Common use of Drawings under Letters of Credit Clause in Contracts

Drawings under Letters of Credit. The Borrowers hereby absolutely and unconditionally, jointly and severally, promise to pay the Lender not later than 4:00 p.m. (New York, New York time) the amount of each drawing under a Letter of Credit issued hereunder if the Company receives notice of such drawing (with respect to its account or with respect to the accounts of any or all of the Borrowers) prior to 10:00 a.m., New York, New York time, on the date of such drawing, or if such notice has not been received by the Company (with respect to its account or with respect to the accounts of any or all of the Borrowers) prior to such time on such date, then not later than 4:00 p.m. (New York, New York time) on the Business Day immediately following the day that the Company receives such notice; provided, however, if any drawing is in an amount equal to or greater than $100,000, the Company (on its own behalf or on behalf of any or all of the Borrowers) may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.01 hereof that such payment be financed with a Revolving Credit Loan in an equivalent amount, and, to the extent so financed, the Borrowers' obligation to make such payment shall be discharged and replaced by such a Revolving Credit Loan. Such request shall be made by the Company (on its own behalf or on behalf of any or all of the Borrowers) on the date of receipt of notice from the Lender of a drawing under a Letter of Credit as applicable. Each drawing under a Letter of Credit which is not paid on the date such drawing is made shall accrue interest, for each day from and including the date of such drawing to but excluding the date that the Borrowers reimburse the Lender in full for such drawing at the rate per annum then applicable to Loans which are Revolving Credit Loans; provided, however, that if the Borrowers fail to reimburse such drawing when due pursuant to this paragraph (b), then the Borrowers shall pay to the Lender interest on the amount of such drawing at the rate per annum set forth in Section 3.01(c) hereof.

Drawings under Letters of Credit. The Borrowers applicable Letter of Credit Party and the Company hereby absolutely and unconditionally, jointly and severally, unconditionally promise to pay the Issuing Lender not later than 4:00 p.m. 12:00 noon (New York, New York time) the amount of each drawing under a Letter of Credit issued hereunder if the Company receives notice of such drawing (with respect to its account or with respect to the accounts of any or all of the Borrowers) payment prior to 10:00 a.m., New York, New York time, on the date of such drawing, or if such notice has not been received by the Company (with respect to its account or with respect to the accounts of any or all of the Borrowers) prior to such time on such date, then not later than 4:00 p.m. (12:00 noon, New York, New York time) , on the Business Day immediately following the day that the Company receives such notice; provided, however, that if any drawing is in an amount equal the Company fails to make such payment and no Default or greater than $100,000Event of Default then exists or would result therefrom, the Company (on its own behalf or on behalf Letter of any or all of the Borrowers) may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.01 hereof that such payment Credit disbursement shall automatically be financed with a Revolving Credit as an Alternate Base Rate Loan in an equivalent amount, and, to the extent so financed, the Borrowers' Company’s obligation to make such payment shall be discharged and replaced by such an Alternate Base Rate Loan. If the Company fails to make such payment when due, the Issuing Lender shall notify each Lender of the amount of the drawing under the applicable Letter of Credit. Each Lender agrees that on the first Business Day after receipt of such notice, it will immediately make available by no later than 12:00 noon New York, New York time, to the Issuing Lender at its office located at the Payment Office in immediately available funds, its Commitment Proportion of such drawing or payment, provided (i) each Lender’s obligation shall be reduced by its Commitment Proportion of any reimbursement by the Company in respect of any such drawing pursuant to this Section 2.03 and (ii) no Lender shall be required to make payments to the Issuing Lender with respect to a drawing which the Company reimbursed with the proceeds of a Revolving Credit Loan, as contemplated above, if such Lender fully funded its Commitment Proportion of such Revolving Credit Loan in accordance with Section 3.11 hereof. Such request shall be Any payment made by a Lender pursuant to this Section 2.03(b) to reimburse the Company (on its own behalf or on behalf of Issuing Lender for any or all of the Borrowers) on the date of receipt of notice from the Lender of a drawing under a Letter of Credit (other than an Alternate Base Rate Loan as applicablecontemplated above) shall not constitute a Revolving Credit Loan and shall not relieve the Company of its obligation to reimburse the Issuing Lender for such drawing. Each drawing under a Letter of Credit which is not paid on the same date such drawing is made shall accrue interest, for each day from and including the date of such drawing to but excluding the date that the Borrowers reimburse Company reimburses the Issuing Lender in full for such drawing or payment, at the rate per annum then applicable to Revolving Credit Loans which are Revolving Credit Alternate Base Rate Loans; provided, however, that if the Borrowers fail Company fails to reimburse such drawing or payment when due pursuant to this paragraph (b), then the Borrowers Company shall pay to the Issuing Lender interest on the amount of such drawing or payment at the rate per annum set forth in Section 3.01(c) hereof. Interest accruing pursuant to the preceding sentence shall be for the account of the Issuing Lender, except that interest accrued on and after the date of payment by any Lender pursuant to this Section 2.03(b) to reimburse the Issuing Lender shall be for the account of such Lender to the extent of such payment. The Issuing Lender shall promptly notify the Administrative Agent of each drawing under a Letter of Credit.

