the Letter Canadian Dollar Equivalent of Credit Sublimit U.S.$10,000,000, and (iiiii) the aggregate outstanding amount of Letters of Canadian Revolving Credit issued by such Issuing Bank Exposure shall not exceed the applicable amount set forth for such Issuing Bank in the definition of “Issuing Bank” hereunderTotal Canadian Revolving Commitment. For the avoidance of doubt, no Issuing Bank shall be obligated to issue an Alternate Currency An Australian Letter of Credit if such Issuing Bank does not otherwise issue letters of credit in such Alternate Currency. Notwithstanding any other provision of this Agreement or any other Loan Document to the contrary, no Issuing Bank shall be required to issueissued, amendamended, extendrenewed or extended only if, renew and upon issuance, amendment, renewal or increase any extension of each Australian Letter of Credit if Credit, such Australian Borrower shall be deemed to represent and warrant that after giving effect to such issuance, amendment, renewal or extension or increase would violate one or more (i) the Australian L/C Exposure shall not exceed the Australian Dollar Equivalent of U.S.$10,000,000, and (ii) the applicable Issuing Bank’s policies (now or hereafter in effect) applicable to letters of creditaggregate Australian Revolving Credit Exposure shall not exceed the Total Australian Revolving Commitment.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal (other than an automatic extension in accordance with paragraph (c) of this SectionSection 2.05) or extension of an outstanding Letter of Credit), the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to the applicable Issuing Bank and the Administrative Agent (at least three Business Days in advance of the requested date of issuance, amendment or extension or such shorter period as the Administrative Agent and the applicable Issuing Bank in their sole discretion may agree) a notice substantially in the form of Exhibit C-3 requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended or extended, and specifying the date of issuance, amendment or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this SectionSection 2.05), the amount and currency (which may be Dollars or any Alternate Currency) of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit constitutes a Standby Letter of Credit or a Trade Letter of Credit, the Class of Revolving Facility Commitments such Letter of Credit is to be issued under and such other information as shall be necessary to issue, amend or extend such Letter of Credit. If requested by the applicable Issuing Bank, the Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended or extended only if (and upon issuance, amendment or extension of each Letter of Credit Credit, the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment or extensionextension (i) the Revolving L/C Exposure shall not exceed the Letter of Credit Sublimit, (iii) the Revolving Facility Credit Exposure shall not exceed the applicable Revolving Facility Commitments, (iiiii) the Revolving L/C Exposure shall not exceed the Letter of Credit Sublimit and (iii) the aggregate outstanding amount in respect of Letters of Credit issued by such Issuing Bank shall not exceed the applicable amount set forth for Letter of Credit Commitment of such Issuing Bank in and (iv) with respect to each Revolving Facility Lender, the definition sum of “Issuing Bank” hereunder(A) the aggregate principal amount such Lender’s Revolving Facility Loans of such Class outstanding at such time plus (B) the Swingline Exposure of such Lender applicable to such Class at such time plus (C) such Lender’s Revolving Facility Percentage of the Revolving L/C Exposure applicable to such Class then outstanding shall not exceed such Lender’s Revolving Facility Commitment of such Class. For the avoidance of doubt, no Issuing Bank shall be obligated to issue an Alternate Currency Letter of Credit if such Issuing Bank does not otherwise issue letters of credit in such Alternate Currency. Notwithstanding any other provision of this Agreement or any other Loan Document anything to the contrarycontrary set forth herein, no Issuing Bank shall be required to issue, amend, extend, renew or increase issue any Letter of Credit if the issuance of such issuance, amendment, extension or increase Letter of Credit would violate one or more policies of the applicable such Issuing Bank’s policies (now or hereafter in effect) Bank applicable to letters of credit.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal (other than an automatic extension in accordance with paragraph (c) of this Section) or extension of an outstanding Letter of Credit), the Borrower shall hand deliver or telecopy fax (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to the applicable Issuing Bank and the Administrative Agent (at least three Business Days in advance of the requested date of issuance, amendment or extension or such shorter period as the Administrative Agent and the applicable Issuing Bank in their sole discretion may agree) a notice substantially in the form of Exhibit C-3 requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended or extended, and specifying the date of issuance, amendment or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency (which may be Dollars or any Alternate Currency) of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit constitutes a Standby Letter of Credit or a Trade Letter of Credit, the Class of Revolving Facility Commitments such Letter of Credit is to be issued under thereof and such other information as shall be necessary to issue, amend or extend such Letter of Credit. If requested by the applicable Issuing Bank, the Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended or extended only if (and upon issuance, amendment or extension of each Letter of Credit the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment or extension, extension (i) the Revolving Facility Credit Exposure shall not exceed the applicable Revolving Facility Commitments, (ii) the total Revolving L/C Exposure shall not exceed the Letter of Credit Sublimit Sublimit, (ii) the aggregate Revolving Facility Credit Exposure of all Revolving Lenders shall not exceed the total Revolving Commitments and (iii) the aggregate outstanding amount Revolving Facility Credit Exposure of Letters of Credit issued by such Issuing Bank all Revolving Lenders shall not exceed the applicable amount set forth for such Issuing Bank in the definition of “Issuing Bank” hereunder. For the avoidance of doubt, no Issuing Bank shall be obligated to issue an Alternate Currency Letter of Credit if such Issuing Bank does not otherwise issue letters of credit in such Alternate Currency. Notwithstanding any other provision of this Agreement or any other Loan Document to the contrary, no Issuing Bank shall be required to issue, amend, extend, renew or increase any Letter of Credit if such issuance, amendment, extension or increase would violate one or more of the applicable Issuing Bank’s policies (now or hereafter in effect) applicable to letters of creditBorrowing Base.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To (i) In order to request the issuance of a Letter of Credit (or the amendmentto amend, renewal (other than renew or extend an automatic extension in accordance with paragraph (c) of this Section) or extension of an outstanding existing Letter of Credit), the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) fax to the applicable Issuing Bank and the Administrative Agent (not later than 1:00 p.m. (New York City time) at least three five (5) Business Days in advance of the requested date of issuance, amendment or extension (or such shorter period as such Issuing Bank and the Administrative Agent may agree in a particular instance in their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be) an L/C Extension Notice together with such Issuing Bank’s Letter of Credit application form (if any), appropriately completed and signed by a Responsible Officer of the Borrower and including agreed-upon draft language for such Letter of Credit reasonably acceptable to the applicable Issuing Bank in their sole discretion may agree) a notice substantially in the form of Exhibit C-3 requesting the issuance of a Letter of CreditBank, or identifying the Letter of Credit to be amended amended, renewed or extended, and specifying the date of issuance, amendment amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Sectionbelow), the amount and currency (which may be Dollars or any Alternate Currency) of such Letter of Credit, the name and address of the beneficiary thereof, whether the documents to be presented by such beneficiary in case of any drawing thereunder, the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder, the nature of the proposed amendment (in the case of an amendment), any Letter of Credit constitutes a Standby Letter of Credit or a Trade Letter of Credit, application form required by the Class of Revolving Facility Commitments such Letter of Credit is to be issued under applicable Issuing Bank and such other information as shall be necessary to issue, amend or extend prepare such Letter of Credit. If requested by the applicable Issuing Bank, the Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended amended, renewed or extended only if (if, and upon issuance, amendment amendment, renewal or extension of each Letter of Credit the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment amendment, renewal or extension, extension (ix) the Aggregate Revolving Facility Credit Exposure shall not exceed the applicable Total Revolving Facility Commitments, (ii) the Revolving L/C Exposure shall not exceed the Letter of Credit Sublimit Commitment and (iiiy) the aggregate outstanding face amount of Letters of Credit issued by such any Issuing Bank shall not exceed the applicable amount set forth for such Issuing Bank in the definition of “Issuing Bank” hereunder. For the avoidance of doubt, no Issuing Bank shall be obligated to issue an Alternate Currency Letter of Credit if such Issuing Bank does not otherwise issue letters of credit in such Alternate Currency. Notwithstanding any other provision of this Agreement or any other Loan Document to the contrary, no Issuing Bank shall be required to issue, amend, extend, renew or increase any Letter of Credit if such issuance, amendment, extension or increase would violate one or more of the applicable Issuing Bank’s policies (now or hereafter in effect) applicable to letters of creditits L/C Commitment.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal (other than an automatic extension in accordance with paragraph (c) of this Section) or extension of an outstanding any Letter of Credit), the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to the applicable Issuing Bank and the Administrative Agent (Agent, at least three Business Days in advance of the requested date of issuance, amendment or extension issuance (or such shorter period as the Administrative Agent and is acceptable to the applicable Issuing Bank or, in their sole discretion may agree) the case of any issuance to be made on the Closing Date, one Business Day prior to the Closing Date), a notice substantially written request to issue a Letter of Credit, which shall specify that it is being issued under this Agreement, in the form of Exhibit C-3 requesting N (it being understood that, to the extent applicable, the issuance of any Letter of Credit expressly for the benefit of any subsidiary that is not a Loan Party shall be contingent upon the Administrative Agent’s receipt of any documentation and other information with respect to such subsidiary that has not been previously provided with respect to any Loan Party, that is required by regulatory authorities under applicable “know your customer” and anti-money laundering rules and regulations, including the PATRIOT Act, and reasonably requested by the applicable Issuing Bank at least two Business Days prior to the requested date of issuance. To request an amendment, extension or renewal of an outstanding Letter of Credit, (other than any automatic extension of a Letter of CreditCredit permitted under Section 2.05(c)) the Borrower shall submit such a request to the applicable Issuing Bank or Issuing Banks selected by the Borrower (with a copy to the Administrative Agent) at least three Business Days in advance of the requested date of amendment, extension or renewal (or such shorter period as is acceptable to the applicable Issuing Bank), identifying the Letter of Credit to be amended amended, extended or extendedrenewed, and specifying the proposed date of issuance, amendment or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency (which may be Dollars or any Alternate Currency) of such Letter of Credit, the name and address other details of the beneficiary thereofamendment, whether such Letter of Credit constitutes a Standby Letter of Credit extension or a Trade Letter of Credit, the Class of Revolving Facility Commitments such Letter of Credit is to be issued under and such other information as shall be necessary to issue, amend or extend such Letter of Creditrenewal. If requested by the applicable Issuing BankBank in connection with any request for any Letter of Credit, the Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form. In the event of any inconsistency between the terms and conditions of this Agreement and the terms and conditions of any form in connection with of letter of credit application or other agreement submitted by the Borrower to, or entered into by the Borrower with, the applicable Issuing Bank relating to any request for a Letter of Credit, the terms and conditions of this Agreement shall control. A No Letter of Credit, letter of credit application or other document entered into by the Borrower with any Issuing Bank relating to any Letter of Credit shall contain any representations or warranties, covenants or events of default not set forth in this Agreement (and to the extent any such representation or warranty, covenant or Event of Default is inconsistent herewith, the same shall be rendered null and void (or reformed automatically without further action by any Person to conform to the terms of this Agreement), and all representations and warranties, covenants and events of default set forth therein shall contain standards, qualifications, thresholds and exceptions for materiality or otherwise consistent with those set forth in this Agreement (and, to the extent any such representation or warranty, covenant or Event of Default is inconsistent herewith, the same shall be deemed to automatically incorporate the applicable standards, qualifications, thresholds and exceptions set forth herein without action by any Person). No Letter of Credit may be issued, amended amended, extended or extended only if renewed unless (and upon with respect to clause (i) and (ii) below, on the issuance, amendment amendment, extension or extension renewal of each Letter of Credit the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment or amendment, extension, or renewal (i) the LC Exposure does not exceed the Letter of Credit Sublimit, and (ii) (A) the aggregate amount of the Initial Revolving Facility Credit Exposure shall not exceed the applicable aggregate amount of the Initial Revolving Facility CommitmentsCredit Commitments then in effect, (iiB) the aggregate amount of the Additional Revolving L/C Credit Exposure shall attributable to any Class of Additional Revolving Credit Commitments does not exceed the aggregate amount of the Additional Revolving Credit Commitments of such Class then in effect and (C) if such Letter of Credit Sublimit and (iii) has a term extending beyond the Maturity Date applicable to the Revolving Credit Commitments of any Class, the aggregate outstanding amount of the LC Exposure attributable to Letters of Credit issued by expiring after such Issuing Bank shall Maturity Date (x) does not exceed the applicable aggregate amount set forth for of the Revolving Credit Commitments then in effect that are scheduled to remain in effect after such Issuing Bank in the definition of “Issuing Bank” hereunder. For the avoidance of doubt, no Issuing Bank shall be obligated Maturity Date or (y) is subject to issue an Alternate Currency Letter of Credit if such Issuing Bank does not otherwise issue letters of credit in such Alternate Currency. Notwithstanding any other provision of this Agreement or any other Loan Document to the contrary, no Issuing Bank shall be required to issue, amend, extend, renew or increase any Letter of Credit if such issuance, amendment, extension or increase would violate one or more of the applicable Issuing Bank’s policies (now or hereafter in effect) applicable to letters of creditSupport.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal (other than an automatic extension in accordance with paragraph (c) of this Section) or extension of an outstanding any Letter of Credit), the relevant Revolving Borrower shall hand deliver or telecopy to the Administrative Agent (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) who agrees to promptly deliver to the applicable Issuing Bank and the Administrative Agent (thereof, as determined in accordance with Section 2.05(k)), at least three Business Days in advance of the requested date of issuance, amendment or extension issuance (or such shorter period as the Administrative Agent and is acceptable to the applicable Issuing Bank in their sole discretion may agree) a notice substantially or, in the form case of Exhibit C-3 requesting any issuance to be made on the Closing Date, one Business Day prior to the Closing Date), a Letter of Credit Request; provided that, for the avoidance of doubt, it is understood and agreed that the Administrative Agent is agreeing pursuant to this Section 2.05 to assist the Revolving Borrowers with the issuance of Letters of Credit by the Issuing Banks, and the Administrative Agent, in its capacity as such, shall not be required to issue any Letter of Credit. To request an amendment, extension or renewal of an outstanding Letter of Credit, (other than any automatic extension of a Letter of Credit, or identifying Credit permitted under Section 2.05(c)) the relevant Borrower shall submit a Letter of Credit Request to be amended or extended, and specifying the applicable Issuing Bank (with a copy to the Administrative Agent) at least three Business Days in advance of the requested date of issuanceamendment, amendment extension or extension renewal (which shall be a Business Dayor such shorter period as is acceptable to the applicable Issuing Bank), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency (which may be Dollars or any Alternate Currency) of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit constitutes a Standby Letter of Credit or a Trade Letter of Credit, the Class of Revolving Facility Commitments such Letter of Credit is to be issued under and such other information as shall be necessary to issue, amend or extend such Letter of Credit. If requested by the applicable Issuing BankBank in connection with any request for any Letter of Credit, the relevant Borrower shall also shall submit a letter of credit application on such Issuing Bank’s standard form form, together with such other documents that may be required in connection with such letter of credit application. In the event of any request for a inconsistency between the terms and conditions of this Agreement and the terms and conditions of any form of letter of credit application or other agreement submitted by the relevant Borrower to, or entered into by the relevant Borrower with, the applicable Issuing Bank relating to any Letter of Credit, the terms and conditions of this Agreement shall control. A No Letter of Credit, letter of credit application or other document entered into by the relevant Borrower with any Issuing Bank relating to any Letter of Credit shall contain any representation or warranty, covenant or event of default that is in direct conflict with this Agreement, and all representations and warranties, covenants and events of default set forth therein shall contain (or shall be deemed to contain) standards, qualifications, thresholds and exceptions for materiality or otherwise consistent with those set forth in this Agreement. No Letter of Credit may be issued, amended amended, extended or extended only if renewed unless (and upon on the issuance, amendment amendment, extension or extension renewal of each Letter of Credit Credit, the relevant Revolving Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment amendment, extension or extension, renewal (i) the Revolving Facility Credit LC Exposure shall not exceed the applicable Revolving Facility Commitments, (ii) the Revolving L/C Exposure shall does not exceed the Letter of Credit Sublimit and (iiiii) (A) the aggregate outstanding amount of the Revolving Credit Exposure does not exceed the aggregate amount of the Revolving Credit Commitments then in effect and (B) if such Letter of Credit has a term that extends beyond the Maturity Date applicable to the Revolving Credit Commitments of any Class, the aggregate amount of the LC Exposure attributable to Letters of Credit issued by expiring after such Issuing Bank shall Maturity Date does not exceed the applicable aggregate amount set forth for of the Revolving Credit Commitments then in effect that are scheduled to remain in effect after such Issuing Bank in the definition of “Issuing Bank” hereunderMaturity Date. For the avoidance of doubt, no No Issuing Bank shall be obligated under any obligation to issue an Alternate Currency Letter of Credit if such Issuing Bank does not otherwise issue letters of credit in such Alternate Currency. Notwithstanding any other provision of this Agreement or any other Loan Document to the contrary, no Issuing Bank shall be required to issue, amend, extend, renew or increase any Letter of Credit if the issuance of such issuance, amendment, extension or increase Letter of Credit would violate one or more Requirements of Law at the time of the applicable Issuing Bank’s policies (now or hereafter in effect) applicable to letters request of creditsuch Letter of Credit.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal (other than an automatic extension in accordance with paragraph (c) of this Section) or extension of an outstanding Letter of Credit), the Borrower Representative shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to the applicable Issuing Bank and the Administrative Agent (at least three Business Days in advance of the requested date of issuance, amendment or extension or such shorter period as the Administrative Agent and the applicable Issuing Bank in their sole discretion may agree) a notice substantially in the form of Exhibit C-3 requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended or extended, and specifying the date of issuance, amendment or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency (which may be Dollars or any Alternate Currency) of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit constitutes a Standby Letter of Credit or a Trade Letter of Credit, the Class of Revolving Facility Commitments such Letter of Credit is to be issued under and such other information as shall be necessary to issue, amend or extend such Letter of Credit. If requested by the applicable Issuing Bank, the Borrower Representative also shall submit a letter of credit application on such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended or extended only if (and upon issuance, amendment or extension of each Letter of Credit Credit, the Borrower Representative shall be deemed to represent and warrant that), after giving effect to such issuance, amendment or extension, (i) the Revolving Facility Credit Exposure shall not exceed the applicable Revolving Facility Commitments, Commitments and (ii) the aggregate Revolving L/C Exposure shall does not exceed the Letter of Credit Sublimit and (iii) the aggregate outstanding amount of Letters of Credit issued by such Issuing Bank shall not exceed the applicable amount set forth for such Issuing Bank in the definition of “Issuing Bank” hereunderL/C Sublimit. For the avoidance of doubt, no Issuing Bank shall be obligated to issue an Alternate Currency Letter of Credit if such Issuing Bank does not otherwise issue letters of credit in such Alternate Currency. Notwithstanding any other provision of this Agreement or any other Loan Document to the contrary, no Issuing Bank shall be required to issue, amend, extend, renew or increase any Letter of Credit if such issuance, amendment, extension or increase would violate one or more of the applicable Issuing Bank’s policies (now or hereafter in effect) applicable to letters of creditCredit.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal (other than an automatic extension in accordance with paragraph (c) of this Section) or extension of an outstanding Letter of Credit), the applicable Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable relevant Issuing Bank) to the applicable relevant Issuing Bank and the Administrative Agent (at least (x) in the case of a Letter of Credit denominated in Dollars, three (3) Business Days and (y) in advance the case of a Letter of Credit denominated in Foreign Currencies, five (5) Business Days before the requested date of issuance, amendment amendment, renewal or extension or such shorter period as the Administrative Agent and the applicable Issuing Bank in their sole discretion may agreeextension) a notice substantially in the form of Exhibit C-3 requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended amended, renewed or extended, and specifying the date of issuance, amendment amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency (which may be Dollars or any Alternate Currency) of such Letter of Credit, the Agreed Currency applicable thereto, the name and address of the beneficiary thereof, whether such Letter of Credit constitutes a Standby Letter of Credit or a Trade Letter of Credit, the Class of Revolving Facility Commitments such Letter of Credit is to be issued under thereof and such other information as shall be necessary to issueprepare, amend amend, renew or extend such Letter of Credit. If requested by the applicable an Issuing Bank, the applicable Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended amended, renewed or extended only if (and upon issuance, amendment amendment, renewal or extension of each Letter of Credit the applicable Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment amendment, renewal or extension, extension (i) subject to Section 2.04, the Revolving Facility Credit Dollar Amount of the LC Exposure shall not exceed the applicable Revolving Facility Commitments$75,000,000, (ii) the Revolving L/C Exposure shall not exceed the Letter of Credit Sublimit and (iii) subject to Section 2.04, with respect to any Issuing Bank, the aggregate undrawn Dollar Amount of all outstanding amount of Letters of Credit issued by such Issuing Bank at such time plus the aggregate Dollar Amount of all LC Disbursements made by such Issuing Bank that have not yet been reimbursed by or on behalf of the Borrowers at such time shall not exceed such Issuing Bank’s Letter of Credit Commitment (unless otherwise agreed by such Issuing Bank) and (iii) subject to Section 2.04, the sum of the Dollar Amount of the total Revolving Credit Exposures shall not exceed the applicable amount Aggregate Revolving Commitment. The Company may, at any time and from time to time, reduce or increase the Letter of Credit Commitment of any Issuing Bank as set forth for such Issuing Bank in the definition of “Issuing Bank” hereunder. For the avoidance of doubt, no Issuing Bank shall be obligated to issue an Alternate Currency Letter of Credit if such Issuing Bank does Commitment; provided that the Company shall not otherwise issue letters of credit in such Alternate Currency. Notwithstanding any other provision of this Agreement or any other Loan Document to reduce the contrary, no Issuing Bank shall be required to issue, amend, extend, renew or increase any Letter of Credit if Commitment of any Issuing Bank if, after giving effect of such issuancereduction, amendment, extension or increase would violate one or more of the applicable Issuing Bank’s policies conditions set forth in clauses (now or hereafter in effecti) applicable to letters of creditthrough (iii) above shall not be satisfied.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a the Letter of Credit (or the amendment, renewal (other than an automatic extension in accordance with paragraph (c) of this Section) or extension of an outstanding the Letter of Credit), the Borrower Company shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to the applicable Issuing Bank and the Administrative Agent (at least three one Business Days Day in advance of the requested date of issuance, amendment amendment, renewal or extension or such shorter period as the Administrative Agent and the applicable Issuing Bank in their sole discretion may agreeextension) a notice (an “Issuance Notice”), substantially in the form of Exhibit C-3 D, requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to and specifying the requested date of issuance of the Letter of Credit (which shall be amended or extendeda Business Day) and, and as applicable, specifying the date of issuanceamendment, amendment renewal or extension (which shall be a Business Day), the date on which such the Letter of Credit is to expire (which shall comply with paragraph subsection (c) of this Section), the amount and currency (which may be Dollars or any Alternate Currency) of such the Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit constitutes a Standby Letter of Credit or a Trade Letter of Credit, the Class of Revolving Facility Commitments such Letter of Credit is to be issued under thereof and such other information as shall be necessary to issueprepare, amend amend, renew or extend such the Letter of Credit. If requested by the applicable Issuing Bank, the Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A The Letter of Credit shall be issued, amended amended, renewed or extended only if (and upon issuance, amendment amendment, renewal or extension of each the Letter of Credit the Borrower Company shall be deemed to represent and warrant that), after giving effect to such issuance, amendment amendment, renewal or extension, extension (i) the Revolving Facility Credit aggregate LC Exposure shall not exceed the applicable Revolving Facility aggregate Commitments, and (ii) the Revolving L/C Exposure Total Exposures shall not exceed the Letter of Credit Sublimit and (iii) the aggregate outstanding amount of Letters of Credit issued by such total Commitments. The Issuing Bank shall not exceed promptly (and in any event within one Business Day) notify the applicable amount set forth for such Issuing Bank in the definition Administrative Agent of “Issuing Bank” hereunder. For the avoidance of doubt, no Issuing Bank shall be obligated to issue an Alternate Currency Letter of Credit if such Issuing Bank does not otherwise issue letters of credit in such Alternate Currency. Notwithstanding any other provision of this Agreement or any other Loan Document to the contrary, no Issuing Bank shall be required to issue, amend, extend, renew or increase any Letter of Credit if such each issuance, amendment, renewal, extension or increase would violate one or more expiry of the applicable Issuing Bank’s policies (now or hereafter in effect) applicable Letter of Credit, and shall provide to letters the Administrative Agent such other information as the Administrative Agent shall reasonably request as to the Letter of creditCredit.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal (other than an automatic extension in accordance with paragraph (c) of this Section) or extension of an outstanding Letter of Credit), the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to the applicable Issuing Bank and the Administrative Agent (at least three Business Days in advance of the requested date of issuance, amendment or extension or such shorter period as the Administrative Agent and the applicable Issuing Bank in their sole discretion may agree) a notice substantially in the form of Exhibit C-3 requesting the issuance of a Letter of CreditCredit Request, or identifying the Letter of Credit to be amended or extended, and specifying the date of issuance, amendment or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency (which may be Dollars or any an Alternate Currency) of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit constitutes a Standby Letter of Credit or a Trade Letter of Credit, the Class of Revolving Facility Commitments such Letter of Credit is to be issued under and such other information as shall be Table of Contents necessary to issue, amend or extend such Letter of Credit. If requested by the applicable Issuing Bank, the Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended or extended only if (and upon issuance, amendment or extension of each Letter of Credit the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment or extension, extension (i) the Revolving Facility Credit Exposure shall not exceed the applicable Revolving Facility Commitments, (ii) the Revolving L/C Exposure shall not exceed the Letter of Credit Sublimit Sublimit, (ii) the ABL Facility Credit Exposure shall not exceed the lesser of (x) the total ABL Facility Commitments and (y) the Available Credit and (iii) the aggregate outstanding amount of Letters of Credit issued by such Issuing Bank shall not exceed the applicable amount set forth for such Issuing Bank in the definition of “Issuing Bank” hereunder. For the avoidance of doubt, no Issuing Bank shall be obligated to issue an Alternate Currency Letter of Credit if such Issuing Bank does not otherwise issue letters of credit in such Alternate Currency. Notwithstanding any other provision of this Agreement or any other Loan Document to the contrary, no Issuing Bank shall be required issued if, after giving effect thereto, the aggregate amount of L/C Exposure with respect to issue, amend, extend, renew or increase any Letter all Alternate Currency Letters of Credit if such issuance, amendment, extension or increase would violate one or more of the applicable Issuing Bank’s policies (now or hereafter in effect) applicable to letters of creditexceed $30 million.