Common use of Notice of Issuance Clause in Contracts

Notice of Issuance. Whenever an Applicable Account Party desires the issuance or amendment of a Letter of Credit, it shall deliver to each of the Administrative Agent and the applicable Issuing Bank an Application in use by the applicable Issuing Bank at that time no later than 1:00 p.m. (New York City time) at least five Business Days in advance of the proposed date of issuance or amendment or such shorter period as may be agreed to by the applicable Issuing Bank in any particular instance. Such Application shall be accompanied by documentary and other evidence of the proposed beneficiary’s identity as may reasonably be requested by the applicable Issuing Bank to enable the applicable Issuing Bank to verify the beneficiary’s identity or to comply with any applicable laws or regulations, including, without limitation, the USA PATRIOT Act or as otherwise customarily requested by the applicable Issuing Bank and shall specify the currency of such Letter of Credit. Upon satisfaction or waiver of the conditions set forth in Section 4.02 and subject to the terms and conditions set forth in this Section 2.20, the applicable Issuing Bank shall issue, amend, extend or increase the requested Letter of Credit subject to no violation of any of, and only in accordance with, the Issuing Bank’s standard operating procedures as in effect from time to time. If a Letter of Credit is requested in a currency other than dollars, the Issuing Bank shall not be required to issue such Letter of Credit if it does not issue Letters of Credit in such currency as of the requested issuance date. Upon the issuance of any Letter of Credit or amendment, extension or increase thereof, the applicable Issuing Bank shall promptly notify the Administrative Agent, and the Administrative Agent shall promptly notify each Lender with a Revolving Commitment of such issuance, which notice from the Administrative Agent shall be accompanied by a copy of such Letter of Credit or amendment, extension or increase thereof and the amount of such Lender’s respective participation in such Letter of Credit pursuant to Section 2.20(e).

Notice of Issuance. Whenever an Applicable Account Party Subject to Section 4.2(a), whenever the Borrower desires the issuance or amendment (to either increase the amount available for drawings under any Revolving Credit Facility Letter of Credit or to extend the maturity date thereof) of a Letter of Credit, it the Borrower shall deliver to each of the Administrative Agent and the applicable Issuing Bank an Application in use by the applicable Issuing Bank at that time a Letter of Credit Request no later than 1:00 2:00 p.m. (New York City time) at least five three (3) Business Days in advance of the proposed date of issuance or amendment Days, or such shorter period as may be agreed to by the applicable Issuing Bank in any particular instance, in advance of the proposed date of issuance. Such Application Letter of Credit Request shall be accompanied by any documentary and or other evidence of the proposed beneficiary’s identity as may reasonably be requested by the applicable Issuing Bank to enable the applicable Issuing Bank to verify the beneficiary’s identity or in order to comply with any its ongoing obligations under applicable laws or “know your customer” and anti-money laundering rules and regulations, including, without limitation, the USA PATRIOT Act or as otherwise customarily requested by the applicable Issuing Bank and shall specify the currency of such Letter of Credit. Upon satisfaction or waiver of the conditions set forth in Section 4.02 and subject to the terms and conditions set forth in this Section 2.204.2, the applicable Issuing Bank shall issue, amend, extend or increase issue the requested Letter of Credit subject to no violation of any of, and only in accordance with, with the Issuing Bank’s standard operating procedures as in effect from time to time. If a Letter of Credit is requested in a currency other than dollars, the Issuing Bank shall not be required to issue such Letter of Credit if it does not issue Letters of Credit in such currency as of the requested issuance dateprocedures. Upon the issuance or cancellation of any Letter of Credit or amendment, extension amendment or increase thereofmodification to a Letter of Credit, the applicable Issuing Bank shall promptly notify provide written or telephonic notice to the Administrative Agent, and the Administrative Agent shall promptly notify each Lender with a Revolving Credit Commitment of such issuance, which notice from the Administrative Agent shall be accompanied by amendment, modification or cancellation of a copy of such Letter of Credit or amendment, extension or increase thereof and the amount of such Lender’s respective participation in such Letter of Credit pursuant to Section 2.20(e2.4(e). Notwithstanding anything herein to the contrary, an Issuing Bank shall be under no obligation to issue, extend or amend any Letter of Credit if any order, judgment or decree of any Governmental Authority or arbitrator by its terms shall purport to enjoin or restrain such Issuing Bank from issuing the Letter of Credit, or any Law applicable to the applicable Issuing Bank or any request or directive (whether or not having the force of law) from any Governmental Authority with jurisdiction over such Issuing Bank shall prohibit, or request that such Issuing Bank refrain from, the issuance of letters of credit generally or the Letter of Credit in particular.

Notice of Issuance. Whenever an Applicable Account Party the Borrower desires the issuance or amendment Issuance of a Letter of Credit, it shall will deliver in a writing or Electronic Transmission to each of the Administrative Agent and the applicable Issuing Bank and the Administrative Agent an Application in use by the applicable Issuing Bank at that time or Issuance Notice no later than 1:00 p.m. 12:00 noon (New York City time) at least five three (3) Business Days in advance of the proposed date of issuance or amendment Days, or such shorter period as may be agreed to by the applicable Issuing Bank in any particular instance. Such Application shall be accompanied by documentary and other evidence , in advance of the proposed beneficiary’s identity as may reasonably date of Issuance. For each Issuance, the applicable Issuing Bank may, but will not be requested required to, determine that, or take notice whether, the conditions precedent set forth in Section 3.2 have been satisfied or waived in connection with the Issuance of any Letter of Credit; provided, however, that no Letters of Credit will be Issued during the period starting on the first Business Day after the receipt by such Issuing Bank of notice from the Administrative Agent or the Lenders holding more than 50% of the aggregate Revolving Credit Exposure of all Lenders that any condition precedent contained in Section 3.2 is not satisfied and ending on the date all such conditions are satisfied or duly waived. Upon receipt by the applicable Issuing Bank of the L/C Reimbursement Agreement, in form and substance reasonably acceptable to enable the applicable Issuing Bank to verify the beneficiary’s identity or to comply with any applicable laws or regulations, including, without limitation, the USA PATRIOT Act or as otherwise customarily requested by the applicable such Issuing Bank and shall specify duly executed by the currency of such Letter of Credit. Upon satisfaction or waiver of the conditions set forth in Section 4.02 and subject to the terms and conditions set forth in this Section 2.20Borrower, the applicable Issuing Bank shall issue, amend, extend or increase will Issue the requested Letter of Credit subject to no violation of any of, and only in accordance with, the with such Issuing Bank’s standard operating procedures as in effect from time to time. If a Letter of Credit is requested in a currency other than dollars, the Issuing Bank shall not be required to issue such Letter of Credit if it does not issue Letters of Credit in such currency as of the requested issuance dateprocedures. Upon the issuance Issuance of any Letter of Credit or amendmentamendment or modification to a Letter of Credit, extension or increase thereof, the applicable such Issuing Bank shall will promptly notify the Administrative Agent, and the Administrative Agent shall which will in turn promptly notify each Lender with a Revolving Credit Commitment of such issuanceIssuance, which notice from the Administrative Agent shall will be accompanied by a copy of such Letter of Credit or amendment, extension amendment or increase thereof modification to a Letter of Credit and the amount of such Lender’s respective participation in such Letter of Credit pursuant to Section 2.20(e2.4(e). Each Issuing Bank further agrees to provide the Administrative Agent, in form and substance satisfactory to the Administrative Agent, upon the request of the Administrative Agent (or any Lender with a Revolving Credit Commitment through the Administrative Agent), copies of any Letter of Credit Issued by such Issuing Bank and any related L/C Reimbursement Agreement and such other documents and information as may reasonably be requested by the Administrative Agent. To the extent that any provision of any Application related to any Letter of Credit is inconsistent with the provisions of this Section 2.4, the provisions of this Section 2.4 shall control.

Notice of Issuance. Whenever an Applicable Account Party desires the issuance or amendment of a Letter of Credit, it shall deliver to each of the Administrative Agent and the applicable Issuing Bank an Application in use by the applicable Issuing Bank at that time no later than 1:00 p.m. (New York City time) at least five Business Days in advance of the proposed date of issuance or amendment or such shorter period as may be agreed to by the applicable Issuing Bank in any particular instance. Such Application shall be accompanied by documentary and other evidence of the proposed beneficiary’s identity as may reasonably be requested by the applicable Issuing Bank to enable the applicable Issuing Bank to verify the beneficiary’s identity or to comply with any applicable laws or regulations, including, without limitation, the USA PATRIOT Patriot Act or as otherwise customarily requested by the applicable Issuing Bank and shall specify the currency of such Letter of Credit. Upon satisfaction or waiver of the conditions set forth in Section 4.02 and subject to the terms and conditions set forth in this Section 2.20, the applicable Issuing Bank shall issue, amend, extend or increase the requested Letter of Credit subject to no violation of any of, and only in accordance with, the Issuing Bank’s standard operating procedures as in effect from time to time. If a Letter of Credit is requested in a currency other than dollars, the Issuing Bank shall not be required to issue such Letter of Credit if it does not issue Letters of Credit in such currency as of the requested issuance date. Upon the issuance of any Letter of Credit or amendment, extension or increase thereof, the applicable Issuing Bank shall promptly notify the Administrative Agent, and the Administrative Agent shall promptly notify each Lender with a Revolving Commitment of such issuance, which notice from the Administrative Agent shall be accompanied by a copy of such Letter of Credit or amendment, extension or increase thereof and the amount of such Lender’s respective participation in such Letter of Credit pursuant to Section 2.20(e).

