Common use of Procedure for Issuance Clause in Contracts

Procedure for Issuance. Prior to the issuance of each Letter of Credit, and as a condition of such issuance, including, without limitation any Cash Collateralized Letter of Credit or Post-Termination Letter of Credit, Borrowers shall deliver to the Issuing Lender (with a copy to Agent) a Master Letter of Credit Agreement signed by the Borrowers, together with such other documents or items as may be required pursuant to the terms thereof, and the proposed form and content of such Letter of Credit shall be reasonably satisfactory to the Issuing Lender. Except as provided in Section 2.13(B), each Letter of Credit shall be issued no earlier than two (2) Business Days after delivery of the foregoing documents, which delivery may be by Borrowers to the Issuing Lender by facsimile transmission, telex or other electronic means followed by delivery of executed originals within five days thereafter. The documents so delivered shall be in compliance with the requirements set forth in Section 2.13(A) or Section 2.13(B), as the case may be, and shall specify therein (i) the stated amount of the Letter of Credit requested, (ii) the effective date of issuance of such requested Letter of Credit, which shall be a Business Day, (iii) the date on which such requested Letter of Credit is to expire, (iv) the entity for whose benefit the requested Letter of Credit is to be issued, which shall be a Borrower, (v) the aggregate amount of Letter of Credit Obligations which are outstanding and which will be outstanding after giving effect to the requested Letter of Credit issuance and (vi) that the requested Letter of Credit is to be a Cash Collateralized Letter of Credit, if applicable. The delivery of the foregoing documents and information shall constitute an “Issuance Request” for purposes of this Agreement. Subject to the terms and conditions of Section 2.13(A) or Section 2.13(B), as the case may be, and provided that the applicable conditions set forth in Section 2.11 hereof have been satisfied, the Issuing Lender shall, on the requested date, issue a Letter of Credit on behalf of Borrowers in accordance with the Issuing Lender’s usual and customary business practices. In addition, any amendment of an existing Letter of Credit shall be deemed to be an issuance of a new Letter of Credit and shall be subject to the requirements set forth above. The Issuing Lender shall give Agent prompt written notice of the issuance of any Letter of Credit.

Procedure for Issuance. Prior to the issuance of each new Letter of Credit, Credit and as a condition of such issuance, including, without limitation any Cash Collateralized Letter of Credit or Post-Termination Letter of Credit, Borrowers the Borrower shall deliver to the Issuing Lender Issuer (with a copy to the Agent) a Master Letter of Credit Reimbursement Agreement signed by the BorrowersBorrower, together with such other documents or items as may be required pursuant to the terms thereof, and the proposed form and content of such Letter of Credit shall be reasonably satisfactory to the Issuing LenderIssuer. Except as provided in Section 2.13(B), each Each Letter of Credit shall be issued no earlier than two (2) Business Days after delivery of the foregoing documents, which delivery may be by Borrowers the Borrower to the Issuing Lender Issuer by facsimile transmissiontelecopy, telex or other electronic means followed by delivery of executed originals within five (5) days thereafter. The documents so delivered shall be in compliance with the requirements set forth in Section 2.13(A) or Section 2.13(B2.1(b), as the case may be, and shall specify therein (ia) the stated amount of the Letter of Credit requested, (iib) the effective date of issuance of such requested Letter of Credit, which shall be a Business Day, (iiic) the date on which such requested Letter of Credit is to expire, which shall be no later than one (iv1) year from the entity for whose benefit date of issuance of such Letter of Credit or in the requested case of a Lloyd’s Letter of Credit, four years from the date of the related Expiry Notice, (d) whether the Letter of Credit is to be issued, which shall be a Borrower, denominated in Dollars or Pounds and (ve) the aggregate amount of Letter of Credit Obligations which are outstanding and which will be outstanding after giving effect to the requested Letter of Credit issuance and (vi) that the requested Letter of Credit is to be a Cash Collateralized Letter of Credit, if applicableissuance. The delivery of the foregoing documents and information shall constitute an “Issuance Request” for purposes of this Agreement. Subject to the terms and conditions of Section 2.13(A) or Section 2.13(B), as the case may be, 2.1 and provided that the applicable conditions set forth in Section 2.11 4.2 hereof have been satisfied, the Issuing Lender Issuer shall, on the requested date, issue a Letter of Credit on behalf of Borrowers the Borrower in accordance with the Issuing LenderIssuer’s usual and customary business practices. In addition, any amendment of an existing Letter of Credit shall be deemed to be an issuance of a new Letter of Credit and shall be subject to the requirements set forth above. The Issuing Lender Issuer shall give the Agent prompt written notice of the issuance of any Letter of Credit.

Procedure for Issuance. Prior to the issuance of each new Letter of Credit, and as a condition of such issuance, including, without limitation any Cash Collateralized Letter of Credit or Post-Termination Letter of Credit, Borrowers the Borrower shall deliver to the Issuing Lender Issuer (with a copy to the Agent) a Master Letter of Credit Reimbursement Agreement signed by the BorrowersBorrower, together with such other documents or items as may be required pursuant to the terms thereof, and the proposed form and content of such Letter of Credit shall be reasonably satisfactory to the Issuing LenderIssuer. Except as provided in Section 2.13(B), each Each Letter of Credit shall be issued no earlier than two (2) Business Days after delivery of the foregoing documents, which delivery may be by Borrowers the Borrower to the Issuing Lender Issuer by facsimile transmissiontelecopy, telex or other electronic means followed by delivery of executed originals within five (5) days thereafter. The documents so delivered shall be in compliance with the requirements set forth in Section 2.13(A) or Section 2.13(B3.1(b), as the case may be, and shall specify therein (ia) the stated amount of the Letter of Credit requested, (iib) the effective date of issuance of such requested Letter of Credit, which shall be a Business Day, (iiic) the date on which such requested Letter of Credit is to expire, which shall be no later than four years from the date of issuance of such Letter of Credit or in the case of a Lloyd’s Letter of Credit, four years from notice of expiry from the Issuer to the Borrower and the beneficiary of such Letter of Credit, (ivd) whether the entity for whose benefit the requested Letter of Credit is to be issueddenominated in Dollars or Pounds, which shall be a Borrower, and (ve) the aggregate amount of Letter of Credit Obligations which are outstanding and which will be outstanding after giving effect to the requested Letter of Credit issuance and (vi) that the requested Letter of Credit is to be a Cash Collateralized Letter of Credit, if applicableissuance. The delivery of the foregoing documents and information shall constitute an “Issuance Request” for purposes of this Agreement. Subject to the terms and conditions of Section 2.13(A) or Section 2.13(B), as the case may be, 3.1 and provided that the applicable conditions set forth in Section 2.11 5.2 hereof have been satisfied, the Issuing Lender Issuer shall, on the requested date, issue a Letter of Credit on behalf of Borrowers the Borrower in accordance with the Issuing LenderIssuer’s usual and customary business practices. In addition, any amendment of an existing Letter of Credit shall be deemed to be an issuance of a new Letter of Credit and shall be subject to the requirements set forth above. The Issuing Lender Issuer shall give the Agent prompt written notice of the issuance of any Letter of Credit.

Procedure for Issuance. Prior (a) The Funds Administrator may from time to time request the Administrative Agent to direct the issuance of each a Letter of CreditCredit by delivering to the Administrative Agent, with a copy to the applicable Issuing Bank, a Letter of Credit Request in the form of Exhibit 3.2(a) to this Agreement, not later than 1:00 p.m. (New York City time) at least three (3) Business Days (or such shorter period as may be agreed to by the Administrative Agent and as the applicable Issuing Bank) in advance of the proposed date of issuance. Prior to date of issuance or in conjunction with the submission of a condition Letter of such issuanceCredit Request, including, without limitation any Cash Collateralized the Funds Administrator shall provide to the Administrative Agent and the applicable Issuing Bank a precise description of the format of the Letter of Credit or Post-Termination Letter of Credit, Borrowers shall deliver information and documents adequate to allow for the Issuing Lender (with a copy Bank to Agent) a Master prepare the requested Letter of Credit Agreement signed by and shall specify that the Borrowers, together with such other documents or items as may be required pursuant to only drawings permitted under the terms thereof, and the proposed form and content of such Letter of Credit shall be reasonably satisfactory to the sight drawings. The Issuing Lender. Except as provided in Section 2.13(B), each Bank shall not issue any Letter of Credit shall be issued no earlier than two (2) Business Days until it has received authorization to do so from the Administrative Agent. Promptly after delivery the issuance or amendment of the foregoing documents, which delivery may be by Borrowers to the Issuing Lender by facsimile transmission, telex or other electronic means followed by delivery of executed originals within five days thereafter. The documents so delivered shall be in compliance with the requirements set forth in Section 2.13(A) or Section 2.13(B), as the case may be, and shall specify therein (i) the stated amount of the Letter of Credit requested, (ii) the effective date of issuance of such requested any standby Letter of Credit, which the Issuing Bank shall notify the Administrative Agent and the Funds Administrator, in writing, of such issuance or amendment and such notice shall be accompanied by a Business Day, (iii) the date on which copy of such requested Letter of Credit is to expire, (iv) the entity for whose benefit the requested Letter of Credit is to be issued, which shall be a Borrower, (v) the aggregate amount of Letter of Credit Obligations which are outstanding and which will be outstanding after giving effect to the requested Letter of Credit issuance and (vi) that amendment. Upon receipt of such notice, the Administrative Agent shall promptly notify the Lenders, in writing, of such issuance or amendment, and if so requested Letter by a Lender the Administrative Agent shall provide such Lender with copies of Credit is such issuance or amendment. With regards to be a Cash Collateralized Letter Commercial Letters of Credit, if applicable. The delivery the Issuing Bank shall on the first Business Day of the foregoing documents and information shall constitute an “Issuance Request” for purposes of this Agreement. Subject each week, provide to the terms and conditions of Section 2.13(A) or Section 2.13(B), as Administrative Agent by facsimile a report detailing the case may be, and provided that the applicable conditions set forth in Section 2.11 hereof have been satisfied, the Issuing Lender shall, on the requested date, issue a Letter daily aggregate outstanding Commercial Letters of Credit on behalf of Borrowers in accordance with for the Issuing Lender’s usual and customary business practices. In addition, any amendment of an existing Letter of Credit shall be deemed to be an issuance of a new Letter of Credit and shall be subject to the requirements set forth above. The Issuing Lender shall give Agent prompt written notice of the issuance of any Letter of Creditprevious week.