Drawings under Letters of Credit. The Borrowers Company hereby absolutely and unconditionally, jointly and severally, promise unconditionally promises to pay the Issuing Lender not later than 4:00 2:00 p.m. (New York, New York time) the amount of each drawing under a Letter of Credit issued hereunder if the Company receives notice of such drawing (with respect to its account or with respect to the accounts of any or all of the Borrowers) prior to 10:00 a.m., a.m. (New York, New York time, ) on the date of such drawing, or if such notice has not been received by the Company (with respect to its account or with respect to the accounts of any or all of the Borrowers) prior to such time on such date, then not later than 4:00 p.m. 12:00 noon (New York, New York time) on the Business Day immediately following the day that the Company receives such notice; provided, however, (i) if any drawing is was in an amount equal to or greater not less than $100,0001,000,000, the Company (on its own behalf or on behalf of any or all of the Borrowers) may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.01 hereof that such payment be financed with a Revolving Credit Loan which is a Prime Rate Loan in an equivalent amount, and, to the extent so financed, the Borrowers' Company’s obligation to make such payment shall be discharged and replaced by such a Revolving Credit Prime Rate Loan and (ii) if such drawing or payment was in an amount less than $1,000,000, the Company may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.04 hereof that such payment be financed with a Swingline Loan in an equivalent amount and, to the extent so financed, the Company’s obligation to make such payment shall be discharged and replaced by such Swingline Loan. Such request shall be made by the Company (on its own behalf or on behalf of any or all of the Borrowers) on the date of receipt of notice from the Issuing Lender of a drawing under a Letter of Credit as applicable. The Issuing Lender shall notify the Administrative Agent and each Lender of such request in accordance with Section 2.01 hereof. If the Company fails to make such payment when due, the Issuing Lender shall notify each Lender of the amount of the drawing under the applicable Letter of Credit. Each Lender agrees that on the first Business Day after receipt of such notice, it will immediately make available by no later than 12:00 noon (New York, New York time), to the Issuing Lender at the Payment Office by payment in Dollars and in immediately available funds, its Commitment Proportion of such drawing, provided (i) each Lender’s obligation shall be reduced by its Commitment Proportion of any reimbursement by the Company in respect of any such drawing pursuant to this Section 2.03 and (ii) no Lender shall be required to make payments to the Issuing Lender with respect to a drawing or payment which the Company reimbursed with the proceeds of a Revolving Credit Loan, as contemplated above, if such Lender fully funded its Commitment Proportion of such Revolving Credit Loan in accordance with Section 3.12 hereof. Any payment made by a Lender pursuant to this Section 2.03(b) to reimburse the Issuing Lender for any drawing under a Letter of Credit (other than a Prime Rate Loan or a Swingline Loan as contemplated above) shall not constitute a Revolving Credit Loan or a Swingline Loan and shall not relieve the Company of its obligation to reimburse the Issuing Lender for such drawing or payment. Each drawing under a Letter of Credit which is not paid on the date such drawing is made shall accrue interest, for each day from and including the date of such drawing to but excluding the date that the Borrowers reimburse Company reimburses the Issuing Lender in full for such drawing at the rate per annum then applicable to Loans which are Revolving Credit Prime Rate Loans; provided, however, that if the Borrowers fail Company fails to reimburse such drawing when due pursuant to this paragraph (b), then the Borrowers Company shall pay to the Issuing Lender interest on the amount of such drawing at the rate per annum set forth in Section 3.01(c) hereof. Interest accruing pursuant to the preceding sentence shall be for the account of the Issuing Lender, except that interest accrued on and after the date of payment by any Lender pursuant to this Section 2.03(b) to reimburse the Issuing Lender shall be for the account of such Lender to the extent of such payment. The Issuing Lender shall promptly notify the Administrative Agent (which shall notify each Lender) of each drawing under a Letter of Credit.

Drawings under Letters of Credit. The Borrowers Company hereby absolutely and unconditionally, jointly and severally, promise unconditionally promises to pay the Issuing Lender not later than 4:00 p.m. (New York, New York time) the amount of each drawing under a Letter of Credit issued hereunder if the Company receives notice of such drawing (with respect to its account or with respect to the accounts of any or all of the Borrowers) prior to 10:00 a.m., New York, New York time, on the date of such drawing, or if such notice has not been received by the Company (with respect to its account or with respect to the accounts of any or all of the Borrowers) prior to such time on such date, then not later than 4:00 p.m. (New York, New York time) on the Business Day immediately following the day that the Company receives such notice; provided, however, (i) if any drawing is was in an amount equal to or greater not less than $100,0001,000,000, the Company (on its own behalf or on behalf of any or all of the Borrowers) may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.01 hereof that such payment be financed with a Revolving Credit Facility A Loan which is a Base Rate Loan in an equivalent amount, and, to the extent so financed, the Borrowers' Company's obligation to make such payment shall be discharged and replaced by such a Revolving Credit Base Rate Loan and (ii) if such drawing or payment was in an amount less than $1,000,000, the Company may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.04 hereof that such payment be financed with a Swingline Loan in an equivalent amount and, to the extent so financed, the Company's obligation to make such payment shall be discharged and replaced by such Swingline Loan. Such request shall be made by the Company (on its own behalf or on behalf of any or all of the Borrowers) on the date of receipt of notice from the Issuing Lender of a drawing under a Letter of Credit as applicable. The Issuing Lender shall notify the Administrative Agent and each Lender of such request in accordance with Section 2.01 hereof. If the Company fails to make such payment when due, the Issuing Lender shall notify each Lender of the amount of the drawing under the applicable Letter of Credit. Each Lender agrees that on the first Business Day after receipt of such notice, it will immediately make available by no later than 12:00 noon New York, New York time, to the Issuing Lender at its office located at the Payment Office in immediately available funds, its Commitment Proportion of such drawing, provided (i) each Lender's obligation shall be reduced by its Commitment Proportion of any reimbursement by the Company in respect of any such drawing pursuant to this Section 2.03 and (ii) no Lender shall be required to make payments to the Issuing Lender with respect to a drawing or payment which the Company reimbursed with the proceeds of a Revolving Credit Facility A Loan, as contemplated above, if such Lender fully funded its Commitment Proportion of such Revolving Credit Facility A Loan in accordance with Section 3.12 hereof. Any payment made by a Lender pursuant to this Section 2.03(b) to reimburse the Issuing Lender for any drawing under a Letter of Credit (other than a Base Rate Loan or a Swingline Loan as contemplated above) shall not constitute a Revolving Credit Facility A Loan or a Swingline Loan and shall not relieve the Company of its obligation to reimburse the Issuing Lender for such drawing or payment. Each drawing under a Letter of Credit which is not paid on the date such drawing is made shall accrue interest, for each day from and including the date of such drawing to but excluding the date that the Borrowers reimburse Company reimburses the Issuing Lender in full for such drawing at the rate per annum then applicable to Revolving Credit Facility A Loans which are Revolving Credit Base Rate Loans; provided, however, that if the Borrowers fail Company fails to reimburse such drawing when due pursuant to this paragraph (b), then the Borrowers Company shall pay to the Issuing Lender interest on the amount of such drawing at the rate per annum set forth in Section 3.01(c) hereof. Interest accruing pursuant to the preceding sentence shall be for the account of the Issuing Lender, except that interest accrued on and after the date of payment by any Lender pursuant to this Section 2.03(b) to reimburse the Issuing Lender shall be for the account of such Lender to the extent of such payment. The Issuing Lender shall promptly notify the Administrative Agent of each drawing under a Letter of Credit.