Notice of Issuance. Whenever an Applicable Account Party the Borrower desires the issuance or amendment Issuance of a Letter of Credit, it shall will deliver in a writing or Electronic Transmission to each of the Administrative Agent and the applicable Issuing Bank and the Administrative Agent an Application in use by the applicable Issuing Bank at that time or an Issuance Notice no later than 1:00 p.m. 12:00 noon (New York City time) at least five three (3) Business Days in advance of the proposed date of issuance or amendment or such shorter period as may be agreed to by the applicable Issuing Bank in any particular instance. Such Application shall be accompanied by documentary and other evidence , in advance of the proposed beneficiary’s identity as may reasonably date of Issuance. For each Issuance, the applicable Issuing Bank may, but will not be requested required to, determine that, or take notice whether, the conditions precedent set forth in Section 3.2 have been satisfied or waived in connection with the Issuance of any Letter of Credit; provided, however, that no Letters of Credit will be Issued during the period starting on the first Business Day after the receipt by such Issuing Bank of notice from the Administrative Agent or the Lenders holding more than 50% of the aggregate Revolving Credit Exposure of all Lenders that any condition precedent contained in Section 3.2 is not satisfied and ending on the date all such conditions are satisfied or duly waived. Upon receipt by the applicable Issuing Bank of the L/C Reimbursement Agreement, in form and substance reasonably acceptable to enable the applicable Issuing Bank to verify the beneficiary’s identity or to comply with any applicable laws or regulations, including, without limitation, the USA PATRIOT Act or as otherwise customarily requested by the applicable such Issuing Bank and shall specify duly executed by the currency of such Letter of Credit. Upon satisfaction or waiver of the conditions set forth in Section 4.02 and subject to the terms and conditions set forth in this Section 2.20Borrower, the applicable Issuing Bank shall issue, amend, extend or increase will Issue the requested Letter of Credit subject to no violation of any of, and only in accordance with, the with such Issuing Bank’s standard operating procedures as in effect from time to time. If a Letter of Credit is requested in a currency other than dollars, the Issuing Bank shall not be required to issue such Letter of Credit if it does not issue Letters of Credit in such currency as of the requested issuance dateprocedures. Upon the issuance Issuance of any Letter of Credit or amendmentamendment or modification to a Letter of Credit, extension or increase thereof, the applicable such Issuing Bank shall will promptly notify the Administrative Agent, and the Administrative Agent shall which will in turn promptly notify each Revolving Lender with a Revolving Commitment of such issuanceIssuance, which notice from the Administrative Agent shall will be accompanied by a copy of such Letter of Credit or amendment, extension amendment or increase thereof modification to a Letter of Credit and the amount of such LenderXxxxxx’s respective participation in such Letter of Credit pursuant to Section 2.20(e2.4(e). Each Issuing Bank further agrees to provide the Administrative Agent, in form and substance satisfactory to the Administrative Agent, upon the request of the Administrative Agent (or any Revolving Lender through the Administrative Agent), copies of any Letter of Credit Issued by such Issuing Bank and any related L/C Reimbursement Agreement and such other documents and information as may reasonably be requested by the Administrative Agent. To the extent that any provision of any Application related to any Letter of Credit is inconsistent with the provisions of this Section 2.4, the provisions of this Section 2.4 shall control.

Notice of Issuance. Whenever the Borrower an Applicable Account Party desires the issuance or amendment of a Letter of Credit, it shall deliver to each of the Administrative Agent and the applicable Issuing Bank an Application in use by the applicable Issuing Bank at that time no later than 1:00 p.m. (New York City time) at least five Business Days in advance of the proposed date of issuance or amendment or such shorter period as may be agreed to by the applicable Issuing Bank in any particular instance. Such Application shall be accompanied by documentary and other evidence of the proposed beneficiary’s identity as may reasonably be requested by the applicable Issuing Bank to enable the applicable Issuing Bank to verify the beneficiary’s identity identify or to comply with any applicable laws or regulations, including, without limitation, the USA PATRIOT Patriot Act or as otherwise customarily requested by the applicable Issuing Bank and shall specify the currency of such Letter of Credit. Upon satisfaction or waiver of the conditions set forth in Section 4.02 and subject to the terms and conditions set forth in this Section 2.20, the applicable Issuing Bank shall issue, amend, extend or increase the requested Letter of Credit subject to no violation of any of, and only in accordance with, the Issuing Bank’s standard operating procedures as in effect from time to time. If a Letter of Credit is requested in a currency other than dollars, the Issuing Bank shall not be required to issue such Letter of Credit if it does not issue Letters of Credit in such currency as of the requested issuance date. Upon the issuance of any Letter of Credit or amendment, extension or increase thereof, the applicable Issuing Bank shall promptly notify the Administrative Agent, and the Administrative Agent shall promptly notify each Lender with a Revolving Commitment of such issuance, which notice from the Administrative Agent shall be accompanied by a copy of such Letter of Credit or amendment, extension or increase thereof and the amount of such Lender’s respective participation in such Letter of Credit pursuant to Section 2.20(e).

Notice of Issuance. Whenever an Applicable Account Party desires the issuance or amendment of a Letter of Credit, it shall deliver to each of the Administrative Agent and the applicable Issuing Bank an Application in use by the applicable Issuing Bank at that time no later than 1:00 p.m. (New York City time) at least five Business Days in advance of the proposed date of issuance or amendment or such shorter period as may be agreed to by the applicable Issuing Bank in any particular instance. Such Application shall be accompanied by documentary and other evidence of the proposed beneficiary’s identity as may reasonably be requested by the applicable Issuing Bank to enable the applicable Issuing Bank to verify the beneficiary’s identity or to comply with any applicable laws or regulations, including, without limitation, the USA PATRIOT PatriotPATRIOT Act or as otherwise customarily requested by the applicable Issuing Bank and shall specify the currency of such Letter of Credit. Upon satisfaction or waiver of the conditions set forth in Section 4.02 and subject to the terms and conditions set forth in this Section 2.20, the applicable Issuing Bank shall issue, amend, extend or increase the requested Letter of Credit subject to no violation of any of, and only in accordance with, the Issuing Bank’s standard operating procedures as in effect from time to time. If a Letter of Credit is requested in a currency other than dollars, the Issuing Bank shall not be required to issue such Letter of Credit if it does not issue Letters of Credit in such currency as of the requested issuance date. Upon the issuance of any Letter of Credit or amendment, extension or increase thereof, the applicable Issuing Bank shall promptly notify the Administrative Agent, and the Administrative Agent shall promptly notify each Lender with a Revolving Commitment of such issuance, which notice from the Administrative Agent shall be accompanied by a copy of such Letter of Credit or amendment, extension or increase thereof and the amount of such Lender’s respective participation in such Letter of Credit pursuant to Section 2.20(e).

Notice of Issuance. Whenever an Applicable Account Party Subject to Section 3.2(b), whenever Borrower desires the issuance or amendment of a Letter of Credit, it shall deliver to each of the Administrative Agent and the applicable Issuing Bank an Application in use by the applicable Issuing Bank at that time Issuance Notice no later than 1:00 12:00 p.m. (New York City time) at least three Business Days (in the case of standby letters of credit) or five Business Days (in advance the case of the proposed date commercial letters of issuance credit), or amendment or in each case such shorter period as may be agreed to by the applicable an Issuing Bank in any particular instance. Such Application shall be accompanied by documentary and other evidence , in advance of the proposed beneficiary’s identity as may reasonably be requested by the applicable Issuing Bank to enable the applicable Issuing Bank to verify the beneficiary’s identity or to comply with any applicable laws or regulations, including, without limitation, the USA PATRIOT Act or as otherwise customarily requested by the applicable Issuing Bank and shall specify the currency date of such Letter of Creditissuance. Upon satisfaction or waiver of the conditions set forth in Section 4.02 and subject to the terms and conditions set forth in this Section 2.203.2, the applicable Issuing Bank shall issue, amend, extend or increase issue the requested Letter of Credit subject to no violation of any of, and only in accordance with, the with such Issuing Bank’s standard operating procedures as in effect from time to timeprocedures. If a Letter of Credit is requested in a currency other than dollarsby the applicable Issuing Bank, the Issuing Bank Borrower also shall not be required to issue submit a letter of credit application (appropriately completed and signed by an Authorized Officer of the Borrower including agreed-upon draft language for such Letter of Credit if it does not issue Letters reasonably acceptable to the applicable Issuing Bank) on such Issuing Bank’s standard form in connection with any request for a Letter of Credit in such currency as of the requested issuance dateCredit. Upon the issuance of any Letter of Credit or amendment, extension amendment or increase thereofmodification to a Letter of Credit, the applicable Issuing Bank shall promptly notify the Administrative AgentAgent of such issuance, which notice shall be accompanied by a copy of such Letter of Credit or amendment or modification to a Letter of Credit, and the thereafter, Administrative Agent shall promptly notify each Lender with a Revolving Commitment of such issuance, which notice from the Administrative Agent shall be accompanied by a copy of such Letter of Credit or amendment, extension or increase thereof issuance and the amount of such Lender’s respective participation in such Letter of Credit pursuant to Section 2.20(e2.4(e) (and provide a copy of such Letter of Credit or amendment or modification to a Letter of Credit at Lender’s request).

Notice of Issuance. Whenever an Applicable Account Party the Borrower desires the issuance or amendment Issuance of a Letter of Credit, it shall will deliver in a writing or Electronic Transmission to each of the Administrative Agent and the applicable Issuing Bank and the Administrative Agent an Application in use by the applicable Issuing Bank at that time or Issuance Notice no later than 1:00 p.m. 12:00 noon (New York City time) at least five three (3) Business Days in advance of the proposed date of issuance or amendment Days, or such shorter period as may be agreed to by the applicable Issuing Bank in any particular instance. Such Application shall be accompanied by documentary and other evidence , in advance of the proposed beneficiary’s identity as may reasonably date of Issuance. For each Issuance, the applicable Issuing Bank may, but will not be requested required to, determine that, or take notice whether, the conditions precedent set forth in Section 3.2 have been satisfied or waived in connection with the Issuance of any Letter of Credit; provided, however, that no Letters of Credit will be Issued during the period starting on the first Business Day after the receipt by such Issuing Bank of notice from the Administrative Agent or the Lenders holding more than 50% of the aggregate Revolving Credit Exposure of all Lenders that any condition precedent contained in Section 3.2 is not satisfied and ending on the date all such conditions are satisfied or duly waived. Upon receipt by the applicable Issuing Bank of the L/C Reimbursement Agreement, in form and substance reasonably acceptable to enable the applicable Issuing Bank to verify the beneficiary’s identity or to comply with any applicable laws or regulations, including, without limitation, the USA PATRIOT Act or as otherwise customarily requested by the applicable such Issuing Bank and shall specify duly executed by the currency of such Letter of Credit. Upon satisfaction or waiver of the conditions set forth in Section 4.02 and subject to the terms and conditions set forth in this Section 2.20Borrower, the applicable Issuing Bank shall issue, amend, extend or increase will Issue the requested Letter of Credit subject to no violation of any of, and only in accordance with, the with such Issuing Bank’s standard operating procedures as in effect from time to time. If a Letter of Credit is requested in a currency other than dollars, the Issuing Bank shall not be required to issue such Letter of Credit if it does not issue Letters of Credit in such currency as of the requested issuance dateprocedures. Upon the issuance Issuance of any Letter of Credit or amendmentamendment or modification to a Letter of Credit, extension or increase thereof, the applicable such Issuing Bank shall will promptly notify the Administrative Agent, and the Administrative Agent shall which will in turn promptly notify each Lender with a Revolving Credit Commitment of such issuanceIssuance, which notice from the Administrative Agent shall will be accompanied by a copy of such Letter of Credit or amendment, extension amendment or increase thereof modification to a Letter of Credit and the amount of such LenderXxxxxx’s respective participation in such Letter of Credit pursuant to Section 2.20(e2.4(e). Each Issuing Bank further agrees to provide the Administrative Agent, in form and substance satisfactory to the Administrative Agent, upon the request of the Administrative Agent (or any Lender with a Revolving Credit Commitment through the Administrative Agent), copies of any Letter of Credit Issued by such Issuing Bank and any related L/C Reimbursement Agreement and such other documents and information as may reasonably be requested by the Administrative Agent. To the extent that any provision of any Application related to any Letter of Credit is inconsistent with the provisions of this Section 2.4, the provisions of this Section 2.4 shall control.