Procedure for Issuance. Prior to the issuance of each Facility Letter of Credit, and as a condition of such issuance, including, without limitation any Cash Collateralized Letter of Credit or Post-Termination Letter of Credit, Borrowers the Borrower shall deliver to the Issuing Lender Issuer (with a copy to the Administrative Agent) a Master Letter of Credit Reimbursement Agreement signed by the BorrowersBorrower, together with such other documents or items as may be required pursuant to the terms thereof, and the proposed form and content of such Facility Letter of Credit shall be reasonably satisfactory to the Issuing LenderIssuer. Except as provided in Section 2.13(B), each Each Facility Letter of Credit shall be issued no earlier than two (2) Business Days after delivery of the foregoing documents, which delivery may be by Borrowers the Borrower to the Issuing Lender Issuer by facsimile transmissiontelecopy, telex or other electronic means followed by delivery of executed originals within five (5) days thereafter. The documents so delivered shall be in compliance with the requirements set forth in Section 2.13(A) or Section 2.13(B2.19.1(b), as the case may be, and shall specify therein (i) the stated amount of the Facility Letter of Credit requested, (ii) the effective date of issuance of such requested Facility Letter of Credit, which shall be a Business Day, (iii) the date on which such requested Facility Letter of Credit is to expire, which shall be a Business Day prior to the date five (5) Business Days prior to the Facility Termination Date, (iv) the entity for whose benefit the requested Facility Letter of Credit is to be issued, which shall be the Borrower or a BorrowerSubsidiary, and (v) the aggregate amount of Facility Letter of Credit Obligations which are outstanding and which will be outstanding after giving effect to the requested Facility Letter of Credit issuance and (vi) that the requested Letter of Credit is to be a Cash Collateralized Letter of Credit, if applicableissuance. The delivery of the foregoing documents and information shall constitute an “"Issuance Request” " for purposes of this Agreement. Subject to the terms and conditions of Section 2.13(A) or Section 2.13(B), as the case may be, 2.19.1 and provided that the applicable conditions set forth in Section 2.11 4.2 hereof have been satisfied, the Issuing Lender Issuer shall, on the requested date, issue a Facility Letter of Credit on behalf of Borrowers the Borrower in accordance with the Issuing LenderIssuer’s usual and customary business practices. In addition, any amendment of an existing Facility Letter of Credit shall be deemed to be an issuance of a new Facility Letter of Credit and shall be subject to the requirements set forth above. The Issuing Lender Issuer shall give the Administrative Agent prompt written notice of the issuance of any Facility Letter of Credit.

Procedure for Issuance. Prior to Whenever the Applicant desires the issuance of each a Letter of Credit, and as a condition of such issuance, including, without limitation any Cash Collateralized Letter of Credit or Post-Termination Letter of Credit, Borrowers it shall deliver to the Issuing Lender Issuer written notice in the form of the Issuer's standard Application and Agreement for Irrevocable Stand-by Letters of Credit substantially in the form of Exhibit "B" attached hereto, in the case of stand-by Letters of Credit or Issuer's standard Application and Security Agreement for Commercial Letters of Credit substantially in the form of Exhibit "C" attached hereto, in the case of trade letters of credit (with a copy in either case, an "Application" and collectively, the "Applications"), duly executed by authorized officers of the Applicant, no later than 11:00 A.M. on the third Business Day prior to Agent) a Master the proposed date of the issuance of the Letter of Credit Agreement signed by the Borrowers, together with such other documents or items as may be required pursuant to the terms thereof, and the proposed form and content of such Letter of Credit shall be reasonably satisfactory to the Issuing Lender. Except as provided in Section 2.13(B), each Letter of Credit shall be issued no earlier than two (2) Business Days after delivery of the foregoing documents, which delivery may be by Borrowers to the Issuing Lender by facsimile transmission, telex or other electronic means followed by delivery of executed originals within five days thereafterCredit. The documents so delivered shall be in compliance with the requirements set forth in Section 2.13(A) or Section 2.13(B), as the case may be, and Application shall specify therein (i) the stated amount of the Letter of Credit requested, (ii) the effective proposed date of issuance of such requested the proposed Letter of Credit, Credit (which shall be a Business Day), (ii) the face amount of the proposed Letter of Credit, (iii) the expiration date on which such requested of the proposed Letter of Credit is to expire, and (iv) the entity for whose benefit name and address of the requested beneficiary of the proposed Letter of Credit. The Application shall also specify a precise description of any documents and the verbatim text of any certificate to be presented by the beneficiary of such Letter of Credit in connection with a draw thereupon. By the Applicant's execution below, the Applicant acknowledges that the Issuer is to be issued, which shall be a Borrower, (v) the aggregate amount of issuing each Letter of Credit Obligations hereunder in express reliance on the terms hereof which are outstanding in addition to, and which will be outstanding after giving effect not in lieu of, the terms of the Application executed in connection therewith. Issuer acknowledges that it is not requiring the Applicant to grant to the requested Issuer any security interest, lien or other encumbrance as security for any of the Letter of Credit issuance and (vi) that Obligations. Accordingly, the requested Issuer agrees, with respect to each Letter of Credit is issued hereunder, to be a Cash Collateralized delete by striking through, the following provisions in the form of Application relating to such Letter of Credit, if applicable. The delivery of the foregoing documents : Application and information shall constitute an “Issuance Request” Agreement for purposes of this Agreement. Subject to the terms and conditions of Section 2.13(A) or Section 2.13(B), as the case may be, and provided that the applicable conditions set forth in Section 2.11 hereof have been satisfied, the Issuing Lender shall, on the requested date, issue a Irrevocable Standby Letter of Credit on behalf of Borrowers in accordance with (Exhibit B) Section 5, Section 6 (excluding the Issuing Lender’s usual last sentence thereof), and customary business practicesSection 9. In addition, any amendment of an existing Application and Security Agreement for Commercial Letter of Credit shall be deemed (Exhibit C) Section 4, Section 6, and Section 7(a)(ii). The Issuer and the Applicant agree that the Application relating to be an issuance of a new the Letter of Credit and shall be subject described on Exhibit A hereto is hereby amended by deleting therefrom the provisions set forth above applicable to the requirements set forth above. The Issuing Lender shall give Agent prompt written notice type of the issuance of any Application for such Letter of Credit.

Procedure for Issuance. Prior to the issuance of each ---------------------- Facility Letter of Credit, and as a condition of such issuance, including, without limitation any Cash Collateralized Letter of Credit or Post-Termination Letter of Credit, Borrowers the Borrower shall deliver to the Issuing Lender Issuer (with a copy to the Agent) a Master Letter of Credit Reimbursement Agreement signed by the BorrowersBorrower, together with such other documents or items as may be required pursuant to the terms thereof, and the proposed form and content of such Facility Letter of Credit shall be reasonably satisfactory to the Issuing LenderIssuer. Except as provided in Section 2.13(B), each Each Facility Letter of Credit shall be issued no earlier than two (2) Business Days after delivery of the foregoing documents, which delivery may be by Borrowers the Borrower to the Issuing Lender Issuer by facsimile transmissiontelecopy, telex or other electronic means followed by delivery of executed originals within five (5) days thereafter. The documents so delivered shall be in compliance with the requirements set forth in Section 2.13(A) or Section 2.13(B------- 2.20.1(b), as the case may be, and shall specify therein (i) the stated amount of the Facility --------- Letter of Credit requested, (ii) the effective date of issuance of such requested Facility Letter of Credit, which shall be a Business Day, (iii) the date on which such requested Facility Letter of Credit is to expire, which shall be a Business Day prior to five Business Days prior to the Facility Termination Date, (iv) the entity for whose benefit the requested Facility Letter of Credit is to be issued, which shall be the Borrower or a Subsidiary of the Borrower, (v) whether the requested Facility Letter of Credit is a Standby Letter of Credit or Commercial Letter of Credit, and (vi) the aggregate amount of Facility Letter of Credit Obligations in respect of Standby Letters of Credit and Commercial Letters of Credit which are outstanding and which will be outstanding after giving effect to the requested Facility Letter of Credit issuance and (vi) that the requested Letter of Credit is to be a Cash Collateralized Letter of Credit, if applicableissuance. The delivery of the foregoing documents and information shall constitute an “"Issuance Request” " for purposes of this Agreement. Subject to the terms and conditions of Section 2.13(A) or Section 2.13(B), as the case may be, 2.20.1 and provided that the applicable conditions set forth in -------------- Section 2.11 4.2 hereof have been satisfied, the Issuing Lender Issuer shall, on the requested ----------- date, issue a Facility Letter of Credit on behalf of Borrowers the Borrower in accordance with the Issuing Lender’s Issuer's usual and customary business practices. In addition, any amendment of an existing Facility Letter of Credit shall be deemed to be an issuance of a new Facility Letter of Credit and shall be subject to the requirements set forth above. The Issuing Lender Issuer shall give the Agent prompt written notice of the issuance of any Facility Letter of CreditCredit and, as soon as practicable after the end of each calendar month, the Agent shall give the Lenders notice of any Facility Letter of Credit issued during such month.

Procedure for Issuance. Prior to the issuance of each Letter of Credit, and as a condition of such issuance, including, without limitation any Cash Collateralized Letter of Credit or Post-Termination Letter of Credit, Borrowers the Borrower shall deliver to the Issuing Lender Letter of Credit Issuer (with a copy to the Administrative Agent) a Master Letter of Credit Reimbursement Agreement signed by the BorrowersBorrower, together with such other documents or items as may be required pursuant to the terms thereof, and the proposed form and content of such Letter of Credit shall be reasonably satisfactory to the Issuing LenderLetter of Credit Issuer. Except as provided in Section 2.13(B), each Each Letter of Credit shall be issued no earlier than two (2) Business Days after delivery of the foregoing documents, which delivery may be by Borrowers the Borrower to the Issuing Lender Letter of Credit Issuer by facsimile transmission, telex transmission or other electronic means followed by delivery of executed originals within five days thereafter. The documents so delivered shall be in compliance with the requirements set forth in Section 2.13(A) or Section 2.13(Bsubsection 2.15.1(b), as the case may be, and shall specify therein (i) the stated amount of the Letter of Credit requested, (ii) the effective date of issuance of such requested Letter of Credit, which shall be a Business Day, (iii) the date on which such requested Letter of Credit is to expire, (iv) the entity for whose benefit the requested Letter of Credit is to be issued, which shall be either Borrower or a BorrowerSubsidiary, and (v) the aggregate amount of Letter of Credit Obligations which are outstanding and which will be outstanding after giving effect to the requested Letter of Credit issuance and (vi) that the requested Letter of Credit is to be a Cash Collateralized Letter of Credit, if applicableissuance. The delivery of the foregoing documents and information shall constitute an “Issuance Request” for purposes of this Agreement. Subject to the terms and conditions of Section 2.13(A) or Section 2.13(B), as the case may be, 2.15.1 and provided that the applicable conditions set forth in Section 2.11 3.2 hereof have been satisfied, the Issuing Lender Letter of Credit Issuer shall, on the requested date, issue a Letter of Credit on behalf of Borrowers the Borrower in accordance with the Issuing LenderLetter of Credit Issuer’s usual and customary business practices. In addition, any amendment of an existing Letter of Credit shall be deemed to be an issuance of a new Letter of Credit and shall be subject to the requirements set forth above. The Issuing Lender Letter of Credit Issuer shall give the Administrative Agent prompt written notice of the issuance of any Letter of Credit.