Drawings under Letters of Credit. The Borrowers Companies hereby absolutely and unconditionally, jointly and severally, unconditionally promise to pay the Issuing Lender not later than 4:00 p.m. 12:00 noon (New York, New York time) the amount of each drawing under a Letter of Credit issued hereunder if the Company receives Administrative Borrower receive notice of such drawing (with respect to its account or with respect to the accounts of any or all of the Borrowers) payment prior to 10:00 a.m., New York, New York time, on the date of such drawing, or if such notice has not been received by the Company (with respect to its account or with respect to the accounts of any or all of the Borrowers) Administrative Borrower prior to such time on such date, then not later than 4:00 p.m. (12:00 noon, New York, New York time) , on the Business Day immediately following the day that the Company receives Administrative Borrower receive such notice; provided, however, if any drawing is was in an amount equal to or greater not less than $100,000500,000, the Company (on its own behalf or Administrative Borrower on behalf of any or all of the Borrowers) Companies may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.01 hereof that such payment be financed with a Revolving Credit Loan that is an Alternate Base Rate Rate Loan in an equivalent amount, and, to the extent so financed, the Borrowers' Companies’ obligation to make such payment shall be discharged and replaced by such a Revolving Credit Alternate Base Rate Loan. Such request shall be made by the Company (on its own behalf or on behalf of any or all of the Borrowers) Administrative Borrower on the date of receipt of notice from the Issuing Lender of a drawing under a Letter of Credit. The Issuing Lender shall notify the Administrative Agent and each Lender of such request in accordance with Section 2.01 hereof. If the Administrative Borrower has not requested that such payment be financed with such Alternate Base Rate Loan and the Companies fail to make such payment when due, the Issuing Lender shall notify each Lender of the amount of the drawing under the applicable Letter of Credit. Each Lender agrees that on the first Business Day after receipt of such notice, it will immediately make available by no later than 12:00 noon New York, New York time, to the Issuing Lender at its office located at the Payment Office in immediately available funds, its Commitment Proportion of such drawing or payment, provided (i) each Lender’s obligation shall be reduced by its Commitment Proportion of any reimbursement by the Companies in respect of any such drawing pursuant to this Section 2.05 and (ii) no Lender shall be required to make payments to the Issuing Lender with respect to a drawing which the Companies reimbursed with the proceeds of a Revolving Credit Loan, as applicablecontemplated above, if such Lender fully funded its Commitment Proportion of such Revolving Credit Loan in accordance with Section 3.11 hereof. Any payment made by a Lender pursuant to this Section 2.05(b) to reimburse the Issuing Lender for any drawing under a Letter of Credit (other than an Alternate Base Rate Loan as contemplated above) shall not constitute a Revolving Credit Loan and shall not relieve the Companies of their obligation to reimburse the Issuing Lender for such drawing. Each drawing under a Letter of Credit Credit, as applicable which is not paid on the date such drawing is made shall accrue interest, for each day from and including the date of such drawing to but excluding the date that the Borrowers Companies reimburse the Issuing Lender in full for such drawing or payment, at the rate per annum then applicable to Revolving Credit Loans which are Revolving Credit Alternate Base Rate Loans; provided, however, that if the Borrowers Companies fail to reimburse such drawing or payment when due pursuant to this paragraph (b), then the Borrowers Companies shall pay to the Issuing Lender interest on the amount of such drawing or payment at the rate per annum set forth in Section 3.01(c3.01(d) hereof. Interest accruing pursuant to the preceding sentence shall be for the account of the Issuing Lender, except that interest accrued on and after the date of payment by any Lender pursuant to this Section 2.05(b) to reimburse the Issuing Lender shall be for the account of such Lender to the extent of such payment. The Issuing Lender shall promptly notify the Administrative Agent of each drawing under a Letter of Credit.

Drawings under Letters of Credit. The Borrowers applicable Letter of Credit Party and the Company hereby absolutely and unconditionally, jointly and severally, unconditionally promise to pay to the Issuing Lender not later than 4:00 p.m. (New York, New York time) on the amount date of each any drawing under a Letter of Credit issued hereunder if Credit, in immediately available funds from its accounts, the Company receives notice amount of such drawing (with respect to its account or with respect under such Letter of Credit. If the Company and the applicable Letter of Credit Party so request by a notice of borrowing delivered to the accounts of any or all of the Borrowers) prior to 10:00 a.m., New York, New York time, on the date of such drawing, or if such notice has not been received by the Company (with respect to its account or with respect to the accounts of any or all of the Borrowers) prior to such time on such date, then Issuing Lender not later than 4:00 p.m. 12:00 noon (New York, New York time) on the Business Day immediately following the day that the Company receives such notice; provided, however, if any drawing is in an amount equal to or greater than $100,000, the Company (on its own behalf or on behalf of any or all date of the Borrowers) may, subject to the conditions to borrowing set forth herein, request drawing under a Letter of Credit in accordance with Section 2.01 the terms hereof that and if each of the conditions precedent to the making of a Loan set forth in Article V of this Agreement has been satisfied, on the Business Day on which a drawing under a Letter of Credit occurs, the amount of such payment be financed with a Revolving drawing, plus interest thereon, for which the Issuing Lender has not been reimbursed by the Company and/or the relevant Letter of Credit Party, shall become an Alternate Base Rate Loan in an equivalent amount, and, to the extent so financed, the Borrowers' Company’s obligation to make such payment shall be discharged and replaced by such an Alternate Base Rate Loan. If the Company fails to make such payment when due, the Issuing Lender shall notify each Lender of the amount of the drawing under the applicable Letter of Credit. Each Lender agrees that on the first Business Day after receipt of such notice, it will immediately make available by no later than 12:00 noon New York, New York time, to the Issuing Lender at its office located at the Payment Office in immediately available funds, its Commitment Proportion of such drawing or payment, provided (i) each Lender’s obligation shall be reduced by its Commitment Proportion of any reimbursement by the Company in respect of any such drawing pursuant to this Section 2.05 and (ii) no Lender shall be required to make payments to the Issuing Lender with respect to a drawing which the Company reimbursed with the proceeds of a Revolving Credit Loan, as contemplated above, if such Lender fully funded its Commitment Proportion of such Revolving Credit Loan in accordance with Section 3.11 hereof. Such request shall be Any payment made by a Lender pursuant to this Section 2.05(c) to reimburse the Company (on its own behalf or on behalf of Issuing Lender for any or all of the Borrowers) on the date of receipt of notice from the Lender of a drawing under a Letter of Credit (other than an Alternate Base Rate Loan as applicablecontemplated above) shall not constitute a Revolving Credit Loan and shall not relieve the Company of its obligation to reimburse the Issuing Lender for such drawing. Each drawing under a Letter of Credit which is not paid on the same date such drawing is made shall accrue interest, for each day from and including the date of such drawing to but excluding the date that the Borrowers reimburse Company reimburses the Issuing Lender in full for such drawing or payment, at the rate per annum then applicable to Revolving Credit Loans which are Revolving Credit Alternate Base Rate Loans; provided, however, that if the Borrowers fail Company fails to reimburse such drawing or payment when due pursuant to this paragraph (b), then the Borrowers Company shall pay to the Issuing Lender interest on the amount of such drawing or payment at the rate per annum set forth in Section 3.01(c) hereof. Interest accruing pursuant to the preceding sentence shall be for the account of the Issuing Lender, except that interest accrued on and after the date of payment by any Lender pursuant to this Section 2.05(c) to reimburse the Issuing Lender shall be for the account of such Lender to the extent of such payment. The Issuing Lender shall promptly notify the Administrative Agent of each drawing under a Letter of Credit.