Notice of Issuance. Whenever an Applicable Account Party desires the issuance or amendment of a Letter of Credit, it The Company shall deliver give notice to each of the Administrative Agent and the applicable Issuing Bank an Application Lender of the proposed issuance of each Letter of Credit on a Business Day which is (i) in use by the case of a Letter of Credit denominated in U.S. Dollars, at least three Business Days (or such lesser number of days as the Administrative Agent and the applicable Issuing Bank at that time no later than 1:00 p.m. Lender shall agree in any particular instance in their sole discretion) prior to the proposed date of issuance of such Letter of Credit and (New York City timeii) in the case of a Letter of Credit denominated in an Alternative Currency, at least five Business Days (or such lesser number of days as the Administrative Agent and the applicable Issuing Lender shall agree in advance of any particular instance in their sole discretion) prior to the proposed date of issuance or amendment or such shorter period as may be agreed to by the applicable Issuing Bank in any particular instance. Such Application shall be accompanied by documentary and other evidence of the proposed beneficiary’s identity as may reasonably be requested by the applicable Issuing Bank to enable the applicable Issuing Bank to verify the beneficiary’s identity or to comply with any applicable laws or regulations, including, without limitation, the USA PATRIOT Act or as otherwise customarily requested by the applicable Issuing Bank and shall specify the currency of such Letter of Credit. Upon satisfaction Each such notice shall be accompanied by an L/C Application, duly executed by the Company and in all respects satisfactory to the Administrative Agent and the applicable Issuing Lender, together with such other documentation as the Administrative Agent or waiver the applicable Issuing Lender may request in support thereof, it being understood that each L/C Application shall specify, among other things, the date on which the proposed Letter of Credit is to be issued, the expiration date of such Letter of Credit (which shall be in accordance with Section 2.1.3) and whether such Letter of Credit is to be transferable in whole or in part. Any Letter of Credit outstanding after the scheduled Termination Date which is Cash Collateralized for the benefit of the applicable Issuing Lender shall be the sole responsibility of such Issuing Lender. So long as the applicable Issuing Lender has not received written notice that the conditions precedent set forth in Section 4.02 and subject 12 with respect to the terms and conditions set forth in this Section 2.20, the applicable Issuing Bank shall issue, amend, extend or increase the requested issuance of such Letter of Credit subject to no violation of any ofhave not been satisfied, and only in accordance with, the such Issuing Bank’s standard operating procedures as in effect from time to time. If a Letter of Credit is requested in a currency other than dollars, the Issuing Bank Lender shall not be required to issue such Letter of Credit if it does not issue Letters of Credit in such currency as of on the requested issuance date. Upon Each Issuing Lender shall promptly advise the Administrative Agent of the issuance of any each Letter of Credit or amendmentissued by such Issuing Lender and of any amendment thereto, extension thereof or increase thereofevent or circumstance changing the amount available for drawing thereunder. As of the 2019 Restatement Effective Date, all Letters of Credit outstanding under the applicable Issuing Bank Existing Credit Agreement shall promptly notify the Administrative Agentbe deemed to have been issued pursuant hereto, and from and after the Administrative Agent shall promptly notify each Lender with a Revolving Commitment of such issuance, which notice from the Administrative Agent 2019 Restatement Effective Date shall be accompanied subject to and governed by a copy of such Letter of Credit or amendment, extension or increase thereof the terms and the amount of such Lender’s respective participation in such Letter of Credit pursuant to Section 2.20(e)conditions hereof.

Notice of Issuance. Whenever an Applicable Account Party desires the issuance or amendment of a Letter of Credit, it The Company shall deliver give notice to each of the Administrative Agent and the applicable Issuing Bank an Application Lender of the proposed issuance of each Letter of Credit on a Business Day which is (i) in use by the case of a Letter of Credit denominated in U.S. Dollars, at least three Business Days (or such lesser number of days as the Administrative Agent and the applicable Issuing Bank at that time no later than 1:00 p.m. Lender shall agree in any particular instance in their sole discretion) prior to the proposed date of issuance of such Letter of Credit and (New York City timeii) in the case of a Letter of Credit denominated in an Alternative Currency, at least five Business Days (or such lesser number of days as the Administrative Agent and the applicable Issuing Lender shall agree in advance of any particular instance in their sole discretion) prior to the proposed date of issuance or amendment or such shorter period as may be agreed to by the applicable Issuing Bank in any particular instance. Such Application shall be accompanied by documentary and other evidence of the proposed beneficiary’s identity as may reasonably be requested by the applicable Issuing Bank to enable the applicable Issuing Bank to verify the beneficiary’s identity or to comply with any applicable laws or regulations, including, without limitation, the USA PATRIOT Act or as otherwise customarily requested by the applicable Issuing Bank and shall specify the currency of such Letter of Credit. Upon satisfaction Each such notice shall be accompanied by an L/C Application, duly executed by the Company and in all respects satisfactory to the Administrative Agent and the applicable Issuing Lender, together with such other documentation as the Administrative Agent or waiver the applicable Issuing Lender may request in support thereof, it being understood that each L/C Application shall specify, among other things, the date on which the proposed Letter of Credit is to be issued, the expiration date of such Letter of Credit (which shall be in accordance with Section 2.1.4) and whether such Letter of Credit is to be transferable in whole or in part. Any Letter of Credit outstanding after the scheduled Termination Date which is Cash Collateralized for the benefit of the applicable Issuing Lender shall be the sole responsibility of such Issuing Lender. So long as the applicable Issuing Lender has not received written notice that the conditions precedent set forth in Section 4.02 and subject 12 with respect to the terms and conditions set forth in this Section 2.20, the applicable Issuing Bank shall issue, amend, extend or increase the requested issuance of such Letter of Credit subject to no violation of any ofhave not been satisfied, and only in accordance with, the such Issuing Bank’s standard operating procedures as in effect from time to time. If a Letter of Credit is requested in a currency other than dollars, the Issuing Bank Lender shall not be required to issue such Letter of Credit if it does not issue Letters of Credit in such currency as of on the requested issuance date. Upon Each Issuing Lender shall promptly advise the Administrative Agent of the issuance of any each Letter of Credit or amendmentissued by such Issuing Lender and of any amendment thereto, extension thereof or increase thereofevent or circumstance changing the amount available for drawing thereunder. As of the Effective Date, all Letters of Credit outstanding under the applicable Issuing Bank Existing Credit Agreement shall promptly notify the Administrative Agentbe deemed to have been issued pursuant hereto, and from and after the Administrative Agent shall promptly notify each Lender with a Revolving Commitment of such issuance, which notice from the Administrative Agent Effective Date shall be accompanied subject to and governed by a copy of such Letter of Credit or amendment, extension or increase thereof the terms and the amount of such Lender’s respective participation in such Letter of Credit pursuant to Section 2.20(e)conditions hereof.

Notice of Issuance. Whenever an Applicable Account Party the Borrower desires the issuance or amendment of a Letter of Credit, it the Borrower shall deliver to each of the Administrative Agent and the applicable Issuing Bank an Application in use by the applicable Issuing Bank at that time Lender a written notice no later than 1:00 p.m. (P.M. New York City time) time at least five three Business Days in advance of the proposed date of issuance or amendment (or such shorter period as may be agreed to by the applicable Issuing Bank Lender) in any particular instance. Such Application shall be accompanied by documentary and other evidence advance of the proposed beneficiary’s identity date of issuance of a letter of credit request in the form attached as may reasonably be requested Exhibit B-2 (a “Letter of Credit Request”). The transmittal by the applicable Issuing Bank Borrower of each Letter of Credit Request shall be deemed to enable the applicable Issuing Bank to verify the beneficiary’s identity or to comply with any applicable laws or regulations, including, without limitation, the USA PATRIOT Act or as otherwise customarily requested be a representation and warranty by the applicable Issuing Bank Borrower that the Letter of Credit may be issued in accordance with and shall specify will not violate any of the currency requirements of such Section 3.1 or 5.2. A Letter of Credit Request may be given in writing or by facsimile. Promptly after the issuance of or amendment to any standby Letter of Credit. Upon satisfaction or waiver of the conditions set forth in Section 4.02 and subject to the terms and conditions set forth in this Section 2.20, the applicable Issuing Bank shall issue, amend, extend or increase the requested Letter of Credit subject to no violation of any of, and only in accordance with, the Issuing Bank’s standard operating procedures as in effect from time to time. If a Letter of Credit is requested in a currency other than dollars, the Issuing Bank Lender shall not be required to issue such Letter of Credit if it does not issue Letters of Credit in such currency as of the requested issuance date. Upon the issuance of any Letter of Credit or amendment, extension or increase thereof, the applicable Issuing Bank shall promptly notify the Administrative AgentAgent and the Borrower of such issuance or amendment in writing, and the Administrative Agent shall promptly notify each Lender with a Revolving Commitment of such issuance, which notice from the Administrative Agent shall be accompanied by a copy of such Letter of Credit or amendment, extension or increase thereof and the amount amendment thereto. Upon receipt of such notice, the Administrative Agent shall promptly notify each Revolving Credit Lender’s respective participation , in writing, of such issuance or amendment. If requested by a Revolving Credit Lender, the Administrative Agent shall provide such Revolving Credit Lender with copies of such Letter of Credit pursuant to Section 2.20(e)or amendment. On the first Business Day of each week, the Issuing Lender shall provide the Administrative Agent with a report showing the daily aggregate outstandings for trade Letters of Credit for the previous week.

Notice of Issuance. Whenever an Applicable Account Party the Borrower desires the issuance or amendment of a Letter of Credit, it shall deliver to each of the Administrative Agent and (with a copy to the applicable respective Issuing Bank Bank) an Application in use by the applicable Issuing Bank at that time Issuance Notice no later than 1:00 2:00 p.m. (New York City time) at least five three Business Days in advance of the proposed date of issuance or amendment Days, or such shorter period as may be agreed to by the applicable such Issuing Bank in any particular instance. Such Application shall be accompanied by documentary and other evidence , in advance of the proposed beneficiary’s identity as may reasonably date of issuance. The making of each Issuance Notice shall be requested deemed to be a representation and warranty by the applicable Borrower to the Lenders that such Letter of Credit may be issued in accordance with, and will not violate the requirements of, Section 2.3(a)(I). Unless an Issuing Bank to enable has received notice from the applicable Issuing Bank to verify Borrower, any other Credit Party or the beneficiary’s identity Requisite Lenders before it issues (or to comply with any applicable laws causes the issuance of) a Letter of Credit that one or regulationsmore of the conditions specified in Section 3.2 are not then satisfied, including, without limitation, or that the USA PATRIOT Act or as otherwise customarily requested by the applicable Issuing Bank and shall specify the currency issuance of such Letter of Credit. Upon satisfaction or waiver of the conditions set forth in Credit would violate Section 4.02 and 2.3(a)(I), then such Issuing Bank shall, subject to the terms and conditions set forth in of this Section 2.20Agreement, issue (or cause the applicable Issuing Bank shall issue, amend, extend or increase issuance of) the requested Letter of Credit subject to no violation for the account of any of, and only the Borrower in accordance with, the with such Issuing Bank’s standard operating procedures as (or, in effect from time to time. If a the case of Bank Letters of Credit, the standard operating procedures of the bank issuing such Bank Letter of Credit is requested in Credit). Promptly after the issuance or amendment of a currency other than dollarsstandby Letter of Credit, the respective Issuing Bank shall not be required to issue such Letter of Credit if it does not issue Letters of Credit in such currency as of notify the requested issuance date. Upon the issuance of any Letter of Credit or amendment, extension or increase thereof, the applicable Issuing Bank shall promptly notify Borrower and the Administrative Agent, in writing, of such issuance or amendment and such notice shall be accompanied by a copy of such issuance or amendment. Upon receipt of such notice, the Administrative Agent shall promptly notify each Lender with a Revolving Commitment Lender, in writing, of such issuanceLetter of Credit or amendment and if so requested by a Lender, which notice from the Administrative Agent shall be accompanied by furnish such Lender with a copy of such Letter of Credit or amendment. Each Issuing Bank shall furnish the Administrative Agent, extension or increase thereof and by facsimile, on the amount first Business Day of such Lender’s respective participation in such each week with a report detailing the daily aggregate Letter of Credit pursuant to Section 2.20(e)outstandings for the previous week. In the event of any conflict between the terms of a Letter of Credit or Letter of Credit application and this Agreement, the terms of this Agreement shall govern and control.