Procedure for Issuance. (a) Prior to the issuance of each Facility ---------------------- Letter of Credit, and as a condition of such issuance, including, without limitation any Cash Collateralized Letter of Credit or Post-Termination Letter of Credit, Borrowers the Company shall deliver to the Issuing Lender (with Issuer a copy to Agent) a Master Letter of Credit Reimbursement Agreement signed by the BorrowersCompany, together with such other documents or items as may be required pursuant to the terms thereof, and the proposed form and content of such Facility Letter of Credit shall be reasonably satisfactory to the Issuing LenderIssuer. Except It is understood that the form of Facility Letter of Credit attached hereto as provided Exhibit A is satisfactory to the --------- Issuer. In the event of any conflict between the terms of any Reimbursement Agreement and the terms of this Agreement or any other L/C Document, the terms of this Agreement or such L/C Document shall control. Upon receipt of a Reimbursement Agreement, the Issuer shall promptly notify the Agent, and the Agent shall promptly notify each Participant, of the contents thereof and of the amount of such Participant's participation in Section 2.13(B), each such proposed Facility Letter of Credit. Each Facility Letter of Credit shall be issued no earlier than two five (25) Business Days after delivery of the foregoing documents, which delivery may be by Borrowers the Company to the Issuing Lender Issuer by facsimile transmission, telex telecopy or other electronic means followed by delivery of executed originals within five (5) days thereafter. The documents so delivered shall be in compliance with the requirements set forth in Section 2.13(A) or Section 2.13(B------- 2.1(b), as the case may be, and shall specify therein (i) the stated amount of the Facility Letter ------ of Credit requested, which shall not be less than $5,000,000, (ii) the effective date of issuance of such requested Facility Letter of Credit, which shall be a Business Day, (iii) the date on which such requested Facility Letter of Credit is to expire, which shall be a Business Day prior to the earlier to occur of (A) the one year anniversary of the date of issuance of such Facility Letter of Credit and (B) the one year anniversary of the Facility Termination Date, (iv) the entity for whose benefit account the requested Facility Letter of Credit is to be issued, which shall be a Borrowerthe Company, (v) the beneficiary to be named in the Facility Letter of Credit, and (vi) a list of outstanding Facility Letters of Credit (including the maturity and stated amount of each thereof), together with a statement of an Authorized Officer of the Company that, to the Company's knowledge, the aggregate amount of Facility Letter of Credit Obligations which are outstanding and which will would be outstanding after giving effect to the requested Facility Letter of Credit issuance and (vi) that would not exceed the requested Aggregate Facility Letter of Credit is to be a Cash Collateralized Letter of Credit, if applicableCommitment. The delivery of the foregoing documents and information shall constitute an “"Issuance Request” " for purposes of this Agreement. Subject to the terms and ---------------- conditions of Section 2.13(A) or Section 2.13(B), as the case may be, 2.1 and provided that the applicable conditions set forth ----------- in Section 2.11 Sections 4.1 and 4.2 hereof have been satisfied, the Issuing Lender Issuer shall, on the -------------------- requested date, issue a Facility Letter of Credit on behalf of Borrowers the Company in accordance with the Issuing Lender’s Issuer's usual and customary business practices. In addition, any amendment of an existing Letter of Credit shall be deemed to be an issuance of a new Letter of Credit and shall be subject to the requirements set forth above. The Issuing Lender shall give Agent prompt written notice of the issuance of any Letter of Credit.

Procedure for Issuance. Prior to the issuance of each Facility ------------------------ Letter of Credit, and as a condition of such issuance, including, without limitation any Cash Collateralized Letter of Credit or Post-Termination Letter of Credit, Borrowers the Borrower shall deliver to the Issuing Lender Issuer (with a copy to the Administrative Agent) a Master Letter of Credit Reimbursement Agreement signed by the BorrowersBorrower, together with such other documents or items as may be required pursuant to the terms thereof, and the proposed form and content of such Facility Letter of Credit shall be reasonably satisfactory to the Issuing LenderIssuer. Except as provided in Section 2.13(B), each Each Facility Letter of Credit shall be issued no earlier than two (2) Business Days after delivery of the foregoing documents, which delivery may be by Borrowers the Borrower to the Issuing Lender Issuer by facsimile transmissiontelecopy, telex or other electronic means followed by delivery of executed originals within five (5) days thereafter. The documents so delivered shall be in compliance with the requirements set forth in Section 2.13(A) or Section 2.13(B2.19.1(b), as the case may be, and shall specify therein (i) the stated amount of the ----------------- Facility Letter of Credit requested, (ii) the effective date of issuance of such requested Facility Letter of Credit, which shall be a Business Day, (iii) the date on which such requested Facility Letter of Credit is to expire, which shall be a Business Day prior to the date five (5) Business Days prior to the Facility Termination Date, (iv) the entity for whose benefit the requested Facility Letter of Credit is to be issued, which shall be the Borrower or a BorrowerSubsidiary, and (v) the aggregate amount of Facility Letter of Credit Obligations which are outstanding and which will be outstanding after giving effect to the requested Facility Letter of Credit issuance and (vi) that the requested Letter of Credit is to be a Cash Collateralized Letter of Credit, if applicableissuance. The delivery of the foregoing documents and information shall constitute an “"Issuance Request” " for purposes of this Agreement. Subject to the terms and conditions of Section 2.13(A) or Section 2.13(B), as the case may be, 2.19.1 and provided -------------- -------- that the applicable conditions set forth in Section 2.11 4.2 hereof have been ------------ satisfied, the Issuing Lender Issuer shall, on the requested date, issue a Facility Letter of Credit on behalf of Borrowers the Borrower in accordance with the Issuing Lender’s Issuer's usual and customary business practices. In addition, any amendment of an existing Facility Letter of Credit shall be deemed to be an issuance of a new Facility Letter of Credit and shall be subject to the requirements set forth above. The Issuing Lender Issuer shall give the Administrative Agent prompt written notice of the issuance of any Facility Letter of Credit.

Procedure for Issuance. Prior to the issuance of each Letter of Credit, and as a condition of such issuance, including, without limitation any Cash Collateralized Letter of Credit or Post-Termination Letter of Credit, Borrowers shall deliver to the Issuing Lender (with a copy to the Agent) a Master Letter of Credit Reimbursement Agreement signed by the Borrowers, together with such other documents or items as may be required pursuant to the terms thereof, and the proposed form and content of such Letter of Credit shall be reasonably satisfactory to the Issuing Lender. Except as provided in Section 2.13(B), each Each Letter of Credit shall be issued no earlier than two (2) Business Days after delivery of the foregoing documents, which delivery may be by Borrowers to the Issuing Lender by facsimile transmission, telex or other electronic means followed by delivery of executed originals within five days thereafter. The documents so delivered shall be in compliance with the requirements set forth in Section 2.13(A) or Section 2.13(B), as the case may be, and shall specify therein (i) the stated amount of the Letter of Credit requested, (ii) the effective date of issuance of such requested Letter of Credit, which shall be a Business Day, (iii) the date on which such requested Letter of Credit is to expire, (iv) the entity for whose benefit the requested Letter of Credit is to be issued, which shall be a Borrower, Borrower and (v) the aggregate amount of Letter of Credit Obligations which are outstanding and which will be outstanding after giving effect to the requested Letter of Credit issuance and (vi) that the requested Letter of Credit is to be a Cash Collateralized Letter of Credit, if applicableissuance. The delivery of the foregoing documents and information shall constitute an “Issuance Request” "ISSUANCE REQUEST" for purposes of this Agreement. Subject to the terms and conditions of Section 2.13(A) or Section 2.13(B), as the case may be, and provided that the applicable conditions set forth in Section 2.11 hereof have been satisfied, the Issuing Lender shall, on the requested date, issue a Letter of Credit on behalf of Borrowers in accordance with the Issuing Lender’s 's usual and customary business practices. In addition, any amendment of an existing Letter of Credit shall be deemed to be an issuance of a new Letter of Credit and shall be subject to the requirements set forth above. The Issuing Lender shall give the Agent prompt written notice of the issuance of any Letter of Credit.

Procedure for Issuance. Prior to the issuance of each Letter of Credit, and as a condition of such issuance, including, without limitation any Cash Collateralized Letter of Credit or Post-Termination Letter of Credit, Borrowers shall deliver to the Issuing Lender (with a copy to Administrative Agent) a Master Letter of Credit Agreement application signed by Borrowers, the form of which has been provided by Administrative Agent to Borrowers, together with such other documents or items as may be required pursuant to the terms thereof, and the proposed form and content of such Letter of Credit shall be reasonably satisfactory to the Issuing Lender. Except as provided in Section 2.13(B), each Each Letter of Credit shall be issued no earlier than two (2) Business Days after delivery of the foregoing documents, which delivery may be by Borrowers to the Issuing Lender by facsimile transmission, telex or other electronic means followed by delivery of executed originals within five days thereafter. The documents so delivered shall be in compliance with the requirements set forth in Section 2.13(A) or Section 2.13(B3.1(A), as the case may be, and shall specify therein (i) the stated amount of the Letter of Credit requested, (ii) the effective date of issuance of such requested Letter of Credit, which shall be a Business Day, (iii) the date on which such requested Letter of Credit is to expire, (iv) the entity for whose benefit the requested Letter of Credit is to be issued, which shall be a Borrower, Borrower and (v) the aggregate amount of Letter of Credit Obligations which are outstanding and which will be outstanding after giving effect to the requested Letter of Credit issuance and (vi) that the requested Letter of Credit is to be a Cash Collateralized Letter of Credit, if applicableissuance. The delivery of the foregoing documents and information shall constitute an “Issuance Request” "ISSUANCE REQUEST" for purposes of this Agreement. Subject to the terms and conditions of Section 2.13(A3.1(A) or Section 2.13(B), as the case may be, and provided that the applicable conditions set forth in Section 2.11 6.1 hereof have been satisfied, the Issuing Lender shall, on the requested date, issue a Letter of Credit on behalf of Borrowers in accordance with the Issuing Lender’s 's usual and customary business practices. In addition, any amendment of an existing Letter of Credit shall be deemed to be an issuance of a new Letter of Credit and shall be subject to the requirements set forth above. The Issuing Lender shall give Administrative Agent prompt written notice of the issuance of any Letter of Credit.