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal (other than an automatic extension in accordance with paragraph (c) of this SectionSection 2.05) or extension of an outstanding Letter of Credit), the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to the applicable Issuing Bank and the Administrative Agent (at least three (3) Business Days Days, in the case of a Letter of Credit denominated in Dollars, or four (4) Business Days, in the case of a Letter of Credit denominated in an Alternate Currency, in advance of the requested date of issuance, amendment or extension or such shorter period as the Administrative Agent and the applicable Issuing Bank in their sole discretion may agree) a notice substantially in the form of Exhibit C-3 D-2 requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended or extended, and specifying the date of issuance, amendment or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this SectionSection 2.05), the amount and currency (which may be Dollars or any Alternate Currency) of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit constitutes a Standby Letter of Credit or a Trade Letter of Credit, the Class of Revolving Facility Commitments such Letter of Credit is to be issued under and such other information as shall be necessary to issue, amend or extend such Letter of Credit. If requested by the applicable Issuing Bank, the Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form and related documents in connection with any request for a Letter of CreditCredit and in connection with any request for a Letter of Credit to be amended, renewed, modified or extended. A Letter of Credit shall be issued, amended or extended only if (and upon issuance, amendment or extension of each Letter of Credit the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment or extension, (i) the Revolving Facility Credit Exposure shall not exceed the applicable Revolving Facility Commitments, (ii) unless the Revolving L/C Exposure shall not exceed applicable Issuing Bank otherwise agrees, the Letter of Credit Sublimit and (iii) the aggregate outstanding stated amount of all outstanding Letters of Credit issued by such Issuing Bank shall not exceed the applicable amount set forth for Letter of Credit Individual Sublimit of such Issuing Bank then in effect, (iii) with respect to such Issuing Bank, the sum of the aggregate face amount of outstanding Letters of Credit issued by such Issuing Bank, when aggregated with the outstanding Revolving Facility Loans funded by such Issuing Bank, shall not exceed its Revolving Facility Commitment, (iv) the Revolving L/C Exposure shall not exceed the applicable Letter of Credit Sublimit, (v) the stated amount of all outstanding Alternate Currency Letters of Credit shall not exceed the Dollar Equivalent of $50,000,000 in the definition aggregate and (vi) the stated amount of “Issuing Bank” hereunderall outstanding Alternate Currency Letters of Credit, together with the outstanding amount of Alternate Currency Loans, shall not exceed the Dollar Equivalent of $50,000,000 in the aggregate. For the avoidance of doubt, no Issuing Bank shall be obligated to issue an Alternate Currency Letter of Credit if such Issuing Bank does not otherwise issue letters of credit in such Alternate Currency. Notwithstanding any other provision of this Agreement or any other Loan Document to the contrary, no Issuing Bank shall be required to issue, amend, extend, renew or increase any Letter of Credit if such issuance, amendment, extension or increase would violate one or more of the applicable Issuing Bank’s policies (now or hereafter in effect) applicable to letters of credit.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal (other than an automatic extension in accordance with paragraph (c) of this Section) or extension of an outstanding Letter of Credit), the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable relevant Issuing Bank) to the applicable relevant Issuing Bank and the Administrative Agent (at least three Business Days reasonably in advance of the requested date of issuance, amendment amendment, renewal or extension or such shorter period as the Administrative Agent and the applicable Issuing Bank in their sole discretion may agreeextension) a notice substantially in the form of attached hereto as Exhibit C-3 D-3 requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended amended, renewed or extended, and specifying the date of issuance, amendment amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency (which may be Dollars or any Alternate Currency) of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit constitutes a Standby Letter of Credit or a Trade Letter of Credit, the Class of Revolving Facility Commitments such Letter of Credit is to be issued under thereof and such other information as shall be necessary to issueprepare, amend amend, renew or extend such Letter of Credit. The relevant Issuing Bank shall promptly notify the Administrative Agent of, and the Administrative Agent shall in turn promptly furnish to the Lenders notice of, any such issuance. If requested by the applicable relevant Issuing Bank, the Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form in connection with any request for a Letter of Credit; provided that such letter of credit application shall not contain terms inconsistent with the terms of this Agreement and shall not impose any additional obligations, liabilities or Liens on any Loan Party during the term of this Agreement. A Letter of Credit shall be issued, amended amended, renewed or extended only if (and upon issuance, amendment amendment, renewal or extension of each Letter of Credit the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment amendment, renewal or extension, extension (i) the Revolving Facility Credit LC Exposure shall not exceed the applicable Revolving Facility Commitments, LC Exposure Sublimit and (ii) subject to Section 2.04, the aggregate principal amount of the total Revolving L/C Exposure Credit Exposures shall not exceed the Letter of Credit Sublimit and (iii) the aggregate outstanding amount of Letters of Credit issued by such Issuing Bank shall not exceed the applicable amount set forth for such Issuing Bank in the definition of “Issuing Bank” hereunder. For the avoidance of doubt, no Issuing Bank shall be obligated to issue an Alternate Currency Letter of Credit if such Issuing Bank does not otherwise issue letters of credit in such Alternate Currency. Notwithstanding any other provision of this Agreement or any other Loan Document to the contrary, no Issuing Bank shall be required to issue, amend, extend, renew or increase any Letter of Credit if such issuance, amendment, extension or increase would violate one or more of the applicable Issuing Bank’s policies (now or hereafter in effect) applicable to letters of credittotal Revolving Commitments.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal (other than an automatic extension in accordance with paragraph (c) of this Section) or extension of an outstanding Letter of Credit), the a Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to the applicable Issuing Bank and the Administrative Agent (at least three Business Days in advance of the requested date of issuance, amendment or extension or such shorter period as the Administrative Agent and the applicable Issuing Bank in their sole discretion may agree) a notice substantially in the form of Exhibit C-3 requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended or extended, and specifying the date of issuance, amendment or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency (which may be Dollars or any Alternate Currency) of such Letter of Credit, the currency in which such Letter of Credit is to be denominated (which may be a Foreign Currency), the name and address of the beneficiary thereof, whether such Letter of Credit constitutes a Standby Letter of Credit or a Trade Letter of Credit, the Class of Revolving Facility Commitments such Letter of Credit is to be issued under thereof and such other information as shall be necessary to issue, amend or extend such Letter of Credit. If requested by the applicable Issuing Bank, the such Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended or extended only if (and upon issuance, amendment or extension of each Letter of Credit the such Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment or extension, extension (i) the Revolving Facility Credit Exposure shall not exceed the applicable Revolving Facility Commitments, (ii) the Revolving L/C Exposure shall will not exceed $100,000,000, (ii) the Revolving Facility Exposure will not exceed the Letter of Credit Sublimit and Revolving Facility Commitments, (iii) the aggregate outstanding amount Synthetic L/C Exposure will not exceed the total Credit-Linked Deposits of Letters all Synthetic L/C Lenders, and (iv) all conditions precedent in Section 4.01 have been satisfied (or waived by the (x) the Majority Lenders under the Revolving Credit Facility and (y) Synthetic L/C Lenders with Synthetic L/C Exposure and Excess Credit-Linked Deposits representing greater than 50% of Credit issued by such the total Synthetic L/C Exposure and Excess Credit-Linked Deposits of all Synthetic L/C Lenders). No Issuing Bank shall not exceed the applicable amount set forth for permit any such Issuing Bank issuance, renewal, extension or amendment resulting in an increase in the definition amount of “Issuing Bank” hereunder. For the avoidance of doubt, no Issuing Bank shall be obligated to issue an Alternate Currency Letter of Credit if such Issuing Bank does not otherwise issue letters of credit in such Alternate Currency. Notwithstanding any other provision of this Agreement or any other Loan Document to the contrary, no Issuing Bank shall be required to issue, amend, extend, renew or increase any Letter of Credit if such issuance, amendment, extension or increase would violate one or more of without first obtaining written confirmation from the applicable Issuing Bank’s policies (now or hereafter in effect) applicable to letters of creditAdministrative Agent that it is then permitted under this Agreement.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. (i) To request the issuance of a Letter of Credit (or the amendment, renewal (other than an automatic extension in accordance with paragraph (c) of this Section) or extension of an outstanding Letter of Credit), the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by communication reasonably acceptable to the applicable Issuing Bank) to the applicable an Issuing Bank and the Administrative Agent (not later than 12:00 p.m., New York City time at least three four (4) Business Days in advance or a shorter time period if approved by the applicable Issuing Bank in its reasonable discretion, of the requested date of issuance, amendment amendment, renewal or extension or such shorter period as the Administrative Agent and the applicable Issuing Bank in their sole discretion may agreeextension) a notice substantially in the form of Exhibit C-3 requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended amended, renewed or extended, and specifying the date of issuance, amendment amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency (which may be Dollars or any Alternate Currency) of such Letter of Credit, the name and address of the beneficiary thereof, whether the documents to be presented by such Letter beneficiary in case of Credit constitutes a Standby Letter of Credit or a Trade Letter of Creditany drawing thereunder, the Class full text of Revolving Facility Commitments such Letter of Credit is any certificate to be issued under presented by such beneficiary in case of any drawing thereunder, such other matters as the applicable Issuing Bank may reasonably require and such other information as shall be necessary to issueprepare, amend amend, renew or extend such Letter of Credit. If requested by the applicable an Issuing Bank, the Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended amended, renewed or extended only if if, (and upon issuance, amendment or extension of each A) such Letter of Credit is denominated in Dollars (or such other currency as the Borrower shall be deemed to represent applicable Issuing Bank may agree in its sole discretion) and warrant that), (B) after giving effect to such issuance, amendment amendment, renewal or extension, (i) the Revolving Facility Credit LC Exposure shall not exceed the applicable Revolving Facility CommitmentsLC Sublimit in the aggregate and the LC Sublimit for each such Issuing Bank, (ii) the aggregate Revolving L/C Exposure shall not exceed the Letter of Credit Sublimit aggregate Revolving Commitments and (iii) the aggregate outstanding amount sum of (x) the LC Exposure in respect of Letters of Credit issued by the applicable Issuing Bank and (y) the aggregate amount of Revolving Loans borrowed by such Issuing Bank shall would not exceed the applicable amount set forth for such Issuing Bank in the definition of “Issuing Bank” hereunder. For the avoidance of doubt, no Issuing Bank shall be obligated to issue an Alternate Currency Letter of Credit if such Issuing Bank does not otherwise issue letters of credit in such Alternate Currency. Notwithstanding any other provision of this Agreement or any other Loan Document to the contrary, no Issuing Bank shall be required to issue, amend, extend, renew or increase any Letter of Credit if such issuance, amendment, extension or increase would violate one or more of the applicable Issuing Bank’s policies Revolving Commitment (now or hereafter unless otherwise agreed to in effect) applicable to letters of creditwriting by such Issuing Bank).

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal (other than an automatic extension in accordance with paragraph (c) of this Section) or extension of an outstanding Letter of Credit), the a Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to the applicable Issuing Bank and the Administrative Agent (at least three Business Days in advance of the requested date of issuance, amendment or extension or such shorter period as the Administrative Agent and the applicable Issuing Bank in their sole discretion may agree) a notice substantially in the form of Exhibit C-3 requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended or extended, and specifying the date of issuance, amendment or extension (which shall be a Business Day), the date on which such Letter of Credit is and, in the case of an Acceptance Credit, all Bankers’ Acceptances created thereunder are to expire (which shall comply with paragraph (c) of this Section), the amount and currency (which may be Dollars or any an Alternate Currency) of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit constitutes a Standby Letter of Credit or a Trade Letter of Credit, the Class of Revolving Facility Commitments such Letter of Credit is to be issued under thereof and such other information as shall be necessary to issue, amend or extend such Letter of Credit (including whether such Letter of Credit is an Acceptance Credit). If requested by the applicable Issuing Bank, the such Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended or extended only if (and upon issuance, amendment or extension of each Letter of Credit the such Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment or extensionextension (i) the Revolving L/C – BA Exposure shall not exceed the Letter of Credit Sublimit, (iii) the Revolving Facility Credit Exposure shall not exceed the applicable Revolving Facility Commitments, (ii) the Revolving L/C Exposure shall not exceed the Letter of Credit Sublimit Borrowing Base and (iii) the aggregate outstanding amount of Letters of Credit issued by such Issuing Bank shall not exceed the applicable amount set forth for such Issuing Bank in the definition case of “Issuing Bank” hereunder. For any Acceptance Credit, the avoidance creation of doubt, no Issuing Bank shall be obligated to issue an Alternate Currency Letter of Credit if such Issuing Bank does any related Bankers’ Acceptances would not otherwise issue letters of credit in such Alternate Currency. Notwithstanding any other provision of this Agreement or any other Loan Document to the contrary, no Issuing Bank shall be required to issue, amend, extend, renew or increase any Letter of Credit if such issuance, amendment, extension or increase would violate one or more of cause the applicable Issuing Bank’s policies (now or hereafter in effect) Bank to exceed the maximum amount of outstanding bankers’ acceptances permitted by applicable to letters of creditlaw.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal (other than an automatic extension in accordance with paragraph (c) of this Section) or extension of an outstanding Letter of Credit), the Borrower Company shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable relevant Issuing Bank) to the applicable relevant Issuing Bank and the Administrative Agent (at least three Business Days reasonably in advance of the requested date of issuance, amendment amendment, renewal or extension or such shorter period as the Administrative Agent and the applicable Issuing Bank in their sole discretion may agreeextension) a notice substantially in the form of attached hereto as Exhibit C-3 G-4 requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended amended, renewed or extended, and specifying the date of issuance, amendment amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency (which may be Dollars or any Alternate Currency) of such Letter of Credit, the Agreed Currency applicable thereto, the name and address of the beneficiary thereof, whether such Letter of Credit constitutes a Standby Letter of Credit or a Trade Letter of Credit, the Class of Revolving Facility Commitments such Letter of Credit is to be issued under thereof and such other information as shall be necessary to issueprepare, amend amend, renew or extend such Letter of Credit. The relevant Issuing Bank shall promptly notify the Administrative Agent of, and the Administrative Agent shall in turn promptly furnish to the Lenders notice of, any such issuance. If requested by the applicable relevant Issuing Bank, the Borrower Company also shall submit a letter of credit application on such Issuing Bank’s standard form in connection with any request for a Letter of Credit; provided that such letter of credit application shall not contain terms inconsistent with the terms of this Agreement and shall not impose any additional obligations, liabilities or Liens on any Loan Party during the term of this Agreement. A Letter of Credit shall be issued, amended amended, renewed or extended only if (and upon issuance, amendment amendment, renewal or extension of each Letter of Credit the Borrower Company shall be deemed to represent and warrant that), after giving effect to such issuance, amendment amendment, renewal or extension, extension (i) the Revolving Facility Credit Dollar Amount of the LC Exposure shall not exceed the applicable Revolving Facility Commitments, LC Exposure Sublimit and (ii) subject to Section 2.04, the Dollar Amount of the total Revolving L/C Exposure Credit Exposures shall not exceed the Letter of Credit Sublimit and (iii) the aggregate outstanding amount of Letters of Credit issued by such Issuing Bank shall not exceed the applicable amount set forth for such Issuing Bank in the definition of “Issuing Bank” hereunder. For the avoidance of doubt, no Issuing Bank shall be obligated to issue an Alternate Currency Letter of Credit if such Issuing Bank does not otherwise issue letters of credit in such Alternate Currency. Notwithstanding any other provision of this Agreement or any other Loan Document to the contrary, no Issuing Bank shall be required to issue, amend, extend, renew or increase any Letter of Credit if such issuance, amendment, extension or increase would violate one or more of the applicable Issuing Bank’s policies (now or hereafter in effect) applicable to letters of credittotal Revolving Commitments.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal (other than an automatic extension in accordance with paragraph (c) of this Section) or extension of an outstanding any Letter of Credit), the Administrative Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to the applicable Issuing Bank and the Administrative Agent (Agent, at least three Business Days in advance of the requested date of issuance, amendment or extension issuance (or such shorter period as the Administrative Agent and is acceptable to the applicable Issuing Bank in their sole discretion may agree) a notice substantially or, in the form case of Exhibit C-3 requesting any issuance to be made on the issuance Closing Date, one Business Day prior to the Closing Date), a Letter of Credit Request. To request an amendment, extension or renewal of an outstanding Letter of Credit (other than any automatic extension of a Letter of CreditCredit permitted under Section 2.05(c)) the Administrative Borrower shall submit a Letter of Credit Request to the applicable Issuing Bank selected by the Administrative Borrower (with a copy to the Administrative Agent) at least three Business Days in advance of the requested date of amendment, extension or renewal (or such shorter period as is acceptable to the applicable Issuing Bank), identifying the Letter of Credit to be amended amended, extended or extendedrenewed, and specifying the proposed date of issuance, amendment or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency (which may be Dollars or any Alternate Currency) of such Letter of Credit, the name and address other details of the beneficiary thereofamendment, whether such Letter of Credit constitutes a Standby Letter of Credit extension or a Trade Letter of Credit, the Class of Revolving Facility Commitments such Letter of Credit is to be issued under and such other information as shall be necessary to issue, amend or extend such Letter of Creditrenewal. If requested by the applicable Issuing BankBank in connection with any request for any Letter of Credit, the Administrative Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form. In the event of any inconsistency between the terms and conditions of this Agreement and the terms and conditions of any form in connection with of letter of credit application or other agreement submitted by the Administrative Borrower to, or entered into by the Administrative Borrower with, the applicable Issuing Bank relating to any request for a Letter of Credit, the terms and conditions of this Agreement shall control. A No Letter of Credit, letter of credit application or other document entered into by any Borrower with any Issuing Bank relating to any Letter of Credit shall contain any representation or warranty, covenant or event of default not set forth in this Agreement (and to the extent inconsistent herewith shall be rendered null and void (or reformed automatically without further action by any Person to conform to the terms of this Agreement), and all representations and warranties, covenants and events of default set forth therein shall contain standards, qualifications, thresholds and exceptions for materiality or otherwise consistent with those set forth in this Agreement (and, to the extent inconsistent herewith, shall be deemed to automatically incorporate the applicable standards, qualifications, thresholds and exceptions set forth herein without action by any Person). No Letter of Credit may be issued, amended amended, extended or extended only if renewed unless (and upon on the issuance, amendment amendment, extension or extension renewal of each Letter of Credit the Administrative Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment or amendment, extension, or renewal (i) the Revolving Facility Credit Exposure shall not exceed the applicable Revolving Facility Commitments, (iiA) the Revolving L/C LC Exposure shall does not exceed the Letter of Credit Sublimit and (iiitaking the Dollar Equivalent of the amount of any Letter of Credit denominated in an Alternate Currency), (B) with respect to any Letter of Credit to be issued by JPMorgan Chase Bank, N.A., Xxxxx Fargo Bank, N.A., PNC Bank, N.A., Bank of America, N.A. or ING Capital LLC, the aggregate undrawn amount (plus unpaid LC Disbursements) of all outstanding amount of Letters of Credit issued by such Issuing JPMorgan Chase Bank, N.A., Xxxxx Fargo Bank, N.A., PNC Bank, N.A., Bank of America, N.A. or ING Capital LLC does not exceed $30,000,000 in each case and (ii) (A) the aggregate amount of the Initial Revolving Credit Exposure shall not exceed the applicable aggregate amount set forth for of the Initial Revolving Credit Commitments then in effect, (B) the aggregate amount of the Additional Revolving Credit Exposure attributable to any Class of Additional Revolving Credit Commitments does not exceed the aggregate amount of the Additional Revolving Credit Commitments of such Issuing Bank Class then in the definition of “Issuing Bank” hereunder. For the avoidance of doubt, no Issuing Bank shall be obligated to issue an Alternate Currency effect and (C) if such Letter of Credit if has a term that extends beyond the Maturity Date applicable to the Revolving Credit Commitments of any Class, the aggregate amount of the LC Exposure attributable to Letters of Credit expiring after such Issuing Bank Maturity Date does not otherwise issue letters of credit in such Alternate Currency. Notwithstanding any other provision of this Agreement or any other Loan Document to exceed the contrary, no Issuing Bank shall be required to issue, amend, extend, renew or increase any Letter of Credit if such issuance, amendment, extension or increase would violate one or more aggregate amount of the applicable Issuing Bank’s policies (now or hereafter Revolving Credit Commitments then in effect) applicable effect that are scheduled to letters of creditremain in effect after such Maturity Date.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal (other than an automatic extension in accordance with paragraph (c) of this Section) or extension of an outstanding Letter of Credit), the applicable Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to the applicable Issuing Bank and the Administrative Agent (at least three Business Days in advance of the requested date of issuance, amendment or extension or such shorter period as the Administrative Agent and the applicable Issuing Bank in their sole discretion may agree) a notice substantially in the form of Exhibit C-3 requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended or extended, and specifying the date of issuance, amendment or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency (which may be Dollars or any an Alternate Currency) of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit constitutes a Standby Letter of Credit or a Trade Letter of Credit, the Class of Revolving Facility Commitments such Letter of Credit is to be issued under and such other information as shall be necessary to issue, amend or extend such Letter of Credit. If requested by the applicable Issuing Bank, the applicable Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended or extended only if (and upon issuance, amendment or extension of each Letter of Credit the applicable Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment or extension, extension (i) the Revolving Facility Credit Exposure shall not exceed the applicable Revolving Facility Commitments, (ii) the Revolving L/C Exposure shall not exceed the Letter of Credit Sublimit Sublimit, (ii) the Revolving Facility Credit Exposure shall not exceed the total Revolving Facility Commitments and (iii) the aggregate outstanding amount of Letters of Credit issued by such Issuing Bank shall not exceed the applicable amount set forth for such Issuing Bank in the definition of “Issuing Bank” hereunder. For the avoidance of doubt, no Issuing Bank shall be obligated to issue an Alternate Currency Letter of Credit if such Issuing Bank does not otherwise issue letters of credit in such Alternate Currency. Notwithstanding any other provision of this Agreement or any other Loan Document to the contrary, no Issuing Bank shall be required issued if, after giving effect thereto, the aggregate amount of Revolving L/C Exposure with respect to issue, amend, extend, renew or increase any Letter all Alternate Currency Letters of Credit if such issuance, amendment, extension or increase would violate one or more of the applicable Issuing Bank’s policies (now or hereafter in effect) applicable to letters of creditexceed $10.0 million.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal (other than an automatic extension in accordance with paragraph (c) of this Section) or extension of an outstanding Letter of Credit), the a Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to the applicable Issuing Bank and the Administrative Agent (at least three Business Days in advance of the requested date of issuance, amendment or extension or such shorter period as the Administrative Agent and the applicable Issuing Bank in their sole discretion may agree) a notice substantially in the form of Exhibit C-3 requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended or extended, and specifying the date of issuance, amendment or extension (which shall be a Business Day), the date on which such Letter of Credit is and, in the case of an Acceptance Credit, all Bankers’ Acceptances created thereunder are to expire (which shall comply with paragraph (c) of this Section), the amount and currency (which may be Dollars or any Alternate CurrencyEuros) of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit constitutes a Standby Letter of Credit or a Trade Letter of Credit, the Class of Revolving Facility Commitments such Letter of Credit is to be issued under thereof and such other information as shall be necessary to issue, amend or extend such Letter of Credit (including whether such Letter of Credit is an Acceptance Credit). If requested by the applicable Issuing Bank, the such Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended or extended only if (and upon issuance, amendment or extension of each Letter of Credit the such Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment or extensionextension (i) the Revolving L/C - BA Exposure shall not exceed the Letter of Credit Sublimit, (iii) the Revolving Facility Credit Exposure shall not exceed the applicable Revolving Facility Commitments, (ii) the Revolving L/C Exposure shall not exceed the Letter of Credit Sublimit Borrowing Base and (iii) the aggregate outstanding amount of Letters of Credit issued by such Issuing Bank shall not exceed the applicable amount set forth for such Issuing Bank in the definition case of “Issuing Bank” hereunder. For any Acceptance Credit, the avoidance creation of doubt, no Issuing Bank shall be obligated to issue an Alternate Currency Letter of Credit if such Issuing Bank does any related Bankers’ Acceptances would not otherwise issue letters of credit in such Alternate Currency. Notwithstanding any other provision of this Agreement or any other Loan Document to the contrary, no Issuing Bank shall be required to issue, amend, extend, renew or increase any Letter of Credit if such issuance, amendment, extension or increase would violate one or more of cause the applicable Issuing Bank’s policies (now or hereafter in effect) Bank to exceed the maximum amount of outstanding bankers’ acceptances permitted by applicable to letters of creditlaw.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal (other than an automatic extension in accordance with paragraph (c) of this SectionSection 2.05) or extension of an outstanding Letter of Credit), the Borrower Agent shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) , to the applicable Issuing Bank and the Administrative Agent (at least three Business Days in advance of the requested date of issuance, amendment or extension or such shorter period as the Administrative Agent and the applicable Issuing Bank in their sole discretion may agree) a notice substantially in the form of Exhibit C-3 requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended or extended, and specifying the date of issuance, amendment or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this SectionSection 2.05), the amount and currency (which may shall be Dollars or any Alternate CurrencyCanadian Dollars) of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit constitutes a Standby Letter of Credit or a Trade Letter of Credit, the Class of Revolving Facility Commitments such Letter of Credit is to be issued under and such other information as shall be necessary to issue, amend or extend such Letter of Credit. If requested by the applicable Issuing Bank, the Borrower Agent also shall submit a letter of credit application on such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended or extended only if (and upon issuance, amendment or extension of each Letter of Credit the Borrower Agent shall be deemed to represent and warrant that), after giving effect to such issuance, amendment or extension, (i) the aggregate Revolving Facility Credit Exposure of the applicable Class shall not exceed the applicable aggregate Revolving Facility Commitments, Commitments of such Class and (ii) the Revolving L/C Exposure shall not exceed the Letter of Credit Sublimit and (iii) Sublimit. No Issuing Bank shall be required to issue a Letter of Credit if the aggregate outstanding amount of Letters of Credit issued by such Issuing Bank shall not would exceed the applicable amount set forth for such Issuing Bank in the definition of “Issuing Bank” hereunder. For the avoidance of doubt, no Issuing Bank shall be obligated to issue an Alternate Currency its Letter of Credit if such Issuing Commitment; provided, that Bank does not otherwise issue letters of credit in such Alternate Currency. Notwithstanding any other provision America, N.A., as issuer of this Agreement or any other Loan Document to the contraryExisting Letters of Credit, no Issuing Bank shall be required to issue, amend, extend, renew or increase any agrees that the Existing Letters of Credit may exceed its Letter of Credit if such issuance, amendment, extension or increase would violate one or more of the applicable Issuing Bank’s policies (now or hereafter in effect) applicable to letters of creditCommitment.