Notice of Issuance. Whenever an Applicable Account Party the Borrower desires the issuance or amendment Issuance of a Letter of Credit, it shall will deliver in a writing or Electronic Transmission to each of the Administrative Agent and the applicable Issuing Bank and the Administrative Agent an Application in use by the applicable Issuing Bank at that time or an Issuance Notice no later than 1:00 p.m. 12:00 noon (New York City time) at least five three (3) Business Days in advance of the proposed date of issuance or amendment or such shorter period as may be agreed to by the applicable Issuing Bank in any particular instance. Such Application shall be accompanied by documentary and other evidence , in advance of the proposed beneficiary’s identity as may reasonably date of Issuance. For each Issuance, the applicable Issuing Bank may, but will not be requested required to, determine that, or take notice whether, the conditions precedent set forth in Section 3.2 have been satisfied or waived in connection with the Issuance of any Letter of Credit; provided, however, that no Letters of Credit will be Issued during the period starting on the first Business Day after the receipt by such Issuing Bank of notice from the Administrative Agent or the Lenders holding more than 50% of the aggregate Revolving Credit Exposure of all Lenders that any condition precedent contained in Section 3.2 is not satisfied and ending on the date all such conditions are satisfied or duly waived. Upon receipt by the applicable Issuing Bank of the L/C Reimbursement Agreement, in form and substance reasonably acceptable to enable the applicable Issuing Bank to verify the beneficiary’s identity or to comply with any applicable laws or regulations, including, without limitation, the USA PATRIOT Act or as otherwise customarily requested by the applicable such Issuing Bank and shall specify duly executed by the currency of such Letter of Credit. Upon satisfaction or waiver of the conditions set forth in Section 4.02 and subject to the terms and conditions set forth in this Section 2.20Borrower, the applicable Issuing Bank shall issue, amend, extend or increase will Issue the requested Letter of Credit subject to no violation of any of, and only in accordance with, the with such Issuing Bank’s standard operating procedures as in effect from time to time. If a Letter of Credit is requested in a currency other than dollars, the Issuing Bank shall not be required to issue such Letter of Credit if it does not issue Letters of Credit in such currency as of the requested issuance dateprocedures. Upon the issuance Issuance of any Letter of Credit or amendmentamendment or modification to a Letter of Credit, extension or increase thereof, the applicable such Issuing Bank shall will promptly notify the Administrative Agent, and the Administrative Agent shall which will in turn promptly notify each Revolving Lender with a Revolving Commitment of such issuanceIssuance, which notice from the Administrative Agent shall will be accompanied by a copy of such Letter of Credit or amendment, extension amendment or increase thereof modification to a Letter of Credit and the amount of such Lender’s respective participation in such Letter of Credit pursuant to Section 2.20(e2.4(e). Each Issuing Bank further agrees to provide the Administrative Agent, in form and substance satisfactory to the Administrative Agent, upon the request of the Administrative Agent (or any Revolving Lender through the Administrative Agent), copies of any Letter of Credit Issued by such Issuing Bank and any related L/C Reimbursement Agreement and such other documents and information as may reasonably be requested by the Administrative Agent. To the extent that any provision of any Application related to any Letter of Credit is inconsistent with the provisions of this Section 2.4, the provisions of this Section 2.4 shall control.

Notice of Issuance. Whenever an Applicable Account Party desires the issuance or amendment of a Letter of Credit, it shall deliver to each of the Administrative Agent and the applicable Issuing Bank an Application in use by the applicable Issuing Bank at that time no later than 1:00 p.m. (New York City time) at least five Business Days in advance of the proposed date of issuance or Confidential Treatment Requested by Uber Technologies, Inc. Pursuant to 17 C.F.R. Section 200.83 amendment or such shorter period as may be agreed to by the applicable Issuing Bank in any particular instance. Such Application shall be accompanied by documentary and other evidence of the proposed beneficiary’s identity as may reasonably be requested by the applicable Issuing Bank to enable the applicable Issuing Bank to verify the beneficiary’s identity or to comply with any applicable laws or regulations, including, without limitation, the USA PATRIOT Act or as otherwise customarily requested by the applicable Issuing Bank and shall specify the currency of such Letter of Credit. Upon satisfaction or waiver of the conditions set forth in Section 4.02 and subject to the terms and conditions set forth in this Section 2.20, the applicable Issuing Bank shall issue, amend, extend or increase the requested Letter of Credit subject to no violation of any of, and only in accordance with, the Issuing Bank’s standard operating procedures as in effect from time to time. If a Letter of Credit is requested in a currency other than dollars, the Issuing Bank shall not be required to issue such Letter of Credit if it does not issue Letters of Credit in such currency as of the requested issuance date. Upon the issuance of any Letter of Credit or amendment, extension or increase thereof, the applicable Issuing Bank shall promptly notify the Administrative Agent, and the Administrative Agent shall promptly notify each Lender with a Revolving Commitment of such issuance, which notice from the Administrative Agent shall be accompanied by a copy of such Letter of Credit or amendment, extension or increase thereof and the amount of such Lender’s respective participation in such Letter of Credit pursuant to Section 2.20(e).

Notice of Issuance. (a) Whenever an Applicable Account Party the Company desires the issuance or amendment Issuance of a Letter of Credit, it the Company shall deliver to each of the Administrative Agent and an L/C Request, substantially in the applicable Issuing Bank an Application in use by the applicable Issuing Bank at that time no form attached to this Agreement as Exhibit A-2, not later than 1:00 2:00 p.m. (New York City time) ), at least five one (1) Business Days in advance of the proposed date of issuance or amendment Day (or such shorter period as may be agreed to by the applicable Issuing Bank Administrative Agent) in any particular instance. Such Application shall be accompanied by documentary and other evidence advance of the proposed beneficiary’s identity as may reasonably be requested by date of Issuance. Upon receipt of an L/C Request, the applicable Administrative Agent shall pass on the request to the Issuing Bank indicating its approval to enable the applicable Issuing Bank to verify the beneficiary’s identity or to comply with any applicable laws or regulations, including, without limitation, the USA PATRIOT Act or as otherwise customarily requested by the applicable Issuing Bank and shall specify the currency of such Letter of Credit. Upon satisfaction or waiver of the conditions set forth in Section 4.02 and subject to the terms and conditions set forth in this Section 2.20, the applicable Issuing Bank shall issue, amend, extend or increase issue the requested Letter of Credit subject by adding its signature to no violation of any of, and only in accordance with, the L/C Request. If required to do so by the Issuing Bank’s standard operating procedures as in effect from time , the Company shall provide the Issuing Bank with such Issuing Bank's letter of credit application. The transmittal by the Company of each L/C Request shall be deemed to time. If be a representation and warranty by the Company that the Letter of Credit is requested may be Issued in a currency other than dollarsaccordance with and will not violate any of the requirements of Section 3.01. Prior to the Issuance of each Letter of Credit, the Issuing Bank Company shall not be required provide to issue such Letter of Credit if it does not issue Letters of Credit in such currency as of the requested issuance date. Upon the issuance of any Letter of Credit or amendment, extension or increase thereof, the applicable Issuing Bank shall promptly notify a precise description of the Administrative Agent, documents and the Administrative Agent shall promptly notify each Lender with a Revolving Commitment text of such issuance, which notice from any certificate to be presented by the Administrative Agent shall be accompanied by a copy beneficiary of such Letter of Credit which, if presented by such beneficiary on or amendmentprior to the expiration date of the Letter of Credit, extension or increase thereof would require such Issuing Bank to make payment under the Letter of Credit. The Issuing Bank, in its reasonable judgment, may require changes in any such documents and the amount of such Lender’s respective participation in such certificates. No Commercial Letter of Credit pursuant shall require payment against a conforming document to Section 2.20(e)be made thereunder prior to the second Business Day (under the laws of the jurisdiction of the Issuing Bank) after the date on which such document is presented, together with all documents and/or certificates required to be presented in connection therewith under the terms of the applicable Letter of Credit. A L/C Request and/or letter of credit application may be given in writing or electronically and, if requested by the Administrative Agent or the applicable Issuing Bank, with prompt confirmation in writing. Any electronic L/C Request or letter of credit application shall be deemed to have been prepared by, or under the supervision of a Responsible Officer of the Company. In the event of any conflict between the terms and conditions of any letter of credit application and this Agreement, the terms and conditions of this Agreement will govern.