Drawings under Letters of Credit. The Borrowers Company hereby absolutely and unconditionally, jointly and severally, promise unconditionally promises to pay the Issuing Lender not later than 4:00 2:00 p.m. (New York, New York time) the amount of each drawing under a Letter of Credit issued hereunder if the Company receives notice of such drawing (with respect to its account or with respect to the accounts of any or all of the Borrowers) prior to 10:00 a.m., a.m. (New York, New York time, ) on the date of such drawing, or if such notice has not been received by the Company (with respect to its account or with respect to the accounts of any or all of the Borrowers) prior to such time on such date, then not later than 4:00 p.m. 12:00 noon (New York, New York time) on the Business Day immediately following the day that the Company receives such notice; provided, however, (i) if any drawing is was in an amount equal to or greater not less than $100,0001,000,000, the Company (on its own behalf or on behalf of any or all of the Borrowers) may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.01 hereof that such payment be financed with a Revolving Credit Loan which is a Prime Rate Loan in an equivalent amount, and, to the extent so financed, the Borrowers' Company's obligation to make such payment shall be discharged and replaced by such a Revolving Credit Prime Rate Loan and (ii) if such drawing or payment was in an amount less than $1,000,000, the Company may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.04 hereof that such payment be financed with a Swingline Loan in an equivalent amount and, to the extent so financed, the Company's obligation to make such payment shall be discharged and replaced by such Swingline Loan. Such request shall be made by the Company (on its own behalf or on behalf of any or all of the Borrowers) on the date of receipt of notice from the Issuing Lender of a drawing under a Letter of Credit as applicable. The Issuing Lender shall notify the Administrative Agent and each Lender of such request in accordance with Section 2.01 hereof. If the Company fails to make such payment when due, the Issuing Lender shall notify each Lender of the amount of the drawing under the applicable Letter of Credit. Each Lender agrees that on the first Business Day after receipt of such notice, it will immediately make available by no later than 12:00 noon (New York, New York time), to the Issuing Lender at the Payment Office by payment in Dollars and in immediately available funds, its Commitment Proportion of such drawing, provided (i) each Lender's obligation shall be reduced by its Commitment Proportion of any reimbursement by the Company in respect of any such drawing pursuant to this Section 2.03 and (ii) no Lender shall be required to make payments to the Issuing Lender with respect to a drawing or payment which the Company reimbursed with the proceeds of a Revolving Credit Loan, as contemplated above, if such Lender fully funded its Commitment Proportion of such Revolving Credit Loan in accordance with Section 3.12 hereof. Any payment made by a Lender pursuant to this Section 2.03(b) to reimburse the Issuing Lender for any drawing under a Letter of Credit (other than a Prime Rate Loan or a Swingline Loan as contemplated above) shall not constitute a Revolving Credit Loan or a Swingline Loan and shall not relieve the Company of its obligation to reimburse the Issuing Lender for such drawing or payment. Each drawing under a Letter of Credit which is not paid on the date such drawing is made shall accrue interest, for each day from and including the date of such drawing to but excluding the date that the Borrowers reimburse Company reimburses the Issuing Lender in full for such drawing at the rate per annum then applicable to Loans which are Revolving Credit Prime Rate Loans; provided, however, that if the Borrowers fail Company fails to reimburse such drawing when due pursuant to this paragraph (b), then the Borrowers Company shall pay to the Issuing Lender interest on the amount of such drawing at the rate per annum set forth in Section 3.01(c) hereof. Interest accruing pursuant to the preceding sentence shall be for the account of the Issuing Lender, except that interest accrued on and after the date of payment by any Lender pursuant to this Section 2.03(b) to reimburse the Issuing Lender shall be for the account of such Lender to the extent of such payment. The Issuing Lender shall promptly notify the Administrative Agent (which shall notify each Lender) of each drawing under a Letter of Credit.

Drawings under Letters of Credit. The Borrowers Company hereby absolutely and unconditionally, jointly and severally, promise unconditionally promises to pay the Issuing Lender not later than 4:00 p.m. 12:00 noon (New York, New York time) the amount of each drawing under a Letter of Credit issued hereunder if the Company receives notice of such drawing (with respect to its account or with respect to the accounts of any or all of the Borrowers) prior to 10:00 a.m., New York, New York time, on the date of such drawing, or if such notice has not been received by the Company (with respect to its account or with respect to the accounts of any or all of the Borrowers) prior to such time on such date, then not later than 4:00 p.m. (12:00 noon, New York, New York time) , on the Business Day immediately following the day that the Company receives such notice; provided, however, (i) if any drawing is was in an amount equal to or greater not less than $100,0001,000,000, the Company (on its own behalf or on behalf of any or all of the Borrowers) may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.01 hereof that such payment be financed with a Revolving Credit Loan which is a Base Rate Loan in an equivalent amount, and, to the extent so financed, the Borrowers' Company’s obligation to make such payment shall be discharged and replaced by such a Revolving Credit Base Rate Loan and (ii) if such drawing or payment was in an amount less than $1,000,000, the Company may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.04 hereof that such payment be financed with a Swingline Loan in an equivalent amount and, to the extent so financed, the Company’s obligation to make such payment shall be discharged and replaced by such Swingline Loan. Such request shall be made by the Company (on its own behalf or on behalf of any or all of the Borrowers) on the date of receipt of notice from the Issuing Lender of a drawing under a Letter of Credit as applicable. The Issuing Lender shall notify the Administrative Agent and each Lender of such request in accordance with Section 2.01 hereof. If the Company fails to make such payment when due, the Issuing Lender shall notify each Lender of the amount of the drawing under the applicable Letter of Credit. Each Lender agrees that on the first Business Day after receipt of such notice, it will immediately make available by no later than 12:00 noon, New York, New York time, to the Issuing Lender at its office located at the Payment Office, in immediately available funds, its Commitment Proportion of such drawing provided (i) each Lender’s obligation shall be reduced by its Commitment Proportion of any reimbursement by the Company in respect of any such drawing pursuant to this Section 2.03 and (ii) no Lender shall be required to make payments to the Issuing Lender with respect to a drawing or payment which the Company reimbursed with the proceeds of a Revolving Credit Loan, as contemplated above, if such Lender fully funded its Commitment Proportion of such Revolving Credit Loan in accordance with Section 3.12 hereof. Any payment made by a Lender pursuant to this Section 2.03(b) to reimburse the Issuing Lender for any drawing under a Letter of Credit (other than a Base Rate Loan or a Swingline Loan as contemplated above) shall not constitute a Revolving Credit Loan or a Swingline Loan and shall not relieve the Company of its obligation to reimburse the Issuing Lender for such drawing or payment. Each drawing under a Letter of Credit which is not paid on the date such drawing is made shall accrue interest, for each day from and including the date of such drawing to but excluding the date that the Borrowers reimburse Company reimburses the Issuing Lender in full for such drawing at the rate per annum then applicable to Revolving Credit Loans which are Revolving Credit Base Rate Loans; provided, however, that if the Borrowers fail Company fails to reimburse such drawing when due pursuant to this paragraph (b), then the Borrowers Company shall pay to the Issuing Lender interest on the amount of such drawing at the rate per annum set forth in Section 3.01(c) hereof. Interest accruing pursuant to the preceding sentence shall be for the account of the Issuing Lender, except that interest accrued on and after the date of payment by any Lender pursuant to this Section 2.03(b) to reimburse the Issuing Lender shall be for the account of such Lender to the extent of such payment. The Issuing Lender shall promptly notify the Administrative Agent (which shall notify each Lender) of each drawing under a Letter of Credit.