Procedure for Issuance. Prior to the issuance of each Letter of Credit, and as a condition of such issuance, including, without limitation any Cash Collateralized Letter of Credit or Post-Termination Letter of Credit, Borrowers shall deliver to the Issuing Lender give Agent at least three (with a copy to Agent) a Master Letter of Credit Agreement signed by the Borrowers, together with such other documents or items as may be required pursuant to the terms thereof, and the proposed form and content of such Letter of Credit shall be reasonably satisfactory to the Issuing Lender. Except as provided in Section 2.13(B), each Letter of Credit shall be issued no earlier than two (23) Business Days after delivery of the foregoing documents, which delivery may be by Borrowers to the Issuing Lender by facsimile transmission, telex or other electronic means followed by delivery of executed originals within five days thereafter. The documents so delivered shall be in compliance with the requirements set forth in Section 2.13(ADays’ irrevocable prior notice (effective upon receipt) or Section 2.13(B), as the case may be, and shall specify therein specifying (i) the stated amount of the Letter of Credit requested, Business Day (ii) the effective date of issuance of such requested Letter of Credit, which shall be a Business Day, no later than thirty (iii30) days preceding the date on which such requested Letter of Credit is to expire, (ivMaturity Date) the entity for whose benefit the requested each Letter of Credit is to be issued, issued and (ii) which shall Lender is to be a Borrower, (v) the aggregate amount Issuing Bank and describing in reasonable detail the proposed terms of such Letter of Credit Obligations which are outstanding (including its beneficiary) and which will the nature of the transactions or obligations proposed to be outstanding after giving effect to supported. On the requested Letter of Credit issuance and (vi) same day that the requested Letter Agent receives such notice for issuance of Credit is to be a Cash Collateralized Letter Letters of Credit, if applicable. The delivery of the foregoing documents and information Agent shall constitute an “Issuance Request” for purposes of this Agreement. Subject notify the Lender requested by the Borrowers to the terms and conditions of Section 2.13(A) or Section 2.13(B), as the case may be, and provided that the applicable conditions set forth in Section 2.11 hereof have been satisfied, the Issuing Lender shall, on the requested date, issue a Letter of Credit on behalf and the other Lender or Lenders of receipt of such notice for issuance of Letters of Credit. If the Lender requested by the Borrowers in accordance with to issue the Issuing Lender’s usual and customary business practices. In addition, any amendment of an existing Letter of Credit is a Lender other than AmSouth, and such Lender declines to issue such Letter of Credit, or if the Borrowers fail to specify the Lender that is to issue the Letter of Credit, AmSouth shall issue the Letter of Credit requested by the Borrowers and shall be deemed the Issuing Bank with respect thereto. The Issuing Bank (whether the Lender requested by the Borrowers to be an issuance issue the Letter of a new Credit or AmSouth) shall issue the Letter of Credit and shall be subject will make available to the requirements set forth above. The Issuing Lender shall give Agent prompt written notice beneficiary thereof the original of the issuance of any such Letter of Credit, as directed by ALFA. ALFA shall be the account party for each Letter of Credit, including Letters of Credit issuable to a beneficiary having a claim or potential claim against a Subsidiary of ALFA.

Procedure for Issuance. Prior to the issuance of each Facility Letter of Credit, and as a condition of such issuance, including, without limitation any Cash Collateralized Letter of Credit or Post-Termination Letter of Credit, Borrowers the Borrower shall deliver to the Issuing Lender Issuer (with a copy to the Agent) a Master Letter of Credit Reimbursement Agreement signed by the BorrowersBorrower, together with such other documents or items as may be required pursuant to the terms thereof, and the proposed form and content of such Facility Letter of Credit shall be reasonably satisfactory to the Issuing LenderIssuer. Except as provided in Section 2.13(B), each Each Facility Letter of Credit shall be issued no earlier than two (2) Business Days after delivery of the foregoing documents, which delivery may be by Borrowers the Borrower to the Issuing Lender Issuer by facsimile transmissiontelecopy, telex or other electronic means followed by delivery of executed originals within five (5) days thereafter. The documents so delivered shall be in compliance with the requirements set forth in Section 2.13(A) or Section 2.13(B2.19.1(b), as the case may be, and shall specify therein (i) the stated amount of the Facility Letter of Credit requested, (ii) the effective date of issuance of such requested Facility Letter of Credit, which shall be a Business Day, (iii) the date on which such requested Facility Letter of Credit is to expire, which shall be a Business Day prior to the date five (5) Business Days prior to the Facility Termination Date, (iv) the entity for whose benefit the requested Facility Letter of Credit is to be issued, which shall be the Borrower or a BorrowerSubsidiary, and (v) the aggregate amount of Facility Letter of Credit Obligations which are outstanding and which will be outstanding after giving effect to the requested Facility Letter of Credit issuance and (vi) that the requested Letter of Credit is to be a Cash Collateralized Letter of Credit, if applicableissuance. The delivery of the foregoing documents and information shall constitute an “"Issuance Request” " for purposes of this Agreement. Subject to the terms and conditions of Section 2.13(A) or Section 2.13(B), as the case may be, 2.19.1 and provided that the applicable conditions set forth in Section 2.11 4.2 hereof have been satisfied, the Issuing Lender Issuer shall, on the requested date, issue a Facility Letter of Credit on behalf of Borrowers the Borrower in accordance with the Issuing Lender’s Issuer's usual and customary business practices. In addition, any amendment of an existing Facility Letter of Credit shall be deemed to be an issuance of a new Facility Letter of Credit and shall be subject to the requirements set forth above. The Issuing Lender Issuer shall give the Agent prompt written notice of the issuance of any Facility Letter of Credit.

Procedure for Issuance. Prior to the issuance of each Letter of Credit, and as a condition of such issuance, including, without limitation any Cash Collateralized Letter of Credit or Post-Termination Letter of Credit, Borrowers the Borrower shall deliver to the Issuing Lender Letter of Credit Issuer (with a copy to the Administrative Agent) a Master Letter of Credit Reimbursement Agreement signed by the BorrowersBorrower, together with such other documents or items as may be required pursuant to the terms thereof, and the proposed form and content of such Letter of Credit shall be reasonably satisfactory to the Issuing LenderLetter of Credit Issuer. Except as provided in Section 2.13(B), each Each Letter of Credit shall be issued no earlier than two one (21) Business Days Day after delivery of the foregoing documents, which delivery may be by Borrowers the Borrower to the Issuing Lender Letter of Credit Issuer by facsimile transmission, telex or other electronic means followed by delivery of executed originals within five (5) days thereafter. The documents so delivered shall be in compliance with the requirements set forth in Section 2.13(A) or Section 2.13(B2.18(a), as the case may be, and shall specify therein (i) the stated amount of the Letter of Credit requested, (ii) the effective date of issuance of such requested Letter of Credit, which shall be a Business Day, (iii) the date on which such requested Letter of Credit is to expire, (iv) the entity for whose benefit the requested Letter of Credit is to be issued, which shall be either Borrower or a Borrower, Subsidiary and (v) the aggregate amount of Letter of Credit Obligations which are outstanding and which will be outstanding after giving effect to the requested Letter of Credit issuance and (vi) that the requested Letter of Credit is to be a Cash Collateralized Letter of Credit, if applicableissuance. The delivery of the foregoing documents and information shall constitute an “"Issuance Request” " for purposes of this Agreement. Subject to the terms and conditions of Section 2.13(A2.18(a) or Section 2.13(B), as the case may be, and provided that the applicable conditions set forth in Section 2.11 3.04 hereof have been satisfied, the Issuing Lender Letter of Credit Issuer shall, on the requested date, issue a Letter of Credit on behalf of Borrowers the Borrower in accordance with the Issuing Lender’s Letter of Credit Issuer's usual and customary business practices. In addition, any amendment of an existing Letter of Credit shall be deemed to be an issuance of a new Letter of Credit and shall be subject to the requirements set forth above. The Issuing Lender Letter of Credit Issuer shall give the Administrative Agent prompt written notice of the issuance of any Letter of Credit.

Procedure for Issuance. Prior to the issuance of each Facility Letter of Credit, and as a condition of such issuance, including, without limitation any Cash Collateralized Letter of Credit or Post-Termination Letter of Credit, Borrowers the Borrower shall deliver to the Issuing Lender (with Issuer a copy to Agent) a Master Letter of Credit Reimbursement Agreement signed by the BorrowersBorrower, together with such other documents or items as may be required pursuant to the terms thereof, and the proposed form and content of such Facility Letter of Credit shall be reasonably satisfactory to the Issuing LenderIssuer. Except as provided in Section 2.13(B), each Each Facility Letter of Credit shall be issued no earlier than two (2) Business Days (unless waived by the Issuer) after delivery of the foregoing documents, which delivery may be by Borrowers the Borrower to the Issuing Lender Issuer by facsimile transmissiontelecopy, telex or other electronic means followed by delivery of executed originals within five (5) days thereafter. The documents so delivered shall be in compliance with the requirements set forth in Section 2.13(A) or Section 2.13(B2.20.1(b), as the case may be, and shall specify therein (i) the stated amount of the Facility Letter of Credit requested, (ii) the effective date of issuance of such requested Facility Letter of Credit, which shall be a Business Day, (iii) the date on which such requested Facility Letter of Credit is to expire, which shall be a Business Day prior to the date five (5) Business Days prior to the Facility Termination Date, and (iv) the entity for whose benefit the requested Facility Letter of Credit is to be issued, which shall be the Borrower or a Borrower, (v) the aggregate amount of Letter of Credit Obligations which are outstanding and which will be outstanding after giving effect to the requested Letter of Credit issuance and (vi) that the requested Letter of Credit is to be a Cash Collateralized Letter of Credit, if applicableSubsidiary. The delivery of the foregoing documents and information shall constitute an “Issuance Request” a "Notice of Issuance" for purposes of this Agreement. Subject to the terms and conditions of Section 2.13(A) or Section 2.13(B), as the case may be, 2.20.1 and provided that the applicable conditions set forth in Section 2.11 hereof 4.2 have been satisfied, the Issuing Lender Issuer shall, on the requested date, issue a Facility Letter of Credit on behalf of Borrowers the Borrower in accordance with the Issuing Lender’s Issuer's usual and customary business practices. In addition, any amendment of an existing Facility Letter of Credit shall be deemed to be an issuance of a new Facility Letter of Credit and shall be subject to the requirements set forth above. The Issuing Lender shall give Agent prompt written notice of the issuance of any Letter of Credit.