Notice of Issuance. Whenever an Applicable Account Party Borrower desires the issuance issuance, renewal, modification, or amendment extension of a Letter of Credit, it shall deliver to each of the Administrative Borrowing Base Agent and the applicable Issuing Bank an Application in use by the applicable Issuing Bank at that time Issuance Notice no later than 1:00 12:00 p.m. (New York City time) at least five three (3) Business Days Days, in advance of the proposed date of such issuance renewal, modification, or amendment or such shorter period as may be agreed to by the applicable Issuing Bank in any particular instance. Such Application shall be accompanied by documentary and other evidence of the proposed beneficiary’s identity as may reasonably be requested by the applicable Issuing Bank to enable the applicable Issuing Bank to verify the beneficiary’s identity or to comply with any applicable laws or regulations, including, without limitation, the USA PATRIOT Act or as otherwise customarily requested by the applicable Issuing Bank and shall specify the currency of such Letter of Creditextension. Upon satisfaction or waiver of the conditions set forth in Section 4.02 and subject to the terms and conditions set forth in this Section 2.203.2, the applicable Issuing Bank shall issue, amend, extend or increase issue the requested Letter of Credit subject to no violation of any of, and only in accordance with, the with Issuing Bank’s standard operating procedures as in effect from time to timeprocedures. If a Each Letter of Credit is requested (and corresponding Underlying Letter of Credit) shall be in a currency other than dollars, form and substance reasonably acceptable to the Issuing Bank shall not be required to issue such Letter of Credit if it does not issue Letters of Credit in such currency as of the requested issuance dateBank. Upon the issuance of any Letter of Credit or amendmentamendment or modification to a Letter of Credit, extension or increase thereof, the applicable Issuing Bank shall promptly notify the Administrative Agent, and the Administrative Borrowing Base Agent shall promptly notify each Lender with a Revolving Commitment of such issuance, which notice from the Administrative Agent shall be accompanied by a copy of such Letter of Credit or amendment, extension amendment or increase thereof modification to a Letter of Credit and the amount of such Lender’s respective participation in such Letter of Credit pursuant to Section 2.20(e2.3(e). If requested by the Issuing Bank, Borrower also shall be an applicant under the application with respect to any Underlying Letter of Credit that is to be the subject of an L/C Undertaking. Borrower and the Lenders acknowledge and agree that certain Underlying Letters of Credit may be issued to support letters of credit that already are outstanding as of the Fourth Amendment Effective Date (such outstanding letters of credit outstanding as of the Fourth Amendment Effective Date not to be “Letters of Credit” for any purposes under this Agreement or the other Credit Documents).

Notice of Issuance. Whenever an Applicable Account Party the Borrower desires the issuance or amendment of a Letter of Credit, it the Borrower shall deliver to each of the Administrative Agent and the applicable Issuing Bank an Application in use by the applicable Issuing Bank at that time Payments Administrator a written notice no later than 1:00 p.m. (P.M. New York City time) time at least five three Business Days in advance of the proposed date of issuance or amendment (or such shorter period as may be agreed to by the applicable Issuing Bank Bank) in any particular instance. Such Application shall be accompanied by documentary and other evidence advance of the proposed beneficiary’s identity date of issuance of a letter of credit request in substantially the form attached as may reasonably be requested by Exhibit F (a “Letter of Credit Request”). Whenever the applicable Issuing Bank to enable Borrower desires the applicable Issuing Bank to verify the beneficiary’s identity or to comply with any applicable laws or regulations, including, without limitation, the USA PATRIOT Act or as otherwise customarily requested by the applicable Issuing Bank and shall specify the currency issuance of such a Commercial Letter of Credit. Upon satisfaction or waiver of , the conditions set forth in Section 4.02 and subject Borrower shall deliver to the terms and conditions set forth Issuing Bank, an application in this Section 2.20the form required by such Issuing Lender, with a copy to the applicable Issuing Bank shall issue, amend, extend or increase Payments Administrator. The transmittal by the requested Borrower of each Letter of Credit subject Request or the application for a Commercial Letter of Credit shall be deemed to no violation be a representation and warranty by the Borrower that the Letter of any of, and only Credit may be issued in accordance with, with and will not violate any of the Issuing Bank’s standard operating procedures as requirements of Section 3.1 or 5.2. A Letter of Credit Request may be given in effect from time to timewriting or electronically with prompt confirmation in writing. If Upon receipt by the Payments Administrator of a Letter of Credit is requested Request, in a currency other than dollarsthe event that DBTCo or its Affiliate elects to issue such Standby Letter of Credit, the Payments Administrator shall promptly so notify the Borrower, and the Agent or its Affiliate shall be the Issuing Bank with respect thereto. In the event that DBTCo, in its sole discretion, as applicable, elects not to issue such Standby Letter of Credit, Agent shall not be required promptly so notify the Borrower, whereupon the Borrower may request any other Lender to issue such Letter of Credit if it does not issue Letters of Credit in by delivering to such currency as Lender a copy of the requested issuance date. Upon the issuance of any applicable Letter of Credit or amendment, extension or increase thereof, the applicable Issuing Bank Request. Any Lender so requested to issue such Standby Letter of Credit shall promptly notify the Administrative AgentBorrower and the Payments Administrator whether or not, in its sole discretion, it has elected to issue such Letter of Credit, and any such Lender that so elects to issue such Standby Letter of Credit shall be the Issuing Bank with respect thereto. In the event that all other Lenders shall have declined to issue a Standby Letter of Credit, then notwithstanding the prior election of Agent not to issue such Standby Letter of Credit, DBTCo shall be the Issuing Bank with respect thereto. Each Issuing Bank shall notify the Payments Administrator of the issuance of a Letter of Credit, and the Administrative Agent shall promptly notify each Lender with a Revolving Commitment of such issuance, which notice from the Administrative Agent shall be accompanied by a copy of such Letter of Credit or amendment, extension or increase thereof amount and the amount of such Lender’s respective participation in such Letter of Credit pursuant to Section 2.20(e)terms thereof.

Notice of Issuance. Whenever an Applicable Account Party any Borrower desires the issuance of a Letter of Credit (or amendment amendment, renewal or extension of a Letter of Credit), it the Borrower Representative shall deliver to each of the Administrative Agent and the applicable relevant Issuing Bank an Application in use by the applicable Issuing Bank at that time Issuance Notice no later than 1:00 p.m. (p.m., New York City time) , at least five three (3) Business Days Days, or in advance of the proposed date of issuance or amendment or each case such shorter period as may be agreed to by the applicable such Issuing Bank in any particular instance, in advance of the proposed date of issuance (or amendment, renewal or extension). The Borrower Representative (on behalf of the relevant Borrower) also shall submit a letter of credit application on the relevant Issuing Bank’s standard form in connection with any request for a Letter of Credit (or amendment, renewal or extension of a Letter of Credit). Such Application Issuance Notice and/or letter of credit application shall be accompanied by any documents and information pertaining to such request as the relevant Issuing Bank may reasonably request, including, without limitation, documentary and other evidence of the proposed beneficiary’s identity as may reasonably be requested by the applicable Issuing Bank to enable the applicable such Issuing Bank to verify the beneficiary’s identity or to comply with any applicable laws or regulations, including, without limitation, Section 326 of the USA PATRIOT Act or as otherwise customarily requested by the and any other applicable Issuing Bank and shall specify the currency Requirement of such Letter of CreditLaw. Upon satisfaction or waiver of the conditions set forth in Section 4.02 and subject to the terms and conditions set forth in this Section 2.20, the applicable relevant Issuing Bank shall issue, amend, extend or increase issue the requested Letter of Credit subject to no violation (or amendment, renewal or extension of any of, and a Letter of Credit) only in accordance with, the with such Issuing Bank’s standard operating procedures as in effect from time procedures, and subject to time. If a Letter of Credit is requested in a currency other than dollars, the Issuing Bank shall not be required to issue such Letter of Credit if it does not issue Letters of Credit in such currency as receipt of the requested issuance dateapplicable fees set forth in Section 2.13(c)(ii). Upon the issuance of any Letter of Credit (or amendment, renewal or extension or increase thereofof a Letter of Credit), the applicable relevant Issuing Bank shall promptly notify the Administrative AgentAgent of such issuance (or amendment, renewal or extension) and the Administrative Agent shall promptly notify each Lender with a Revolving Commitment of such issuanceissuance (or amendment, renewal or extension), which notice from the by Administrative Agent shall be accompanied by a copy of such Letter of Credit (or amendment, renewal or extension or increase thereof of a Letter of Credit) and the amount of such Lender’s respective participation in such Letter of Credit pursuant to Section 2.20(e2.08(e). The Borrowers, the Administrative Agent, the Issuing Banks and the Lenders hereby acknowledge and agree that all Existing Letters of Credit shall constitute Letters of Credit under this Agreement on and after the Closing Date with the same effect as if such Existing Letters of Credit were issued by Deutsche Bank AG New York Branch, as the Issuing Bank, at the request of the Borrowers on the Closing Date.

Notice of Issuance. Whenever an Applicable Account a Loan Party or a Subsidiary Applicant desires the issuance or amendment of a Letter of Credit, it the Borrower shall deliver to each of the Administrative Agent (who shall provide a copy to the Lenders) and the applicable Issuing Bank an Application in use by the applicable Issuing Bank at that time Issuance Notice no later than 1:00 12:00 p.m. (New York City time) at least five three Business Days in advance of the proposed date of issuance or amendment Days, or such shorter period as may be agreed to by the applicable an Issuing Bank in any particular instance. Such Application shall be accompanied by documentary and other evidence , in advance of the proposed beneficiary’s identity as may reasonably be requested by the applicable Issuing Bank to enable the applicable Issuing Bank to verify the beneficiary’s identity date of issuance or to comply with any applicable laws or regulations, including, without limitation, the USA PATRIOT Act or as otherwise customarily requested by the applicable Issuing Bank and shall specify the currency of such Letter of Creditamendment. Upon satisfaction or waiver of the conditions set forth in Section 4.02 2.23, in the case of a Subsidiary Applicant, and subject to the terms and conditions set forth in this Section 2.204.03, the applicable Issuing Bank shall issue, amend, extend issue or increase amend the requested Letter of Credit subject to no violation of any of, and only in accordance with, the with such Issuing Bank’s standard operating procedures as in effect from time to timeprocedures. If requested by the Issuing Bank, the Borrower also shall submit a letter of credit application (appropriately completed and signed by an authorized officer of the Borrower and, if applicable, the other Loan Party or Subsidiary Applicant requesting the issuance of the Letter of Credit is requested in a currency other than dollarsCredit, the Issuing Bank shall not be required to issue including agreed-upon draft language for such Letter of Credit if it does not issue Letters reasonably acceptable to the applicable Issuing Bank) on such Issuing Bank’s standard form in connection with any request for a Letter of Credit Credit; provided that, in the event of any conflict between the terms hereof and the terms of any such currency as of application, the requested issuance dateterms hereof shall control. Upon the issuance of any Letter of Credit or amendment, extension amendment or increase thereofmodification to a Letter of Credit, the applicable Issuing Bank shall promptly notify the Administrative Agent, Agent and the Administrative Agent shall promptly notify each Lender with a Revolving Commitment of such issuance, amendment or modification, which notice from the Administrative Agent shall be accompanied by a copy of such Letter of Credit or amendment, extension amendment or increase thereof modification to a Letter of Credit and the amount of such Lender’s respective participation in such Letter of Credit pursuant to Section 2.20(e2.21(e).