Drawings under Letters of Credit. The Borrowers Borrower hereby absolutely and unconditionally, jointly and severally, promise unconditionally promises with respect to any drawing made under a Letter of Credit to (a) pay the Lender not later than 4:00 p.m. Agent as soon as possible but in any event within one Banking Day after any drawing under a Letter of Credit, in immediately available funds, the amount of such drawing under such Letter of Credit, plus interest thereon from the date of such drawing until repaid in full, or (New Yorkb) by 11:00 a.m., New York City time, on the Banking Day immediately following the day of any such drawing, request a Base Rate Loan in accordance with Section 2.4 hereof to reimburse the Agent for the amount of the related demand for payment. The Borrower shall pay to the Agent interest on any amounts with respect to any such Letters of Credit not paid when due (i.e., the amount of any drawing which is not paid or repaid through the borrowing of a Base Rate Loan within one Banking Day after any such drawing pursuant to the provisions of this Agreement) until paid at a rate per annum equal to the Default Rate which would be applicable to a Base Rate Loan in an amount equal to such past due amount. If the Borrower so requests in accordance with the terms hereof and, if each of the conditions precedent to the making of a Loan set forth in Article 5 of 22 this Agreement has been satisfied on the Banking Day following a drawing under a Letter of Credit, the amount of such drawing, plus interest thereon, for which the Agent has not been reimbursed by the Borrower shall become a Base Rate Loan made by the Banks to the Borrower on such day as the Agent shall give written notice (which written notice shall be by facsimile transmission or telex) to the Borrower and the Banks of such circumstances. The Agent agrees to forward to the Banks notice of the amount of each drawing under a Letter of Credit issued hereunder if promptly upon the Company receives notice of such drawing (with respect to its account or with respect to the accounts of any or all of the Borrowers) prior to 10:00 a.m., New York, New York time, occurrence thereof. Each Bank agrees that on the date first Banking Day after any such drawing, unless such Bank has theretofore made a Base Rate Loan in respect of such drawing, or if such notice has not been received Bank will immediately make available by the Company (with respect to its account or with respect no later than 3:00 p.m. to the accounts of any Agent at its office located at 300 Xxxxx Xxxxxx Xxxx, Xxxxxxxx, Xxx Xxxx 00000, xx Federal or all of other immediately available funds, its ratable share (i.e., payment for the Borrowers) prior to such time on such date, then not later than 4:00 p.m. (New York, New York time) on the Business Day immediately following the day that the Company receives such notice; provided, however, if any drawing is in an amount equal to or greater than $100,000, the Company (on its own behalf or on behalf of any or all of the Borrowers) may, subject to the conditions to borrowing set forth herein, request participation it has purchased in accordance with its respective Commitment Proportion pursuant to Section 2.01 hereof 2.6(d)) of any such drawing or payment or maturity, plus any interest which shall have accrued thereon, provided that such payment be financed with a Revolving Credit Loan in an equivalent amount, and, to the extent so financed, the Borrowers' each Bank's obligation to make such payment shall be discharged and replaced reduced by its pro rata share (i.e., in accordance with such a Revolving Credit Loan. Such request shall be made participation) of any reimbursement by the Company (on its own behalf or on behalf Borrower in respect of any or all of the Borrowers) on the date of receipt of notice from the Lender of a drawing under a Letter of Credit as applicable. Each drawing under a Letter of Credit which is not paid on the date such drawing is made shall accrue interest, for each day from and including the date of such drawing to but excluding the date that the Borrowers reimburse the Lender in full for such drawing at the rate per annum then applicable to Loans which are Revolving Credit Loans; provided, however, that if the Borrowers fail to reimburse such drawing when due or payment pursuant to this paragraph (b), then the Borrowers shall pay to the Lender interest on the amount of such drawing at the rate per annum set forth in Section 3.01(c) hereofSection.