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit (other than an automatic extension in accordance with renewal permitted pursuant to paragraph (c) of this Section) or extension of an outstanding Letter of Credit)), the Borrower shall hand deliver or telecopy (or transmit send by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) Electronic Transmission to the applicable Issuing Bank and the Administrative Agent (at least three Business Days (or such shorter period as may be acceptable to the applicable Issuing Bank) in advance of the requested date of issuance, amendment amendment, renewal or extension extension) a notice in the form of Exhibit E or such shorter period other form as the Administrative Agent Borrower and the applicable Issuing Bank in their sole discretion may agree) a notice substantially in the form of Exhibit C-3 agree requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended amended, renewed or extended, and specifying the date of issuance, amendment amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the currency and amount and currency (which may be Dollars or any Alternate Currency) of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit constitutes a Standby Letter of Credit or a Trade Letter of Credit, the Class of Revolving Facility Commitments such Letter of Credit is to be issued under thereof and such other information as shall be necessary to issueprepare, amend amend, renew or extend such Letter of Credit. If requested by the applicable Issuing Bank, the Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended amended, renewed or extended only if (and upon issuance, amendment amendment, renewal or extension of each Letter of Credit the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment amendment, renewal or extension, extension (i) the Revolving Facility Credit LC Exposure shall not exceed the applicable Revolving Facility total Commitments, (ii) the sum of the total Revolving L/C Exposure Credit Exposures plus the aggregate principal amount of outstanding Competitive Loans shall not exceed the Letter of Credit Sublimit total Commitments and (iii) the aggregate outstanding amount portion of the LC Exposure attributable to Letters of Credit issued by such the applicable Issuing Bank shall not exceed the applicable amount set forth for LC Commitment of such Issuing Bank in the definition of “Issuing Bank” hereunder. For the avoidance of doubt, no Issuing Bank shall be obligated to issue an Alternate Currency Letter of Credit if such Issuing Bank does not otherwise issue letters of credit in such Alternate Currency. Notwithstanding any other provision of this Agreement or any other Loan Document to the contrary, no Issuing Bank shall be required to issue, amend, extend, renew or increase any Letter of Credit if such issuance, amendment, extension or increase would violate one or more of the applicable Issuing Bank’s policies (now or hereafter in effect) applicable to letters of credit.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal (other than an automatic extension in accordance with paragraph (c) of this Section) or extension of an outstanding Letter of Credit), the applicable Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to the applicable Issuing Bank and the Administrative Agent (at least three Business Days in advance of the requested date of issuance, amendment or extension or such shorter period as the Administrative Agent and the applicable Issuing Bank in their sole discretion may agree) a notice substantially in the form of Exhibit C-3 requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended or extended, and specifying the date of issuance, amendment or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency (which may be Dollars or any Alternate Currency) of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit constitutes a Standby Letter of Credit or a Trade Letter of Credit, the Class of Revolving Facility Commitments such Letter of Credit is to be issued under and such other information as shall be necessary to issue, amend or extend such Letter of Credit. If requested by the applicable Issuing Bank, the Borrower Borrowers also shall submit a letter of credit application on such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended or extended only if (and upon issuance, amendment or extension of each Letter of Credit the Borrower Borrowers shall be deemed to represent and warrant that), after giving effect to such issuance, amendment or extension, extension (i) the Revolving Facility Credit Exposure shall not exceed the applicable Revolving Facility Commitments, (ii) the Revolving L/C Exposure shall not exceed the Letter of Credit Sublimit and (iiiii) the aggregate outstanding amount of Letters of Revolving Facility Credit issued by such Issuing Bank Exposure shall not exceed the applicable amount set forth for such Issuing Bank in the definition of “Issuing Bank” hereunderRevolving Facility Commitments. For the avoidance of doubt, no Issuing Bank shall be obligated to issue an Alternate Currency Letter of Credit if such Issuing Bank does not otherwise issue letters of credit in such Alternate Currency. Notwithstanding any other provision of this Agreement or any other Loan Document to the contrary, no Issuing Bank shall be required to issue, amend, extend, renew or increase any Letter of Credit if such issuance, amendment, extension or increase would violate one or more of the applicable Issuing Bank’s policies (now or hereafter in effect) applicable to letters of credit.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal (other than an automatic extension in accordance with paragraph (c) of this Section) or extension of an outstanding Letter of Credit), the relevant Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable relevant Issuing Bank) to the applicable relevant Issuing Bank and the Administrative Agent (not later than 11:00 a.m. at least three two Business Days (or such later date and time as the Administrative Agent and such Issuing Bank may agree in advance a particular instance in their sole discretion) of the requested date of issuance, amendment amendment, renewal or extension or such shorter period as the Administrative Agent and the applicable Issuing Bank in their sole discretion may agreeextension) a notice substantially in the form of Exhibit C-3 requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended amended, renewed or extended, and specifying the date of issuance, amendment amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (cd) of this Section), the amount and currency (which may be Dollars or any Alternate Currency) of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit constitutes a Standby Letter of Credit or a Trade Letter of Credit, the Class of Revolving Facility Commitments such Letter of Credit is to be issued under thereof and such other information as shall be necessary to issueenable the relevant Issuing Bank to prepare, amend amend, renew or extend such Letter of Credit. If requested by the applicable relevant Issuing Bank, the such Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Unless the relevant Issuing Bank has received written notice from any Lender, the Administrative Agent or any Borrower, at least one Business Day prior to the requested date of issuance, amendment, renewal or extension of the applicable Letter of Credit, that one or more applicable conditions contained in Article IV shall not then be satisfied, then, subject to the terms and conditions hereof, such Issuing Bank shall, on the requested date, issue a Letter of Credit shall be issuedfor the account of the relevant Borrower or enter into the applicable amendment, amended or extended only if (and upon issuance, amendment or extension of each Letter of Credit the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment renewal or extension, (i) as the Revolving Facility Credit Exposure shall not exceed the applicable Revolving Facility Commitmentscase may be, (ii) the Revolving L/C Exposure shall not exceed the Letter of Credit Sublimit and (iii) the aggregate outstanding amount of Letters of Credit issued by in each case in accordance with such Issuing Bank shall not exceed the applicable amount set forth for such Issuing Bank in the definition Bank’s usual and customary business practices. Promptly after its delivery of “Issuing Bank” hereunder. For the avoidance of doubt, no Issuing Bank shall be obligated to issue an Alternate Currency Letter of Credit if such Issuing Bank does not otherwise issue letters of credit in such Alternate Currency. Notwithstanding any other provision of this Agreement or any other Loan Document to the contrary, no Issuing Bank shall be required to issue, amend, extend, renew or increase any Letter of Credit if such issuanceor any amendment to a Letter of Credit to an advising bank with respect thereto or to the beneficiary thereof, amendment, extension or increase would violate one or more of the applicable Issuing Bank’s policies (now Bank will also deliver to the relevant Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or hereafter in effect) applicable to letters of creditamendment.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit under the EDC LC Facility (or the amendment, renewal (other than an automatic extension in accordance with paragraph (c) of this Section) or extension of an outstanding Letter of CreditCredit under the EDC LC Facility), the Borrower Representative shall deliver by hand deliver or telecopy facsimile (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing BankAdministrative Agent) to the applicable Issuing Bank and the Administrative Agent (prior to 11:00 a.m., Chicago time, at least three Business Days in advance of prior to the requested date of issuance, amendment amendment, renewal or extension or such shorter period as the Administrative Agent and the applicable Issuing Bank in their sole discretion may agreeextension) a notice substantially in the form of Exhibit C-3 requesting the issuance of a Letter of CreditCredit under the EDC LC Facility, or identifying the Letter of Credit Credit, under the EDC LC Facility, to be amended amended, renewed or extended, and specifying the date of issuance, amendment amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency (which may be Dollars or any Alternate Currency) of such Letter of Credit, whether such Letter of Credit is to be issued for the account of a Canadian Loan Party or a U.S. Borrower, the currency in which such Letter of Credit will be denominated (which may be in: (x) dollars in the case of U.S. Letters of Credit and (y) dollars or Canadian Dollars in the case of Canadian Letters of Credit), the name and address of the beneficiary thereof, whether such Letter of Credit constitutes a Standby Letter of Credit or a Trade Letter of Credit, the Class of Revolving Facility Commitments such Letter of Credit is to be issued under thereof and such other information as shall be necessary to issueprepare, amend amend, renew or extend such Letter of Credit. If requested by the applicable Issuing BankAdministrative Agent, the applicable Borrower also shall submit a letter of credit application on such Issuing Bankthe Administrative Agent’s standard form in connection with any request for a Letter of CreditCredit under the EDC LC Facility. A Letter of Credit under the EDC LC Facility shall be issued, amended amended, renewed or extended only if (and upon issuance, amendment amendment, renewal or extension of each Letter of Credit under the Borrower EDC LC Facility the Borrowers shall be deemed to represent and warrant that), after giving effect to such issuance, amendment amendment, renewal or extension, extension (i) the Revolving Facility Credit EDC LC Exposure shall not exceed the applicable Revolving Facility Commitments$12,186,723, (ii) the Revolving L/C Exposure U.S. Availability shall not exceed the Letter of Credit Sublimit and be less than zero, (iii) the aggregate outstanding amount of Letters of Credit issued by such Issuing Bank Canadian Availability shall not exceed the applicable amount set forth for such Issuing Bank in the definition of “Issuing Bank” hereunder. For the avoidance of doubtbe less than zero, no Issuing Bank and (iv) Aggregate Availability shall not be obligated to issue an Alternate Currency Letter of Credit if such Issuing Bank does not otherwise issue letters of credit in such Alternate Currency. Notwithstanding any other provision of this Agreement or any other Loan Document to the contrary, no Issuing Bank shall be required to issue, amend, extend, renew or increase any Letter of Credit if such issuance, amendment, extension or increase would violate one or more of the applicable Issuing Bank’s policies (now or hereafter in effect) applicable to letters of creditless than zero.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal (other than an automatic extension in accordance with paragraph (c) of this Section) or extension of an outstanding Letter of Credit), the Borrower an Account Party shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to the applicable Issuing Bank and the Administrative Agent (at least three Business Days reasonably in advance of the requested date of issuance, amendment amendment, renewal or extension or such shorter period as the Administrative Agent and the applicable Issuing Bank in their sole discretion may agreeextension) a notice substantially in the form of Exhibit C-3 requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended amended, renewed or extended, and specifying the date of issuance, amendment amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency (which may be Dollars or any Alternate Currency) of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit constitutes a Standby Letter of Credit or a Trade Letter of Credit, the Class of Revolving Facility Commitments such Letter of Credit is to be issued under thereof and such other information as shall be necessary to issueprepare, amend amend, renew or extend such Letter of Credit. If requested by the applicable Issuing Bank, the Borrower such Account Party also shall submit a letter of credit application on such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended amended, renewed or extended only if (and upon issuance, amendment amendment, renewal or extension of each Letter of Credit the Borrower applicable Account Party shall be deemed to represent and warrant that), after giving effect to such issuance, amendment amendment, renewal or extension, (i) the Revolving Facility Credit LC Exposure shall not exceed the applicable Revolving Facility Commitments, $750,000,000 and (ii) the sum of the total Revolving L/C Exposure Credit Exposures shall not exceed the Letter Line Cap. Each Issuing Bank shall provide to the LC Agent and the Administrative Agent not later than 3:00 p.m. (or promptly thereafter, if unable to do so by 3:00 p.m.), New York City time, on the first Business Day of Credit Sublimit and each calendar week a report of such Issuing Bank setting forth (iiii) the aggregate outstanding amount of all Letters of Credit issued by such Issuing Bank shall not exceed that are outstanding as of 3:00 p.m. on the applicable last Business Day of the preceding calendar week, (ii) the average daily undrawn amount set forth for of all Letters of Credit issued by such Issuing Bank for each calendar day during the period since the last calendar day covered by the preceding weekly report (or, in the definition case of “the first weekly report, during the period from and including the Effective Date) and (iii) the aggregate amount of LC Disbursements made by such Issuing Bank” hereunderBank and not reimbursed as of the time of such report. For In addition to providing such weekly reports, each Issuing Bank shall, from time to time upon request of the avoidance LC Agent or the Administrative Agent, provide the LC Agent and the Administrative Agent with information of doubtthe type referred to in the immediately preceding sentence on a more frequent basis. The LC Agent shall provide to each Lender not later than 3:00 p.m. (or promptly thereafter, no if unable to do so by 3:00 p.m.), New York City time, on the first Business Day of each calendar month a report setting forth the aggregate amount of all Letters of Credit that are outstanding as of the date of the most recent weekly reports delivered by the Issuing Banks to the Administrative Agent pursuant to clause (i) of the immediately preceding paragraph. Neither the LC Agent nor the Administrative Agent nor any Issuing Bank shall be obligated have any duty or obligation at any time to issue an Alternate Currency monitor the LC Exposure relative to the total Commitments or the Borrowing Base and neither the LC Agent nor the Administrative Agent nor any Issuing Bank shall have any liability in respect of the issuance, amendment, renewal or extension of a Letter of Credit if such Issuing Bank does not otherwise issue letters of credit in such Alternate Currency. Notwithstanding any other provision of this Agreement or any other Loan Document to the contrary, no Issuing Bank shall be required to issue, amend, extend, renew or increase any Letter of Credit if extent that such issuance, amendment, renewal or extension or increase would violate one or more results in the total Revolving Credit Exposures exceeding the Line Cap. It shall be the responsibility of the applicable Issuing Bank’s policies (now Borrowers and the Account Parties to ensure that, after giving effect to the issuance, amendment, renewal or hereafter in effect) applicable to letters extension of crediteach Letter of Credit, the sum of the total Revolving Credit Exposures does not exceed the Line Cap.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal (other than an automatic extension in accordance with paragraph (c) of this Section) or extension of an outstanding Letter of Credit), the Borrower Agent shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable relevant Issuing Bank) to the applicable relevant Issuing Bank and the Administrative Agent (at least three Business Days reasonably in advance of the requested date of issuance, amendment amendment, renewal or extension or such shorter period as the Administrative Agent and the applicable Issuing Bank in their sole discretion may agreeextension) a notice substantially in the form of attached hereto as Exhibit C-3 B-3 requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended amended, renewed or extended, and specifying the date of issuance, amendment amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency (which may be Dollars or any Alternate Currency) of such Letter of Credit, the currency in which such Letter of Credit is to be denominated, the name and address of the beneficiary thereof, whether such Letter of Credit constitutes a Standby Letter of Credit or a Trade Letter of Credit, the Class of Revolving Facility Commitments such Letter of Credit is to be issued under thereof and such other information as shall be necessary to issueprepare, amend amend, renew or extend such Letter of Credit. The relevant Issuing Bank shall promptly notify the Administrative Agent of, and the Administrative Agent shall in turn promptly furnish to the Lenders notice of, any such issuance. If requested by the applicable relevant Issuing Bank, the applicable Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form in connection with any request for a Letter of Credit; provided that such letter of credit application shall not contain terms inconsistent with the terms of this Agreement and shall not impose any additional obligations, liabilities or Liens on any Loan Party during the term of this Agreement. A Letter of Credit shall be issued, amended amended, renewed or extended only if (and upon issuance, amendment amendment, renewal or extension of each Letter of Credit Credit, the applicable Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment amendment, renewal or extension, extension (i) the Revolving Facility Credit LC Exposure shall not exceed the applicable Revolving Facility CommitmentsLC Exposure Sublimit, (ii) unless otherwise agreed by the Revolving L/C relevant Issuing Bank in its sole discretion, the LC Exposure shall not exceed the Letter of Credit Sublimit and (iii) the aggregate outstanding amount of Letters of Credit issued by such each Issuing Bank shall not exceed the applicable amount set forth for such Issuing Bank in the definition of “Issuing Bank” hereunder. For the avoidance of doubt, no Issuing Bank shall be obligated to issue an Alternate Currency Letter of Credit if such Issuing Bank does not otherwise issue letters of credit in such Alternate Currency. Notwithstanding any other provision of this Agreement or any other Loan Document to the contrary, no Issuing Bank shall be required to issue, amend, extend, renew or increase any Letter of Credit if such issuance, amendment, extension or increase would violate one or more of the applicable Issuing Bank’s policies LC Commitment and (now or hereafter iii) subject to Section 2.04, the total Revolving Exposures shall not exceed the total Revolving Commitments. The Borrower Agent may, at any time and from time to time, reduce the LC Commitment of any Issuing Bank with the consent of such Issuing Bank; provided that the Borrower Agent shall not reduce the LC Commitment of any Issuing Bank if, after giving effect of such reduction, the conditions set forth in effectclauses (i) applicable to letters of creditthrough (iii) above shall not be satisfied.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal (other than an automatic extension in accordance with paragraph (c) of this Section) or extension of an outstanding Letter of CreditCredit (other than any automatic renewal permitted pursuant to paragraph (c) of this Section 2.04), the Borrower shall hand deliver or telecopy fax (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable such Issuing Bank) to the applicable Issuing Bank and the Administrative Agent (not later than 12:00 p.m. (New York City time) at least three (3) Business Days (or such later date and time as the Administrative Agent and such Issuing Bank may agree in a particular instance in their sole discretion) in advance of the requested date of issuance, amendment amendment, renewal or extension or such shorter period as the Administrative Agent and the applicable Issuing Bank in their sole discretion may agreeextension) a notice substantially in the form of Exhibit C-3 requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended amended, renewed or extended, and specifying the requested date of issuance, amendment amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this SectionSection 2.04), the amount and currency (which may be Dollars or any Alternate Currency) of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit constitutes a Standby Letter of Credit or a Trade Letter of Credit, the Class of Revolving Facility Commitments such Letter of Credit is to be issued under thereof and such other information as shall be necessary to issueenable the applicable Issuing Bank to prepare, amend amend, renew or extend such Letter of Credit. If requested by the applicable Issuing Bank, the Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended amended, renewed or extended only if (and upon issuance, amendment amendment, renewal or extension of each any Letter of Credit the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment amendment, renewal or extension, (i) the LC Exposure shall not exceed $50,000,000100,000,000 , (ii) the Aggregate Revolving Facility Credit Exposure shall not exceed the applicable Aggregate Revolving Facility Commitment and (iii) following the effectiveness of any Maturity Date Extension Request with respect to the Revolving Commitments, (ii) the Revolving L/C LC Exposure in respect of all Letters of Credit having an expiration date after the second Business Day prior to the Existing Maturity Date shall not exceed the Letter aggregate Revolving Commitments of Credit Sublimit and (iii) the aggregate outstanding amount of Letters of Credit issued by such Issuing Bank shall not exceed Consenting Lenders extended pursuant to Section 2.21. Notwithstanding the applicable amount set forth for such Issuing Bank in foregoing or anything else to the definition of “Issuing Bank” hereunder. For the avoidance of doubtcontrary contained herein, no Issuing Bank shall be obligated under any obligation to issue an Alternate Currency Letter of Credit if such Issuing Bank does not otherwise issue letters of credit in such Alternate Currency. Notwithstanding any other provision of this Agreement or any other Loan Document to the contrary, no Issuing Bank shall be required to issue, amend, extend, renew or increase any Letter of Credit if if: (A) any order, judgment or decree of any Governmental Authority or arbitrator shall by its terms purport to enjoin or restrain such issuanceIssuing Bank from issuing such Letter of Credit, amendmentor any law applicable to such Issuing Bank or any request or directive (whether or not having the force of law) from any Governmental Authority with jurisdiction over such Issuing Bank shall prohibit, extension or increase request that such Issuing Bank refrain from, the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon such Issuing Bank with respect to such Letter of Credit any restriction, reserve or capital requirement (for which such Issuing Bank is not otherwise compensated hereunder) not in effect on the Effective Date, or shall impose upon such Issuing Bank any unreimbursed loss, cost or expense which was not applicable on the Effective Date and which such Issuing Bank in good xxxxx xxxxx material to it or (B) the issuance of such Letter of Credit would violate one or more policies of the applicable such Issuing Bank’s policies (now or hereafter in effect) Bank applicable to letters of creditcredit generally.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal (other than an automatic extension in accordance with paragraph (c) of this Section) or extension of an outstanding Letter of Credit), the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to the applicable Issuing Bank selected by the Borrower to issue such Letter of Credit and to the Administrative Agent (at least three Business Days reasonably in advance of the requested date of issuance, amendment amendment, renewal or extension or such shorter period as the Administrative Agent and the applicable Issuing Bank extension, but in their sole discretion may agreeany event no less than three Business Days) a notice substantially in the form of Exhibit C-3 requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended amended, renewed or extended, and specifying the date of issuance, amendment amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency (which may be Dollars or any Alternate Currency) of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit constitutes a Standby Letter of Credit or a Trade Letter of Credit, the Class of Revolving Facility Commitments such Letter of Credit is to be issued under thereof and such other information as shall be necessary to issueprepare, amend amend, renew or extend such Letter of Credit. If requested In addition, as a condition to any such Letter of Credit issuance, to the extent required by the applicable Issuing Bank, the Borrower also shall submit have submitted a letter of credit application on using such Issuing Bank’s standard form in connection with any request for a and shall have submitted such information pertaining to such requested Letter of CreditCredit issuance (or amendment, renewal or extension) as such Issuing Bank may reasonably require; provided that in the event of any inconsistency between any such letter of credit application and the terms and conditions of this Agreement, the terms and conditions of this Agreement shall control. A Letter of Credit shall be issued, amended amended, renewed or extended only if (and upon issuance, amendment amendment, renewal or extension of each Letter of Credit the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment amendment, renewal or extension, extension (i) (x) the Revolving Facility aggregate undrawn amount of all outstanding Letters of Credit issued by any Issuing Bank at such time plus (y) the aggregate amount of all LC Disbursements made by such Issuing Bank that have not yet been reimbursed by or on behalf of the Borrower at such time shall not exceed its Letter of Credit Commitment (unless otherwise agreed by such Issuing Bank), (ii) the LC Exposure shall not exceed the applicable Revolving Facility total Letter of Credit Commitments, (iiiii) no Lender’s Outstanding Revolving Exposure shall exceed its Revolving Commitment and (iv) the aggregate Outstanding Revolving L/C Exposure Exposures of all Lenders shall not exceed the Total Revolving Commitment. The Borrower may, at any time and from time to time, reduce the Letter of Credit Sublimit and Commitment of any Issuing Bank with the consent of such Issuing Bank; provided that the Borrower shall not reduce the Letter of Credit Commitment of any Issuing Bank if, after giving effect of such reduction, the conditions set forth in clauses (i) through (iii) the aggregate outstanding amount of Letters of Credit issued by such Issuing Bank above shall not exceed the applicable amount set forth for such Issuing Bank in the definition of “Issuing Bank” hereunder. For the avoidance of doubt, no Issuing Bank shall be obligated to issue an Alternate Currency Letter of Credit if such Issuing Bank does not otherwise issue letters of credit in such Alternate Currency. Notwithstanding any other provision of this Agreement or any other Loan Document to the contrary, no Issuing Bank shall be required to issue, amend, extend, renew or increase any Letter of Credit if such issuance, amendment, extension or increase would violate one or more of the applicable Issuing Bank’s policies (now or hereafter in effect) applicable to letters of creditsatisfied.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal (other than an automatic extension in accordance with paragraph (c) of this Section) or extension of an outstanding Letter of Credit), the applicable Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to the applicable Issuing Bank and the Administrative Agent Agent, (x) in the case of any Letter of Credit requested in US Dollars or Canadian Dollars, at least three Business Days in advance of the requested date of issuance, amendment or extension issuance (or such shorter period as the Administrative Agent and is acceptable to the applicable Issuing Bank or, in their sole discretion may agreethe case of any issuance to be made on the Closing Date, one Business Day prior to the Closing Date) and (y) in the case of any Letter of Credit requested in any other currency, at least five Business Days in advance of the requested date of issuance (or such shorter period as is acceptable to the applicable Issuing Bank), a notice substantially request to issue a Letter of Credit, which shall specify that it is being issued under this Agreement, in the form of Exhibit C-3 requesting B-2 attached hereto (the issuance “Letter of Credit Request”). To request an amendment, extension or renewal of an outstanding Letter of Credit, (other than any automatic extension of a Letter of CreditCredit permitted under Section 2.05(c)) the applicable Borrower shall submit such a request to the applicable Issuing Bank (with a copy to the Administrative Agent) at least three Business Days in advance of the requested date of amendment, extension or renewal (or such shorter period as is acceptable to the applicable Issuing Bank), identifying the Letter of Credit to be amended amended, extended or extendedrenewed, and specifying the proposed date of issuance, amendment or extension (which shall be a Business Day)) and other details of the amendment, extension or renewal. Requests for the date on which such issuance, amendment, extension or renewal of any Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency (which may must be Dollars or any Alternate Currency) of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit constitutes a Standby Letter of Credit or a Trade Letter of Credit, the Class of Revolving Facility Commitments such Letter of Credit is to be issued under and accompanied by such other information as shall be necessary reasonably requested by the applicable Issuing Bank to issue, amend amend, extend or extend renew such Letter of Credit. If requested by the applicable Issuing Bank, the applicable Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form in connection with any request for a Letter of Credit. In the event of any inconsistency between the terms and conditions of this Agreement and the terms and conditions of any form of letter of credit application or other agreement submitted by any Borrower to, or entered into by any Borrower with, the applicable Issuing Bank relating to any Letter of Credit, the terms and conditions of this Agreement shall control. No Letter of Credit, letter of credit application or other document entered into by any Borrower with the applicable Issuing Bank relating to any Letter of Credit shall contain any representations or warranties, covenants or events of default not set forth in this Agreement (and to the extent inconsistent herewith shall be rendered null and void), and all representations and warranties, covenants and events of default set forth therein shall contain standards, qualifications, thresholds and exceptions for materiality or otherwise consistent with those set forth in this Agreement (and, to the extent inconsistent herewith, shall be deemed to automatically incorporate the applicable standards, qualifications, thresholds and exceptions set forth herein without action by any Person). A Letter of Credit shall may be issued, amended amended, extended or extended renewed only if (and upon on the issuance, amendment amendment, extension or extension renewal of each Letter of Credit the applicable Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment amendment, extension, or extensionrenewal, (i) in the Revolving Facility Credit case of a US Letter of Credit, the US LC Exposure shall does not exceed the applicable Revolving Facility CommitmentsUS Letter of Credit Sublimit, (ii) in the Revolving L/C case of a Canadian Letter of Credit, the Canadian LC Exposure shall does not exceed the Canadian Letter of Credit Sublimit and Sublimit, (iii) the sum of (x) the aggregate outstanding principal amount of all Revolving Loans plus (y) the aggregate amount of all LC Obligations would not exceed the Aggregate Commitment, (iv) the sum of (x) the aggregate outstanding principal amount of all Revolving Loans made to the US Borrower plus (y) the aggregate amount of all LC Obligations in respect of US Letters of Credit issued by such Issuing Bank shall would not exceed the applicable US Line Cap and (v) the sum of (x) the aggregate outstanding principal amount set forth for such Issuing Bank of all Revolving Loans made to the Canadian Borrower plus (y) the aggregate amount of all LC Obligations in the definition respect of “Issuing Bank” hereunder. For the avoidance of doubt, no Issuing Bank shall be obligated to issue an Alternate Currency Letter Canadian Letters of Credit if such Issuing Bank does would not otherwise issue letters exceed the Canadian Line Cap. Promptly after the delivery of credit in such Alternate Currency. Notwithstanding any other provision of this Agreement or any other Loan Document to the contrary, no Issuing Bank shall be required to issue, amend, extend, renew or increase any Letter of Credit if such issuanceor any amendment to a Letter of Credit to an advising bank with respect thereto or to the beneficiary thereof, amendment, extension or increase would violate one or more of the applicable Issuing Bank’s policies (now Bank will also deliver to the applicable Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or hereafter in effect) applicable to letters of creditamendment.