Notice of Issuance. Whenever an Applicable Account Party desires the issuance or amendment of a Letter of Credit, it shall deliver to each of the Administrative Agent and the applicable Issuing Bank an Application in use by the applicable Issuing Bank at that time no later than 1:00 p.m. (New York City time) at least five Business Days in advance of the proposed date of issuance or amendment or such shorter period as may be agreed to by the applicable Issuing Bank in any particular instance. Such Application shall be accompanied by documentary and other evidence of the proposed beneficiary’s identity as may reasonably be requested by the applicable Issuing Bank to enable the applicable Issuing Bank to verify the beneficiary’s identity or to comply with any applicable laws or regulations, including, without limitation, the USA PATRIOT Patriot Act or as otherwise customarily requested by the applicable Issuing Bank and shall specify the currency of such Letter of Credit. Upon satisfaction or waiver of the conditions set forth in Section 4.02 and subject to the terms and conditions set forth in this Section 2.202.19, the applicable Issuing Bank shall issue, amend, extend or increase the requested Letter of Credit subject to no violation of any of, and only in accordance with, the Issuing Bank’s standard operating procedures and policies as in effect from time to time. If a Letter of Credit is requested in a currency other than dollarsDollars, the Issuing Bank shall not be required to issue such Letter of Credit if it does not issue Letters of Credit in such currency as of the requested issuance date. Upon the issuance of any Letter of Credit or amendment, extension or increase thereof, the applicable Issuing Bank shall promptly notify the Administrative Agent, and the Administrative Agent shall promptly notify each Lender with a Revolving Commitment of such issuance, which notice from the Administrative Agent shall be accompanied by a copy of such Letter of Credit or amendment, extension or increase thereof and the amount of such Lender’s respective participation in such Letter of Credit pursuant to Section 2.20(e2.19(e).

Notice of Issuance. Whenever an Applicable Account Party Subject to Section 3.3(b), whenever Borrower desires the issuance issuance, amendment or amendment modification of a Letter of Credit, it shall deliver to each of the Administrative Agent and the applicable Issuing Bank an Application in use by the applicable Issuing Bank at that time Issuance Notice no later than 1:00 12:00 p.m. (New York City time) at least three Business Days (in the case of standby letters of credit) or five Business Days (in advance the case of the proposed date commercial letters of issuance credit), or amendment or in each case such shorter period as may be agreed to by the applicable such Issuing Bank in any particular instance. Such Application shall be accompanied by documentary and other evidence , in advance of the proposed beneficiary’s identity as may reasonably be requested by the applicable Issuing Bank to enable the applicable Issuing Bank to verify the beneficiary’s identity date of issuance, amendment or to comply with any applicable laws or regulations, including, without limitation, the USA PATRIOT Act or as otherwise customarily requested by the applicable Issuing Bank and shall specify the currency of such Letter of Creditmodification. Upon satisfaction or waiver of the conditions set forth in Section 4.02 and subject to the terms and conditions set forth in this Section 2.203.3, the applicable Issuing Bank shall issue, amend, extend amend or increase modify the requested Letter of Credit subject to no violation of any of, and only in accordance with, the with such Issuing Bank’s standard operating procedures as in effect from time to time. If a Letter of Credit is requested in a currency other than dollars, the Issuing Bank shall not be required to issue such Letter of Credit if it does not issue Letters of Credit in such currency as of the requested issuance dateprocedures. Upon the issuance of any Letter of Credit or amendmentamendment or modification to a Letter of Credit, extension or increase thereof, the applicable such Issuing Bank shall promptly notify the Administrative Agent, and the Administrative Agent shall promptly notify each Lender with a Revolving Commitment of such issuance, which notice from the Administrative Agent shall be accompanied by a copy of such Letter of Credit or amendment, extension amendment or increase thereof modification to a Letter of Credit and the amount of such Lender’s respective participation in such Letter of Credit pursuant to Section 2.20(e2.4(e).. (c) Responsibility of Issuing Bank with Respect to Requests for Drawings and Payments. In determining whether to honor any drawing under any Letter of Credit by the beneficiary thereof, the applicable Issuing Bank shall be responsible only to examine the documents delivered under such Letter of Credit with reasonable care so as to ascertain whether they appear on their face to be in accordance with the terms and conditions of such Letter of Credit. As between Borrower and any Issuing Bank, Borrower assumes all risks of the acts and omissions of, or misuse of the Letters of Credit issued by such Issuing Bank, by the respective beneficiaries of such Letters of Credit. In furtherance and not in limitation of the foregoing, no Issuing Bank shall be responsible for: (i) the form, validity, sufficiency, accuracy, genuineness or legal effect of any document submitted by any party in connection with the application for and issuance of any such Letter of Credit, even if it should in fact prove to be in any or all respects invalid, insufficient, inaccurate, fraudulent or forged; (ii) the validity or sufficiency of any instrument transferring or assigning or purporting to transfer or assign any such Letter of Credit or the rights or benefits thereunder or proceeds thereof, in whole or in part, which may prove to be invalid or ineffective for any reason; (iii) failure of the beneficiary of any such Letter of Credit to comply fully with any conditions required in - 61 -

Notice of Issuance. Whenever an Applicable Account Party Company desires the issuance or amendment of ------------------ a Letter of Credit, it shall deliver to each Agent a Request for Issuance of Letter of Credit substantially in the Administrative Agent and the applicable Issuing Bank an Application in use by the applicable Issuing Bank at that time form of Exhibit III annexed ----------- hereto no later than 1:00 p.m. 12:00 Noon (New York City time) at least three Business Days (in the case of Standby Letters of Credit) or five Business Days (in advance the case of the proposed date Commercial Letters of issuance Credit), or amendment or in each case, such shorter period as may be agreed to by the applicable Issuing Bank Lender in any particular instance. Such Application shall be accompanied by documentary and other evidence , in advance of the proposed beneficiary’s identity as date of issuance. The Issuing Lender, in its reasonable discretion, may reasonably be requested by require changes in the applicable Issuing Bank text of the proposed Letter of Credit or any documents described in or attached to enable the applicable Issuing Bank to verify the beneficiary’s identity or to comply with any applicable laws or regulations, including, without limitation, the USA PATRIOT Act or as otherwise customarily requested by the applicable Issuing Bank and shall specify the currency Request for Issuance of such Letter of Credit. Upon satisfaction or waiver In furtherance of the conditions set forth provisions of subsection 10.8, and not in Section 4.02 limitation thereof, Company may submit Requests for Issuance of Letter of Credit by telefacsimile and subject to the terms Agent and conditions set forth in this Section 2.20, Issuing Lenders may rely and act upon any such Request for Issuance of Letter of Credit without receiving an original signed copy thereof. Company shall notify the applicable Issuing Bank shall issueLender (and Agent, amend, extend or increase the requested Letter of Credit subject if Agent is not such Issuing Lender) prior to no violation of any of, and only in accordance with, the Issuing Bank’s standard operating procedures as in effect from time to time. If a Letter of Credit is requested in a currency other than dollars, the Issuing Bank shall not be required to issue such Letter of Credit if it does not issue Letters of Credit in such currency as of the requested issuance date. Upon the issuance of any Letter of Credit or amendment, extension or increase thereof, in the event that any of the matters to which Company is required to certify in the applicable Issuing Bank shall promptly notify Request for Issuance of Letter of Credit is no longer true and correct as of the Administrative Agentproposed date of issuance of such Letter of Credit, and upon the Administrative Agent issuance of any Letter of Credit Company shall promptly notify each Lender with a Revolving Commitment be deemed to have re-certified, as of the date of such issuance, as to the matters to which notice from Company is required to certify in the Administrative Agent shall be accompanied by a copy applicable Request for Issuance of such Letter of Credit or amendment, extension or increase thereof and the amount of such Lender’s respective participation in such Letter of Credit pursuant to Section 2.20(e)Credit.

Notice of Issuance. Whenever an Applicable Account Party the Borrower desires the issuance or amendment of a Letter of Credit (other than any Existing Letter of Credit), it shall deliver to each of the Administrative Agent and (with a copy to the applicable respective Issuing Bank Bank) an Application in use by the applicable Issuing Bank at that time Issuance Notice no later than 1:00 12:00 p.m. (New York City time) at least five three Business Days in advance of the proposed date of issuance or amendment Days, or such shorter period as may be agreed to by the applicable such Issuing Bank in any particular instance. Such Application shall be accompanied by documentary and other evidence , in advance of the proposed beneficiary’s identity date of issuance. The making of each Issuance Notice (and the deemed issuance of each Existing Letter of Credit as may reasonably contemplated in Section 2.3(h)) shall be requested deemed to be a representation and warranty by the applicable Borrower to the Lenders that such Letter of Credit may be issued in accordance with, and will not violate the requirements of, Section 2.3(a)(I). Unless an Issuing Bank to enable has received notice from the applicable Issuing Bank to verify Borrower, any other Credit Party or the beneficiary’s identity Requisite Lenders before it issues a Letter of Credit that one or to comply with any applicable laws more of the conditions specified in Section 3.2 are not then satisfied, or regulations, including, without limitation, that the USA PATRIOT Act or as otherwise customarily requested by the applicable Issuing Bank and shall specify the currency issuance of such Letter of Credit. Upon satisfaction or waiver of the conditions set forth in Credit would violate Section 4.02 and 2.3(a)(I), then such Issuing Bank shall, subject to the terms and conditions set forth in of this Section 2.20Agreement, the applicable Issuing Bank shall issue, amend, extend or increase issue the requested Letter of Credit subject to no violation for the account of any of, and only the Borrower in accordance with, the with such Issuing Bank’s standard operating procedures as in effect from time to timeprocedures. If Promptly after the issuance or amendment of a standby Letter of Credit is requested in a currency other than dollarsCredit, the respective Issuing Bank shall not be required to issue such Letter of Credit if it does not issue Letters of Credit in such currency as of notify the requested issuance date. Upon the issuance of any Letter of Credit or amendment, extension or increase thereof, the applicable Issuing Bank shall promptly notify Borrower and the Administrative Agent, in writing, of such issuance or amendment and such notice shall be accompanied by a copy of such issuance or amendment. Upon receipt of such notice, the Administrative Agent shall promptly notify each Lender with a Revolving Commitment Lender, in writing, of such issuanceLetter of Credit or amendment and if so requested by a Lender, which notice from the Administrative Agent shall be accompanied by furnish such Lender with a copy of such Letter of Credit or amendment. Each Issuing Bank shall furnish the Administrative Agent, extension or increase thereof and by facsimile, on the amount first Business Day of such Lender’s respective participation in such each week with a report detailing the daily aggregate Letter of Credit pursuant to Section 2.20(e)outstandings for the previous week. In the event of any conflict between the terms of a Letter of Credit or Letter of Credit application and this Agreement, the terms of this Agreement shall govern and control.