Procedure for Issuance. Prior to the issuance of each Facility Letter of Credit, and as a condition of such issuance, including, without limitation any Cash Collateralized Letter of Credit or Post-Termination Letter of Credit, Borrowers the Borrower shall deliver to the Issuing Lender Issuer (with a copy to the Agent) a Master Letter of Credit Reimbursement Agreement signed by the BorrowersBorrower, together with such other documents or items as may be required pursuant to the terms thereof, and the proposed form and content of such Facility Letter of Credit shall be reasonably satisfactory to the Issuing LenderIssuer. Except as provided in Section 2.13(B), each Each Facility Letter of Credit shall be issued no earlier than two (2) Business Days after delivery of the foregoing documents, which delivery may be by Borrowers the Borrower to the Issuing Lender Issuer by facsimile transmissiontelecopy, telex or other electronic means followed by delivery of executed originals within five (5) days thereafter. The documents so delivered shall be in compliance with the requirements set forth in Section 2.13(A) or Section 2.13(B2.19.1(b), as the case may be, and shall specify therein (i) the stated amount of the Facility Letter of Credit requested, (ii) the effective date of issuance of such requested Facility Letter of Credit, which shall be a Business Day, (iii) the date on which such requested Facility Letter of Credit is to expire, which shall be at least five (5) Business Days prior to the Facility Termination Date, (iv) the entity for whose benefit which the requested Facility Letter of Credit is to be issued, which shall be the Borrower or a BorrowerSubsidiary, and (v) the aggregate amount of Facility Letter of Credit Obligations which are outstanding and which will be outstanding after giving effect to the requested Facility Letter of Credit issuance and (vi) that the requested Letter of Credit is to be a Cash Collateralized Letter of Credit, if applicableissuance. The delivery of the foregoing documents and information shall constitute an “"Issuance Request” " for purposes of this Agreement. Subject to the terms and conditions of Section 2.13(A) or Section 2.13(B), as the case may be, 2.19.1 and provided that the applicable conditions set forth in Section 2.11 4.2 hereof have been satisfied, the Issuing Lender Issuer shall, on the requested date, issue a Facility Letter of Credit on behalf of Borrowers the Borrower in accordance with the Issuing Lender’s Issuer's usual and customary business practices. In addition, any amendment of an existing Facility Letter of Credit shall be deemed to be an issuance of a new Facility Letter of Credit and shall be subject to the requirements set forth above. The Issuing Lender shall give Agent prompt written notice of the issuance of any Letter of Credit.forth

Procedure for Issuance. Prior to the issuance of each Facility Letter of Credit, and as a condition of such issuance, including, without limitation any Cash Collateralized Letter of Credit or Post-Termination Letter of Credit, Borrowers the Borrower shall deliver to the Issuing Lender Issuer (with a copy to the Agent) a Master Letter of Credit Reimbursement Agreement signed by the BorrowersBorrower, together with such other documents or items as may be required pursuant to the terms thereof, and the proposed form and content of such Facility Letter of Credit shall be reasonably satisfactory to the Issuing LenderIssuer. Except as provided in Section 2.13(B), each Each Facility Letter of Credit shall be issued no earlier than two (2) Business Days after delivery of the foregoing documents, which delivery may be by Borrowers the Borrower to the Issuing Lender Issuer by facsimile transmissiontelecopy, telex or other electronic means followed by delivery of executed originals within five (5) days thereafter. The documents so delivered shall be in compliance with the requirements set forth in Section 2.13(A) or Section 2.13(B2.20.1(b), as the case may be, and shall specify therein (i) the stated amount of the Facility Letter of Credit requested, (ii) the effective date of issuance of such requested Facility Letter of Credit, which shall be a Business Day, (iii) the date on which such requested Facility Letter of Credit is to expire, which shall be a Business Day which is at least five Business Days prior to the Facility Termination Date, (iv) the entity for whose benefit the requested Facility Letter of Credit is to be issued, which shall be the Borrower or a BorrowerSubsidiary, (v) the aggregate amount of Letter of Credit Obligations which are outstanding and which will be outstanding after giving effect to the requested Facility Letter of Credit issuance and (vi) that the requested Letter of Credit is to be a Cash Collateralized Letter of Credit, if applicableissuance. The delivery of the foregoing documents and information shall constitute an “"Issuance Request” " for purposes of this Agreement. Subject to the terms and conditions of Section 2.13(A) or Section 2.13(B), as the case may be, 2.20.1 and provided that the applicable conditions set forth in Section 2.11 4.2 hereof have been satisfied, the Issuing Lender Issuer shall, on the requested date, issue a Facility Letter of Credit on behalf of Borrowers the Borrower in accordance with the Issuing Lender’s Issuer's usual and customary business practices. In addition, any amendment of an existing Facility Letter of Credit shall be deemed to be an issuance of a new Facility Letter of Credit and shall be subject to the requirements set forth above. The Issuing Lender Issuer shall give the Agent prompt written notice of the issuance of any Facility Letter of Credit.

Procedure for Issuance. (a) Prior to the issuance of each new Letter of Credit, Credit and as a condition of such issuance, including, without limitation any Cash Collateralized Letter of Credit or Post-Termination Letter of Credit, Borrowers the Borrower shall deliver to the Issuing Lender (with a copy to Agent) a Master Letter of Credit Agreement Agent a Letter of Credit Application signed by the BorrowersBorrower, together with such other documents or items as may be required pursuant to the terms thereof, and the proposed form and content of such Letter of Credit shall be reasonably satisfactory to the Issuing LenderLetter of Credit Agent. Except as provided in Section 2.13(B), each Each Letter of Credit shall be issued no earlier than two (2) Business Days after delivery of the foregoing documents, which delivery may be by Borrowers the Borrower to the Issuing Lender Letter of Credit Agent by facsimile transmissiontelecopy, telex or other electronic means followed by delivery of executed originals within five (5) days thereafter. The documents so delivered shall be in compliance with the requirements set forth in Section 2.13(A) or Section 2.13(B2.1(b), as the case may be, and shall specify therein (ia) the stated amount of the Letter of Credit requested, (iib) the effective date of issuance of such requested Letter of Credit, which shall be a Business Day, (iiic) whether the date on which such requested Letter of Credit is to expire, (iv) the entity for whose benefit the requested Letter of Credit is to be issued, which shall be a Borrower, denominated in Dollars or Pounds and (vd) the aggregate amount of Letter of Credit Obligations which are outstanding and which will be outstanding after giving effect to the requested Letter of Credit issuance and (vi) that the requested Letter of Credit is to be a Cash Collateralized Letter of Credit, if applicableissuance. The delivery of the foregoing documents and information shall constitute an “Issuance Request” for purposes of this Agreement. Subject to the terms and conditions of Section 2.13(A) or Section 2.13(B), as the case may be, 2.1 and provided that the applicable conditions set forth in Section 2.11 4.2 hereof have been satisfied, the Issuing Lender Letter of Credit Agent (on behalf of the Lenders) shall, on the requested date, issue a Letter of Credit on behalf of Borrowers the Borrower in accordance with the Issuing LenderLetter of Credit Agent’s usual and customary business practices. In addition, any amendment of an existing Letter of Credit shall be deemed to be an issuance of a new Letter of Credit and shall be subject to the requirements set forth above. The Issuing Lender Administrative Agent shall give Agent the Lenders prompt written notice of the issuance of any Letter of Credit.

Procedure for Issuance. Prior to the issuance of each Letter of Credit, and as a condition of such issuance, including, without limitation any Cash Collateralized Letter of Credit or Post-Termination Letter of Credit, Borrowers the Borrower shall deliver to the Issuing Lender Letter of Credit Issuer (with a copy to the Administrative Agent) a Master Letter of Credit Reimbursement Agreement signed by the BorrowersBorrower, together with such other documents or items as may be required pursuant to the terms thereof, and the proposed form and content of such Letter of Credit shall be reasonably satisfactory to the Issuing LenderLetter of Credit Issuer. Except as provided in Section 2.13(B), each Each Letter of Credit shall be issued no earlier than two (2) Business Days after delivery of the foregoing documents, which delivery may be by Borrowers the Borrower to the Issuing Lender Letter of Credit Issuer by facsimile transmission, telex or other electronic means followed by delivery of executed originals within five days thereafter. The documents so delivered shall be in compliance with the requirements set forth in Section 2.13(A) or Section 2.13(Bsubsection 2.15.1(b), as the case may be, and shall specify therein (i) the stated amount of the Letter of Credit requested, (ii) the effective date of issuance of such requested Letter of Credit, which shall be a Business Day, (iii) the date on which such requested Letter of Credit is to expire, (iv) the entity for whose benefit the requested Letter of Credit is to be issued, which shall be either Borrower or a BorrowerSubsidiary, and (v) the aggregate amount of Letter of Credit Obligations which are outstanding and which will be outstanding after giving effect to the requested Letter of Credit issuance and (vi) that the requested Letter of Credit is to be a Cash Collateralized Letter of Credit, if applicableissuance. The delivery of the foregoing documents and information shall constitute an “Issuance Request” for purposes of this Agreement. Subject to the terms and conditions of Section 2.13(A) or Section 2.13(B), as the case may be, 2.15.1 and provided that the applicable conditions set forth in Section 2.11 3.02 hereof have been satisfied, the Issuing Lender Letter of Credit Issuer shall, on the requested date, issue a Letter of Credit on behalf of Borrowers the Borrower in accordance with the Issuing LenderLetter of Credit Issuer’s usual and customary business practices. In addition, any amendment of an existing Letter of Credit shall be deemed to be an issuance of a new Letter of Credit and shall be subject to the requirements set forth above. The Issuing Lender Letter of Credit Issuer shall give the Administrative Agent prompt written notice of the issuance of any Letter of Credit.