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal (other than an automatic extension in accordance with paragraph (c) of this Section) or extension of an outstanding Letter of Credit), the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to the applicable Issuing Bank and the Administrative Agent (at least three Business Days in advance of the requested date of issuance, amendment or extension or such shorter period as the Administrative Agent and the applicable Issuing Bank in their sole discretion may agree) a notice substantially in the form of Exhibit C-3 requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended or extended, and specifying the date of issuance, amendment or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency (which may be Dollars or any Alternate Currency) of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter letter of Credit credit constitutes a Standby Letter of Credit or a Trade Letter of Credit, the Class of Revolving Facility Commitments such Letter of Credit is to be issued under and such other information as shall be necessary to issue, amend or extend such Letter of Credit. If requested by the applicable Issuing Bank, the Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended or extended only if (and upon issuance, amendment or extension of each Letter of Credit Credit, the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment or extension, extension (i) the Revolving Facility Credit Exposure shall not exceed the applicable Revolving Facility Commitments, (ii) the total Revolving L/C Exposure shall not exceed the Letter of Credit Sublimit Sublimit, and (iii) the aggregate outstanding amount of Revolving L/C Exposure with respect to all Letters of Credit issued by such Issuing Bank shall not exceed the applicable amount set forth for such Issuing Bank Bank’s Letter of Credit Commitment, (ii) the total Cash Flow Revolving Facility Credit Exposure shall not exceed the total Cash Flow Revolving Facility Commitments and (iii) in the definition case of “Issuing Bank” hereunder. For the avoidance of doubt, no Issuing Bank shall be obligated to issue an Alternate Currency Letter of Credit, the total Revolving L/C Exposure with respect to all Alternate Currency Letters of Credit if such Issuing Bank does not otherwise issue letters of credit in such Alternate Currencywould exceed $20.0 million. Notwithstanding any other provision of this Agreement or any other Loan Document Anything herein to the contrarycontrary notwithstanding, no Issuing Bank Credit Suisse shall not be required to issue, amend, extend, renew or increase issue any Trade Letter of Credit if such issuance, amendment, extension or increase would violate one or more of the applicable Issuing Bank’s policies (now or hereafter in effect) applicable to letters of credithereunder without its consent.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal (other than an automatic extension in accordance with paragraph (c) of this Section) or extension of an outstanding Letter of Credit), the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing BankLetter of Credit Issuer) to the applicable Issuing Bank Letter of Credit Issuer and the Administrative Agent (at least three Business Days in advance of the requested date of issuance, amendment or extension or such shorter period as the Administrative Agent and the applicable Issuing Bank Letter of Credit Issuer in their sole discretion may agree) a notice substantially in the form of Exhibit C-3 requesting the issuance of a Letter of Credit, or Credit Request identifying the Letter of Credit to be amended or extended, and specifying the date of issuance, amendment or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency (which may be Dollars or any an Alternate Currency) of such Letter of Credit, the name and address of the beneficiary thereof, thereof and whether such Letter of Credit constitutes a Standby Letter of Credit or a Trade Letter of Credit. If requested by the applicable Letter of Credit Issuer, the Class Borrower also shall submit (i) a letter of Revolving Facility Commitments credit application on such Letter of Credit is to be issued under Issuer’s standard form in connection with any request for a Letter of Credit and (ii) such other information as shall be necessary to issue, amend or extend such Letter of Credit. If requested by the applicable Issuing Bank, the Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended or extended only if (and upon issuance, amendment or extension of each Letter of Credit the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment or extension, extension (i) the Revolving Facility Credit Exposure shall not exceed the applicable Revolving Facility Commitments, (ii) the Revolving L/C Exposure shall not exceed the Letter of Credit Sublimit Sublimit, (ii) the issuance of the Letter of Credit will not result in (A) with respect to any Letter of Credit requested by any U.S. Borrower, clauses (a) and (b) of the Availability Conditions not being met or (B) with respect to any Letter of Credit issued by any U.K. Borrower, clauses (a) and (c) of the Availability Conditions not being met, and (iii) the aggregate outstanding amount of Letters of Credit issued by such Issuing Bank shall not exceed the applicable amount set forth for such Issuing Bank in the definition of “Issuing Bank” hereunder. For the avoidance of doubt, no Issuing Bank shall be obligated to issue an Alternate Currency Letter of Credit if such Issuing Bank does not otherwise issue letters of credit in such Alternate Currency. Notwithstanding any other provision of this Agreement or any other Loan Document to the contrary, no Issuing Bank shall be required issued if, after giving effect thereto, the aggregate amount of L/C Exposure with respect to issue, amend, extend, renew or increase any Letter all Alternate Currency Letters of Credit if such issuance, amendment, extension or increase would violate one or more of the applicable Issuing Bank’s policies (now or hereafter in effect) applicable to letters of creditexceed $30,000,000.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal (other than an automatic extension in accordance with paragraph (c) of this Section) or extension of an outstanding Letter of Credit), the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to the applicable Issuing Bank and the Administrative Agent (at least three Business Days in advance of the requested date of issuance, amendment or extension or such shorter period as the Administrative Agent and the applicable Issuing Bank in their sole discretion may agree) a notice substantially in the form of Exhibit C-3 requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended or extended, and specifying the date of issuance, amendment or extension (which shall be a Business Day), the date on which such Letter of Credit is (and, in the case of an Acceptance Credit, all Bankers’ Acceptances created thereunder is) to expire (which shall comply with paragraph (c) of this Section), the amount and currency (which may be Dollars or any an Alternate Currency) of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter letter of Credit credit or bank guarantee constitutes a Standby Letter of Credit or a Trade Letter of Credit, the Class of Revolving Facility Commitments such Letter of Credit is to be issued under and such other information as shall be necessary to issue, amend or extend such Letter of Credit (including whether such Letter of Credit is an Acceptance Credit). If requested by the applicable Issuing Bank, the Borrower also shall submit a letter of credit or bank guarantee application on such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended or extended only if (and upon issuance, amendment or extension of each Letter of Credit the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment or extension, extension (i) the Revolving Facility Credit Exposure shall not exceed the applicable Revolving Facility Commitments, (ii) the Revolving L/C Exposure shall not exceed the Letter of Credit Sublimit and Sublimit, (iiiii) the aggregate outstanding amount of Letters of Revolving Facility Credit issued by such Issuing Bank Exposure shall not exceed the applicable amount set forth for such Issuing Bank total Revolving Facility Commitments, (iii) all conditions precedent in Section 4.01 have been satisfied (or waived by the Revolving Facility Lenders with Revolving Facility Credit Exposure representing greater than 50% of the total Revolving Facility Credit Exposure) and (iv) in the definition case of “Issuing Bank” hereunder. For any Acceptance Credit, the avoidance creation of doubt, no Issuing Bank shall be obligated to issue an Alternate Currency Letter of Credit if such Issuing Bank does any related Bankers’ Acceptances would not otherwise issue letters of credit in such Alternate Currency. Notwithstanding any other provision of this Agreement or any other Loan Document to the contrary, no Issuing Bank shall be required to issue, amend, extend, renew or increase any Letter of Credit if such issuance, amendment, extension or increase would violate one or more of cause the applicable Issuing Bank’s policies (now or hereafter in effect) Bank to exceed the maximum amount of outstanding bankers’ acceptances permitted by applicable to letters of creditlaw).

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal (other than an automatic extension in accordance with paragraph (c) of this Section) or extension of an outstanding Letter of Credit), the Borrower Representative US shall hand deliver or telecopy facsimile (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to the applicable Issuing Bank and the Administrative Agent (prior to 9:00 am, Chicago time, at least three (3) Business Days in advance of prior to the requested date of issuance, amendment amendment, renewal or extension extension, or such shorter period of time as may be agreed to by the Administrative Agent and the applicable Issuing Bank in their sole discretion may agreeBank) a notice substantially in the form of Exhibit C-3 requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended amended, renewed or extended, and specifying the date of issuance, amendment amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this SectionSection 2.6(c)), the amount and currency (which may be Dollars or any Alternate Currency) of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit constitutes a Standby Letter of Credit or a Trade Letter of Credit, the Class of Revolving Facility Commitments such Letter of Credit is to be issued under thereof and such other information as shall be necessary to issueprepare, amend amend, renew or extend such Letter of Credit. If requested by the applicable Issuing Bank, the requesting US Borrower also shall submit a letter of credit application on such the Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended amended, renewed or extended only if (and upon issuance, amendment amendment, renewal or extension of each Letter of Credit the each US Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment amendment, renewal or extension, extension (i) the Revolving Facility Credit LC Exposure shall not exceed the applicable Revolving Facility Commitments, $50,000,000 and (ii) the total US Revolving L/C Exposure Exposures shall not exceed the Letter of Credit Sublimit and (iiiA) the aggregate outstanding amount of Letters of Credit issued by such Issuing Bank shall not exceed the applicable amount set forth for such Issuing Bank in the definition of “Issuing Bank” hereunder. For the avoidance of doubt, no Issuing Bank shall be obligated to issue an Alternate Currency Letter of Credit if such Issuing Bank does not otherwise issue letters of credit in such Alternate Currency. Notwithstanding any other provision of this Agreement or any other Loan Document to the contrary, no Issuing Bank shall be required to issue, amend, extend, renew or increase any Letter of Credit if such issuance, amendment, extension or increase would violate one or more lesser of the applicable Issuing Bank’s policies total US Revolving Commitments and the US Borrowing Base, minus (now or hereafter in effectB) applicable to letters of creditthe Commitment Reserves, minus (C) the Availability Block.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal (other than an automatic extension in accordance with paragraph (c) of this Section) or extension of an outstanding Letter of Credit), the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to the applicable an Issuing Bank and the Administrative Senior Facility Agent (not later than 12:00 noon, New York City time at least three one (1) Business Days in advance of Day prior to the requested date of issuance, amendment amendment, renewal or extension or such shorter period as the Administrative Agent and the applicable Issuing Bank in their sole discretion may agreeextension) a notice substantially in the form of Exhibit C-3 an executed Issuance Notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended amended, renewed or extended, and specifying the date of issuanceissuance (which shall be a Business Day, amendment but in no event later than the date that occurs five Business Days prior to the Maturity Date), amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (ce) of this Section), the amount and currency (which may be Dollars or any Alternate Currency) of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit constitutes a Standby Letter of Credit or a Trade Letter of Credit, the Class of Revolving Facility Commitments such Letter of Credit is to be issued under thereof and such other information as shall be necessary to issueprepare, amend amend, renew or extend such Letter of Credit. If requested by the applicable such Issuing Bank, the Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended amended, renewed or extended only if (and upon issuance, amendment amendment, renewal or extension of each Letter of Credit the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment amendment, renewal or extension, (i) the Revolving Facility Credit Exposure shall not exceed the applicable Revolving Facility Commitments, (ii) the Revolving L/C Exposure shall not exceed the Letter of Credit Sublimit and (iii) the aggregate outstanding amount of Letters of Credit issued by such the relevant Issuing Bank shall not exceed the applicable amount set forth for such Issuing Bank in the definition of “Issuing Bank” hereunder. For the avoidance of doubt, no Issuing Bank shall be obligated to issue an Alternate Currency ’s Letter of Credit if such Issuing Bank does not otherwise issue letters of credit in such Alternate Currency. Notwithstanding any other provision of this Agreement or any other Loan Document to Revolving Commitment and (ii) the contrary, no Issuing Bank shall be required to issue, amend, extend, renew or increase any Letter of Credit if such issuance, amendment, extension or increase would violate one or more sum of the applicable Issuing Bank’s policies (now or hereafter in effect) applicable to letters of credittotal Revolving Credit Exposures shall not exceed the total Revolving Commitments.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal (other than an automatic extension in accordance with paragraph (c) of this Section) or extension of an outstanding Letter of Credit), the a Revolving Facility Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to the applicable Issuing Bank and the Administrative Agent (at least three Business Days in advance of the requested date of issuance, amendment or extension or such shorter period as the Administrative Agent and the applicable Issuing Bank in their sole discretion may agree) a notice substantially in the form of Exhibit C-3 requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended or extended, and specifying the date of issuance, amendment or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency (which may be Dollars or any Alternate Currency) of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit constitutes a Standby Letter of Credit or a Trade Letter of Credit, the Class of Revolving Facility Commitments such Letter of Credit is to be issued under and such other information as shall be necessary to issue, amend or extend such Letter of Credit. If requested by the applicable Issuing Bank, the such Revolving Facility Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended or extended only if (and upon issuance, amendment or extension of each Letter of Credit Credit, the applicable Revolving Facility Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment or extension, extension (i) the Revolving L/C Exposure shall not exceed the Letter of Credit Sublimit, and (ii) the Revolving Facility Credit Exposure shall not exceed the applicable Revolving Facility Commitments, (iiiii) the Revolving L/C Exposure shall not exceed the Letter of Credit Sublimit and (iii) the aggregate outstanding amount in respect of Letters of Credit issued by such Issuing Bank shall not exceed the applicable amount set forth for Letter of Credit Commitment of such Issuing Bank in and (iv) with respect to each Revolving Facility Lender, the definition sum of “Issuing Bank” hereunder(x) the aggregate principal amount such Lender’s Revolving Facility Loans of such Class outstanding at such time plus (B) the Swingline Exposure of such Lender applicable to such Class at such time plus (C) such Lender’s Revolving Facility Percentage of the Revolving L/C Exposure applicable to such Class then outstanding shall not exceed such Lender’s Revolving Facility Commitment of such Class. For the avoidance of doubt, no Issuing Bank shall be obligated to issue an Alternate Currency Letter of Credit if such Issuing Bank does not otherwise issue letters of credit in such Alternate Currency. Notwithstanding any other provision of this Agreement or any other Loan Document anything to the contrarycontrary set forth herein, no Issuing Bank shall be required to issue, amend, extend, renew or increase issue any Letter of Credit if the issuance of such issuance, amendment, extension or increase Letter of Credit would violate one or more policies of the applicable such Issuing Bank’s policies (now or hereafter in effect) Bank applicable to letters of credit.”

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal (other than an automatic extension in accordance with paragraph (c) of this Section) or extension of an outstanding Letter of Credit), the Borrower Representative shall deliver by hand deliver or telecopy facsimile (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing BankBank and the Administrative Agent) to the applicable Issuing Bank and the Administrative Agent (prior to 10:00 a.m., Chicago time, at least three (3) Business Days in advance of prior to the requested date of issuance, amendment amendment, renewal or extension (or such shorter period later time or date as to which the Administrative Agent and the applicable relevant Issuing Bank in their sole discretion may agree)) a notice substantially in the form of Exhibit C-3 requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended amended, renewed or extended, and specifying the date of issuance, amendment amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency (which may be Dollars or any Alternate Currency) of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit constitutes a Standby Letter of Credit or a Trade Letter of Credit, the Class of Revolving Facility Commitments such Letter of Credit is to be issued under thereof and such other information as shall be necessary to issueprepare, amend amend, renew or extend such Letter of Credit. If requested by the applicable Issuing Bank, the applicable Borrower also shall submit a letter of credit application on such the Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended amended, renewed or extended only if (and upon issuance, amendment amendment, renewal or extension of each Letter of Credit the Borrower Borrowers shall be deemed to represent and warrant that), after giving effect to such issuance, amendment amendment, renewal or extension, extension (i) the Revolving Facility Credit [aggregate]Aggregate LC Exposure shall not exceed the applicable Revolving Facility Commitments$15,000,000, and (ii) the Borrowers are in compliance with each of the Revolving L/C Exposure shall not exceed Limitations. Notwithstanding the Letter of Credit Sublimit and (iii) foregoing or anything to the aggregate outstanding amount of Letters of Credit issued by such Issuing Bank shall not exceed the applicable amount set forth for such Issuing Bank in the definition of “Issuing Bank” hereunder. For the avoidance of doubtcontrary contained herein, no Issuing Bank shall be obligated to issue an Alternate Currency Letter of Credit if such Issuing Bank does not otherwise issue letters of credit in such Alternate Currency. Notwithstanding any other provision of this Agreement or any other Loan Document to the contrary, no Issuing Bank shall be required to issue, amend, extend, renew or increase modify any Letter of Credit if if, immediately after giving effect thereto, the outstanding LC Exposure in respect of all Letters of Credit issued by such issuance, amendment, extension or increase Person and its Affiliates would violate one or more of the applicable exceed such Issuing Bank’s policies Issuing Bank Sublimit. Without limiting the foregoing and without affecting the limitations contained herein, it is understood and agreed that the Borrower Representative may from time to time request that an Issuing Bank issue Letters of Credit in excess of its individual Issuing Bank Sublimit in effect at the time of such request, and each Issuing Bank agrees to consider any such request in good faith. Any Letter of Credit so issued by an Issuing Bank in excess of its individual Issuing Bank Sublimit then in effect shall nonetheless constitute a Letter of Credit for all purposes of this Agreement, and shall not affect the Issuing Bank Sublimit of any other Issuing Bank, subject to the limitations on the [aggregate]Aggregate LC Exposure set forth in clause (now or hereafter in effecti) applicable to letters of creditthis Section 2.06(b).

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal (other than an automatic extension in accordance with paragraph (c) of this Section) or extension of an outstanding any Letter of Credit), the Administrative Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to the applicable Issuing Bank and the Administrative Agent (Agent, at least three Business Days in advance of the requested date of issuance, amendment or extension issuance (or such shorter period as the Administrative Agent and is acceptable to the applicable Issuing Bank in their sole discretion may agree) a notice substantially or, in the form case of Exhibit C-3 requesting any issuance to be made on the issuance Closing Date, one Business Day prior to the Closing Date), a Letter of Credit Request. To request an amendment, extension or renewal of an outstanding Letter of Credit (other than any automatic extension of a Letter of CreditCredit permitted under Section 2.05(c)) the Administrative Borrower shall submit a Letter of Credit Request to the applicable Issuing Bank selected by the Administrative Borrower (with a copy to the Administrative Agent) at least three Business Days in advance of the requested date of amendment, extension or renewal (or such shorter period as is acceptable to the applicable Issuing Bank), identifying the Letter of Credit to be amended amended, extended or extendedrenewed, and specifying the proposed date of issuance, amendment or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency (which may be Dollars or any Alternate Currency) of such Letter of Credit, the name and address other details of the beneficiary thereofamendment, whether such Letter of Credit constitutes a Standby Letter of Credit extension or a Trade Letter of Credit, the Class of Revolving Facility Commitments such Letter of Credit is to be issued under and such other information as shall be necessary to issue, amend or extend such Letter of Creditrenewal. If requested by the applicable Issuing BankBank in connection with any request for any Letter of Credit, the Administrative Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form. In the event of any inconsistency between the terms and conditions of this Agreement and the terms and conditions of any form in connection with of letter of credit application or other agreement submitted by the Administrative Borrower to, or entered into by the Administrative Borrower with, the applicable Issuing Bank relating to any request for a Letter of Credit, the terms and conditions of this Agreement shall control. A No Letter of Credit, letter of credit application or other document entered into by any Borrower with any Issuing Bank relating to any Letter of Credit shall contain any 80 representation or warranty, covenant or event of default not set forth in this Agreement (and to the extent inconsistent herewith shall be rendered null and void (or reformed automatically without further action by any Person to conform to the terms of this Agreement), and all representations and warranties, covenants and events of default set forth therein shall contain standards, qualifications, thresholds and exceptions for materiality or otherwise consistent with those set forth in this Agreement (and, to the extent inconsistent herewith, shall be deemed to automatically incorporate the applicable standards, qualifications, thresholds and exceptions set forth herein without action by any Person). No Letter of Credit may be issued, amended amended, extended or extended only if renewed unless (and upon on the issuance, amendment amendment, extension or extension renewal of each Letter of Credit the Administrative Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment or amendment, extension, or renewal (i) the Revolving Facility Credit Exposure shall not exceed the applicable Revolving Facility Commitments, (iiA) the Revolving L/C LC Exposure shall does not exceed the Letter of Credit Sublimit and (iiitaking the Dollar Equivalent of the amount of any Letter of Credit denominated in an Alternate Currency), (B) with respect to any Letter of Credit to be issued by JPMorgan Chase Bank, N.A., Xxxxx Fargo Bank, N.A., PNC Bank, N.A., Bank of America, N.A. or ING Capital LLC, the aggregate undrawn amount (plus unpaid LC Disbursements) of all outstanding amount of Letters of Credit issued by such Issuing JPMorgan Chase Bank, N.A., Xxxxx Fargo Bank, N.A., PNC Bank, N.A., Bank of America, N.A. or ING Capital LLC does not exceed $30,000,000 in each case and (ii) (A) the aggregate amount of the Initial Revolving Credit Exposure shall not exceed the applicable aggregate amount set forth for of the Initial Revolving Credit Commitments then in effect, (B) the aggregate amount of the Additional Revolving Credit Exposure attributable to any Class of Additional Revolving Credit Commitments does not exceed the aggregate amount of the Additional Revolving Credit Commitments of such Issuing Bank Class then in the definition of “Issuing Bank” hereunder. For the avoidance of doubt, no Issuing Bank shall be obligated to issue an Alternate Currency effect and (C) if such Letter of Credit if has a term that extends beyond the Maturity Date applicable to the Revolving Credit Commitments of any Class, the aggregate amount of the LC Exposure attributable to Letters of Credit expiring after such Issuing Bank Maturity Date does not otherwise issue letters of credit in such Alternate Currency. Notwithstanding any other provision of this Agreement or any other Loan Document to exceed the contrary, no Issuing Bank shall be required to issue, amend, extend, renew or increase any Letter of Credit if such issuance, amendment, extension or increase would violate one or more aggregate amount of the applicable Issuing Bank’s policies (now or hereafter Revolving Credit Commitments then in effect) applicable effect that are scheduled to letters of creditremain in effect after such Maturity Date.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal (other than an automatic extension in accordance with paragraph (c) of this SectionSection 2.05) or extension of an outstanding Letter of Credit), the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to the applicable Issuing Bank and the Administrative Agent (at least three Business Days in advance of the requested date of issuance, amendment or extension or such shorter period as the Administrative Agent and the applicable Issuing Bank in their sole discretion may agree) a notice substantially in the form of Exhibit C-3 requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended or extended, and specifying the date of issuance, amendment or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this SectionSection 2.05), the amount and currency (which may be Dollars or any Alternate Currency) of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter letter of Credit credit or bank guarantee constitutes a Standby Letter of Credit or a Trade Letter of Credit, the Class of Revolving Facility Commitments such Letter of Credit is to be issued under and such other information as shall be necessary to issue, amend or extend such Letter of Credit. If requested by the applicable Issuing Bank, the Borrower also shall submit a letter of credit or bank guarantee application on such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended or extended only if (and upon issuance, amendment or extension of each Letter of Credit the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment or extension, extension (i) the Revolving Facility Credit Exposure shall not exceed the applicable Revolving Facility Commitments, (ii) the Revolving L/C Exposure shall not exceed the Letter of Credit Sublimit Sublimit, (ii) the Revolving Facility Credit Exposure shall not exceed the total Revolving Facility Commitments and (iii) all conditions precedent in Section 4.01 have been satisfied (or waived by the aggregate outstanding amount of Letters of Revolving Facility Lenders with Revolving Facility Credit issued by such Issuing Bank shall not exceed the applicable amount set forth for such Issuing Bank in the definition of “Issuing Bank” hereunder. For the avoidance of doubt, no Issuing Bank shall be obligated to issue an Alternate Currency Letter of Credit if such Issuing Bank does not otherwise issue letters of credit in such Alternate Currency. Notwithstanding any other provision of this Agreement or any other Loan Document to the contrary, no Issuing Bank shall be required to issue, amend, extend, renew or increase any Letter of Credit if such issuance, amendment, extension or increase would violate one or more Exposure representing greater than 50% of the applicable Issuing Bank’s policies (now or hereafter in effect) applicable to letters of credittotal Revolving Facility Credit Exposure).