Notice of Issuance. Whenever an Applicable Account Party the Borrower desires the issuance or amendment of a Letter of Credit, it the Borrower shall deliver to each of the Administrative Agent Payments Administrator and the applicable Issuing Bank an Application in use by the applicable Issuing Bank at that time Lender a written notice no later than 1:00 p.m. (P.M. New York City time) time at least five three Business Days in advance of the proposed date of issuance or amendment (or such shorter period as may be agreed to by the applicable Issuing Bank Lender) in any particular instance. Such Application shall be accompanied by documentary and other evidence advance of the proposed beneficiary’s identity date of issuance of a letter of credit request in the form attached as may reasonably be requested Exhibit B-2 (a "LETTER OF CREDIT REQUEST"). The transmittal by the applicable Issuing Bank Borrower of each Letter of Credit Request shall be deemed to enable the applicable Issuing Bank to verify the beneficiary’s identity or to comply with any applicable laws or regulations, including, without limitation, the USA PATRIOT Act or as otherwise customarily requested be a representation and warranty by the applicable Issuing Bank Borrower that the Letter of Credit may be issued in accordance with and shall specify will not violate any of the currency requirements of such Section 3.1 or 5.2. A Letter of Credit Request may be given in writing or by facsimile. Promptly after the issuance of or amendment to any standby Letter of Credit. Upon satisfaction or waiver of the conditions set forth in Section 4.02 and subject to the terms and conditions set forth in this Section 2.20, the applicable Issuing Bank shall issue, amend, extend or increase the requested Letter of Credit subject to no violation of any of, and only in accordance with, the Issuing Bank’s standard operating procedures as in effect from time to time. If a Letter of Credit is requested in a currency other than dollars, the Issuing Bank Lender shall not be required to issue such Letter of Credit if it does not issue Letters of Credit in such currency as of the requested issuance date. Upon the issuance of any Letter of Credit or amendment, extension or increase thereof, the applicable Issuing Bank shall promptly notify the Administrative AgentPayments Administrator and the Borrower of such issuance or amendment in writing, and the Administrative Agent shall promptly notify each Lender with a Revolving Commitment of such issuance, which notice from the Administrative Agent shall be accompanied by a copy of such Letter of Credit or amendment, extension or increase thereof and the amount amendment thereto. Upon receipt of such notice, the Payments Administrator shall promptly notify each Revolving Credit Lender’s respective participation , in writing, of such issuance or amendment. If requested by a Revolving Credit Lender, the Payments Administrator shall provide such Revolving Credit Lender with copies of such Letter of Credit pursuant to Section 2.20(e)or amendment. On the first Business Day of each week, the Issuing Lender shall provide the Payments Administrator with a report showing the daily aggregate outstandings for trade Letters of Credit for the previous week.

Notice of Issuance. Whenever an Applicable Account Party desires the issuance or amendment of a Letter of Credit, it shall deliver to each of the Administrative Agent and the applicable Issuing Bank an Application in use by the applicable Issuing Bank at that time no later than 1:00 p.m. (New York City time) at least five Business Days in advance of the proposed date of issuance or amendment or such shorter period as may be agreed to by the applicable Issuing Bank in any particular instance. Such Application shall be accompanied by documentary and other evidence of the proposed beneficiary’s identity as may reasonably be requested by the applicable Issuing Bank to enable the applicable Issuing Bank to verify the beneficiary’s identity or to comply with any applicable laws or regulations, including, without limitation, the USA PATRIOT Act or as otherwise customarily requested by the applicable Issuing Bank and shall specify the currency of such Letter of Credit. Upon satisfaction or waiver of the conditions set forth in Section 4.02 and subject to the terms and conditions set forth in this Section 2.20, the applicable Issuing Bank shall issue, amend, extend or increase the requested Letter of Credit subject to no violation of any of, and only in accordance with, the Issuing Bank’s standard operating procedures as in effect from time to time. If a Letter of Credit is requested in a currency other than dollars, the Issuing Bank shall not be required to issue such Letter of Credit if it does not issue Letters of Credit in such currency as of the requested issuance date. Upon the issuance of any Letter of Credit or amendment, extension or increase thereof, the applicable Issuing Bank shall promptly notify the Administrative Agent, and the Administrative Agent shall promptly notify each Lender with a Revolving Commitment of such issuance, which notice from the Administrative Agent shall be accompanied by a copy of such Letter of Credit or amendment, extension or increase thereof and the amount of such Lender’s respective participation in such Letter of Credit pursuant to Section 2.20(e).. Confidential Treatment Requested by Uber Technologies, Inc. Pursuant to 17 C.F.R. Section 200.83

Notice of Issuance. Whenever an Applicable Account Party Subject to Section 4.2(b), whenever the Borrower desires the issuance or amendment (to either increase the amount available for drawings under any Revolving Facilty Letter of Credit or to extend the maturity date thereof) of a Revolving Facility Letter of Credit, it the Borrower shall deliver to each of the Administrative Agent and the applicable Issuing Bank an Application in use by the applicable Issuing Bank at that time Issuance Notice no later than 1:00 2:00 p.m. (New York City time) at least five three Business Days in advance of the proposed date of issuance or amendment Days, or such shorter period as may be agreed to by the applicable Issuing Bank in any particular instance, in advance of the proposed date of issuance. Such Application Issuance Notice shall be accompanied by any documentary and or other evidence of the proposed beneficiary’s identity as may reasonably be requested by the applicable Issuing Bank to enable the applicable Issuing Bank to verify the beneficiary’s identity or in order to comply with any its ongoing obligations under applicable laws or “know your customer” and anti-money laundering rules and regulations, including, without limitation, the USA PATRIOT Act or as otherwise customarily requested by the applicable Issuing Bank and shall specify the currency of such Letter of Credit. Upon satisfaction or waiver of the conditions set forth in Section 4.02 and subject to the terms and conditions set forth in this Section 2.204.2, the applicable Issuing Bank shall issue, amend, extend or increase issue the requested Revolving Facility Letter of Credit subject to no violation of any of, and only in accordance with, with the Issuing Bank’s standard operating procedures as in effect from time to timeprocedures. If a Upon the issuance or cancellation of any Revolving Facility Letter of Credit is requested in or amendment or modification to a currency other than dollarsRevolving Facility Letter of Credit, the Issuing Bank shall not be required promptly provide written or telephonic notice to issue such Letter of Credit if it does not issue Letters of Credit in such currency as of the requested issuance date. Upon the issuance of any Letter of Credit or amendment, extension or increase thereof, the applicable Issuing Bank shall promptly notify the Administrative Agent, and the Administrative Agent shall promptly notify each Lender with a Revolving Commitment of such issuance, which notice from the Administrative Agent shall be accompanied by amendment, modification or cancellation of a copy of such Revolving Facility Letter of Credit or amendment, extension or increase thereof and the amount of such Lender’s respective participation in such Revolving Facility Letter of Credit pursuant to Section 2.20(e2.4(e). Notwithstanding anything herein to the contrary, an Issuing Bank shall be under no obligation to issue, extend or amend any Revolving Facility Letter of Credit if any order, judgment or decree of any Governmental Authority or arbitrator by its terms shall purport to enjoin or restrain such Issuing Bank from issuing the Revolving Facility Letter of Credit, or any Law applicable to the applicable Issuing Bank or any request or directive (whether or not having the force of law) from any Governmental Authority with jurisdiction over such Issuing Bank shall prohibit, or request that such Issuing Bank refrain from, the issuance of letters of credit generally or the Revolving Facility Letter of Credit in particular.

Notice of Issuance. Whenever an Applicable Account Party Borrower desires the issuance or amendment of a Synthetic Letter of Credit, it shall deliver to each of the Administrative Agent (with a copy to Collateral Agent and the applicable Synthetic LC Issuing Bank Bank) an Application in use by the applicable Issuing Bank at that time Issuance Notice no later than 1:00 12:00 p.m. (New York City time) at least three Business Days (in the case of standby letters of credit) or five Business Days (in advance the case of the proposed date commercial letters of issuance credit), or amendment or in each case such shorter period as may be agreed to by the applicable Synthetic LC Issuing Bank in any particular instance. Such Application shall be accompanied by documentary and other evidence , in advance of the proposed beneficiary’s identity as may reasonably be requested by the applicable Issuing Bank to enable the applicable Issuing Bank to verify the beneficiary’s identity or to comply with any applicable laws or regulations, including, without limitation, the USA PATRIOT Act or as otherwise customarily requested by the applicable Issuing Bank and shall specify the currency date of such Letter of Creditissuance. Upon satisfaction or waiver of the conditions set forth in Section 4.02 and subject to the terms and conditions set forth in this Section 2.203.2, the applicable Synthetic LC Issuing Bank shall issue, amend, extend or increase issue the requested Synthetic Letter of Credit subject to no violation of any of, and only in accordance with, the with Synthetic LC Issuing Bank’s standard operating procedures as in effect from time to time. If a Letter of Credit is requested in a currency other than dollars, the Issuing Bank shall not be required to issue such Letter of Credit if it does not issue Letters of Credit in such currency as of the requested issuance dateprocedures. Upon the issuance of any Synthetic Letter of Credit or amendmentamendment or modification to a Synthetic Letter of Credit, extension or increase thereof, the applicable Synthetic LC Issuing Bank shall promptly notify the Administrative Agent, and the Administrative Agent (with a copy to Collateral Agent) who shall promptly notify each Synthetic LC Lender with a Revolving Commitment of such issuance, which notice from the Administrative Agent shall be accompanied by a copy of such Synthetic Letter of Credit or amendment, extension amendment or increase thereof modification to a Synthetic Letter of Credit and the amount of such Lender’s respective participation in such Synthetic Letter of Credit pursuant to Section 2.20(e2.5(e). Unless the Synthetic LC Issuing Bank has received notice from the Administrative Agent to the contrary, the Synthetic LC Issuing Bank shall be entitled to rely on any certification from Borrower contained in any Issuance Notice to the effect that the conditions precedent to the issuance of any requested Synthetic Letter of Credit have been satisfied in full.

Notice of Issuance. Whenever an Applicable Account Party desires the issuance or amendment of a Letter of Credit, it shall deliver to each of the Administrative Agent and the applicable Issuing Bank an Application in use by the applicable Issuing Bank at that time no later than 1:00 p.m. (New York City time) at least five Business Days in advance of the proposed date of issuance or amendment or such shorter period as may be agreed to by the applicable Issuing Bank in any particular instance. Such Application shall be accompanied by documentary and other evidence of the proposed beneficiary’s identity as may reasonably be requested by the applicable Issuing Bank to enable the applicable Issuing Bank to verify the beneficiary’s identity or to comply with any applicable laws or regulations, including, without limitation, the USA PATRIOT Patriot Act or as otherwise customarily requested by the applicable Issuing Bank and shall specify the currency of such Letter of Credit. Upon satisfaction or waiver of the conditions set forth in Section 4.02 and subject to the terms and conditions set forth in this Section 2.202.19, the applicable Issuing Bank shall issue, amend, extend or increase the requested Letter of Credit subject to no violation of any of, and only in accordance with, the Issuing Bank’s standard operating procedures and policies as in effect from time to time. If a Letter of Credit is requested in a currency other than dollars, the Issuing Bank shall not be required to issue such Letter of Credit if it does not issue Letters of Credit in such currency as of the requested issuance date. Upon the issuance of any Letter of Credit or amendment, extension or increase thereof, the applicable Issuing Bank shall promptly notify the Administrative Agent, and the Administrative Agent shall promptly notify each Lender with a Revolving Commitment of such issuance, which notice from the Administrative Agent shall be accompanied by a copy of such Letter of Credit or amendment, extension or increase thereof and the amount of such Lender’s respective participation in such Letter of Credit pursuant to Section 2.20(e2.19(e).