Drawings under Letters of Credit. The Borrowers Company hereby absolutely and unconditionally, jointly and severally, promise unconditionally promises to pay the Issuing Lender not later than 4:00 p.m. 12:00 noon (New York, New York time) the amount of each drawing under a Letter of Credit issued hereunder if the Company receives notice of such drawing (with respect to its account or with respect to the accounts of any or all of the Borrowers) prior to 10:00 a.m., New York, New York time, on the date of such drawing, or if such notice has not been received by the Company (with respect to its account or with respect to the accounts of any or all of the Borrowers) prior to such time on such date, then not later than 4:00 p.m. (12:00 noon, New York, New York time) , on the Business Day immediately following the day that the Company receives such notice; provided, however, (i) if any drawing is was in an amount equal to or greater not less than $100,0001,000,000, the Company (on its own behalf or on behalf of any or all of the Borrowers) may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.01 hereof that such payment be financed with a Revolving Credit Facility A Loan which is a Base Rate Loan in an equivalent amount, and, to the extent so financed, the Borrowers' Company's obligation to make such payment shall be discharged and replaced by such a Revolving Credit Base Rate Loan and (ii) if such drawing or payment was in an amount less than $1,000,000, the Company may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.04 hereof that such payment be financed with a Swingline Loan in an equivalent amount and, to the extent so financed, the Company's obligation to make such payment shall be discharged and replaced by such Swingline Loan. Such request shall be made by the Company (on its own behalf or on behalf of any or all of the Borrowers) on the date of receipt of notice from the Issuing Lender of a drawing under a Letter of Credit as applicable. The Issuing Lender shall notify the Administrative Agent and each Lender of such request in accordance with Section 2.01 hereof. If the Company fails to make such payment when due, the Issuing Lender shall notify each Lender of the amount of the drawing under the applicable Letter of Credit. Each Lender agrees that on the first Business Day after receipt of such notice, it will immediately make available by no later than 12:00 noon, New York, New York time, to the Issuing Lender at its office located at the Payment Office, or, with respect to the KeyBank Letter of Credit, at the KeyBank Payment Office, in immediately available funds, its Commitment Proportion of such drawing, provided (i) each Lender's obligation shall be reduced by its Commitment Proportion of any reimbursement by the Company in respect of any such drawing pursuant to this Section 2.03 and (ii) no Lender shall be required to make payments to the Issuing Lender with respect to a drawing or payment which the Company reimbursed with the proceeds of a Revolving Credit Facility A Loan, as contemplated above, if such Lender fully funded its Commitment Proportion of such Revolving Credit Facility A Loan in accordance with Section 3.12 hereof. Any payment made by a Lender pursuant to this Section 2.03(b) to reimburse the Issuing Lender for any drawing under a Letter of Credit (other than a Base Rate Loan or a Swingline Loan as contemplated above) shall not constitute a Revolving Credit Facility A Loan or a Swingline Loan and shall not relieve the Company of its obligation to reimburse the Issuing Lender for such drawing or payment. Each drawing under a Letter of Credit which is not paid on the date such drawing is made shall accrue interest, for each day from and including the date of such drawing to but excluding the date that the Borrowers reimburse Company reimburses the Issuing Lender in full for such drawing at the rate per annum then applicable to Revolving Credit Facility A Loans which are Revolving Credit Base Rate Loans; provided, however, that if the Borrowers fail Company fails to reimburse such drawing when due pursuant to this paragraph (b), then the Borrowers Company shall pay to the Issuing Lender interest on the amount of such drawing at the rate per annum set forth in Section 3.01(c) hereof. Interest accruing pursuant to the preceding sentence shall be for the account of the Issuing Lender, except that interest accrued on and after the date of payment by any Lender pursuant to this Section 2.03(b) to reimburse the Issuing Lender shall be for the account of such Lender to the extent of such payment. The Issuing Lender shall promptly notify the Administrative Agent (which shall notify each Lender) of each drawing under a Letter of Credit.

Drawings under Letters of Credit. The Borrowers Company hereby absolutely and unconditionally, jointly and severally, promise unconditionally promises to pay the Lender Agent not later than 4:00 3:00 p.m. (New York, New York time) the amount of each drawing under a Letter of Credit issued hereunder if the Company receives notice of such drawing (with respect to its account or with respect to the accounts of any or all of the Borrowers) prior to 10:00 a.m., New York, New York time, on the date of such drawing, or if such notice has not been received by the Company (with respect to its account or with respect to the accounts of any or all of the Borrowers) prior to such time on such date, then not later than 4:00 p.m. (12:00 noon, New York, New York time) , on the Business Day immediately following the day that the Company receives such notice; provided, however, if any drawing is was in an amount equal to or greater not less than $100,000500,000, the Company (on its own behalf or on behalf of any or all of the Borrowers) may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.01 hereof that such payment be financed with a Revolving Credit an Alternate Base Rate Loan in an equivalent amount, and, to the extent so financed, the Borrowers' Company's obligation to make such payment shall be discharged and replaced by such a Revolving Credit an Alternate Base Rate Loan. Such request shall be made by the Company (on its own behalf or on behalf of any or all of the Borrowers) on the date of receipt of notice from the Lender Agent of a drawing under a Letter of Credit. The Agent shall notify each Lender of such request in accordance with Section 2.01. If the Company fails to make such payment when due, the Agent shall notify each Lender of the amount of the drawing under the applicable Letter of Credit. Each Lender agrees that on the first Business Day after receipt of such notice, it will immediately make available by no later than 12:00 noon New York, New York time, to the Agent at its office located at the Payment Office in immediately available funds, its Commitment Proportion of such drawing, provided (i) each Lender's obligation shall be reduced by its Commitment Proportion of any reimbursement by the Company in respect of any such drawing pursuant to this Section 2.05 and (ii) no Lender shall be required to make payments to the Agent with respect to a drawing which the Company reimbursed with the proceeds of a Revolving Credit Loan, as applicablecontemplated above, if such Lender fully funded its Commitment Proportion of such Revolving Credit Loan in accordance with Section 3.12. Any payment made by a Lender pursuant to this Section 2.05(b) to reimburse the Agent for any drawing under a Letter of Credit (other than an Alternate Base Rate Loan as contemplated above) shall not constitute a Revolving Credit Loan and shall not relieve the Company of its obligation to reimburse the Agent for such drawing. Each drawing under a Letter of Credit which is not paid on the date such drawing is made shall accrue interest, for each day from and including the date of such drawing to but excluding the date that the Borrowers reimburse Company reimburses the Lender Agent in full for such drawing drawing, at the rate per annum then applicable to Revolving Credit Loans which are Revolving Credit Alternate Base Rate Loans; provided, however, that if the Borrowers fail Company fails to reimburse such drawing when due pursuant to this paragraph clause (b), then the Borrowers Company shall pay to the Lender Agent interest on the amount of such drawing at the rate per annum set forth in Section 3.01(c3.01(f). Interest accruing pursuant to the preceding sentence shall be for the account of the Agent, except that interest accrued on and after the date of payment by any Lender pursuant to this Section 2.05(b) hereofto reimburse the Agent shall be for the account of such Lender to the extent of such payment.