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal (other than an automatic extension in accordance with paragraph (c) of this Section) or extension of an outstanding Letter of Credit), the a Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to the applicable Issuing Bank and the Administrative Agent (at least three Business Days in advance of the requested date of issuance, amendment or extension or such shorter period as the Administrative Agent and the applicable Issuing Bank in their sole discretion may agree) a notice substantially in the form of Exhibit C-3 requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended or extended, and specifying the date of issuance, amendment or extension (which shall be a Business Day), the date on which such Letter of Credit is and, in the case of an Acceptance Credit, all Bankers’ Acceptances created thereunder are to expire (which shall comply with paragraph (c) of this Section), the amount and currency (which may be Dollars or any an Alternate Currency) of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit constitutes a Standby Letter of Credit or a Trade Letter of Credit, the Class of Revolving Facility Commitments such Letter of Credit is to be issued under thereof and such other information as shall be necessary to issue, amend or extend such Letter of Credit (including whether such Letter of Credit is an Acceptance Credit). If requested by the applicable Issuing Bank, the such Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended or extended only if (and upon issuance, amendment or extension of each Letter of Credit the such Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment or extensionextension (i) the Revolving L/C – BA Exposure shall not exceed the Letter of Credit Sublimit, (iii) the Revolving Facility Credit Exposure shall not exceed the applicable Revolving Facility Commitments, (ii) the Revolving L/C Exposure shall not exceed the Letter of Credit Sublimit Borrowing Base and (iii) the aggregate outstanding amount of Letters of Credit issued by such Issuing Bank shall not exceed the applicable amount set forth for such Issuing Bank in the definition case of “Issuing Bank” hereunder. For any Acceptance Credit, the avoidance creation of doubt, no Issuing Bank shall be obligated to issue an Alternate Currency Letter of Credit if such Issuing Bank does any related Bankers’ Acceptances would not otherwise issue letters of credit in such Alternate Currency. Notwithstanding any other provision of this Agreement or any other Loan Document to the contrary, no Issuing Bank shall be required to issue, amend, extend, renew or increase any Letter of Credit if such issuance, amendment, extension or increase would violate one or more of cause the applicable Issuing Bank’s policies (now or hereafter in effect) Bank to exceed the maximum amount of outstanding bankers’ acceptances permitted by applicable to letters of credit.law. NYDOCS01/1270096.12 Xxxxx – A&R Revolving Credit Agreement

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal (other than an automatic extension in accordance with paragraph (c) of this Section) or extension of an outstanding Letter of Credit), the Lux Borrower or any Additional Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to the applicable Issuing Bank and the Administrative Agent (at least three Business Days in advance of the requested date of issuance, amendment or extension or such shorter period as the Administrative Agent and the applicable Issuing Bank in their sole discretion may agree) a notice substantially in the form of Exhibit C-3 D-3 requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended or extended, and specifying the date of issuance, amendment or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency (which may shall be Dollars or any Alternate an Agreed Currency) of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit constitutes a Standby Letter of Credit or a Trade Letter of Credit, the Class of Revolving Facility Commitments such Letter of Credit is to be issued under and such other information as shall be necessary to issue, amend or extend such Letter of Credit. If requested by the applicable Issuing Bank, the Lux Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form and related documents in connection with any request for a Letter of CreditCredit and in connection with any request for a Letter of Credit to be amended, renewed, modified or extended. A Letter of Credit shall be issued, amended or extended only if (and upon issuance, amendment or extension of each Letter of Credit the each Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment or extension, (ix) the Dollar Equivalent of the Revolving L/C Exposure shall not exceed $50,000,000, (y) the Dollar Equivalent of the Revolving Facility Credit Exposure shall not exceed the applicable Revolving Facility Commitments, Commitments and (iiz) the Dollar Equivalent of the Revolving L/C Exposure shall not exceed the Letter of Credit Sublimit and (iii) the aggregate outstanding amount of applicable to all Letters of Credit issued by such any given Issuing Bank shall not exceed the applicable amount set forth for such Issuing Bank in the definition of “Issuing Bank” hereunder. For the avoidance of doubt, no Issuing Bank shall be obligated to issue an Alternate Currency Letter of Credit if such Issuing Bank does not otherwise issue letters of credit in such Alternate Currency. Notwithstanding any other provision of this Agreement or any other Loan Document to the contrary, no Issuing Bank shall be required to issue, amend, extend, renew or increase any Letter of Credit if such issuance, amendment, extension or increase would violate one or more of the applicable Issuing Bank’s policies (now or hereafter in effect) applicable to letters of creditApplicable L/C Sublimit.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal (other than an automatic extension in accordance with paragraph (c) of this Section) or extension of an outstanding any Letter of Credit), the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to the applicable Issuing Bank and the Administrative Agent (Agent, at least three Business Days in advance of the requested date of issuance, amendment or extension issuance (or such shorter period as the Administrative Agent and is acceptable to the applicable Issuing Bank or, in their sole discretion may agree) the case of any issuance to be made on the Closing Date, one Business Day prior to the Closing Date), a notice substantially request to issue a Letter of Credit, which shall specify that it is being issued under this Agreement, in the form of Exhibit C-3 requesting N attached hereto (it being understood that, to the extent applicable, the issuance of any Letter of Credit expressly for the benefit of any subsidiary that is not a Loan Party shall be contingent upon the Administrative Agent’s receipt of any documentation and other information with respect to such subsidiary that has not been previously provided with respect to any Loan Party, that is required by regulatory authorities under applicable “know your customer” and anti-money laundering rules and regulations, including the PATRIOT Act, and reasonably requested by the applicable Issuing Bank or Support Agreement Issuing Bank at least two Business Days prior to the requested date of issuance. To request an amendment, extension or renewal of an outstanding Letter of Credit, (other than any automatic extension of a Letter of CreditCredit permitted under Section 2.05(c)) the Borrower shall submit such a request to the applicable Issuing Bank or Issuing Banks selected by the Borrower (with a copy to the Administrative Agent) at least three Business Days in advance of the requested date of amendment, extension or renewal (or such shorter period as is acceptable to the applicable Issuing Bank), identifying the Letter of Credit to be amended amended, extended or extendedrenewed, and specifying the proposed date of issuance, amendment or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency (which may be Dollars or any Alternate Currency) of such Letter of Credit, the name and address other details of the beneficiary thereofamendment, whether such Letter of Credit constitutes a Standby Letter of Credit extension or a Trade Letter of Credit, the Class of Revolving Facility Commitments such Letter of Credit is to be issued under and such other information as shall be necessary to issue, amend or extend such Letter of Creditrenewal. If requested by the applicable Issuing BankBank in connection with any request for any Letter of Credit, the Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form. In the event of any inconsistency between the terms and conditions of this Agreement and the terms and conditions of any form in connection with of letter of credit application or other agreement submitted by the Borrower to, or entered into by the Borrower with, the applicable Issuing Bank relating to any request for a Letter of Credit, the terms and conditions of this Agreement shall control. A No Letter of Credit, letter of credit application or other document entered into by the Borrower with any Issuing Bank relating to any Letter of Credit shall contain any representations or warranties, covenants or events of default not set forth in this Agreement (and to the extent any such representation or warranty, covenant or Event of Default is inconsistent herewith, the same shall be rendered null and void (or reformed automatically without further action by any Person to conform to the terms of this Agreement), and all representations and warranties, covenants and events of default set forth therein shall contain standards, qualifications, thresholds and exceptions for materiality or otherwise consistent with those set forth in this Agreement (and, to the extent any such representation or warranty, covenant or Event of Default is inconsistent herewith, the same shall be deemed to automatically incorporate the applicable standards, qualifications, thresholds and exceptions set forth herein without action by any Person). No Letter of Credit may be issued, amended amended, extended or extended only if renewed unless (and upon with respect to clause (i) and (ii) below, on the issuance, amendment amendment, extension or extension renewal of each Letter of Credit the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment or amendment, extension, or renewal (i) the LC Exposure does not exceed the Letter of Credit Sublimit, and (ii) (A) the aggregate amount of the Initial Revolving Facility Credit Exposure shall not exceed the applicable aggregate amount of the Initial Revolving Facility CommitmentsCredit Commitments then in effect, (iiB) the aggregate amount of the Additional Revolving L/C Credit Exposure shall attributable to any Class of Additional Revolving Credit Commitments does not exceed the aggregate amount of the Additional Revolving Credit Commitments of such Class then in effect and (C) if such Letter of Credit Sublimit and (iii) has a term extending beyond the Maturity Date applicable to the Revolving Credit Commitments of any Class, the aggregate outstanding amount of the LC Exposure attributable to Letters of Credit issued by expiring after such Issuing Bank shall Maturity Date does not exceed the applicable aggregate amount set forth for such Issuing Bank in the definition of “Issuing Bank” hereunder. For the avoidance of doubt, no Issuing Bank shall be obligated to issue an Alternate Currency Letter of Credit if such Issuing Bank does not otherwise issue letters of credit in such Alternate Currency. Notwithstanding any other provision of this Agreement or any other Loan Document to the contrary, no Issuing Bank shall be required to issue, amend, extend, renew or increase any Letter of Credit if such issuance, amendment, extension or increase would violate one or more of the applicable Issuing Bank’s policies (now or hereafter Revolving Credit Commitments then in effect) applicable effect that are scheduled to letters of creditremain in effect after such Maturity Date.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal extension (other than an automatic extension in accordance with paragraph (c) of this Section) or extension renewal of an outstanding Letter of Credit), the Borrower Representative shall hand deliver or telecopy facsimile (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to the applicable Issuing Bank and the Administrative Agent (at least three Business Days in advance of the requested date of issuance, amendment amendment, extension or extension renewal or such shorter period as the Administrative Agent and the applicable Issuing Bank in their sole discretion may agree) a notice substantially in the form of Exhibit C-3 requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended amended, extended or extendedrenewed, and specifying (i) the date of issuance, amendment amendment, extension or extension renewal (which shall be a Business Day), (ii) the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), (iii) the amount and currency (which may be Dollars or any Alternate Currency) of such Letter of Credit, (iv) the name and address of the beneficiary thereof, (v) whether such Letter of Credit constitutes a Standby Letter of Credit or a Trade Letter of Credit, the Class of Revolving Facility Commitments such Letter of Credit is to be issued under and (vi) such other information as shall be necessary to issue, amend amend, extend or extend renew such Letter of Credit. If requested by the applicable Issuing Bank, the Borrower Representative shall also shall submit a letter of credit application on such Issuing Bank’s standard form and any other requested Issuance Documents in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended amended, extended or extended renewed only if (and upon issuance, amendment amendment, extension or extension renewal of each Letter of Credit Credit, the Borrower Representative shall be deemed to represent and warrant that), after giving effect to such issuance, amendment amendment, extension or extensionrenewal, (i) the Revolving Facility Credit Exposure shall not exceed the applicable total Revolving Facility Commitments, (ii) the Revolving L/C Exposure shall not exceed the Letter of Credit Sublimit and (iii) the aggregate outstanding amount of Letters of Credit issued by such Issuing Bank shall not exceed the applicable amount set forth for such Issuing Bank in the definition of “Issuing Bank” hereunder. For the avoidance of doubt, no Issuing Bank shall be obligated to issue an Alternate Currency Letter of Credit if such Issuing Bank does not otherwise issue letters of credit in such Alternate Currency. Notwithstanding any other provision of this Agreement or any other Loan Document to the contrary, no Issuing Bank shall be required to issue, amend, extend, renew or increase any Letter of Credit if such issuance, amendment, extension or increase would violate one or more of the applicable Issuing Bank’s policies (now or hereafter in effect) applicable to letters of credit.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Documentary Credit (or the amendment, renewal (other than an automatic extension in accordance with paragraph (c) of this Section) or extension of an outstanding Letter of Documentary Credit), the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to the applicable Issuing Bank and the Administrative Agent (at least three Business Days reasonably in advance of the requested date of issuance, amendment amendment, renewal or extension or such shorter period as the Administrative Agent and the applicable Issuing Bank extension, but in their sole discretion may agreeany event no less than three Business Days) a notice substantially in the form of Exhibit C-3 requesting the issuance of a Letter of Documentary Credit, or identifying the Letter of Documentary Credit to be amended amended, renewed or extended, and specifying the date of issuance, amendment amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Documentary Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency (which may be Dollars or any Alternate Currency) of such Letter of Documentary Credit, the name and address of the beneficiary thereof, whether such Letter of Credit constitutes a Standby Letter of Credit or a Trade Letter of Credit, the Class of Revolving Facility Commitments such Letter of Credit is to be issued under thereof and such other information as shall be necessary to issueprepare, amend amend, renew or extend such Letter of Documentary Credit. If requested by the applicable Issuing BankIn addition, as a condition to any such Documentary Credit issuance, the Borrower also shall have entered into a continuing agreement (or other letter of credit agreement) for the issuance of letters of credit and/or shall submit a letter of credit application on application, in each case, as required by the applicable Issuing Bank and using such Issuing Bankbank’s standard form in connection with any request for (each, a Letter of Credit“Documentary Credit Agreement”). A Letter of Documentary Credit shall be issued, amended amended, renewed or extended only if (and upon issuance, amendment amendment, renewal or extension of each Letter of Documentary Credit the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment amendment, renewal or extension, extension (i) the Revolving Facility Credit DC Exposure shall not exceed the applicable Revolving Facility Commitments$200,000,000, (ii) the Total Revolving L/C Exposure Credit Exposures shall not exceed the Letter of Credit Sublimit and total Revolving Commitments, (iii) following an Extension Offer and acceptance of such Extension Offer, the aggregate outstanding amount DC Exposure in respect of Letters of Credit issued by such Issuing Bank all Documentary Credits having an expiration date after the fifth Business Day prior to the Revolving Maturity Date as extended shall not exceed the applicable amount set forth for total Revolving Commitments outstanding after such Issuing Bank in extension, (iv) the definition Revolving Credit Exposure of “Issuing Bank” hereunder. For the avoidance of doubt, no Issuing Bank any Lender shall be obligated to issue an Alternate Currency Letter of Credit if not exceed such Issuing Bank does not otherwise issue letters of credit in such Alternate Currency. Notwithstanding any other provision of this Agreement or any other Loan Document to the contrary, no Issuing Bank shall be required to issue, amend, extend, renew or increase any Letter of Credit if such issuance, amendment, extension or increase would violate one or more of Xxxxxx’s Revolving Commitments and (v) the applicable Issuing Bank’s policies (now or hereafter Bank has consented, in effect) applicable its sole discretion, to letters of creditissue such Documentary Credit.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal (other than an automatic extension in accordance with paragraph (c) of this SectionSection 2.05) or extension of an outstanding Letter of Credit), the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) , to the applicable Issuing Bank and the Administrative Agent (at least not later than 1:00 p.m., Local Time, three Business Days (or, in the case of an Alternate Currency Letter of Credit, at least five Business Days) in advance of the requested date of issuance, amendment or extension or such shorter period as the Administrative Agent and the applicable Issuing Bank in their sole discretion may agree) a notice substantially in the form of Exhibit C-3 requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended or extended, and specifying the date of issuance, amendment or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this SectionSection 2.05), the amount and currency (which may be Dollars or any Alternate Currency) of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit constitutes a Standby Letter of Credit or a Trade Letter of Credit, the Class of Revolving Facility Commitments such Letter of Credit is to be issued under and such other information as shall be necessary to issue, amend or extend such Letter of Credit. If requested by the applicable Issuing Bank, the Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended or extended only if (and upon issuance, amendment or extension of each Letter of Credit the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment or extension, (i) the Revolving Facility Credit Exposure shall not exceed the applicable Revolving Facility Commitments, (ii) the Revolving L/C Exposure shall not exceed the Letter of Credit Sublimit and (iii) with respect to the aggregate outstanding applicable Issuing Bank, the stated amount of all outstanding Letters of Credit issued by such Issuing Bank shall not exceed the applicable amount set forth for Specified L/C Sublimit of such Issuing Bank then in the definition of “Issuing Bank” hereundereffect. For the avoidance of doubt, no Issuing Bank shall be obligated to issue an Alternate Currency Letter of Credit if such Issuing Bank does not otherwise issue letters of credit in such Alternate Currency. Notwithstanding any other provision of this Agreement or any other Loan Document to the contrary, no Issuing Bank shall be required to issue, amend, extend, renew or increase any Letter of Credit if such issuance, amendment, extension or increase would violate one or more of the applicable Issuing Bank’s policies (now or hereafter in effect) applicable to letters of credit.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal (other than an automatic extension in accordance with paragraph (c) of this Section) or extension of an outstanding Letter of Credit), the a Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to the applicable Issuing Bank and the Administrative Agent (at least three Business Days in advance of the requested date of issuance, amendment or extension or such shorter period as the Administrative Agent and the applicable Issuing Bank in their sole discretion may agree) a notice substantially in the form of Exhibit C-3 requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended or extended, and specifying the date of issuance, amendment or extension (which shall be a Business Day), the date on which such Letter of Credit is and, in the case of an Acceptance Credit, all Bankers’ Acceptances created thereunder are to expire (which shall comply with paragraph (c) of this Section), the amount and currency (which may be Dollars or any an Alternate Currency) of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit constitutes a Standby Letter of Credit or a Trade Letter of Credit, the Class of Revolving Facility Commitments such Letter of Credit is to be issued under thereof and such other information as shall be necessary to issue, amend or extend such Letter of Credit (including whether such Letter of Credit is an Acceptance Credit). If requested by the applicable Issuing Bank, the such Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended or extended only if (and upon issuance, amendment or extension of each Letter of Credit the such Borrower shall be deemed to represent and warrant that), after giving effect to Amended and Restated Revolving Credit Agreement such issuance, amendment or extensionextension (i) the Revolving L/C - BA Exposure shall not exceed the Letter of Credit Sublimit, (iii) the Revolving Facility Credit Exposure shall not exceed the applicable Revolving Facility Commitments, (ii) the Revolving L/C Exposure shall not exceed the Letter of Credit Sublimit Borrowing Base and (iii) the aggregate outstanding amount of Letters of Credit issued by such Issuing Bank shall not exceed the applicable amount set forth for such Issuing Bank in the definition case of “Issuing Bank” hereunder. For any Acceptance Credit, the avoidance creation of doubt, no Issuing Bank shall be obligated to issue an Alternate Currency Letter of Credit if such Issuing Bank does any related Bankers’ Acceptances would not otherwise issue letters of credit in such Alternate Currency. Notwithstanding any other provision of this Agreement or any other Loan Document to the contrary, no Issuing Bank shall be required to issue, amend, extend, renew or increase any Letter of Credit if such issuance, amendment, extension or increase would violate one or more of cause the applicable Issuing Bank’s policies (now or hereafter in effect) Bank to exceed the maximum amount of outstanding bankers’ acceptances permitted by applicable to letters of creditlaw.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To (i) In order to request the issuance of a Letter of Credit (or the amendmentto amend, renewal (other than renew or extend an automatic extension in accordance with paragraph (c) of this Section) or extension of an outstanding existing Letter of Credit), the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) fax to the applicable Issuing Bank and the Administrative Agent (not later than 1:00 p.m. (New York City time) at least three five (5) Business Days in advance of the requested date of issuance, amendment or extension (or such shorter period as such Issuing Bank and the Administrative Agent may agree in a particular instance in their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be) an L/C Extension Notice together with such Issuing Bank’s Letter of Credit application form (if any), appropriately completed and signed by a Responsible Officer of the Borrower and including agreed-upon draft language for such Letter of Credit reasonably acceptable to the applicable Issuing Bank in their sole discretion may agree) a notice substantially in the form of Exhibit C-3 requesting the issuance of a Letter of CreditBank, or identifying the Letter of Credit to be amended amended, renewed or extended, and specifying the date of issuance, amendment amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Sectionbelow), the amount and currency (which may be Dollars or any Alternate Currency) of such Letter of Credit, the name and address of the beneficiary thereof, whether the documents to be presented by such beneficiary in case of any drawing thereunder, the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder, the nature of the proposed amendment (in the case of an amendment), any Letter of Credit constitutes a Standby Letter of Credit or a Trade Letter of Credit, application form required by the Class of Revolving Facility Commitments such Letter of Credit is to be issued under applicable Issuing Bank and such other information as shall be necessary to issue, amend or extend prepare such Letter of Credit. If requested by the applicable Issuing Bank, the Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended amended, renewed or extended only if (if, and upon issuance, amendment amendment, renewal or extension of each Letter of Credit the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment amendment, renewal or extension, (i) the Revolving Facility Credit Exposure shall not exceed the applicable Revolving Facility Commitments, (ii) the Revolving L/C Exposure shall not exceed the Letter of Credit Sublimit and (iii) the aggregate outstanding amount of Letters of Credit issued by such Issuing Bank shall not exceed the applicable amount set forth for such Issuing Bank in the definition of “Issuing Bank” hereunder. For the avoidance of doubt, no Issuing Bank shall be obligated to issue an Alternate Currency Letter of Credit if such Issuing Bank does not otherwise issue letters of credit in such Alternate Currency. Notwithstanding any other provision of this Agreement or any other Loan Document to the contrary, no Issuing Bank shall be required to issue, amend, extend, renew or increase any Letter of Credit if such issuance, amendment, extension or increase would violate one or more of the applicable Issuing Bank’s policies (now or hereafter in effect) applicable to letters of credit.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal (other than an automatic extension in accordance with paragraph (c) of this Section) or extension of an outstanding Letter of Credit), the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to the applicable Issuing Bank selected by the Borrower to issue such Letter of Credit and to the Administrative Agent (at least three Business Days reasonably in advance of the requested date of issuance, amendment amendment, renewal or extension or such shorter period as the Administrative Agent and the applicable Issuing Bank extension, but in their sole discretion may agreeany event no less than three Business Days) a notice substantially in the form of Exhibit C-3 requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended amended, renewed or extended, and specifying the date of issuance, amendment amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency (which may be Dollars or any Alternate Currency) of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit constitutes a Standby Letter of Credit or a Trade Letter of Credit, the Class of Revolving Facility Commitments such Letter of Credit is to be issued under thereof and such other information as shall be necessary to issueprepare, amend amend, renew or extend such Letter of Credit. If requested In addition, as a condition to any such Letter of Credit issuance, to the extent required by the applicable Issuing Bank, the Borrower also shall submit have submitted a letter of credit application on using such Issuing Bank’s standard form in connection with any request for a and shall have submitted such information pertaining to such requested Letter of CreditCredit issuance (or amendment, renewal or extension) as such Issuing Bank may reasonably require; provided that in the event of any inconsistency between any such letter of credit application and the terms and conditions of this Agreement, the terms and conditions of this Agreement shall control. A Letter of Credit shall be issued, amended amended, renewed or extended only if (and upon issuance, amendment amendment, renewal or extension of each Letter of Credit the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment amendment, renewal or extension, extension (i) (x) the Revolving Facility aggregate undrawn amount of all outstanding Letters of Credit issued by any Issuing Bank at such time plus (y) the aggregate amount of all LC Disbursements made by such Issuing Bank that have not yet been reimbursed by or on behalf of the Borrower at such time shall not exceed its Letter of Credit Commitment (unless otherwise agreed by such Issuing Bank), (ii) the LC Exposure shall not exceed the applicable Revolving Facility total Letter of Credit Commitments, (iiiii) no Lender’s Revolving Credit Exposure shall exceed its Commitment and (iv) the sum of the aggregate Revolving L/C Exposure Credit Exposures of all Lenders plus the aggregate principal amount of outstanding Bid Rate Loans shall not exceed the total Commitments. The Borrower may, at any time and from time to time, reduce the Letter of Credit Sublimit and Commitment of any Issuing Bank with the consent of such Issuing Bank; provided that the Borrower shall not reduce the Letter of Credit Commitment of any Issuing Bank if, after giving effect of such reduction, the conditions set forth in clauses (i) through (iii) the aggregate outstanding amount of Letters of Credit issued by such Issuing Bank above shall not exceed the applicable amount set forth for such Issuing Bank in the definition of “Issuing Bank” hereunder. For the avoidance of doubt, no Issuing Bank shall be obligated to issue an Alternate Currency Letter of Credit if such Issuing Bank does not otherwise issue letters of credit in such Alternate Currency. Notwithstanding any other provision of this Agreement or any other Loan Document to the contrary, no Issuing Bank shall be required to issue, amend, extend, renew or increase any Letter of Credit if such issuance, amendment, extension or increase would violate one or more of the applicable Issuing Bank’s policies (now or hereafter in effect) applicable to letters of creditsatisfied.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal (other than an automatic extension in accordance with paragraph (c) of this Section) or extension of an outstanding Letter of Credit), the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to the applicable Issuing Bank (except that the Issuing Bank in respect of Existing Letters of Credit shall not issue additional Letters of Credit and shall not be required to renew or extend an Existing Letter of Credit unless agreed by it) and the Administrative Agent (at least three Business Days reasonably in advance of the requested date of issuance, amendment amendment, renewal or extension or such shorter period as the Administrative Agent and the applicable Issuing Bank in their sole discretion may agreeextension) a notice substantially in the form of Exhibit C-3 requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended amended, renewed or extended, and specifying the date of issuance, amendment amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this SectionSection 2.05), the amount and currency (which may be Dollars or any Alternate Currency) of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit constitutes a Standby Letter of Credit or a Trade Letter of Credit, the Class of Revolving Facility Commitments such Letter of Credit is to be issued under thereof and such other information as shall be necessary to issueprepare, amend amend, renew or extend such Letter of Credit. If requested by the applicable Issuing Bank, the Borrower also shall submit a letter of credit application on such the Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended amended, renewed or extended only if (and upon issuance, amendment amendment, renewal or extension of each Letter of Credit the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment amendment, renewal or extension, (i) the Revolving Facility Credit LC Exposure shall not exceed the applicable Revolving Facility Commitments, $50,000,000 and (ii) the aggregate Extended Revolving L/C Exposure Exposures shall not exceed the Letter of Credit Sublimit and (iii) the aggregate outstanding amount of Letters of Credit issued by such Issuing Bank shall not exceed the applicable amount set forth for such Issuing Bank in the definition of “Issuing Bank” hereunder. For the avoidance of doubt, no Issuing Bank shall be obligated to issue an Alternate Currency Letter of Credit if such Issuing Bank does not otherwise issue letters of credit in such Alternate Currency. Notwithstanding any other provision of this Agreement or any other Loan Document to the contrary, no Issuing Bank shall be required to issue, amend, extend, renew or increase any Letter of Credit if such issuance, amendment, extension or increase would violate one or more of the applicable Issuing Bank’s policies (now or hereafter in effect) applicable to letters of creditExtended Revolving Commitments.