Notice of Issuance. Whenever an Applicable Account Party desires the issuance issuance, extension, increase or amendment of a Letter of Credit, it shall deliver to each of the Administrative Agent and the applicable Issuing Bank an Application in use by the applicable Issuing Bank at that time no later than 1:00 p.m. (p.m., New York City time) , at least five Business Days in advance of the proposed date of issuance issuance, extension, increase or amendment or such shorter period as may be agreed to by the applicable Issuing Bank in any particular instance. Such Application shall be accompanied by documentary and other evidence of the proposed beneficiary’s identity as may reasonably be requested by the applicable Issuing Bank to enable the applicable Issuing Bank to verify the beneficiary’s identity or to comply with any applicable laws or regulations, including, without limitation, including the USA PATRIOT Act or as otherwise customarily requested by the applicable Issuing Bank and shall specify the currency of such Letter of CreditBank. Upon satisfaction or waiver of the conditions set forth in Section 4.02 and subject to the terms and conditions set forth in this Section 2.202.21, the applicable Issuing Bank shall issue, amend, extend or increase the requested Letter of Credit subject to no violation of any of, and only in accordance with, the Issuing Bank’s standard operating procedures as in effect from time to time. If a Letter of Credit is requested in a currency other than dollars, the Issuing Bank shall not be required to issue such Letter of Credit if it does not issue Letters of Credit in such currency as of the requested issuance date. Upon the issuance of any Letter of Credit or amendment, extension or increase thereof, the applicable Issuing Bank shall promptly notify the Administrative Agent, and the Administrative Agent shall promptly notify each Lender with a Revolving Commitment of such issuance, which notice from the Administrative Agent shall be accompanied by a copy of such Letter of Credit or amendment, extension or increase thereof and the amount of such LenderXxxxxx’s respective participation in such Letter of Credit pursuant to Section 2.20(e2.21(e). Notwithstanding anything contained in any Application furnished to any Issuing Bank in connection with the issuance, amendment, extension or increase of any Letter of Credit, in the event of any conflict between the terms and conditions of such Application and the terms and conditions of this Agreement, on the other hand, the terms and conditions of this Agreement shall control.

Notice of Issuance. Whenever an Applicable Account Party Borrower desires the issuance or amendment ------------------ of a Letter of Credit, it Borrower shall deliver to each Agent a Request for Issuance of Letter of Credit in the Administrative Agent and the applicable Issuing Bank an Application in use by the applicable Issuing Bank at that time form of Exhibit III annexed hereto ------- no later than 1:00 p.m. 12:00 Noon (New York City time) at least three (3) Business Days (in the case of Standby Letters of Credit) or five Business Days (in advance the case of the proposed date Commercial Letters of issuance or amendment Credit), or such shorter period as may be agreed to by the applicable Issuing Bank Lender in any particular instance. Such Application shall be accompanied by documentary and other evidence , in advance of the proposed beneficiary’s identity as date of issuance. The Issuing Lender, in its reasonable discretion, may reasonably be requested by require changes in the applicable Issuing Bank text of the proposed Letter of Credit or any documents described in or attached to enable the applicable Issuing Bank to verify the beneficiary’s identity or to comply with any applicable laws or regulations, including, without limitation, the USA PATRIOT Act or as otherwise customarily requested by the applicable Issuing Bank and shall specify the currency Request for Issuance of such Letter of Credit. Upon satisfaction or waiver of the conditions set forth in Section 4.02 and subject to the terms and conditions set forth in this Section 2.20, Borrower shall notify the applicable Issuing Bank shall issueLender (and Agent, amend, extend or increase the requested Letter of Credit subject if Agent is not such Issuing Lender) prior to no violation of any of, and only in accordance with, the Issuing Bank’s standard operating procedures as in effect from time to time. If a Letter of Credit is requested in a currency other than dollars, the Issuing Bank shall not be required to issue such Letter of Credit if it does not issue Letters of Credit in such currency as of the requested issuance date. Upon the issuance of any Letter of Credit or amendment, extension or increase thereof, in the event that any of the matters to which Borrower is required to certify in the applicable Issuing Bank shall promptly notify Request for Issuance of Letter of Credit are no longer true and correct as of the Administrative Agentproposed date of issuance of such Letter of Credit, and upon the Administrative Agent issuance of any Letter of Credit Borrower shall promptly notify each Lender with a Revolving Commitment be deemed to have re-certified, as of the date of such issuance, as to the matters to which notice from Borrower is required to certify in the Administrative Agent shall be accompanied by a copy applicable Request for Issuance of such Letter of Credit or amendment, extension or increase thereof and the amount of such Lender’s respective participation in such Letter of Credit pursuant to Section 2.20(e)Credit.

Notice of Issuance. Whenever an Applicable Account Party the Company desires the issuance or amendment Issuance of a Letter of Credit, it shall will deliver in a writing or Electronic Transmission to each of the Administrative Agent and the applicable Issuing Bank and the Administrative Agent an Application in use by the applicable Issuing Bank at that time or an Issuance Notice no later than 1:00 p.m. 12:00 noon (New York City time) at least five three (3) Business Days in advance of the proposed date of issuance or amendment Days, or such shorter period as may be agreed to by the applicable Issuing Bank in any particular instance. Such Application shall be accompanied by documentary and other evidence , in advance of the proposed beneficiary’s identity as may reasonably date of Issuance. For each Issuance, the applicable Issuing Bank may, but will not be requested required to, determine that, or take notice whether, the conditions precedent set forth in Section 3.2 have been satisfied or waived in connection with the Issuance of any Letter of Credit; provided, however, that no Letters of Credit will be Issued during the period starting on the first Business Day after the receipt by such Issuing Bank of notice from the Administrative Agent or the Lenders holding more than 50% of the aggregate Revolving Credit Exposure of all Lenders that any condition precedent contained in Section 3.2 is not satisfied and ending on the date all such conditions are satisfied or duly waived. Upon receipt by the applicable Issuing Bank of the L/C Reimbursement Agreement, in form and substance reasonably acceptable to enable the applicable Issuing Bank to verify the beneficiary’s identity or to comply with any applicable laws or regulations, including, without limitation, the USA PATRIOT Act or as otherwise customarily requested by the applicable such Issuing Bank and shall specify duly executed by the currency of such Letter of Credit. Upon satisfaction or waiver of the conditions set forth in Section 4.02 and subject to the terms and conditions set forth in this Section 2.20Company, the applicable Issuing Bank shall issue, amend, extend or increase will Issue the requested Letter of Credit subject to no violation of any of, and only in accordance with, the with such Issuing Bank’s standard operating procedures as in effect from time to time. If a Letter of Credit is requested in a currency other than dollars, the Issuing Bank shall not be required to issue such Letter of Credit if it does not issue Letters of Credit in such currency as of the requested issuance dateprocedures. Upon the issuance Issuance of any Letter of Credit or amendmentamendment or modification to a Letter of Credit, extension or increase thereof, the applicable such Issuing Bank shall will promptly notify the Administrative Agent, and the Administrative Agent shall which will in turn promptly notify each Revolving Lender with a Revolving Commitment of such issuanceIssuance, which notice from the Administrative Agent shall will be accompanied by a copy of such Letter of Credit or amendment, extension amendment or increase thereof modification to a Letter of Credit and the amount of such Lender’s respective participation in such Letter of Credit pursuant to Section 2.20(e2.4(e). Each Issuing Bank further agrees to provide the Administrative Agent, in form and substance satisfactory to the Administrative Agent, upon the request of the Administrative Agent (or any Revolving Lender through the Administrative Agent), copies of any Letter of Credit Issued by such Issuing Bank and any related L/C Reimbursement Agreement and such other documents and information as may reasonably be requested by the Administrative Agent. To the extent that any provision of any Application related to any Letter of Credit is inconsistent with the provisions of this Section 2.4, the provisions of this Section 2.4 shall control.

Notice of Issuance. Whenever an Applicable Account Party Subject to Section 4.2(b), whenever the Borrower desires the issuance or amendment (to either increase the amount available for drawings under any LC Facility Letter of a Credit or to extend the maturity date thereof) of an LC Facility Letter of Credit, it the Borrower shall deliver to each of the Administrative Agent and the applicable Issuing Bank an Application in use by the applicable Issuing Bank at that time Issuance Notice no later than 1:00 2:00 p.m. (New York City time) at least five three Business Days in advance of the proposed date of issuance or amendment Days, or such shorter period as may be agreed to by the applicable Issuing Bank in any particular instance, in advance of the proposed date of issuance. Such Application Issuance Notice shall be accompanied by any documentary and or other evidence of the proposed beneficiary’s identity as may reasonably be requested by the applicable Issuing Bank to enable the applicable Issuing Bank to verify the beneficiary’s identity or in order to comply with any its ongoing obligations under applicable laws or “know your customer” and anti-money laundering rules and regulations, including, without limitation, the USA PATRIOT Act or as otherwise customarily requested by the applicable Issuing Bank and shall specify the currency of such Letter of Credit. Upon satisfaction or waiver of the conditions set forth in Section 4.02 and subject to the terms and conditions set forth in this Section 2.204.2, the applicable Issuing Bank shall issue, amend, extend or increase issue the requested LC Facility Letter of Credit subject to no violation of any of, and only in accordance with, with the Issuing Bank’s standard operating procedures as in effect from time to timeprocedures. If a Upon the issuance or cancellation of any LC Facility Letter of Credit is requested in a currency other than dollarsor amendment or modification to an LC Facility Letter of Credit, the Issuing Bank shall not be required to issue such Letter of Credit if it does not issue Letters of Credit in such currency as of the requested issuance date. promptly notify Upon the issuance or cancellation of any Revolving Facility Letter of Credit or amendment, extension amendment or increase thereofmodification to a Revolving Facility Letter of Credit, the applicable Issuing Bank shall promptly notify provide written or telephonic notice to the Administrative Agent, and the Administrative Agent shall promptly notify each Lender with a Revolving LC Facility Commitment of such issuance, which notice from the Administrative Agent shall be accompanied by amendment, modification or cancellation of a copy of such LC Facility Letter of Credit or amendment, extension or increase thereof and the amount of such Lender’s respective participation in such LC Facility Letter of Credit pursuant to Section 2.20(e2.5(e)., each Lender with an LC Facility Commitment of such issuance, which notice shall be accompanied by a copy of such LC Facility Letter of Credit or amendment or modification to an LC Facility Letter of Credit and the amount of such Lender’s respective participation in such LC Facility Letter of Credit pursuant to Section 2.5(e). Notwithstanding anything herein to the contrary, an Issuing Bank shall be under no obligation to issue, extend or amend any LC Facility Letter of Credit if any order, judgment or decree of any Governmental Authority or arbitrator by its terms shall purport to enjoin or restrain such Issuing Bank from issuing the LC Facility Letter of Credit, or any Law applicable to the applicable Issuing Bank or any request or directive (whether or not having the force of law) from any Governmental Authority with jurisdiction over such Issuing Bank shall prohibit, or request that such Issuing Bank refrain from, the issuance of letters of credit generally or the LC Facility Letter of Credit in particular 59