Drawings under Letters of Credit. The Borrowers Company hereby absolutely and unconditionally, jointly and severally, promise unconditionally promises to pay the Issuing Lender not later than 4:00 p.m. 12:00 noon (New York, New York time) the amount of each drawing under a Letter of Credit issued hereunder if the Company receives notice of such drawing (with respect to its account or with respect to the accounts of any or all of the Borrowers) prior to 10:00 a.m., New York, New York time, on the date of such drawing, or if such notice has not been received by the Company (with respect to its account or with respect to the accounts of any or all of the Borrowers) prior to such time on such date, then not later than 4:00 p.m. 12:00 noon (New York, New York time) ), on the Business Day immediately following the day that the Company receives such notice; provided, however, if any drawing is was in an amount equal to or greater not less than $100,0001,000,000, the Company (on its own behalf or on behalf of any or all of the Borrowers) may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.01 hereof that such payment be financed with a Revolving Credit Loan which is a Prime Rate Loan in an equivalent amount, and, to the extent so financed, the Borrowers' Company's obligation to make such payment shall be discharged and replaced by such a Revolving Credit Prime Rate Loan. Such request shall be made by the Company (on its own behalf or on behalf of any or all of the Borrowers) on the date of receipt of notice from the Issuing Lender of a drawing under a Letter of Credit. The Issuing Lender shall notify the Administrative Agent and each Lender of such request in accordance with Section 2.01 hereof. If the Company has not requested that such payment be financed with a Prime Rate Loan and the Company fails to make such payment when due, the Issuing Lender shall notify each Lender of the amount of the drawing under the applicable Letter of Credit. Each Lender agrees that on the first Business Day after receipt of such notice, it will immediately make available by no later than 12:00 noon New York, New York time, to the Issuing Lender at its office located at the Payment Office in immediately available funds, its Commitment Proportion of such drawing, provided (i) each Lender's obligation shall be reduced by its Commitment Proportion of any reimbursement by the Company in respect of any such drawing pursuant to this Section 2.04 and (ii) no Lender shall be required to make payments to the Issuing Lender with respect to a drawing or payment which the Company reimbursed with the proceeds of a Revolving Credit Loan, as applicablecontemplated above, if such Lender fully funded its Commitment Proportion of such Revolving Credit Loan in accordance with Section 3.11 hereof. Any payment made by a Lender pursuant to this Section 2.04(b) to reimburse the Issuing Lender for any drawing under a Letter of Credit (other than a Prime Rate Loan as contemplated above) shall not constitute a Revolving Credit Loan and shall not relieve the Company of its obligation to reimburse the Issuing Lender for such drawing. Each drawing under a Letter of Credit which is not paid on the date such drawing is made made, shall accrue interest, interest for each day from and including the date of such drawing drawing, to but excluding the date that the Borrowers reimburse Company reimburses the Issuing Lender in full for such drawing drawing, at the rate per annum then applicable to Revolving Credit Loans which are Revolving Credit Prime Rate Loans; provided, however, that if the Borrowers fail Company fails to reimburse such drawing when due pursuant to this paragraph (b), then the Borrowers Company shall pay to the Issuing Lender interest on the amount of such drawing at the rate per annum set forth in Section 3.01(c) hereof. Interest accruing pursuant to the preceding sentence shall be for the account of the Issuing Lender, except that interest accrued on and after the date of payment by any Lender pursuant to this Section 2.04(b) to reimburse the Issuing Lender shall be for the account of such Lender to the extent of such payment. The Issuing Lender shall promptly notify the Administrative Agent and the Company of each drawing under a Letter of Credit.

Drawings under Letters of Credit. The Borrowers Company hereby absolutely and unconditionally, jointly and severally, promise unconditionally promises to pay the Issuing Lender not later than 4:00 p.m. 12:00 noon (New York, New York time) the amount of each drawing under a Letter of Credit issued hereunder if the Company receives notice of such drawing (with respect to its account or with respect to the accounts of any or all of the Borrowers) prior to 10:00 a.m., New York, New York time, on the date of such drawing, or if such notice has not been received by the Company (with respect to its account or with respect to the accounts of any or all of the Borrowers) prior to such time on such date, then not later than 4:00 p.m. (12:00 noon, New York, New York time) , on the Business Day immediately following the day that the Company receives such notice; provided, however, (i) if any drawing is was in an amount equal to or greater not less than $100,0001,000,000, the Company (on its own behalf or on behalf of any or all of the Borrowers) may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.01 hereof that such payment be financed with a Revolving Credit Loan which is a Base Rate Loan in an equivalent amount, and, to the extent so financed, the Borrowers' Company's obligation to make such payment shall be discharged and replaced by such a Revolving Credit Base Rate Loan and (ii) if such drawing or payment was in an amount less than $1,000,000, the Company may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.04 hereof that such payment be financed with a Swingline Loan in an equivalent amount and, to the extent so financed, the Company's obligation to make such payment shall be discharged and replaced by such Swingline Loan. Such request shall be made by the Company (on its own behalf or on behalf of any or all of the Borrowers) on the date of receipt of notice from the Issuing Lender of a drawing under a Letter of Credit as applicable. The Issuing Lender shall notify the Administrative Agent and each Lender of such request in accordance with Section 2.01 hereof. If the Company fails to make such payment when due, the Issuing Lender shall notify each Lender of the amount of the drawing under the applicable Letter of Credit. Each Lender agrees that on the first Business Day after receipt of such notice, it will immediately make available by no later than 12:00 noon, New York, New York time, to the Issuing Lender at its office located at the Payment Office, or, with respect to the KeyBank Letter of Credit, at the KeyBank Payment Office, in immediately available funds, its Commitment Proportion of such drawing provided (i) each Lender's obligation shall be reduced by its Commitment Proportion of any reimbursement by the Company in respect of any such drawing pursuant to this Section 2.03 and (ii) no Lender shall be required to make payments to the Issuing Lender with respect to a drawing or payment which the Company reimbursed with the proceeds of a Revolving Credit Loan, as contemplated above, if such Lender fully funded its Commitment Proportion of such Revolving Credit Loan in accordance with Section 3.12 hereof. Any payment made by a Lender pursuant to this Section 2.03(b) to reimburse the Issuing Lender for any drawing under a Letter of Credit (other than a Base Rate Loan or a Swingline Loan as contemplated above) shall not constitute a Revolving Credit Loan or a Swingline Loan and shall not relieve the Company of its obligation to reimburse the Issuing Lender for such drawing or payment. Each drawing under a Letter of Credit which is not paid on the date such drawing is made shall accrue interest, for each day from and including the date of such drawing to but excluding the date that the Borrowers reimburse Company reimburses the Issuing Lender in full for such drawing at the rate per annum then applicable to Revolving Credit Loans which are Revolving Credit Base Rate Loans; provided, however, that if the Borrowers fail Company fails to reimburse such drawing when due pursuant to this paragraph (b), then the Borrowers Company shall pay to the Issuing Lender interest on the amount of such drawing at the rate per annum set forth in Section 3.01(c) hereof. Interest accruing pursuant to the preceding sentence shall be for the account of the Issuing Lender, except that interest accrued on and after the date of payment by any Lender pursuant to this Section 2.03(b) to reimburse the Issuing Lender shall be for the account of such Lender to the extent of such payment. The Issuing Lender shall promptly notify the Administrative Agent (which shall notify each Lender) of each drawing under a Letter of Credit.