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal (other than an automatic extension in accordance with paragraph (c) of this Section) or extension of an outstanding any Letter of Credit), the Administrative Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to the applicable Issuing Bank and the Administrative Agent (Agent, at least three Business Days in advance of the requested date of issuance, amendment or extension issuance (or such shorter period as the Administrative Agent and is acceptable to the applicable Issuing Bank in their sole discretion may agree) a notice substantially or, in the form case of Exhibit C-3 requesting any issuance to be made on the issuance Closing Date, one Business Day prior to the Closing Date), a Letter of Credit Request. To request an amendment, extension or renewal of an outstanding Letter of Credit (other than any automatic extension of a Letter of CreditCredit permitted under Section 2.05(c)) the Administrative Borrower shall submit a Letter of Credit Request to the applicable Issuing Bank selected by the Administrative Borrower (with a copy to the Administrative Agent) at least three Business Days in advance of the requested date of amendment, extension or renewal (or such shorter period as is acceptable to the applicable Issuing Bank), identifying the Letter of Credit to be amended amended, extended or extendedrenewed, and specifying the proposed date of issuance, amendment or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency (which may be Dollars or any Alternate Currency) of such Letter of Credit, the name and address other details of the beneficiary thereofamendment, whether such Letter of Credit constitutes a Standby Letter of Credit extension or a Trade Letter of Credit, the Class of Revolving Facility Commitments such Letter of Credit is to be issued under and such other information as shall be necessary to issue, amend or extend such Letter of Creditrenewal. If requested by the applicable Issuing BankBank in connection with any request for any Letter of Credit, the Administrative Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form. In the event of any inconsistency between the terms and conditions of this Agreement and the terms and conditions of any form in connection with of letter of credit application or other agreement submitted by the Administrative Borrower to, or entered into by the Administrative Borrower with, the applicable Issuing Bank relating to any request for a Letter of Credit, the terms and conditions of this Agreement shall control. A No Letter of Credit, letter of credit application or other document entered into by any Borrower with any Issuing Bank relating to any Letter of Credit shall contain any representation or warranty, covenant or event of default not set forth in this Agreement (and to the extent inconsistent herewith shall be rendered null and void (or reformed automatically without further action by any Person to conform to the terms of this Agreement), and all representations and warranties, covenants and events of default set forth therein shall contain standards, qualifications, thresholds and exceptions for materiality or otherwise consistent with those set forth in this Agreement (and, to the extent inconsistent herewith, shall be deemed to automatically incorporate the applicable standards, qualifications, thresholds and exceptions set forth herein without action by any Person). No Letter of Credit may be issued, amended amended, extended or extended only if renewed unless (and upon on the issuance, amendment amendment, extension or extension renewal of each Letter of Credit the Administrative Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment or amendment, extension, or renewal (i) the Revolving Facility Credit Exposure shall not exceed the applicable Revolving Facility Commitments, (iiA) the Revolving L/C LC Exposure shall does not exceed the Letter of Credit Sublimit and (iiitaking the Dollar Equivalent of the amount of any Letter of Credit denominated in an Alternate Currency), (B) with respect to any Letter of Credit to be issued by Credit Suisse, the aggregate undrawn amount (plus unpaid LC Disbursements) of all outstanding amount of Letters of Credit issued by such Issuing Bank Credit Xxxxxx does not exceed $100,000,000 and (C) with respect to any Letter of Credit to be issued by ING, the aggregate undrawn amount (plus unpaid LC Disbursements) of all outstanding Letters of Credit issued by ING does not exceed $50,000,000 and (ii) (A) the aggregate amount of the Initial Revolving Credit Exposure shall not exceed the applicable aggregate amount set forth for of the Initial Revolving Credit Commitments then in effect, (B) the aggregate amount of the Additional Revolving Credit Exposure attributable to any Class of Additional Revolving Credit Commitments does not exceed the aggregate amount of the Additional Revolving Credit Commitments of such Issuing Bank Class then in the definition of “Issuing Bank” hereunder. For the avoidance of doubt, no Issuing Bank shall be obligated to issue an Alternate Currency effect and (C) if such Letter of Credit if has a term that extends beyond the Maturity Date applicable to the Revolving Credit Commitments of any Class, the aggregate amount of the LC Exposure attributable to Letters of Credit expiring after such Issuing Bank Maturity Date does not otherwise issue letters of credit in such Alternate Currency. Notwithstanding any other provision of this Agreement or any other Loan Document to exceed the contrary, no Issuing Bank shall be required to issue, amend, extend, renew or increase any Letter of Credit if such issuance, amendment, extension or increase would violate one or more aggregate amount of the applicable Issuing Bank’s policies (now or hereafter Revolving Credit Commitments then in effect) applicable effect that are scheduled to letters of creditremain in effect after such Maturity Date.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal (other than an automatic extension in accordance with paragraph (c) of this SectionSection 2.05) or extension of an outstanding Letter of Credit), the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) , to the applicable Issuing Bank and the Administrative Agent (at least three Business Days in advance of the requested date of issuance, amendment or extension or such shorter period as the Administrative Agent and the applicable Issuing Bank in their sole discretion may agree) a notice substantially in the form of Exhibit C-3 requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended or extended, and specifying the date of issuance, amendment or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this SectionSection 2.05), the amount and currency (which may shall be Dollars or any Alternate CurrencyCanadian Dollars) of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit constitutes a Standby Letter of Credit or a Trade Letter of Credit, the Class of Revolving Facility Commitments such Letter of Credit is to be issued under and such other information as shall be necessary to issue, amend or extend such Letter of Credit. If requested by the applicable Issuing Bank, the Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended or extended only if (and upon issuance, amendment or extension of each Letter of Credit the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment or extension, (i) the aggregate Revolving Facility Credit Exposure of the applicable Class shall not exceed the applicable aggregate Revolving Facility Commitments, Commitments of such Class and (ii) the Revolving L/C Exposure shall not exceed the Letter of Credit Sublimit and (iii) Sublimit. No Issuing Bank shall be required to issue a Letter of Credit if the aggregate outstanding amount of Letters of Credit issued by such Issuing Bank shall not would exceed the applicable amount set forth for such Issuing Bank in the definition of “Issuing Bank” hereunder. For the avoidance of doubt, no Issuing Bank shall be obligated to issue an Alternate Currency its Letter of Credit if such Issuing Commitment; provided, that Bank does not otherwise issue letters of credit in such Alternate Currency. Notwithstanding any other provision America, N.A., as issuer of this Agreement or any other Loan Document to the contraryExisting Letters of Credit, no Issuing Bank shall be required to issue, amend, extend, renew or increase any agrees that the Existing Letters of Credit may exceed its Letter of Credit if such issuance, amendment, extension or increase would violate one or more of the applicable Issuing Bank’s policies (now or hereafter in effect) applicable to letters of credit.Commitment. 95

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal (other than an automatic extension in accordance with paragraph (c) of this SectionSection 2.05) or extension of an outstanding Letter of Credit), the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to the applicable Issuing Bank and the Administrative Agent (at least three Business Days in advance of the requested date of issuance, amendment or extension or such shorter period as the Administrative Agent and the applicable Issuing Bank in their sole discretion may agree) a notice substantially in the form of Exhibit C-3 requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended or extended, and specifying the date of issuance, amendment or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this SectionSection 2.05), the amount and currency (which may be Dollars or any Alternate Currency) of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit constitutes a Standby Letter of Credit or a Trade Letter of Credit, the Class of Revolving Facility Commitments such Letter of Credit is to be issued under and such other information as shall be necessary to issue, amend or extend such Letter of Credit. If requested by the applicable Issuing Bank, the Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended or extended only if (and upon issuance, amendment or extension of each Letter of Credit Credit, the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment or extensionextension (i) the Revolving L/C Exposure shall not exceed the Letter of Credit Sublimit, (iii) the Revolving Facility Credit Exposure shall not exceed the applicable Revolving Facility Commitments, (iiiii) the Revolving L/C Exposure shall not exceed the Letter of Credit Sublimit and (iii) the aggregate outstanding amount in respect of Letters of Credit issued by such Issuing Bank shall not exceed the applicable amount set forth for Letter of Credit Commitment of such Issuing Bank in and (iv) with respect to each Revolving Facility Lender, the definition sum of “Issuing Bank” hereunder. For (A) the avoidance aggregate principal amount such Xxxxxx’s Revolving Facility Loans of doubt, no Issuing Bank shall be obligated such Class outstanding at such time plus (B) the Swingline Exposure of such Lender applicable to issue an Alternate Currency Letter of Credit if such Issuing Bank does not otherwise issue letters of credit in Class at such Alternate Currency. Notwithstanding any other provision of this Agreement or any other Loan Document to the contrary, no Issuing Bank shall be required to issue, amend, extend, renew or increase any Letter of Credit if time plus (C) such issuance, amendment, extension or increase would violate one or more Xxxxxx’s Revolving Facility Percentage of the applicable Issuing Bank’s policies (now or hereafter in effect) Revolving L/C Exposure applicable to letters such Class then outstanding shall not exceed such Lender’s Revolving Facility Commitment of credit.such

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal (other than an automatic extension in accordance with paragraph (c) of this Section) or extension of an outstanding any Letter of Credit), the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to the applicable Issuing Bank and the Administrative Agent (Agent, at least three Business Days in advance of the requested date of issuance, amendment or extension issuance (or such shorter period as the Administrative Agent and is acceptable to the applicable Issuing Bank in their sole discretion may agree) a notice substantially or, in the form case of Exhibit C-3 requesting any issuance to be made in an Alternate Currency, five Business Days in advance of the requested date of issuance), a Letter of Credit Request (it being understood that, to the extent applicable, the issuance of any Letter of Credit expressly for the benefit of any subsidiary that is not a Loan Party shall be contingent upon the Administrative Agent’s receipt of any documentation and other information with respect to such subsidiary that has not been previously provided with respect to any Loan Party, that is required by regulatory authorities under applicable “know your customer” and anti-money laundering rules and regulations, including the USA PATRIOT Act, and reasonably requested by the applicable Issuing Bank at least three Business Days prior to the requested date of issuance). To request an amendment, extension or renewal of an outstanding Letter of Credit, (other than any automatic extension of a Letter of CreditCredit permitted under Section 2.05(c)) the Borrower shall submit a Letter of Credit Request to the applicable Issuing Bank or Issuing Banks selected by the Borrower (with a copy to the Administrative Agent) at least three Business Days in advance of the requested date of amendment, extension or renewal (or such shorter period as is acceptable to the applicable Issuing Bank), identifying the Letter of Credit to be amended amended, extended or extendedrenewed, and specifying the proposed date of issuance, amendment or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency (which may be Dollars or any Alternate Currency) of such Letter of Credit, the name and address other details of the beneficiary thereofamendment, whether such Letter of Credit constitutes a Standby Letter of Credit extension or a Trade Letter of Credit, the Class of Revolving Facility Commitments such Letter of Credit is to be issued under and such other information as shall be necessary to issue, amend or extend such Letter of Creditrenewal. If requested by the applicable Issuing BankBank in connection with any request for any Letter of Credit, the Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form. In the event of any inconsistency between the terms and conditions of this Agreement and the terms and conditions of any form in connection with of letter of credit application or other agreement submitted by the Borrower to, or entered into by the Borrower with, the applicable Issuing Bank relating to any request for a Letter of Credit, the terms and conditions of this Agreement shall control. A No Letter of Credit, letter of credit application or other document entered into by the Borrower with any Issuing Bank relating to any Letter of Credit shall contain any representation or warranty, covenant or event of default not set forth in this Agreement (and to the extent any representation or warranty, covenant or event of default in any letter of credit application or any such other document is inconsistent herewith, the same shall be rendered null and void (or reformed automatically without further action by any Person to conform to the terms of this Agreement), and all representations and warranties, covenants and events of default set forth therein shall contain standards, qualifications, thresholds and exceptions for materiality or otherwise consistent with those set forth in this Agreement (and, to the extent any representation or warranty, covenant or event of default in any letter of credit application or any such other document is inconsistent herewith, the same shall be deemed to automatically incorporate the applicable standards, qualifications, thresholds and exceptions set forth herein without action by any Person). No Letter of Credit may be issued, amended amended, extended or extended only if renewed unless (and with respect to clauses (i) and (ii) below, upon the issuance, amendment amendment, extension or extension renewal of each Letter of Credit Credit, the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment or amendment, extension, or renewal (i) the LC Exposure does not exceed the Letter of Credit Sublimit, and (ii) (A) the aggregate amount of the Initial Revolving Facility Credit Exposure shall not exceed the applicable aggregate amount of the Initial Revolving Facility CommitmentsCredit Commitments then in effect, (iiB) the aggregate amount of the Additional Revolving L/C Credit Exposure shall attributable to any Class of Additional Revolving Credit Commitments does not exceed the aggregate amount of the Additional Revolving Credit Commitments of such Class then in effect and (C) if such Letter of Credit Sublimit and (iii) has a term that extends beyond the Maturity Date applicable to the Revolving Credit Commitments of any Class, the aggregate outstanding amount of the LC Exposure attributable to Letters of Credit issued by expiring after such Issuing Bank shall Maturity Date (1) does not exceed the applicable aggregate amount set forth for of the Revolving Credit Commitments then in effect that are scheduled to remain in effect after such Issuing Bank in the definition of “Issuing Bank” hereunder. For the avoidance of doubt, no Issuing Bank shall be obligated Maturity Date or (2) is subject to issue an Alternate Currency Letter of Credit if such Issuing Bank does not otherwise issue letters of credit in such Alternate Currency. Notwithstanding any other provision of this Agreement or any other Loan Document to the contrary, no Issuing Bank shall be required to issue, amend, extend, renew or increase any Letter of Credit if such issuance, amendment, extension or increase would violate one or more of the applicable Issuing Bank’s policies (now or hereafter in effect) applicable to letters of creditSupport.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendmentCredit, renewal (other than an automatic extension in accordance with paragraph (c) of this Section) or extension of an outstanding Letter of Credit), the thea Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to the applicable Issuing Bank and the Administrative Agent (Agent, at least three Business Days in advance of the requested date of issuance, amendment or extension issuance (or such shorter period as the Administrative Agent and is acceptable to the applicable Issuing Bank or, in their sole discretion may agree) the case of any issuance to be made on the Closing Date, one Business Day prior to the Closing Date), a notice substantially request to issue a Letter of Credit, which shall specify that it is being issued under this Agreement, in the form of Exhibit C-3 requesting the issuance K attached hereto. To request an amendment, extension or renewal of a Letter of CreditCredit (other than any automatic extension of a Letter of Credit permitted under Section 2.05(c)), thea Borrower shall submit such a request to the applicable Issuing Bank selected by thesuch Borrower (with a copy to the Administrative Agent) at least three Business Days in advance of the requested date of amendment, extension or renewal (or such shorter period as is acceptable to the applicable Issuing Bank), identifying the Letter of Credit to be amended amended, extended or extendedrenewed, and specifying the proposed date of issuance, amendment or extension (which shall be a Business Day)) and other details of the amendment, extension or renewal. Requests for the date on which such issuance, amendment, extension or renewal of any Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency (which may must be Dollars or any Alternate Currency) of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit constitutes a Standby Letter of Credit or a Trade Letter of Credit, the Class of Revolving Facility Commitments such Letter of Credit is to be issued under and accompanied by such other information as shall be necessary to issue, amend amend, extend or extend renew such Letter of Credit. If requested by the applicable Issuing Bank, the thea Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form in connection with any request for a Letter of Credit. In the event of any inconsistency between the terms and conditions of this Agreement and the terms and conditions of any form of letter of credit application or other agreement submitted by thea Borrower to, or entered into by thea Borrower with, the applicable Issuing Bank relating to any Letter of Credit, the terms and conditions of this Agreement shall control. No Letter of Credit, letter of credit application or other document entered into by thea Borrower with the applicable Issuing Bank relating to any Letter of Credit shall contain any representations or warranties, covenants or events of default not set forth in this Agreement (and to the extent inconsistent herewith shall be rendered null and void or reformed automatically without further action by any Person to conform to the terms of this Agreement), and all representations and warranties, covenants and events of default set forth therein shall contain standards, qualifications, thresholds and exceptions for materiality or otherwise consistent with those set forth in this Agreement (and, to the extent inconsistent herewith, shall be deemed to automatically incorporate the applicable standards, qualifications, thresholds and exceptions set forth herein without action by any Person). A Letter of Credit shall may be issued, amended amended, extended or extended renewed only if (and upon on the issuance, amendment amendment, extension or extension renewal of each Letter of Credit the Borrower BorrowerBorrowers shall be deemed to represent and warrant that), after giving effect to such issuance, amendment amendment, extension or extensionrenewal, (iA) the sum of (x) the aggregate outstanding principal amount of all Revolving Facility Credit Exposure shall Loans and Swingline Loans plus (y) the aggregate amount of all LC Exposures would not exceed the applicable Total Revolving Facility Commitments, Credit Commitment and (iiB) the Revolving L/C LC Exposure shall does not exceed the Letter of Credit Sublimit and (iii) the aggregate outstanding amount of Letters of Credit issued by such Issuing Bank shall not exceed the applicable amount set forth for such Issuing Bank in the definition of “Issuing Bank” hereunderunless otherwise increased). For the avoidance of doubt, no Issuing Bank shall be obligated to issue an Alternate Currency Letter of Credit if such Issuing Bank does not otherwise issue letters of credit in such Alternate Currency. Notwithstanding any other provision of this Agreement or any other Loan Document to the contraryIn addition, no Issuing Bank shall be required to issue, amend, extend, extend or renew or increase any Letter of Credit if the terms of such issuanceLetter of Credit extend beyond the Maturity Date applicable to the Revolving Credit Commitments of any Class unless (1) the aggregate amount of the LC Exposure attributable to Letters of Credit expiring after such Maturity Date does not exceed the aggregate amount of the Revolving Credit Commitments then in effect that are scheduled to remain in effect after such Maturity Date, amendment(2) all Revolving Lenders and such Issuing Bank shall have consented to such expiry date or (3) 100% of the then-available face amount thereof is Cash collateralized or backstopped on or before the date that such Letter of Credit is issued, extension amended, extended or increase would violate one renewed beyond such date. Promptly after the delivery of any Letter of Credit or more any amendment to a Letter of Credit to an advising bank with respect thereto or to the beneficiary thereof, the applicable Issuing Bank’s policies (now Bank will also deliver to the BorrowerBorrowers and the Administrative Agent a true and complete copy of such Letter of Credit or hereafter amendment. Upon receipt of such Letter of Credit or amendment, the Administrative Agent shall notify the Revolving Lenders, in effect) applicable to letters writing, of creditsuch Letter of Credit or amendment, and if so requested by a Revolving Lender, the Administrative Agent will provide such Revolving Lender with copies of such Letter of Credit or amendment.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal (other than an automatic extension in accordance with paragraph (c) of this Section) or extension of an outstanding Letter of Credit), the Borrower Agent shall hand deliver or telecopy facsimile (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to the applicable Issuing Bank and the Administrative Agent (Agent, at least three two (2) Business Days in advance of the requested date of issuance, amendment or extension issuance (or such shorter period as the is acceptable to Administrative Agent and the applicable Issuing Bank in their sole discretion may agree) Bank), a notice substantially request to issue a Letter of Credit, which shall specify that it is being issued under this Agreement, in the form of Exhibit C-3 requesting F attached hereto (each a “Letter of Credit Request”), together with such information with respect to the issuance Maximum ABL Credit Facility Amount and Maximum ABL Total Debt Amount as Administrative Agent may reasonably request. To request an amendment, extension or renewal of a Letter of Credit, the Borrower Agent shall submit such a request on its letterhead addressed to the applicable Issuing Bank (with a copy to the Administrative Agent) at least two (2) Business Days in advance of the requested date of amendment, extension or renewal, identifying the Letter of Credit to be amended amended, renewed or extended, and specifying the proposed date of issuance, amendment or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency (which may be Dollars or any Alternate Currency) of such Letter of Credit, the name and address other details of the beneficiary thereofamendment, whether such Letter of Credit constitutes a Standby Letter of Credit extension or a Trade Letter of Creditrenewal. Requests for issuance, the Class of Revolving Facility Commitments such Letter of Credit is to amendment, renewal or extension must be issued under and accompanied by such other information as shall be necessary to issue, amend amend, renew or extend such Letter of Credit. If requested by Administrative Agent or the applicable Issuing Bank, the Borrower Agent also shall submit a letter of credit application on such Issuing Bank’s standard form in connection with any request for a Letter of Credit. In the event of any inconsistency between the terms and conditions of this Agreement and the terms and conditions of any form of letter of credit application or other agreement submitted by the Borrower Agent to, or entered into by the applicable Borrower with, the applicable Issuing Bank relating to any Letter of Credit, the terms and conditions of this Agreement shall control. A Letter of Credit shall be issued, amended amended, renewed or extended only if (and upon on issuance, amendment amendment, renewal or extension of each Letter of Credit the Borrower Borrowers shall be deemed to represent and warrant that), after giving effect to such issuance, amendment amendment, renewal or extension, extension (i) the Revolving Facility LC Exposure shall, subject to Sections 2.09(b) and 2.23(f), not exceed $50,000,000, and (ii) the aggregate amount of Credit Exposure Extensions shall not exceed the applicable Revolving Facility Commitments, (ii) lesser of the Revolving L/C Exposure shall not exceed Aggregate Commitments and the Letter Borrowing Base. Promptly after the delivery of Credit Sublimit and (iii) the aggregate outstanding amount of Letters of Credit issued by such Issuing Bank shall not exceed the applicable amount set forth for such Issuing Bank in the definition of “Issuing Bank” hereunder. For the avoidance of doubt, no Issuing Bank shall be obligated to issue an Alternate Currency Letter of Credit if such Issuing Bank does not otherwise issue letters of credit in such Alternate Currency. Notwithstanding any other provision of this Agreement or any other Loan Document to the contrary, no Issuing Bank shall be required to issue, amend, extend, renew or increase any Letter of Credit if such issuanceor any amendment to a Letter of Credit to an advising bank with respect thereto or to the beneficiary thereof, amendment, extension or increase would violate one or more of the applicable Issuing Bank’s policies (now Bank will also deliver to the Borrower Agent and the Administrative Agent a true and complete copy of such Letter of Credit or hereafter amendment. Upon receipt of such Letter of Credit or amendment, the Administrative Agent shall notify the Lenders, in effect) applicable writing, of such Letter of Credit or amendment, and if so requested by a Lender, the Administrative Agent will provide such Lender with copies of such Letter of Credit or amendment. With respect to letters Commercial Letters of creditCredit, each Issuing Bank shall on the first Business Day of each week submit to the Administrative Agent, by facsimile, a report detailing the daily aggregate total of Commercial Letters of Credit for the previous calendar week.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal (other than an automatic extension in accordance with paragraph (c) of this Section) or extension of an outstanding Letter of Credit), the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to the applicable Issuing Bank and the Administrative Agent (Agent, at least three Business Days in advance of the requested date of issuance, amendment or extension issuance (or such shorter period as the Administrative Agent and is acceptable to the applicable Issuing Bank or, in their sole discretion may agree) the case of any issuance to be made on the Closing Date, one Business Day prior to the Closing Date), a notice substantially request to issue a Letter of Credit, which shall specify that it is being issued under this Agreement, in the form of Exhibit C-3 requesting the issuance K attached hereto. To request an amendment, extension or renewal of a Letter of Credit, the Borrower shall submit such a request to the applicable Issuing Bank (with a copy to the Administrative Agent) at least three Business Days in advance of the requested date of amendment, extension or renewal (or such shorter period as is acceptable to the applicable Issuing Bank), identifying the Letter of Credit to be amended amended, extended or extendedrenewed, and specifying the proposed date of issuance, amendment or extension (which shall be a Business Day)) and other details of the amendment, extension or renewal. Requests for the date on which such issuance, amendment, extension or renewal of any Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency (which may must be Dollars or any Alternate Currency) of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit constitutes a Standby Letter of Credit or a Trade Letter of Credit, the Class of Revolving Facility Commitments such Letter of Credit is to be issued under and accompanied by such other information as shall be necessary to issue, amend amend, extend or extend renew such Letter of Credit. If requested by the applicable Issuing Bank, the Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form in connection with any request for a Letter of Credit. In the event of any inconsistency between the terms and conditions of this Agreement and the terms and conditions of any form of letter of credit application or other agreement submitted by the Borrower to, or entered into by the Borrower with, the applicable Issuing Bank relating to any Letter of Credit, the terms and conditions of this Agreement shall control. A Letter of Credit shall may be issued, amended amended, extended or extended renewed only if (and upon on the issuance, amendment amendment, extension or extension renewal of each Letter of Credit the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment or amendment, extension, (i) or renewal, the Revolving Facility Credit Exposure shall not exceed the applicable Revolving Facility Commitments, (ii) the Revolving L/C Exposure shall amount of all LC Obligations would not exceed the Letter of Credit Sublimit Limit, and the sum of (iiix) the aggregate outstanding principal amount of Letters all Revolving Loans and Swingline Loans plus (y) the aggregate amount of Credit issued by such Issuing Bank shall all LC Obligations would not exceed the applicable amount set forth for such Issuing Bank in Total Revolving Credit Commitment. Promptly after the definition delivery of “Issuing Bank” hereunder. For the avoidance of doubt, no Issuing Bank shall be obligated to issue an Alternate Currency Letter of Credit if such Issuing Bank does not otherwise issue letters of credit in such Alternate Currency. Notwithstanding any other provision of this Agreement or any other Loan Document to the contrary, no Issuing Bank shall be required to issue, amend, extend, renew or increase any Letter of Credit if such issuanceor any amendment to a Letter of Credit to an advising bank with respect thereto or to the beneficiary thereof, amendment, extension or increase would violate one or more of the applicable Issuing Bank’s policies (now Bank will also deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or hereafter amendment. Upon receipt of such Letter of Credit or amendment, the Administrative Agent shall notify the Revolving Lenders, in effect) applicable to letters writing, of creditsuch Letter of Credit or amendment, and if so requested by a Revolving Lender, the Administrative Agent will provide such Revolving Lender with copies of such Letter of Credit or amendment.