Procedure for Issuance. Prior to the issuance of each Letter of Credit, and as a condition of such issuance, including, without limitation any Cash Collateralized Letter of Credit or Post-Termination Letter of Credit, Borrowers shall deliver to the Issuing Lender (with a copy to Agent) a Master Letter of Credit Reimbursement Agreement signed by the Borrowers, together with such other documents or items as may be required pursuant to the terms thereof, and the proposed form and content of such Letter of Credit shall be reasonably satisfactory to the Issuing Lender. Except as provided in Section 2.13(B), each Letter of Credit shall be issued no earlier than two (2) Business Days after delivery of the foregoing documents, which delivery may be by Borrowers to the Issuing Lender by facsimile transmission, telex or other electronic means followed by delivery of executed originals within five days thereafter. The documents so delivered shall be in compliance with the requirements set forth in Section 2.13(A) or Section 2.13(B), as the case may be, and shall specify therein (i) the stated amount of the Letter of Credit requested, (ii) the effective date of issuance of such requested Letter of Credit, which shall be a Business Day, (iii) the date on which such requested Letter of Credit is to expire, (iv) the entity for whose benefit the requested Letter of Credit is to be issued, which shall be a Borrower, (v) the aggregate amount of Letter of Credit Obligations which are outstanding and which will be outstanding after giving effect to the requested Letter of Credit issuance and (vi) that the requested Letter of Credit is to be a Cash Collateralized Letter of Credit, if applicable. The delivery of the foregoing documents and information shall constitute an “Issuance Request” for purposes of this Agreement. Subject to the terms and conditions of Section 2.13(A) or Section 2.13(B), as the case may be, and provided that the applicable conditions set forth in Section 2.11 hereof have been satisfied, the Issuing Lender shall, on the requested date, issue a Letter of Credit on behalf of Borrowers in accordance with the Issuing Lender’s usual and customary business practices. In addition, any amendment of an existing Letter of Credit shall be deemed to be an issuance of a new Letter of Credit and shall be subject to the requirements set forth above. The Issuing Lender shall give Agent prompt written notice of the issuance of any Letter of Credit.

Procedure for Issuance. Prior to the issuance of each Facility Letter of Credit, and as a condition of such issuance, including, without limitation any Cash Collateralized Letter of Credit or Post-Termination Letter of Credit, Borrowers the Borrower shall deliver to the Issuing Lender Issuer (with a copy to the Agent) a Master Letter of Credit Reimbursement Agreement signed by the BorrowersBorrower, together with such other documents or items as may be required pursuant to the terms thereof, and the proposed form and content of such Facility Letter of Credit shall be reasonably satisfactory to the Issuing LenderIssuer. Except as provided in Section 2.13(B), each Each Facility Letter of Credit shall be issued no earlier than two (2) Business Days after delivery of the foregoing documents, which delivery may be by Borrowers the Borrower to the Issuing Lender Issuer by facsimile transmissiontelecopy, telex or other electronic means followed by delivery of executed originals within five (5) days thereafter. The documents so delivered shall be in compliance with the requirements set forth in Section 2.13(A) or Section 2.13(BSECTION 2.19.1(b), as the case may be, and shall specify therein (i) the stated amount of the Facility Letter of Credit requested, (ii) the effective date of issuance of such requested Facility Letter of Credit, which shall be a Business Day, (iii) the date on which such requested Facility Letter of Credit is to expire, which shall be a Business Day prior to the earlier of one (1) year from the effective date of such Facility Letter of Credit and the date five (5) Business Days prior to the Facility Termination Date, (iv) the entity for on whose benefit behalf the requested Facility Letter of Credit is to be issued, which shall be the Borrower or a BorrowerSubsidiary, (v) whether the requested Facility Letter of Credit is a Standby Letter of Credit or Commercial Letter of Credit, and (vi) the aggregate amount of Facility Letter of Credit Obligations in respect of Standby Letters of Credit and Commercial Letters of Credit which are outstanding and which will be outstanding after giving effect to the requested Facility Letter of Credit issuance and (vi) that the requested Letter of Credit is to be a Cash Collateralized Letter of Credit, if applicableissuance. The delivery of the foregoing documents and information shall constitute an “"Issuance Request” " for purposes of this Agreement. Subject to the terms and conditions of Section 2.13(A) or Section 2.13(B), as the case may be, SECTION 2.19.1 and provided that the applicable conditions set forth in Section 2.11 SECTION 4.2 hereof have been satisfied, the Issuing Lender Issuer shall, on the requested date, issue a Facility Letter of Credit on behalf of Borrowers the Borrower in accordance with the Issuing Lender’s Issuer's usual and customary business practices. In addition, any amendment of an existing Facility Letter of Credit shall be deemed to be an issuance of a new Facility Letter of Credit and shall be subject to the requirements set forth above. The Issuing Lender Issuer shall give the Agent prompt written notice of the issuance of any Facility Letter of Credit.

Procedure for Issuance. Prior Borrower shall give Administrative Agent, and the designated Fronting Bank, written notice in the event that it desires to the issuance have letters of each credit (each, a “Letter of Credit”) issued, and as a condition or to have Letters of Credit issued on behalf of Borrower or any Guarantor Subsidiary, hereunder no later than 10:00 a.m., Dallas time, at least three (3) Business Days prior to the date of such issuance. Each such notice shall specify (i) the designated Fronting Bank, including(ii) the aggregate amount of the requested Letters of Credit, without limitation any Cash Collateralized (iii) the individual amount of each requested Letter of Credit or Post-Termination Letter and the number of CreditLetters of Credit to be issued, Borrowers (iv) the date of such issuance (which shall deliver to be a Business Day), (v) the Issuing Lender name and address of the beneficiary, (with a copy to Agentvi) a Master the expiration date of the Letter of Credit Agreement signed by the Borrowers, together with such other documents or items as may (which in no event shall be required pursuant later than fifteen (15) days prior to the terms thereofTermination Date), (vii) the purpose and the proposed form and content of circumstances for which such Letter of Credit shall be reasonably satisfactory to is being issued and (viii) the Issuing Lender. Except as provided in Section 2.13(B), terms upon which each such Letter of Credit may be drawn down (which terms shall not leave any discretion to Fronting Bank). Each such notice may be issued revoked telephonically by Borrower to the applicable Fronting Bank and Administrative Agent any time prior to the date of issuance of the Letter of Credit by the applicable Fronting Bank, provided such revocation is confirmed in writing by Borrower to Fronting Bank and Administrative Agent within one (1) Business Day by facsimile. Notwithstanding anything contained herein to the contrary, Borrower shall complete and deliver to Fronting Bank any required documentation in connection with any requested Letter of Credit no earlier later than two (2) Business Days after delivery prior to the issuance thereof. No later than 10:00 a.m., Dallas time, on the date that is three (3) Business Days prior to the date of issuance, Borrower shall specify a precise description of the foregoing documentsdocuments and the verbatim text of any certificate to be presented by the beneficiary of such Letter of Credit, which delivery may be if presented by Borrowers such beneficiary prior to the Issuing Lender by facsimile transmission, telex or other electronic means followed by delivery of executed originals within five days thereafter. The documents so delivered shall be in compliance with the requirements set forth in Section 2.13(A) or Section 2.13(B), as the case may be, and shall specify therein (i) the stated amount expiration date of the Letter of Credit requestedwould require Fronting Bank to make a payment under the Letter of Credit; provided, that Fronting Bank may, in its reasonable judgment, require changes in any such documents and certificates only in conformity with changes in customary and commercially reasonable practice or law and, provided further, that no Letter of Credit shall require payment against a conforming draft to be made thereunder on the third Business Day following the date that such draft is presented if such presentation is made later than 10:00 A.M. Dallas time (ii) except that if the effective date beneficiary of any Letter of Credit requests at the time of the issuance of its Letter of Credit that payment be made on the same Business Day against a conforming draft, such beneficiary shall be entitled to such a same day draw, provided such draft is presented to the applicable Fronting Bank no later than 10:00 A.M. Dallas time and provided further Borrower shall have requested to Fronting Bank and Administrative Agent that such beneficiary shall be entitled to a same day draw). In determining whether to pay on such Letter of Credit, which Fronting Bank shall be a Business Day, (iii) responsible only to determine that the date on which such requested documents and certificates required to be delivered under the Letter of Credit is to expire, (iv) the entity for whose benefit the requested Letter of Credit is to be issued, which shall be a Borrower, (v) the aggregate amount of Letter of Credit Obligations which are outstanding and which will be outstanding after giving effect to the requested Letter of Credit issuance and (vi) that the requested Letter of Credit is to be a Cash Collateralized Letter of Credit, if applicable. The delivery of the foregoing documents and information shall constitute an “Issuance Request” for purposes of this Agreement. Subject to the terms and conditions of Section 2.13(A) or Section 2.13(B), as the case may be, and provided that the applicable conditions set forth in Section 2.11 hereof have been satisfied, the Issuing Lender shall, delivered and that they comply on the requested date, issue a Letter of Credit on behalf of Borrowers in accordance their face with the Issuing Lender’s usual and customary business practices. In addition, any amendment requirements of an existing Letter of Credit shall be deemed to be an issuance of a new Letter of Credit and shall be subject to the requirements set forth above. The Issuing Lender shall give Agent prompt written notice of the issuance of any that Letter of Credit.

Procedure for Issuance. Prior to the issuance of each Facility Letter of Credit, and as a condition of such issuance, including, without limitation any Cash Collateralized Letter of Credit or Post-Termination Letter of Credit, Borrowers the Borrower shall deliver to the Issuing Lender Issuer (with a copy to the Agent) a Master Letter of Credit Reimbursement Agreement signed by the Borrowerssuch Borrower, together with such other documents or items as may be required pursuant to the terms thereof, and the proposed form and content of such Facility Letter of Credit shall be reasonably satisfactory to the Issuing LenderIssuer. Except as provided in Section 2.13(B), each Each Facility Letter of Credit shall be issued no earlier than two (2) Business Days after delivery of the foregoing documents, which delivery may be by Borrowers the Borrower to the Issuing Lender Issuer by facsimile transmissiontelecopy, telex or other electronic means followed by delivery of executed originals within five (5) days thereafter. The documents so delivered shall be in compliance with the requirements set forth in Section 2.13(A) or Section 2.13(B2.20.1(b), as the case may be, and shall specify therein (i) the stated amount of the Facility Letter of Credit requested, (ii) the effective date of issuance of such requested Facility Letter of Credit, which shall be a Business Day, (iii) the date on which such requested Facility Letter of Credit is to expire, which shall be a Business Day prior to September 1, 2002, (iv) the entity for whose benefit the requested Facility Letter of Credit is to be issued, which shall be the Borrower or a Borrower, Subsidiary (v) whether the requested Facility letter of Credit is a Standby Letter of Credit or Commercial Letter of Credit, and (vi) the aggregate amount of Facility Letter of Credit Obligations in respect of Standby Letters of Credit and Commercial Letters of Credit which are outstanding and which will be outstanding after giving effect to the requested Facility Letter of Credit issuance and (vi) that the requested Letter of Credit is to be a Cash Collateralized Letter of Credit, if applicableissuance. The delivery of the foregoing documents and information shall constitute an “"Issuance Request” " for purposes of this Agreement. Subject to the terms and conditions of Section 2.13(A) or Section 2.13(B), as the case may be, 2.20.1 and provided that the applicable conditions set forth in Section 2.11 4.2 hereof have been satisfied, the Issuing Lender Issuer shall, on the requested date, issue a Facility Letter of Credit on behalf of Borrowers the Borrower in accordance with the Issuing Lender’s Issuer's usual and customary business practices. In addition, any amendment of an existing Facility Letter of Credit shall be deemed to be an issuance of a new Facility Letter of Credit and shall be subject to the requirements set forth above. The Issuing Lender Issuer shall give the Agent prompt written notice of the issuance of any Facility Letter of Credit.