Drawings under Letters of Credit. The Borrowers Company hereby absolutely and unconditionally, jointly and severally, promise unconditionally promises to pay to the Issuing Lender on the date of each drawing under a Letter of Credit, in immediately available funds from its accounts, the amount of such drawing under such Letter of Credit. If the Company requests a Revolving Credit Loan pursuant to Section 2.01 not later than 4:00 p.m. (New York11:00 a.m. on the date of the drawing under a Letter of Credit in accordance with the terms hereof and if each of the conditions precedent to the making of such Loan set forth in Article V of this Agreement has been satisfied, New York time) on the date of a drawing under a Letter of Credit, the amount of such drawing, plus interest thereon, for which the Issuing Lender has not been reimbursed by the Company shall become a Prime Rate Loan made by the Lenders to the Company on such day. The Issuing Lender agrees to notify each Lender of the amount of each drawing under a Letter of Credit issued hereunder promptly upon the occurrence thereof. Each Lender agrees that if the Company receives notice of such drawing (with respect to its account or with respect to the accounts notified of any or all of the Borrowers) prior to 10:00 a.m., New York, New York time, on the date of such drawing, or if such notice has not been received by the Company (with respect to its account or with respect to the accounts of any or all of the Borrowers) prior to such time on such date, then not later than 4:00 p.m. (New York, New York time) on the Business Day immediately following the day that the Company receives such notice; provided, however, if any drawing is in an amount equal to or greater than $100,000, the Company (on its own behalf or on behalf of any or all of the Borrowers) may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.01 hereof that such payment be financed with a Revolving Credit Loan in an equivalent amount, and, to the extent so financed, the Borrowers' obligation to make such payment shall be discharged and replaced by such a Revolving Credit Loan. Such request shall be made by the Company (on its own behalf or on behalf of any or all of the Borrowers) on the date of receipt of notice from the Lender of a drawing draw under a Letter of Credit as applicable. Each drawing under prior to 12:00 noon on a Letter of Credit which is not paid Business Day then prior to 4:00 p.m. on the date same Business Day (or, if notified after such time on a Business Day, not later than 12:00 noon on the next succeeding Business Day) it will make available to the Issuing Lender at its office located at the Payment Office of the Issuing Lender (or such other payment office as may be designated by the Issuing Lender, in federal funds or other immediately available funds, its Commitment Proportion of any such drawing is made or payment, plus any interest which shall accrue interesthave accrued thereon, for provided that each day from and including Lender's obligation shall be reduced by its Commitment Proportion of any reimbursement by the date Company in respect of any such drawing to but excluding the date that the Borrowers reimburse the Lender in full for such drawing at the rate per annum then applicable to Loans which are Revolving Credit Loans; provided, however, that if the Borrowers fail to reimburse such drawing when due or payment pursuant to this paragraph (b), then the Borrowers shall pay to the Lender interest on the amount of such drawing at the rate per annum set forth in Section 3.01(c) hereof2.03.

Drawings under Letters of Credit. The Borrowers Company hereby absolutely and unconditionally, jointly and severally, promise unconditionally promises to pay the Lender Agent not later than 4:00 3:00 p.m. (New York, New York time) the amount of each drawing under a Letter of Credit issued hereunder if the Company receives notice of such drawing (with respect to its account or with respect to the accounts of any or all of the Borrowers) prior to 10:00 a.m., New York, New York time, on the date of such drawing, or if such notice has not been received by the Company (with respect to its account or with respect to the accounts of any or all of the Borrowers) prior to such time on such date, then not later than 4:00 p.m. (12:00 noon, New York, New York time) , on the Business Day immediately following the day that the Company receives such notice; provided, however, if any drawing is in an amount equal to or greater than $100,000, the Company (on its own behalf or on behalf of any or all of the Borrowers) may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.01 hereof that such payment be financed refinanced with a Revolving Credit Tranche B Loan in an equivalent amount, and, to the extent so financedrefinanced, the Borrowers' Company's obligation to make such payment shall be discharged and replaced by such a Revolving Credit Tranche B Loan. Such request shall be made by the Company (on its own behalf or on behalf of any or all of the Borrowers) on the date of receipt of notice from the Lender Agent of a drawing under a Letter of Credit. The Agent shall notify each Lender of such request in accordance with Section 2.01. If the Company fails to make such payment when due, the Agent shall notify each Lender of the amount of the drawing under the applicable Letter of Credit. Each Lender agrees that on the first Business Day after receipt of such notice, it will immediately make available by no later than 12:00 noon New York, New York time, to the Agent at its office located at the Payment Office in immediately available funds, its Commitment Proportion of such drawing, provided (x) each Lender's obligation shall be reduced by its Commitment Proportion of any reimbursement by the Company in respect of any such drawing pursuant to this Section 2.02 and (y) no Lender shall be required to make payments to the Agent with respect to a drawing which the Company reimbursed with the proceeds of a Tranche B Loan, as contemplated above, if such Lender fully funded its Commitment Proportion of such Tranche B Loan in accordance with Section 3.09. Any payment made by a Lender pursuant to this Section 2.02(b) to reimburse the Agent for any drawing under a Letter of Credit (other than a Tranche B Loan as applicablecontemplated above) shall not constitute a Tranche B Loan and shall not relieve the Company of its obligation to reimburse the Agent for such drawing. Each drawing under a Letter of Credit which is not paid on the date such drawing is made shall accrue interest, for each day from and including the date of such drawing to but excluding the date that the Borrowers reimburse Company reimburses the Lender Agent in full for such drawing drawing, at the rate per annum then applicable to Loans which are Revolving Credit Tranche B Loans; provided, however, that if the Borrowers fail Company fails to reimburse such drawing when due pursuant to this paragraph clause (bii), then the Borrowers Company shall pay to the Lender Agent interest on the amount of such drawing at the rate per annum set forth in Section 3.01(c3.01(d). Interest accruing pursuant to the preceding sentence shall be for the account of the Agent, except that interest accrued on and after the date of payment by any Lender pursuant to this Section 2.02(b) hereofto reimburse the Agent shall be for the account of such Lender to the extent of such payment.