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To (i) In order to request the issuance of a Letter of Credit (or the amendmentto amend, renewal (other than renew or extend an automatic extension in accordance with paragraph (c) of this Section) or extension of an outstanding existing Letter of Credit), the Administrative Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) fax to the applicable Issuing Bank and the Administrative Agent (not later than 1:00 p.m. (New York City time) at least three five (5) Business Days in advance of the requested date of issuance, amendment or extension (or such shorter period as such Issuing Bank and the Administrative Agent may agree in a particular instance in their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be) an L/C Extension Notice together with such Issuing Bank’s Letter of Credit application form (if any), appropriately completed and signed by a Responsible Officer of the Administrative Borrower and including agreed-upon draft language for such Letter of Credit reasonably acceptable to the applicable Issuing Bank in their sole discretion may agree) a notice substantially in the form of Exhibit C-3 requesting the issuance of a Letter of CreditBank, or identifying the Letter of Credit to be amended amended, renewed or extended, and specifying the date of issuance, amendment amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Sectionbelow), the amount and currency (which may be Dollars or any Alternate Currency) of such Letter of Credit, the name and address of the beneficiary thereof, whether the documents to be presented by such beneficiary in case of any drawing thereunder, the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder, the nature of the proposed amendment (in the case of an amendment), any Letter of Credit constitutes a Standby Letter of Credit or a Trade Letter of Credit, application form required by the Class of Revolving Facility Commitments such Letter of Credit is to be issued under applicable Issuing Bank and such other information as shall be necessary to issue, amend or extend prepare such Letter of Credit. If requested by the applicable Issuing Bank, the Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended amended, renewed or extended only if (if, and upon issuance, amendment amendment, renewal or extension of each Letter of Credit the theeach Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment amendment, renewal or extension, extension (ix) the Aggregate Revolving Facility Credit Exposure shall not exceed the applicable Total Revolving Facility Commitments, (ii) the Revolving L/C Exposure shall not exceed the Letter of Credit Sublimit Commitment and (iiiy) the aggregate outstanding face amount of Letters of Credit issued by such any Issuing Bank shall not exceed the applicable amount set forth for such Issuing Bank in the definition of “Issuing Bank” hereunder. For the avoidance of doubt, no Issuing Bank shall be obligated to issue an Alternate Currency Letter of Credit if such Issuing Bank does not otherwise issue letters of credit in such Alternate Currency. Notwithstanding any other provision of this Agreement or any other Loan Document to the contrary, no Issuing Bank shall be required to issue, amend, extend, renew or increase any Letter of Credit if such issuance, amendment, extension or increase would violate one or more of the applicable Issuing Bank’s policies (now or hereafter in effect) applicable to letters of creditits L/C Commitment.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal (other than an automatic extension in accordance with paragraph (c) of this Section) or extension of an outstanding Letter of Credit), the relevant Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to the applicable Issuing Bank Lender and the Administrative Agent (at least three Business Days reasonably in advance of the requested date of issuance, amendment amendment, renewal or extension or such shorter period as the Administrative Agent and the applicable Issuing Bank in their sole discretion may agreeextension) a notice substantially in specifying the form name of Exhibit C-3 the relevant Borrower and requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended amended, renewed or extended, and specifying the date of issuance, amendment amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency (which may be Dollars or any Alternate Currency) of such Letter of Credit, the currency in which such Letter of Credit is to be denominated (which shall be Dollars or, subject to Section 2.21, an Alternative Currency), the name and address of the beneficiary thereof, whether such Letter of Credit constitutes a Standby Letter of Credit or a Trade Letter of Credit, the Class of Revolving Facility Commitments such Letter of Credit is to be issued under thereof and such other information as shall be necessary to issueprepare, amend amend, renew or extend such Letter of Credit. If requested by the applicable Issuing BankLender, the relevant Borrower also shall submit a letter of credit application on such Issuing Bank’s Lender's standard form in connection with any request for a Letter of Credit. Following receipt of such notice and prior to the issuance of the requested Letter of Credit, the Administrative Agent shall calculate the Dollar Equivalent of such Letter of Credit and shall notify the Parent Borrower, the relevant Borrower and the applicable Issuing Lender of the amount of the Total Domestic Exposure after giving effect to (i) the issuance of such Letter of Credit, (ii) the issuance or expiration of any other Letter of Credit that is to be issued or will expire prior to the requested date of issuance of such Letter of Credit and (iii) the borrowing or repayment of any Domestic Revolving Loans or Swingline Loans that (based upon notices delivered to the Administrative Agent by the Parent Borrower) are to be borrowed or repaid prior to the requested date of issuance of such Letter of Credit. A Letter of Credit shall be issued, amended amended, renewed or extended only if (and upon issuance, amendment amendment, renewal or extension of each Letter of Credit the Parent Borrower and the relevant Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment amendment, renewal or extension, extension (i) the Revolving Facility LC Exposure shall not exceed $250,000,000, (ii) the LC Exposure with respect to Letters of Credit denominated in Dollars, pounds sterling and Euros shall not exceed $250,000,000, (iii) the Alternative Currency LC Exposure with respect to Letters of Credit denominated in any Alternative Currency (other than pounds sterling or Euros) shall not exceed $75,000,000 and (iv) the Total Domestic Exposure shall not exceed the applicable total Domestic Revolving Facility Commitments, (ii) the Revolving L/C Exposure shall not exceed the Letter of Credit Sublimit and (iii) the aggregate outstanding amount of Letters of Credit issued by such Issuing Bank shall not exceed the applicable amount set forth for such Issuing Bank in the definition of “Issuing Bank” hereunder. For the avoidance of doubt, no Issuing Bank shall be obligated to issue an Alternate Currency Letter of Credit if such Issuing Bank does not otherwise issue letters of credit in such Alternate Currency. Notwithstanding any other provision of this Agreement or any other Loan Document to the contrary, no Issuing Bank shall be required to issue, amend, extend, renew or increase any Letter of Credit if such issuance, amendment, extension or increase would violate one or more of the applicable Issuing Bank’s policies (now or hereafter in effect) applicable to letters of credit.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal (other than an automatic extension in accordance with paragraph (c) of this Section) or extension of an outstanding Letter of Credit), the Borrower Representative shall deliver by hand deliver or telecopy facsimile (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing BankBank and the Administrative Agent) to the applicable Issuing Bank and the Administrative Agent (prior to 10:00 a.m., Chicago time, at least three (3) Business Days in advance of prior to the requested date of issuance, amendment amendment, renewal or extension (or such shorter period later time or date as to which the Administrative Agent and the applicable relevant Issuing Bank in their sole discretion may agree)) a notice substantially in the form of Exhibit C-3 requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended amended, renewed or extended, and specifying the date of issuance, amendment amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency (which may be Dollars or any Alternate Currency) of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit constitutes a Standby Letter of Credit or a Trade Letter of Credit, the Class of Revolving Facility Commitments such Letter of Credit is to be issued under thereof and such other information as shall be necessary to issueprepare, amend amend, renew or extend such Letter of Credit. If requested by the applicable Issuing Bank, the applicable Borrower also shall submit a letter of credit application on such the Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended amended, renewed or extended only if (and upon issuance, amendment amendment, renewal or extension of each Letter of Credit the Borrower Borrowers shall be deemed to represent and warrant that), after giving effect to such issuance, amendment amendment, renewal or extension, extension (i) the Revolving Facility Credit aggregate LC Exposure shall not exceed the applicable Revolving Facility Commitments$15,000,000, and (ii) the Borrowers are in compliance with each of the Revolving L/C Exposure shall not exceed Limitations. Notwithstanding the Letter of Credit Sublimit and (iii) foregoing or anything to the aggregate outstanding amount of Letters of Credit issued by such Issuing Bank shall not exceed the applicable amount set forth for such Issuing Bank in the definition of “Issuing Bank” hereunder. For the avoidance of doubtcontrary contained herein, no Issuing Bank shall be obligated to issue an Alternate Currency Letter of Credit if such Issuing Bank does not otherwise issue letters of credit in such Alternate Currency. Notwithstanding any other provision of this Agreement or any other Loan Document to the contrary, no Issuing Bank shall be required to issue, amend, extend, renew or increase modify any Letter of Credit if if, immediately after giving effect thereto, the outstanding LC Exposure in respect of all Letters of Credit issued by such issuance, amendment, extension or increase Person and its Affiliates would violate one or more of the applicable exceed such Issuing Bank’s policies Issuing Bank Sublimit. Without limiting the foregoing and without affecting the limitations contained herein, it is understood and agreed that the Borrower Representative may from time to time request that an Issuing Bank issue Letters of Credit in excess of its individual Issuing Bank Sublimit in effect at the time of such request, and each Issuing Bank agrees to consider any such request in good faith. Any Letter of Credit so issued by an Issuing Bank in excess of its individual Issuing Bank Sublimit then in effect shall nonetheless constitute a Letter of Credit for all purposes of this Agreement, and shall not affect the Issuing Bank Sublimit of any other Issuing Bank, subject to the limitations on the aggregate LC Exposure set forth in clause (now or hereafter in effecti) applicable to letters of creditthis Section 2.06(b).

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal (other than an automatic extension in accordance with paragraph (c) of this Section) or extension of an outstanding Letter of Credit), the Borrower shall hand deliver or telecopy (or transmit by electronic communicationcommunication (including by electronic mail or facsimile), if arrangements for doing so have been approved by the applicable Issuing Bank) to the applicable relevant Issuing Bank and the Administrative Agent (not later than 1:00 p.m. at least three two Business Days in advance of the requested date of issuance, amendment or extension (or such shorter period later date and time as the Administrative Agent and the applicable such Issuing Bank may agree in a particular instance in their sole discretion discretion) prior to the proposed issuance date or date of amendment, as the case may agree) be a notice substantially in the form of Exhibit C-3 requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended amended, renewed or extended, and specifying the date of issuance, amendment amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency (which may be Dollars or any Alternate Currency) of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit constitutes a Standby Letter of Credit or a Trade Letter of Credit, the Class of Revolving Facility Commitments such Letter of Credit is to be issued under thereof and such other information as shall be necessary to issueprepare, amend amend, renew or extend such Letter of Credit. If requested by the applicable an Issuing Bank, the Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter All Existing Letters of Credit shall be issueddeemed to have been issued pursuant hereto, amended or extended only if (and upon issuance, amendment or extension of each Letter of Credit from and after the Borrower Closing Date shall be deemed subject to represent and warrant that), after giving effect to such issuance, amendment or extension, (i) governed by the Revolving Facility Credit Exposure shall not exceed the applicable Revolving Facility Commitments, (ii) the Revolving L/C Exposure shall not exceed the Letter of Credit Sublimit terms and (iii) the aggregate outstanding amount of Letters of Credit issued by such Issuing Bank shall not exceed the applicable amount set forth for such Issuing Bank in the definition of “Issuing Bank” hereunder. For the avoidance of doubt, no Issuing Bank shall be obligated to issue an Alternate Currency Letter of Credit if such Issuing Bank does not otherwise issue letters of credit in such Alternate Currency. Notwithstanding any other provision conditions of this Agreement and, subject to Section 2.05(a) above, any letter of credit application or any other Loan Document to agreement submitted by the contraryBorrower to, no or entered into by the Borrower with, an Issuing Bank shall be required relating to issue, amend, extend, renew or increase any Letter such Existing Letters of Credit if such issuance, amendment, extension or increase would violate one or more of the applicable Issuing Bank’s policies (now or hereafter in effect) applicable to letters of creditCredit.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal (other than an automatic extension in accordance with paragraph (c) of this Section) or extension of an outstanding Letter of Credit), the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to the applicable Issuing Bank and the Administrative Agent (at least three Business Days reasonably in advance of the requested date of issuance, amendment amendment, renewal or extension or extension, in the case of Letters of Credit denominated in a Foreign Currency such shorter period as the Administrative Agent and the applicable Issuing Bank notice being at least three Business Days in their sole discretion may agreeadvance) a notice substantially in the form of Exhibit C-3 requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended amended, renewed or extended, and specifying the date of issuance, amendment amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency (which may be Dollars or any Alternate Currency) of such Letter of Credit, the name and address of the beneficiary thereof, whether the currency in which such Borrower proposes such Letter of Credit constitutes a Standby Letter of Credit or a Trade Letter of Credit, the Class of Revolving Facility Commitments such Letter of Credit is to be issued under denominated and such other information as shall be necessary to issueprepare, amend amend, renew or extend such Letter of Credit. If requested by the applicable Issuing Bank, the Borrower also shall submit a letter of credit application on such the Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended amended, renewed or extended only if (and upon issuance, amendment amendment, renewal or extension of each Letter of Credit the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment amendment, renewal or extension, extension (i) the Revolving Facility Credit Dollar Equivalent of LC Exposure shall not exceed the applicable Revolving Facility Commitments, $50,000,000 and (ii) the sum of the total Revolving L/C Exposure Credit Exposures shall not exceed the total Commitments. Upon the effectiveness of this Agreement, each Existing Letter of Credit Sublimit and (iii) the aggregate outstanding amount of Letters of Credit shall, without any further action by any party, be deemed to have been issued by such Issuing Bank shall not exceed the applicable amount set forth for such Issuing Bank in the definition of “Issuing Bank” hereunder. For the avoidance of doubt, no Issuing Bank shall be obligated to issue an Alternate Currency as a Letter of Credit if hereunder on the date of such Issuing Bank does not otherwise issue letters of credit in such Alternate Currency. Notwithstanding any other provision of this Agreement or any other Loan Document to the contrary, no Issuing Bank effectiveness and shall for all purposes hereof be required to issue, amend, extend, renew or increase any treated as a Letter of Credit if such issuance, amendment, extension or increase would violate one or more of the applicable Issuing Bank’s policies (now or hereafter in effect) applicable to letters of creditunder this Agreement.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal (other than an automatic extension in accordance with paragraph (c) of this Section) or extension of an outstanding Letter of Credit), the Borrower Company shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable such Issuing Bank) to the applicable Issuing Bank (selected by the Company in its sole discretion) and the Administrative Agent (at least three Business Days reasonably in advance of the requested date of issuance, amendment amendment, renewal or extension or such extension, but in any event no less than three (3) Business Days in advance thereof unless a shorter period as the Administrative Agent and is acceptable to the applicable Issuing Bank in their its sole discretion may agreediscretion) a notice substantially in the form of Exhibit C-3 requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended amended, renewed or extended, and specifying the date of issuance, amendment amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency (which may be Dollars or any Alternate Currency) of such Letter of Credit, the Agreed LC Currency applicable thereto, the name and address of the beneficiary thereof, whether such Letter of Credit constitutes a Standby Letter of Credit or a Trade Letter of Credit, the Class of Revolving Facility Commitments such Letter of Credit is to be issued under thereof and such other information as shall be necessary to issueprepare, amend amend, renew or extend such Letter of Credit. If requested by the applicable any Issuing Bank, the Borrower Company also shall submit a letter of credit application on such Issuing Bank’s standard in a form agreed to by the Company in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended to increase the amount, renewed or extended only if (and upon issuance, amendment to increase the amount, renewal or extension of each Letter of Credit the Borrower Company shall be deemed to represent and warrant that), after giving effect to such issuance, amendment amendment, renewal or extension, but allowing for fluctuations in currency exchange rates and subject to Section 2.11.2, (i) subject to Section 2.04, the Dollar Amount of the LC Exposure shall not exceed $200,000,000, (ii) subject to Section 2.04, the Dollar Amount of the aggregate face amount of all Letters of Credit issued and then outstanding by any Issuing Bank shall not exceed such Issuing Bank’s Applicable LC Sublimit, (iii) subject to Section 2.04, the sum of the Dollar Amount of the Total Revolving Facility Credit Exposures shall not exceed the Aggregate Commitment, (iv) subject to Section 2.04, the Dollar Amount of each Lender’s Revolving Credit Exposure shall not exceed such Lender’s Revolving Commitment and (v) subject to Section 2.04, the applicable Dollar Amount of the total outstanding Revolving Facility CommitmentsLoans and LC Exposure, (ii) the Revolving L/C Exposure in each case denominated in Foreign Currencies, shall not exceed the Letter of Credit Sublimit and (iii) the aggregate outstanding amount of Letters of Credit issued by such Issuing Bank shall not exceed the applicable amount set forth for such Issuing Bank in the definition of “Issuing Bank” hereunder. For the avoidance of doubt, no Issuing Bank shall be obligated to issue an Alternate Foreign Currency Letter of Credit if such Issuing Bank does not otherwise issue letters of credit in such Alternate Currency. Notwithstanding any other provision of this Agreement or any other Loan Document to the contrary, no Issuing Bank shall be required to issue, amend, extend, renew or increase any Letter of Credit if such issuance, amendment, extension or increase would violate one or more of the applicable Issuing Bank’s policies (now or hereafter in effect) applicable to letters of creditSublimit.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal (other than an automatic extension in accordance with paragraph (c) of this SectionSection 2.05) or extension of an outstanding Letter of Credit), the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) , to the applicable Issuing Bank and the Administrative Agent (at least three Business Days (or, in the case of an Alternate Currency Letter of Credit where the Issuing Bank is Barclays Bank PLC, at least five Business Days) in advance of the requested date of issuance, amendment or extension or such shorter period as the Administrative Agent and the applicable Issuing Bank in their sole discretion may agree) a notice substantially in the form of Exhibit C-3 requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended or extended, and specifying the date of issuance, amendment or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this SectionSection 2.05), the amount and currency (which may be Dollars or any Alternate Currency) of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit constitutes a Standby Letter of Credit or a Trade Letter of Credit, the Class of Revolving Facility Commitments such Letter of Credit is to be issued under and such other information as shall be necessary to issue, amend or extend such Letter of Credit. If requested by the applicable Issuing Bank, the Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended or extended only if (and upon issuance, amendment or extension of each Letter of Credit the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment or extension, (i) the Revolving Facility Credit Exposure shall not exceed the applicable Revolving Facility Commitments, (ii) the Revolving L/C Exposure shall not exceed the Letter of Credit Sublimit and (iii) with respect to the aggregate outstanding applicable Issuing Bank, the stated amount of all outstanding Letters of Credit issued by such Issuing Bank shall not exceed the applicable amount set forth for Specified L/C Sublimit of such Issuing Bank then in the definition of “Issuing Bank” hereundereffect. For the avoidance of doubt, no Issuing Bank shall be obligated to issue an Alternate Currency Letter of Credit if such Issuing Bank does not otherwise issue letters of credit in such Alternate Currency. Notwithstanding any other provision of this Agreement or any other Loan Document to the contrary, no Issuing Bank shall be required to issue, amend, extend, renew or increase any Letter of Credit if such issuance, amendment, extension or increase would violate one or more of the applicable Issuing Bank’s policies (now or hereafter in effect) applicable to letters of credit.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal (other than an automatic extension in accordance with paragraph (c) of this Section) or extension of an outstanding Letter of Credit), the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to the applicable Issuing Bank and the Administrative Agent (at least three Business Days in advance of the requested date of issuance, amendment or extension or such shorter period as the Administrative Agent and the applicable Issuing Bank in their sole discretion may agree) a notice substantially in the form of Exhibit C-3 requesting the issuance of a Letter of CreditCredit Request, or identifying the Letter of Credit to be amended or extended, and specifying the date of issuance, amendment or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency (which may be Dollars or any an Alternate Currency) of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit constitutes a Standby Letter of Credit or a Trade Letter of Credit, the Class of Revolving Facility Commitments such Letter of Credit is to be issued under thereof and such other information as shall be necessary to issue, amend or extend such Letter of Credit. If requested by the applicable Issuing Bank, the Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended or extended only if (and upon issuance, amendment or extension of each Letter of Credit the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment or extension, extension (i) the Revolving Facility Credit Exposure shall not exceed the applicable Revolving Facility Commitments, (ii) the Revolving L/C Exposure shall not exceed the Letter of Credit Sublimit Sublimit, (ii) the DIP ABL Credit Exposure shall not exceed the DIP ABL Loan Cap and (iii) the aggregate outstanding amount of Letters of Credit issued by such Issuing Bank shall not exceed the applicable amount set forth for such Issuing Bank in the definition of “Issuing Bank” hereunder. For the avoidance of doubt, no Issuing Bank shall be obligated to issue an Alternate Currency Letter of Credit if such Issuing Bank does not otherwise issue letters of credit in such Alternate Currency. Notwithstanding any other provision of this Agreement or any other Loan Document to the contrary, no Issuing Bank shall be required issued if, after giving effect thereto, the aggregate amount of L/C Exposure with respect to issue, amend, extend, renew or increase any all Alternate Currency Letters of Credit would exceed the Letter of Credit if such issuance, amendment, extension or increase would violate one or more of the applicable Issuing Bank’s policies (now or hereafter in effect) applicable to letters of creditSublimit.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal (other than an automatic extension in accordance with paragraph (c) of this Section) or extension of an outstanding any Letter of Credit), the Administrative Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to the applicable Issuing Bank and the Administrative Agent (Agent, at least three Business Days in advance of the requested date of issuance, amendment or extension issuance (or such shorter period as the Administrative Agent and is acceptable to the applicable Issuing Bank in their sole discretion may agree) a notice substantially or, in the form case of Exhibit C-3 requesting any issuance to be made on the issuance Closing Date, one Business Day prior to the Closing Date), a Letter of Credit Request. To request an amendment, extension or renewal of an outstanding Letter of Credit (other than any automatic extension of a Letter of CreditCredit permitted under Section 2.05(c)) the Administrative Borrower shall submit a Letter of Credit Request to the applicable Issuing Bank selected by the Administrative Borrower (with a copy to the Administrative Agent) at least three Business Days in advance of the requested date of amendment, extension or renewal (or such shorter period as is acceptable to the applicable Issuing Bank), identifying the Letter of Credit to be amended amended, extended or extendedrenewed, and specifying the proposed date of issuance, amendment or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency (which may be Dollars or any Alternate Currency) of such Letter of Credit, the name and address other details of the beneficiary thereofamendment, whether such Letter of Credit constitutes a Standby Letter of Credit extension or a Trade Letter of Credit, the Class of Revolving Facility Commitments such Letter of Credit is to be issued under and such other information as shall be necessary to issue, amend or extend such Letter of Creditrenewal. If requested by the applicable Issuing BankBank in connection with any request for any Letter of Credit, the Administrative Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form. In the event of any inconsistency between the terms and conditions of this Agreement and the terms and conditions of any form in connection with of letter of credit application or other agreement submitted by the Administrative Borrower to, or entered into by the Administrative Borrower with, the applicable Issuing Bank relating to any request for a Letter of Credit, the terms and conditions of this Agreement shall control. A No Letter of Credit, letter of credit application or other document entered into by any Borrower with any Issuing Bank relating to any Letter of Credit shall contain any representation or warranty, covenant or event of default not set forth in this Agreement (and to the extent inconsistent herewith shall be rendered null and void (or reformed automatically without further action by any Person to conform to the terms of this Agreement), and all representations and warranties, covenants and events of default set forth therein shall contain standards, qualifications, thresholds and exceptions for materiality or otherwise consistent with those set forth in this Agreement (and, to the extent inconsistent herewith, shall be deemed to automatically incorporate the applicable standards, qualifications, thresholds and exceptions set forth herein without action by any Person). No Letter of Credit may be issued, amended amended, extended or extended only if renewed unless (and upon on the issuance, amendment amendment, extension or extension renewal of each Letter of Credit the Administrative Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment or amendment, extension, or renewal (i) the Revolving Facility Credit Exposure shall not exceed the applicable Revolving Facility Commitments, (iiA) the Revolving L/C LC Exposure shall does not exceed the Letter of Credit Sublimit and (iiitaking the Dollar Equivalent of the amount of any Letter of Credit denominated in an Alternate Currency), (B) with respect to any Letter of Credit to be issued by Credit SuisseJPMorgan Chase Bank, N.A., Xxxxx Fargo Bank, N.A., PNC Bank, N.A., Bank of America, N.A. or ING Capital LLC, the aggregate undrawn amount (plus unpaid LC Disbursements) of all outstanding amount of Letters of Credit issued by such Issuing Credit Suisse does not exceed $100,000,000 and (C) with respect to any Letter of Credit to be issued by ING, the aggregate undrawn amount (plus unpaid LC Disbursements) of all outstanding Letters of Credit issued by ING does not exceed $50,000,000 andJPMorgan Chase Bank, N.A., Xxxxx Fargo Bank, N.A., PNC Bank, N.A., Bank of America, N.A. or ING Capital LLC does not exceed $30,000,000 in each case and (ii) (A) the aggregate amount of the Initial Revolving Credit Exposure shall not exceed the applicable aggregate amount set forth for of the Initial Revolving Credit Commitments then in effect, (B) the aggregate amount of the Additional Revolving Credit Exposure attributable to any Class of Additional Revolving Credit Commitments does not exceed the aggregate amount of the Additional Revolving Credit Commitments of such Issuing Bank Class then in the definition of “Issuing Bank” hereunder. For the avoidance of doubt, no Issuing Bank shall be obligated to issue an Alternate Currency effect and (C) if such Letter of Credit if has a term that extends beyond the Maturity Date applicable to the Revolving Credit Commitments of any Class, the aggregate amount of the LC Exposure attributable to Letters of Credit expiring after such Issuing Bank Maturity Date does not otherwise issue letters of credit in such Alternate Currency. Notwithstanding any other provision of this Agreement or any other Loan Document to exceed the contrary, no Issuing Bank shall be required to issue, amend, extend, renew or increase any Letter of Credit if such issuance, amendment, extension or increase would violate one or more aggregate amount of the applicable Issuing Bank’s policies (now or hereafter Revolving Credit Commitments then in effect) applicable effect that are scheduled to letters of creditremain in effect after such Maturity Date.