Procedure for Issuance. (a) Prior to the issuance of each new Letter of Credit, Credit and as a condition of such issuance, including, without limitation any Cash Collateralized Letter of Credit or Post-Termination Letter of Credit, Borrowers the Borrower shall deliver to the Issuing Lender (with a copy to Agent) a Master Letter of Credit Agent a Reimbursement Agreement signed by the BorrowersBorrower, together with such other documents or items as may be required pursuant to the terms thereof, and the proposed form and content of such Letter of Credit shall be reasonably satisfactory to the Issuing LenderLetter of Credit Agent. Except as provided in Section 2.13(B), each Each Letter of Credit shall be issued no earlier than two (2) Business Days after delivery of the foregoing documents, which delivery may be by Borrowers the Borrower to the Issuing Lender Letter of Credit Agent by facsimile transmissiontelecopy, telex or other electronic means followed by delivery of executed originals within five (5) days thereafter. The documents so delivered shall be in compliance with the requirements set forth in Section 2.13(A) or Section 2.13(B2.1(b), as the case may be, and shall specify therein (ia) the stated amount of the Letter of Credit requested, (iib) the effective date of issuance of such requested Letter of Credit, which shall be a Business Day, (iiic) whether the date on which such requested Letter of Credit is to expire, (iv) the entity for whose benefit the requested Letter of Credit is to be issued, which shall be a Borrower, denominated in Dollars or Pounds and (vd) the aggregate amount of Letter of Credit Obligations which are outstanding and which will be outstanding after giving effect to the requested Letter of Credit issuance and (vi) that the requested Letter of Credit is to be a Cash Collateralized Letter of Credit, if applicableissuance. The delivery of the foregoing documents and information shall constitute an “Issuance Request” for purposes of this Agreement. Subject to the terms and conditions of Section 2.13(A) or Section 2.13(B), as the case may be, 2.1 and provided that the applicable conditions set forth in Section 2.11 4.2 hereof have been satisfied, the Issuing Lender Letter of Credit Agent (on behalf of the Lenders) shall, on the requested date, issue a Letter of Credit on behalf of Borrowers the Borrower in accordance with the Issuing LenderLetter of Credit Agent’s usual and customary business practices. In addition, any amendment of an existing Letter of Credit shall be deemed to be an issuance of a new Letter of Credit and shall be subject to the requirements set forth above. The Issuing Lender Administrative Agent shall give Agent the Lenders prompt written notice of the issuance of any Letter of Credit.

Procedure for Issuance. Prior to the issuance of each ---------------------- Facility Letter of Credit, and as a condition of such issuance, including, without limitation any Cash Collateralized Letter of Credit or Post-Termination Letter of Credit, Borrowers the Borrower shall deliver to the Issuing Lender Issuer (with a copy to the Agent) a Master Letter of Credit Reimbursement Agreement signed by the BorrowersBorrower, together with such other documents or items as may be required pursuant to the terms thereof, and the proposed form and content of such Facility Letter of Credit shall be reasonably satisfactory to the Issuing LenderIssuer. Except as provided in Section 2.13(B), each Each Facility Letter of Credit shall be issued no earlier than two (2) Business Days after delivery of the foregoing documents, which delivery may be by Borrowers the Borrower to the Issuing Lender Issuer by facsimile transmissiontelecopy, telex or other electronic means followed by delivery of executed originals within five (5) days thereafter. The documents so delivered shall be in compliance with the requirements set forth in Section 2.13(A) or Section 2.13(B2.18.1(b), as the case may be, and shall specify therein (i) the stated amount of the Facility Letter of Credit requested, (ii) the effective date of issuance of such requested Facility Letter of Credit, which shall be a Business Day, (iii) the date on which such requested Facility Letter of Credit is to expire, which shall be at least five (5) Business Days prior to the Termination Date, (iv) the entity for whose benefit the requested Facility Letter of Credit is to be issued, which shall be the Borrower or a BorrowerSubsidiary, and (v) the aggregate amount of Facility Letter of Credit Obligations which are outstanding and which will be outstanding after giving effect to the requested Facility Letter of Credit issuance and (vi) that the requested Letter of Credit is to be a Cash Collateralized Letter of Credit, if applicableissuance. The delivery of the foregoing documents and information shall constitute an “"Issuance Request” " for purposes of this Agreement. Subject to the terms and conditions of Section 2.13(A) or Section 2.13(B), as the case may be, 2.18.1 and provided that the applicable conditions set forth in Section 2.11 4.2 hereof have been satisfied, the Issuing Lender Issuer shall, on the requested date, issue a Facility Letter of Credit on behalf of Borrowers the Borrower in accordance with the Issuing Lender’s Issuer's usual and customary business practices. In addition, any amendment of an existing Facility Letter of Credit shall be deemed to be an issuance of a new Facility Letter of Credit and shall be subject to the requirements set forth above. The Issuing Lender Issuer shall give the Agent prompt written notice of the issuance of any Facility Letter of Credit.

Procedure for Issuance. Prior to the issuance of each Facility Letter of Credit, and as a condition of such issuance, including, without limitation any Cash Collateralized Letter of Credit or Post-Termination Letter of Credit, Borrowers the Borrower shall deliver to the Issuing Lender (with a copy to the Agent) a Master Letter of Credit Reimbursement Agreement signed by the BorrowersBorrower, together with such other documents or items as may be required pursuant to the terms thereof, and the proposed form and content of such Facility Letter of Credit shall be reasonably satisfactory to the Issuing Lender. Except as provided in Section 2.13(B), each Each Facility Letter of Credit shall be issued no earlier than two (2) Business Days after delivery of the foregoing documents, which delivery may be by Borrowers the Borrower to the Issuing Lender by facsimile transmissiontelecopy, telex or other electronic means followed by delivery of executed originals within five days thereafter. The documents so delivered shall be in compliance with the requirements set forth in Section 2.13(A) or Section 2.13(B2.18.1(b), as the case may be, and shall specify therein (i) the stated amount of the Facility Letter of Credit requested, (ii) the effective date of issuance of such requested Facility Letter of Credit, which shall be a Business Day, (iii) the date on which such requested Facility Letter of Credit is to expire, which shall be a Business Day prior to November 30, 2005, (iv) the entity for whose benefit the requested Facility Letter of Credit is to be issued, which shall be a Borrower, the Borrower and (v) the aggregate amount of Facility Letter of Credit Obligations which are outstanding and which will be outstanding after giving effect to the requested Facility Letter of Credit issuance and (vi) that the requested Letter of Credit is to be a Cash Collateralized Letter of Credit, if applicableissuance. The delivery of the foregoing documents and information shall constitute an “"Issuance Request” " for purposes of this Agreement. Subject to the terms and conditions of Section 2.13(A) or Section 2.13(B), as the case may be, 2.18.1 and provided that the applicable conditions set forth in Section 2.11 hereof 4.3 have been satisfied, the Issuing Lender shall, on the requested date, issue a Facility Letter of Credit on behalf of Borrowers the Borrower in accordance with the Issuing Lender’s 's usual and customary business practices. In addition, any amendment of an existing Facility Letter of Credit shall be deemed to be an issuance of a new Facility Letter of Credit and shall be subject to the requirements set forth above. The Issuing Lender shall give the Agent prompt written notice of the issuance of any Facility Letter of Credit.

Procedure for Issuance. Prior to the issuance of each Facility Letter of Credit, and as a condition of such issuance, including, without limitation any Cash Collateralized Letter of Credit or Post-Termination Letter of Credit, Borrowers the applicable Borrower shall deliver to the Issuing Lender Issuer an application and Reimbursement Agreement, substantially in the form of Exhibit C-1 or Exhibit C-2 hereto, as applicable (with a copy or in such other form as shall then represent the standard forms of the Issuer and as shall be reasonably acceptable to Agent) a Master Letter of Credit Agreement Group), signed by the Borrowerssuch Borrower, together with such other documents or items as may be required pursuant to the terms thereof, and the proposed form and content of such Facility Letter of Credit shall be reasonably satisfactory to the Issuing LenderIssuer. Except as provided in Section 2.13(B), each Each Facility Letter of Credit shall be issued no earlier than two (2) Business Days after delivery of the foregoing documents, which delivery may be by Borrowers the applicable Borrower to the Issuing Lender Issuer by facsimile transmissiontelecopy, telex or other electronic means means, followed by delivery of executed originals within five (5) days thereafter. The documents so delivered shall be in compliance with the requirements set forth in Section 2.13(A) or Section 2.13(B2.23.1(b), as the case may be, and shall specify therein (i) the stated amount of the Facility Letter of Credit requested, (ii) the effective date of issuance of such requested Facility Letter of Credit, which shall be a Business Day, (iii) the date on which such requested Facility Letter of Credit is to expire, which shall be a Business Day prior to the Revolving Loan Termination Date, and (iv) the entity account party for whose benefit the requested Facility Letter of Credit is to be issued, which shall be a Group or another Borrower, (v) the aggregate amount of Letter of Credit Obligations which are outstanding and which will be outstanding after giving effect to the requested Letter of Credit issuance and (vi) that the requested Letter of Credit is to be a Cash Collateralized Letter of Credit, if applicable. The delivery of the foregoing documents and information shall constitute an “Issuance Request” a " Notice of Issuance" for purposes of this Agreement. Subject to the terms and conditions of Section 2.13(A) or Section 2.13(B), as the case may be, 2.23.1 and provided that the applicable conditions set forth in Section 2.11 4.2 hereof have been satisfied, the Issuing Lender Issuer shall, on the requested date, issue a Facility Letter of Credit on behalf of Borrowers the applicable Borrower in accordance with the Issuing Lender’s Issuer's usual and customary business practices. In addition, any amendment of an existing Facility Letter of Credit shall be deemed to be an issuance of a new Facility Letter of Credit and shall be subject to the requirements set forth above. The Issuing Lender shall give Agent prompt written notice herein pursuant to a form of application acceptable to the issuance of any Letter of CreditIssuer.