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal (other than an automatic extension in accordance with paragraph (c) of this Section) or extension of an outstanding Letter of Credit), the Borrower Company shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable such Issuing Bank) to the applicable Issuing Bank (selected by the Company in its sole discretion) and the Administrative Agent (at least three Business Days reasonably in advance of the requested date of issuance, amendment amendment, renewal or extension or such extension, but in any event no less than three (3) Business Days in advance thereof unless a shorter period as the Administrative Agent and is acceptable to the applicable Issuing Bank in their its sole discretion may agreediscretion) a notice substantially in the form of Exhibit C-3 requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended amended, renewed or extended, and specifying the date of issuance, amendment amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency (which may be Dollars or any Alternate Currency) of such Letter of Credit, the Agreed LC Currency applicable thereto, the name and address of the beneficiary thereof, whether such Letter of Credit constitutes a Standby Letter of Credit or a Trade Letter of Credit, the Class of Revolving Facility Commitments such Letter of Credit is to be issued under thereof and such other information as shall be necessary to issueprepare, amend amend, renew or extend such Letter of Credit. If requested by the applicable any Issuing Bank, the Borrower Company also shall submit a letter of credit application on such Issuing Bank’s standard in a form agreed to by the Company in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended to increase the amount, renewed or extended only if (and upon issuance, amendment to increase the amount, renewal or extension of each Letter of Credit the Borrower Company shall be deemed to represent and warrant that), after giving effect to such issuance, amendment amendment, renewal or extension, but allowing for fluctuations in currency exchange rates and subject to Section 2.11.2, (i) subject to Section 2.04, the Dollar Amount of the LC Exposure shall not exceed $200,000,000, (ii) subject to Section 2.04, the Dollar Amount of the aggregate face amount of all Letters of Credit issued and then outstanding by any Issuing Bank shall not exceed such Issuing Bank’s Applicable LC Sublimit, (iii) subject to Section 2.04, the sum of the Dollar Amount of the Total Revolving Facility Credit Exposures shall not exceed the Aggregate Commitmentaggregate Revolving Commitments, (iv) subject to Section 2.04, the Dollar Amount of each Lender’s Revolving Credit Exposure shall not exceed such Lender’s Revolving Commitment and (v) subject to Section 2.04, the applicable Dollar Amount of the total outstanding Revolving Facility CommitmentsLoans and LC Exposure, (ii) the Revolving L/C Exposure in each case denominated in Foreign Currencies, shall not exceed the Letter of Credit Sublimit and (iii) the aggregate outstanding amount of Letters of Credit issued by such Issuing Bank shall not exceed the applicable amount set forth for such Issuing Bank in the definition of “Issuing Bank” hereunder. For the avoidance of doubt, no Issuing Bank shall be obligated to issue an Alternate Foreign Currency Letter of Credit if such Issuing Bank does not otherwise issue letters of credit in such Alternate Currency. Notwithstanding any other provision of this Agreement or any other Loan Document to the contrary, no Issuing Bank shall be required to issue, amend, extend, renew or increase any Letter of Credit if such issuance, amendment, extension or increase would violate one or more of the applicable Issuing Bank’s policies (now or hereafter in effect) applicable to letters of creditSublimit.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal (other than an automatic extension in accordance with paragraph (c) of this SectionSection 2.05) or extension of an outstanding Letter of Credit), the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to the applicable Issuing Bank and the Administrative Agent (at least three Business Days in advance of the requested date of issuance, amendment or extension or such shorter period as the Administrative Agent and the applicable Issuing Bank in their sole discretion may agree) a notice substantially in the form of Exhibit C-3 requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended or extended, and specifying the date of issuance, amendment or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this SectionSection 2.05), the amount and currency (which may be Dollars or any Alternate Currency) of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit constitutes a Standby Letter of Credit or a Trade Letter of Credit, the Class of Revolving Facility Commitments such Letter of Credit is to be issued under and such other information as shall be necessary to issue, amend or extend such Letter of Credit. If requested by the applicable Issuing Bank, the Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended or extended only if (and upon issuance, amendment or extension of each Letter of Credit the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment or extension, (i) the Revolving Facility Credit Exposure shall not exceed the applicable Revolving Facility Commitments, (ii) the Revolving L/C Exposure shall not exceed the Letter of Credit Sublimit and (iii) with respect to the aggregate outstanding applicable Issuing Bank, the stated amount of all outstanding Letters of Credit issued by such Issuing Bank shall not exceed the applicable amount set forth for Specified L/C Sublimit of such Issuing Bank then in the definition of “Issuing Bank” hereundereffect. For the avoidance of doubt, no Issuing Bank shall be obligated to issue an Alternate Currency Letter of Credit if such Issuing Bank does not otherwise issue letters of credit in such Alternate Currency. Notwithstanding any other provision of this Agreement or any other Loan Document to the contrary, no Issuing Bank shall be required to issue, amend, extend, renew or increase any Letter of Credit if such issuance, amendment, extension or increase would violate one or more of the applicable Issuing Bank’s policies (now or hereafter in effect) applicable to letters of credit.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal (other than an automatic extension in accordance with paragraph (c) of this Section) or extension of an outstanding Letter of Credit), the Lux Borrower or any Additional Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to the applicable Issuing Bank and the Administrative Agent (at least three Business Days in advance of the requested date of issuance, amendment or extension or such shorter period as the Administrative Agent and the applicable Issuing Bank in their sole discretion may agree) a notice substantially in the form of Exhibit C-3 D-3 requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended or extended, and specifying the date of issuance, amendment or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency (which may shall be Dollars or any Alternate an Agreed Currency) of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit constitutes a Standby Letter of Credit or a Trade Letter of Credit, the Class of Revolving Facility Commitments such Letter of Credit is to be issued under and such other information as shall be necessary to issue, amend or extend such Letter of Credit. If requested by the applicable Issuing Bank, the Lux Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form and related documents in connection with any request for a Letter of CreditCredit and in connection with any request for a Letter of Credit to be amended, renewed, modified or extended. A Letter of Credit shall be issued, amended or extended only if (and upon issuance, amendment or extension of each Letter of Credit the each Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment or extension, (ix) the Dollar Equivalent of the Revolving L/C Exposure shall not exceed $150,000,00050,000,000 , (y) the Dollar Equivalent of the Revolving Facility Credit Exposure shall not exceed the applicable Revolving Facility Commitments, Commitments and (iiz) the Dollar Equivalent of the Revolving L/C Exposure shall not exceed the Letter of Credit Sublimit and (iii) the aggregate outstanding amount of applicable to all Letters of Credit issued by such any given Issuing Bank shall not exceed the applicable amount set forth for such Issuing Bank in the definition of “Issuing Bank” hereunder. For the avoidance of doubt, no Issuing Bank shall be obligated to issue an Alternate Currency Letter of Credit if such Issuing Bank does not otherwise issue letters of credit in such Alternate Currency. Notwithstanding any other provision of this Agreement or any other Loan Document to the contrary, no Issuing Bank shall be required to issue, amend, extend, renew or increase any Letter of Credit if such issuance, amendment, extension or increase would violate one or more of the applicable Issuing Bank’s policies (now or hereafter in effect) applicable to letters of creditApplicable L/C Sublimit.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal (other than an automatic extension in accordance with paragraph (c) of this Section) or extension of an outstanding Letter of CreditCredit (other than an automatic renewal permitted pursuant to paragraph (c) of this Section 2.05), the Borrower shall hand deliver or telecopy fax (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bankrecipient) to the applicable Issuing Bank and the Administrative Agent (at least three Business Days Agent, reasonably in advance of the requested date of issuance, amendment amendment, renewal or extension or such shorter period as the Administrative Agent and the applicable Issuing Bank in their sole discretion may agree) extension, a notice substantially in the form of Exhibit C-3 requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended amended, renewed or extended, and specifying the requested date of issuance, amendment amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this SectionSection 2.05), the amount and currency (which may which, except in the case of the Existing Letters of Credit, shall be Dollars or any Alternate Currencyno less than $5,000) of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit constitutes a Standby Letter of Credit or a Trade Letter of Credit, the Class of Revolving Facility Commitments such Letter of Credit is to be issued under thereof and such other information as shall be necessary to issueenable the applicable Issuing Bank to prepare, amend amend, renew or extend such Letter of Credit. If requested by the applicable Issuing Bank, the Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form in connection with any request for a Letter of Creditsuch request. A Letter of Credit shall be issued, amended amended, renewed or extended only if (and upon each issuance, amendment amendment, renewal or extension of each any Letter of Credit the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment amendment, renewal or extension, (i) the Revolving Facility Credit LC Exposure shall will not exceed the applicable Revolving Facility Commitments$10,000,000, (ii) unless waived by the Revolving L/C applicable Issuing Bank in its sole discretion, each Issuing Bank’s LC Exposure shall will not exceed the its Letter of Credit Individual Sublimit (it being understood this clause (ii) does not apply to Existing Letters of Credit Issued by Issuing Banks not listed in the definition of Letter of Credit Individual Sublimit) and (iii) the aggregate outstanding amount Aggregate Revolving Exposure will not exceed the Aggregate Revolving Commitment. Each Issuing Bank agrees that it shall not permit any issuance, amendment, renewal or extension of a Letter of Credit to occur unless it shall have given to the Administrative Agent written notice thereof required under paragraph (l) of this Section 2.05. On the Closing Date, the Existing Letters of Credit shall be deemed Letters of Credit issued by such Issuing Bank shall not exceed the applicable amount set forth for such Issuing Bank in the definition of “Issuing Bank” hereunder. For the avoidance of doubt, no Issuing Bank shall be obligated to issue an Alternate Currency Letter of Credit if such Issuing Bank does not otherwise issue letters of credit in such Alternate Currency. Notwithstanding any other provision of this Agreement or any other Loan Document to the contrary, no Issuing Bank shall be required to issue, amend, extend, renew or increase any Letter of Credit if such issuance, amendment, extension or increase would violate one or more of the applicable Issuing Bank’s policies (now or hereafter in effect) applicable to letters of credit.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal (other than an automatic extension in accordance with paragraph (c) of this SectionSection 2.05) or extension of an outstanding Letter of Credit), the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to the applicable Issuing Bank and the PR Administrative Agent (at least three (3) Business Days Days, in the case of a Letter of Credit denominated in Dollars, or four (4) Business Days, in the case of a Letter of Credit denominated in an Alternate Currency, in advance of the requested date of issuance, amendment or extension or such shorter period as the PR Administrative Agent and the applicable Issuing Bank in their sole discretion may agree) a notice substantially in the form of Exhibit C-3 D-2 requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended or extended, and specifying the date of issuance, amendment or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this SectionSection 2.05), the amount and currency (which may be Dollars or any Alternate Currency) of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit constitutes a Standby Letter of Credit or a Trade Letter of Credit, the Class of Revolving Facility Commitments such Letter of Credit is to be issued under and such other information as shall be necessary to issue, amend or extend such Letter of Credit. If requested by the applicable Issuing Bank, the Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form and related documents in connection with any request for a Letter of CreditCredit and in connection with any request for a Letter of Credit to be amended, renewed, modified or extended. A Letter of Credit shall be issued, amended or extended only if (and upon issuance, amendment or extension of each Letter of Credit the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment or extension, (i) the Revolving Facility Credit Exposure shall not exceed the applicable Revolving Facility Commitments, (ii) unless the Revolving L/C Exposure shall not exceed applicable Issuing Bank otherwise agrees, the Letter of Credit Sublimit and (iii) the aggregate outstanding stated amount of all outstanding Letters of Credit issued by such Issuing Bank shall not exceed the applicable amount set forth for Letter of Credit Individual Sublimit of such Issuing Bank then in effect, (iii) unless the applicable Issuing Bank otherwise agrees, with respect to such Issuing Bank, the sum of the aggregate face amount of outstanding Letters of Credit issued by such Issuing Bank, when aggregated with the outstanding Revolving Facility Loans and Swingline Loans funded by such Issuing Bank, shall not exceed its Revolving Facility Commitment, (iv) the Revolving L/C Exposure shall not exceed the applicable Letter of Credit Sublimit, (v) the stated amount of all outstanding Alternate Currency Letters of Credit shall not exceed the Dollar Equivalent of $200,000,000 in the definition aggregate and (vi) the stated amount of “Issuing Bank” hereunderall outstanding Alternate Currency Letters of Credit, together with the outstanding amount of Alternate Currency Loans, shall not exceed the Dollar Equivalent of $200,000,000 in the aggregate. For the avoidance of doubt, no Issuing Bank shall be obligated to issue an Alternate Currency Letter of Credit if such Issuing Bank does not otherwise issue letters of credit in such Alternate Currency. Notwithstanding any other provision of this Agreement or any other Loan Document to the contrary, no Issuing Bank shall be required to issue, amend, extend, renew or increase any Letter of Credit if such issuance, amendment, extension or increase would violate one or more of the applicable Issuing Bank’s policies (now or hereafter in effect) applicable to letters of credit.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To (a) Each Letter of Credit shall be issued or amended, as the case may be, upon the request of the issuance Borrower delivered to the L/C Issuer (with a copy to the Administrative Agent) in the form of a Letter of Credit (or Application, appropriately completed and signed by a Responsible Officer of the amendment, renewal (other than an automatic extension in accordance with paragraph (c) of this Section) or extension of an outstanding Borrower. Such Letter of Credit), the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved Credit Application must be received by the applicable Issuing Bank) to the applicable Issuing Bank L/C Issuer and the Administrative Agent (not later than 11:00 a.m., New York City time, at least three two Business Days in advance of the requested date of issuance, amendment or extension (or such shorter period later date and time as the Administrative Agent and the applicable Issuing Bank L/C Issuer may agree in a particular instance in their sole discretion discretion) prior to the proposed issuance date or date of amendment, as the case may agree) be. In the case of a notice substantially in the form of Exhibit C-3 requesting the request for an initial issuance of a Letter of Credit, or identifying the such Letter of Credit Application shall specify in form and detail satisfactory to be amended or extended, and specifying the L/C Issuer: (i) the proposed issuance date of issuance, amendment or extension the requested Letter of Credit (which shall be a Business Day), the date on which such Letter of Credit is to expire ; (which shall comply with paragraph (cii) of this Section), the amount and currency thereof; (which may be Dollars or any Alternate Currencyiii) of such Letter of Credit, the expiry date thereof; (iv) the name and address of the beneficiary thereof; (v) any documents to be presented by such beneficiary in case of any drawing thereunder; (vi) the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder; and (vii) such other matters as the L/C Issuer may reasonably require. In the case of a request for an amendment of any outstanding Letter of Credit, whether such Letter of Credit constitutes a Standby Letter of Credit or a Trade Letter of Credit, Application shall specify in form and detail satisfactory to the Class of Revolving Facility Commitments such Letter of Credit is to be issued under and such other information as shall be necessary to issue, amend or extend such Letter of Credit. If requested by the applicable Issuing Bank, the Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended or extended only if (and upon issuance, amendment or extension of each Letter of Credit the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment or extension, L/C Issuer (i) the Revolving Facility Letter of Credit Exposure shall not exceed the applicable Revolving Facility Commitments, to be amended; (ii) the Revolving L/C Exposure proposed date of amendment thereof (which shall not exceed the Letter of Credit Sublimit and be a Business Day); (iii) the aggregate outstanding amount nature of Letters of Credit issued by the proposed amendment; and (iv) such Issuing Bank other matters as the L/C Issuer may reasonably require. Additionally, the Borrower shall not exceed furnish to the applicable amount set forth for L/C Issuer and the Administrative Agent such Issuing Bank in the definition of “Issuing Bank” hereunder. For the avoidance of doubt, no Issuing Bank shall be obligated other documents and information pertaining to issue an Alternate Currency such requested Letter of Credit if such Issuing Bank does not otherwise issue letters of credit in such Alternate Currency. Notwithstanding any other provision of this Agreement issuance or any other Loan Document to the contrary, no Issuing Bank shall be required to issue, amend, extend, renew or increase any Letter of Credit if such issuance, amendment, extension including any Issuer Documents, as the L/C Issuer or increase would violate one or more of the applicable Issuing Bank’s policies (now or hereafter in effect) applicable to letters of creditAdministrative Agent may require.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. (i) To request the issuance issuance, amendment, renewal or extension of a Letter of Credit (or the amendment, renewal (other than an automatic extension in accordance with paragraph (c) of this Section) or extension of an outstanding respect to any Letter of Credit), Credit issued under the Existing Credit Agreement) the Borrower shall hand must hand-deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to the applicable Issuing Bank and the Co-Administrative Agent (at least three Business Days in advance a completed Letter of Credit Application setting forth the requested date of such issuance, amendment amendment, renewal or extension or such shorter period as extension. Such Letter of Credit Application must be received by the Administrative Payment Agent and the applicable relevant Issuing Bank no later than 11:00 a.m. (eastern time) at least two (2) Business Days (or such later date and time as such Issuing Bank may agree in their a particular instance in its sole discretion discretion) prior to the proposed issuance date or date of amendment, as the case may agree) be. In the case of a notice substantially in the form of Exhibit C-3 requesting the request for an initial issuance of a Letter of Credit, or identifying the such Letter of Credit Application shall specify in form and detail reasonably satisfactory to be amended or extended, and specifying such Issuing Bank: (A) the proposed issuance date of issuance, amendment or extension the requested Letter of Credit (which shall be a Business Day), the date on which such Letter of Credit is to expire ; (which shall comply with paragraph (cB) of this Section), the amount and currency thereof; (which may be Dollars or any Alternate CurrencyC) of such Letter of Credit, the expiry date thereof; (D) the name and address of the beneficiary thereof, whether such Letter ; (E) the account party or parties thereof; (F) the full text of Credit constitutes a Standby Letter of Credit or a Trade Letter of Credit, the Class of Revolving Facility Commitments such Letter of Credit is any certificate to be issued under presented by such beneficiary in case of any drawing thereunder; (G) the transactions or obligations to be supported thereby and (H) such other information as shall be necessary to issueprepare the requested Letter of Credit; provided, amend or extend that in the case of Letters of Credit to be issued on the Closing Date only, the two (2) Business Day prior written notice shall be eliminated. In the case of a request for an amendment of any outstanding Letter of Credit, such Letter of CreditCredit Application shall specify in form and detail reasonably satisfactory to the relevant Issuing Bank (1) the Letter of Credit to be amended; (2) the proposed date of amendment thereof (which shall be a Business Day); (3) the nature of the proposed amendment; and (4) such other matters consistent with the items set forth in clauses (A)-(H) in the preceding sentence as such Issuing Bank may reasonably require. If requested Renewals of, and amendments to increase the available amount under, any outstanding Letters of Credit will be effectuated by the applicable Issuing Bank, the Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended or extended only if (and upon issuance, amendment or extension of each Letter of Credit the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment or extension, (i) the Revolving Facility Credit Exposure shall not exceed the applicable Revolving Facility Commitments, (ii) the Revolving L/C Exposure shall not exceed the Letter of Credit Sublimit and (iii) the aggregate outstanding amount of Letters of Credit issued by such Issuing Bank shall not exceed the applicable amount set forth for such Issuing Bank in the definition of “Issuing Bank” hereunder. For the avoidance of doubt, no Issuing Bank shall be obligated to issue an Alternate Currency Letter of Credit if such Issuing Bank does not otherwise issue letters of credit in such Alternate Currency. Notwithstanding any other provision of this Agreement or any other Loan Document to the contrary, no Issuing Bank shall be required to issue, amend, extend, renew or increase any Letter of Credit if such issuance, amendment, extension or increase would violate within one or more Business Day of the applicable Issuing Bank’s policies (now receipt of a renewal or hereafter in effect) a request for an increase. The Borrower’s request to reduce the effective face amount of any Letter of Credit shall be effective upon the applicable Issuing Bank’s receipt of a written consent of the beneficiary of such Letter of Credit consenting to letters of creditsuch reduction.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To In order to request the issuance of a Letter of Credit (or the amendmentto amend, renewal (other than renew or extend an automatic extension in accordance with paragraph (c) of this Section) or extension of an outstanding existing Letter of Credit), the applicable Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) fax to the applicable Issuing Bank and the Administrative Agent (at least three Business Days in advance of the requested date of issuance, amendment amendment, renewal or extension extension, or such shorter period as the applicable Borrower, the Administrative Agent and the applicable Issuing Bank in their sole discretion may shall agree) a notice substantially in the form of Exhibit C-3 requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended amended, renewed or extended, and specifying whether such Letter of Credit is to be a Domestic Letter of Credit or a Multicurrency Letter of Credit, the date of issuance, amendment amendment, renewal or extension (which shall be a Business Day)extension, the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Sectionbelow), the amount and currency (which may must be Dollars dollars in the case of a Domestic Letter of Credit or any Alternate Currencyan Alternative Currency in the case of a Multicurrency Letter of Credit) of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit constitutes a Standby Letter of Credit or a Trade Letter of Credit, the Class of Revolving Facility Commitments such Letter of Credit is to be issued under thereof and such other information as shall be necessary to issue, amend or extend prepare such Letter of Credit. If requested In addition, on the Funding Date, (i) to the extent the issuing banks thereof are parties to this Agreement as Issuing Banks, (ii) to the extent there are sufficient Revolving Credit Commitments in effect on such date and (iii) if the conditions precedent to the issuance of Letters of Credit set forth below in this Section 2.23(b) and Section 4.03 are satisfied on such date, Terex may, by written notice to the applicable Administrative Agent and the Issuing BankBanks, request that some or all of the Borrower also shall submit a letter letters of credit application outstanding under the Existing Credit Agreement be deemed issued under this Agreement, in which case such letters of credit will be deemed to have been issued as Letters of Credit hereunder on such Issuing Bank’s standard form in connection with any request for a Letter of Creditthe Funding Date. A Letter of Credit shall be issued, amended amended, renewed or extended only if (if, and upon issuance, amendment amendment, renewal or extension of each Letter of Credit the applicable Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment amendment, renewal or extension, extension (iA) the Revolving Facility Credit sum of the L/C Exposure shall not exceed and the applicable Revolving Facility Commitments, (ii) the Revolving Additional L/C Exposure shall not exceed the Letter of Credit Sublimit and $250,000,000, (iiiB) the aggregate outstanding amount of Letters of Aggregate Domestic Revolving Credit issued by such Issuing Bank Exposure shall not exceed the applicable amount set forth for such Issuing Bank in Total Domestic Revolving Credit Commitment and (C) the definition of “Issuing Bank” hereunder. For Aggregate Multicurrency Revolving Credit Exposure shall not exceed the avoidance of doubt, no Issuing Bank shall be obligated to issue an Alternate Currency Letter of Total Multicurrency Revolving Credit if such Issuing Bank does not otherwise issue letters of credit in such Alternate Currency. Notwithstanding any other provision of this Agreement or any other Loan Document to the contrary, no Issuing Bank shall be required to issue, amend, extend, renew or increase any Letter of Credit if such issuance, amendment, extension or increase would violate one or more of the applicable Issuing Bank’s policies (now or hereafter in effect) applicable to letters of creditCommitment.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal (other than an automatic extension in accordance with paragraph (c) of this SectionSection 2.05) or extension of an outstanding Letter of Credit), the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to the applicable Issuing Bank and the Administrative Agent (at least three Business Days in advance of the requested date of issuance, amendment or extension or such shorter period as the Administrative Agent and the applicable Issuing Bank in their sole discretion may agree) a notice substantially in the form of Exhibit C-3 requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended or extended, and specifying the date of issuance, amendment or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this SectionSection 2.05), the amount and currency (which may be Dollars, Canadian Dollars or any Alternate Currency) of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit constitutes a Standby Letter of Credit or a Trade Letter of Credit, the Class of Revolving Facility Commitments such Letter of Credit is to be issued under and such other information as shall be necessary to issue, amend or extend such Letter of Credit. If requested by the applicable Issuing Bank, the Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended or extended only if (and upon issuance, amendment or extension of each Letter of Credit the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment or extension, extension (i) the Revolving Facility Credit Exposure shall not exceed the applicable Revolving Facility Commitments, (ii) the Revolving L/C Exposure shall not exceed the Letter of Credit Sublimit and Sublimit, (ii) the Revolving Facility Credit Exposure shall not exceed the applicable Revolving Facility Commitments (iii) no Alternate Currency Letter of Credit shall be issued if, after giving effect thereto, the aggregate outstanding amount of Revolving L/C Exposure with respect to all Alternate Currency Letters of Credit would exceed $3,000,000 (or such larger amount within the Letter of Credit Sublimit as the Administrative Agent and the applicable Issuing Bank may agree) and (iv) with respect to the applicable Issuing Bank, the stated amount of all outstanding Letters of Credit issued by such Issuing Bank (calculated, in the case of Alternate Currency Letters of Credit or Letters of Credit denominated in Canadian Dollars, based on the Dollar Equivalent thereof) shall not exceed the applicable amount set forth for Specified L/C Sublimit of such Issuing Bank then in the definition of “Issuing Bank” hereundereffect. For the avoidance of doubt, no Issuing Bank shall be obligated to issue an Alternate Currency Letter of Credit if such Issuing Bank does not otherwise issue letters of credit in such Alternate CurrencyCurrency and Jefferies Finance LLC shall not be obligated to issue any Canadian Dollar or Alternate Currency Letter of Credit. Notwithstanding any other provision of this Agreement or any other Loan Document to the contraryIn addition, no Issuing Bank shall be required under any obligation to issue, amend, extend, renew or increase issue any Letter of Credit if such issuance(i) any order, amendmentjudgment or decree of any Governmental Authority or arbitrator shall by its terms purport to enjoin or restrain the Issuing Bank from issuing the Letter of Credit, extension or increase any Requirement of Law applicable to the Issuing Bank or any request or directive (whether or not having the force of law) from any Governmental Authority with jurisdiction over the Issuing Bank shall prohibit, or request that the Issuing Bank refrain from, the issuance of letters of credit generally or the Letter of Credit in particular or (ii) the issuance of the Letter of Credit would violate one or more policies of the applicable Issuing Bank’s policies (now or hereafter in effect) Bank applicable to letters of creditcredit generally.