Procedure for Issuance. Prior to (i) To request the issuance Issuance of each a Letter of Credit, the Borrower shall deliver to the applicable Issuing Bank and the Administrative Agent (which will promptly notify the Lenders) at least three Business Days in advance of the requested date of Issuance (or such later date and time as the Administrative Agent and such Issuing Bank may agree in a condition of particular instance in their sole discretion) a notice in a form reasonably acceptable to such issuance, including, without limitation any Cash Collateralized Issuing Bank (a “Letter of Credit or Post-Termination Notice”) requesting the issuance of a Letter of Credit, Borrowers shall deliver to or identifying the Issuing Lender (with a copy to Agent) a Master Letter of Credit Agreement signed by the Borrowersto be amended, together with such other documents renewed, extended or items as may be required pursuant to the terms thereof, and the proposed form and content of such Letter of Credit shall be reasonably satisfactory to the Issuing Lender. Except as provided in Section 2.13(B), each Letter of Credit shall be issued no earlier than two (2) Business Days after delivery of the foregoing documents, which delivery may be by Borrowers to the Issuing Lender by facsimile transmission, telex or other electronic means followed by delivery of executed originals within five days thereafter. The documents so delivered shall be in compliance with the requirements set forth in Section 2.13(A) or Section 2.13(B)increased, as the case may be, and shall specify therein (i) specifying the stated amount of the Letter of Credit requested, (ii) the effective date of issuance of such requested Letter of Credit, Issuance (which shall be a Business Day), (iii) the date on which such requested Letter of Credit is to expire, expire (iv) the entity for whose benefit the requested Letter of Credit is to be issued, which shall be a Borrowercomply with Section 2.3(b)(iii)), (v) the aggregate amount of Letter of Credit Obligations which are outstanding and which will be outstanding after giving effect to the requested Letter of Credit issuance and (vi) that the requested Letter of Credit is to be a Cash Collateralized such Letter of Credit, if applicable. The delivery the name and address of the foregoing documents beneficiary thereof and information shall constitute an “Issuance Request” for purposes of this Agreement. Subject to the terms and conditions of Section 2.13(A) (and such other information as shall be necessary to prepare, amend, renew, extend or Section 2.13(B)increase, as the case may be) such Letter of Credit, it being understood and provided agreed that Letters of Credit may be extended and renewed in accordance with Section 2.3(b)(iii). If requested by the applicable conditions set forth in Section 2.11 hereof have been satisfiedIssuing Bank, the Borrower shall submit a letter of credit application on such Issuing Lender shall, on the requested date, issue Bank’s standard form in connection with any request for a Letter of Credit on behalf of Borrowers in accordance with the Issuing Lender’s usual and customary business practicesCredit. In addition, any amendment of an existing Letter of Credit shall be deemed to be an issuance of a new Letter of Credit and shall be subject to the requirements set forth above. The Issuing Lender shall give Agent prompt written notice of the issuance event of any Letter inconsistency between the terms and conditions of Creditthis Agreement and the terms and conditions of any such letter of credit application, the terms and conditions of this Agreement shall control.

Procedure for Issuance. Prior to the issuance of each Facility ----------------------- Letter of Credit, and as a condition of such issuance, including, without limitation any Cash Collateralized Letter of Credit or Post-Termination Letter of Credit, Borrowers the Borrower shall deliver to the Issuing Lender Issuer (with a copy to the Agent) a Master Letter of Credit Reimbursement Agreement signed by the BorrowersBorrower, together with such other documents or items as may be required pursuant to the terms thereof, and the proposed form and content of such Facility Letter of Credit shall be reasonably satisfactory to the Issuing LenderIssuer. Except as provided in Section 2.13(B), each Each Facility Letter of Credit shall be issued no earlier than two (2) Business Days after delivery of the foregoing documents, which delivery may be by Borrowers the Borrower to the Issuing Lender Issuer by facsimile transmissiontelecopy, telex or other electronic means followed by delivery of executed originals within five (5) days thereafter. The documents so delivered shall be in compliance with the requirements set forth in Section 2.13(A) or Section 2.13(B------- 2.19.1(b), as the case may be, and shall specify therein (i) the stated amount of the Facility --------- Letter of Credit requested, (ii) the effective date of issuance of such requested Facility Letter of Credit, which shall be a Business Day, (iii) the date on which such requested Facility Letter of Credit is to expire, which shall be a Business Day prior to the date five (5) Business Days prior to the Facility Termination Date, (iv) the entity for whose benefit the requested Facility Letter of Credit is to be issued, which shall be the Borrower or a BorrowerSubsidiary, and (v) the aggregate amount of Facility Letter of Credit Obligations which are outstanding and which will be outstanding after giving effect to the requested Facility Letter of Credit issuance and (vi) that the requested Letter of Credit is to be a Cash Collateralized Letter of Credit, if applicableissuance. The delivery of the foregoing documents and information shall constitute an “"Issuance Request” " for purposes of this Agreement. Subject to the terms and conditions of Section 2.13(A) or Section 2.13(B), as the case may be, 2.19.1 and provided -------------- -------- that the applicable conditions set forth in Section 2.11 4.2 hereof have been ------------ satisfied, the Issuing Lender Issuer shall, on the requested date, issue a Facility Letter of Credit on behalf of Borrowers the Borrower in accordance with the Issuing Lender’s Issuer's usual and customary business practices. In addition, any amendment of an existing Facility Letter of Credit shall be deemed to be an issuance of a new Facility Letter of Credit and shall be subject to the requirements set forth above. The Issuing Lender Issuer shall give the Agent prompt written notice of the issuance of any Facility Letter of Credit.

Procedure for Issuance. Prior to the issuance of each Letter of Credit, and as a condition of such issuance, including, without limitation any Cash Collateralized Letter of Credit or Post-Post Termination Letter of Credit, Borrowers shall deliver to the Issuing Lender (with a copy to Agent) a Master Letter of Credit Reimbursement Agreement signed by the Borrowers, together with such other documents or items as may be required pursuant to the terms thereof, and the proposed form and content of such Letter of Credit shall be reasonably satisfactory to the Issuing Lender. Except as provided in Section 2.13(B), each Letter of Credit shall be issued no earlier than two (2) Business Days after delivery of the foregoing documents, which delivery may be by Borrowers to the Issuing Lender by facsimile transmission, telex or other electronic means followed by delivery of executed originals within five days thereafter. The documents so delivered shall be in compliance with the requirements set forth in Section 2.13(A) or Section 2.13(B), as the case may be, and shall specify therein (i) the stated amount of the Letter of Credit requested, (ii) the effective date of issuance of such requested Letter of Credit, which shall be a Business Day, (iii) the date on which such requested Letter of Credit is to expire, (iv) the entity for whose benefit the requested Letter of Credit is to be issued, which shall be a Borrower, (v) the aggregate amount of Letter of Credit Obligations which are outstanding and which will be outstanding after giving effect to the requested Letter of Credit issuance and (vi) that the requested Letter of Credit is to be a Cash Collateralized Letter of Credit, if applicable. The delivery of the foregoing documents and information shall constitute an “Issuance Request” for purposes of this Agreement. Subject to the terms and conditions of Section 2.13(A) or Section 2.13(B), as the case may be, and provided that the applicable conditions set forth in Section 2.11 hereof have been satisfied, the Issuing Lender shall, on the requested date, issue a Letter of Credit on behalf of Borrowers in accordance with the Issuing Lender’s usual and customary business practices. In addition, any amendment of an existing Letter of Credit shall be deemed to be an issuance of a new Letter of Credit and shall be subject to the requirements set forth above. The Issuing Lender shall give Agent prompt written notice of the issuance of any Letter of Credit.

Procedure for Issuance. Prior to the issuance of each Facility Letter of Credit, and as a condition of such issuance, including, without limitation any Cash Collateralized Letter of Credit or Post-Termination Letter of Credit, Borrowers the applicable Borrower shall deliver to the Issuing Lender Issuer (with a copy to the Administrative Agent) a Master Letter of Credit Reimbursement Agreement signed by the Borrowerssuch Borrower, together with such other documents or items as may be required pursuant to the terms thereof, and the proposed form and content of such Facility Letter of Credit shall be reasonably satisfactory to the Issuing LenderIssuer. Except as provided in Section 2.13(B), each Each Facility Letter of Credit shall be issued no earlier than two (2) Business Days (or on such other date as shall be agreed to by the Issuer and the applicable Borrower) after delivery of the foregoing documents, which delivery may be by Borrowers the applicable Borrower to the Issuing Lender Issuer by facsimile transmission, telex telecopy or other electronic means followed by delivery of executed originals within five (5) days thereafter. The documents so delivered shall be in compliance with the requirements set forth in Section 2.13(A) or Section 2.13(B2.18.1(b), as the case may be, and shall specify therein (i) the stated amount of the Facility Letter of Credit requested, (ii) the effective date of issuance of such requested Facility Letter of Credit, which shall be a Business Day, (iii) the date on which such requested Facility Letter of Credit is to expire, which shall be a Business Day prior to January 15, 2003, (iv) the entity for whose benefit the requested Facility Letter of Credit is to be issued, which shall be a BorrowerInternational or, subject to Section 2.1.4, Midas, (v) whether the requested Facility Letter of Credit is a Standby Letter of Credit or a Commercial Letter of Credit and (vi) the aggregate amount of Facility Letter of Credit Obligations which are outstanding and which will be outstanding after giving effect to the requested Facility Letter of Credit issuance and (vi) that the requested Letter of Credit is to be a Cash Collateralized Letter of Credit, if applicableissuance. The delivery of the foregoing documents and information shall constitute an “"Issuance Request” " for purposes of this Agreement. Subject to the terms and conditions of Section 2.13(A) or Section 2.13(B), as the case may be, 2.18.1 and provided that the applicable conditions set forth in Section 2.11 4.2 hereof have been satisfied, the Issuing Lender Issuer shall, on the requested date, issue a Facility Letter of Credit on behalf of Borrowers the applicable Borrower in accordance with the Issuing Lender’s Issuer's usual and customary business practices. In addition, any amendment of an existing Facility Letter of Credit shall be deemed to be an issuance of a new Facility Letter of Credit and shall be subject to the requirements set forth aboveabove (other than the execution and delivery of a Reimbursement Agreement, if waived by the Issuer). The Issuing Lender Issuer shall give the Administrative Agent prompt written notice of the issuance of any each Facility Letter of Credit.