Common use of Additional Alternative Currencies Clause in Contracts

Additional Alternative Currencies. (a) The Tranche A Borrowers or TCCI may from time to time request that Eurocurrency Rate Loans be made in a currency other than those specifically listed in the definition of “Alternative Currency;” provided that such requested currency is a lawful currency (other than US Dollars) that is readily available and freely transferable and convertible into US Dollars. In the case of any such request with respect to the making of Eurocurrency Rate Loans, such request shall be subject to the approval of the Administrative Agent and the Applicable Tranche Lenders. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., 10 Business Days prior to the date of the desired Committed Loan (or such other time or date as may be agreed by the Administrative Agent in its sole discretion). In the case of any such request pertaining to Eurocurrency Rate Loans, the Administrative Agent shall promptly notify each Applicable Tranche Lender thereof. Each such Lender (in the case of any such request pertaining to Eurocurrency Rate Loans) shall notify the Administrative Agent, not later than 11:00 a.m., seven Business Days after receipt of such request whether it consents, in its sole discretion, to the making of Eurocurrency Rate Loans in such requested currency. (c) Any failure by an Applicable Tranche Lender to respond to such request within the time period specified in the preceding sentence shall be deemed to be a refusal by such Lender to permit Eurocurrency Rate Loans to be made in such requested currency for the applicable tranche. If the Administrative Agent and all the Applicable Tranche Lenders consent to making Eurocurrency Rate Loans in such requested currency under the applicable tranche, the Administrative Agent shall so notify the Borrowers and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Committed Borrowings of Eurocurrency Rate Loans under such tranche. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.6, the Administrative Agent shall promptly so notify the Borrowers.

Additional Alternative Currencies. (a) The Tranche A Borrowers or TCCI may from time to time request that Eurocurrency Rate Loans be made in a currency other than those specifically listed in the definition of “Alternative Currency;” provided that such requested currency is a lawful currency (other than US Dollars) that is readily available and freely transferable and convertible into US Dollars. In the case of any such request with respect to the making of Eurocurrency Rate Loans, such request shall be subject to the approval of the Administrative Agent and the Applicable Tranche Lenders. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., 10 Business Days prior to the date of the desired Committed Loan (or such other time or date as may be agreed by the Administrative Agent in its sole discretion). In the case of any such request pertaining to Eurocurrency Rate Loans, the Administrative Agent shall promptly notify each Applicable Tranche Lender thereof. Each such Lender (in the case of any such request pertaining to Eurocurrency Rate Loans) shall notify the Administrative Agent, not later than 11:00 a.m., seven Business Days after receipt of such request whether it consents, in its sole discretion, to the making of Eurocurrency Rate Loans in such requested currency. (c) Any failure by an Applicable Tranche Lender to respond to such request within the time period specified in the preceding sentence shall be deemed to be a refusal by such Lender to permit Eurocurrency Rate Loans to be made in such requested currency for the applicable tranche. If the Administrative Agent and all the Applicable Tranche Lenders consent to making Eurocurrency Rate Loans in such requested currency under the applicable tranche, the Administrative Agent shall so notify the Borrowers and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Committed Borrowings of Eurocurrency Rate Loans under such tranche. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.6, the Administrative Agent shall promptly so notify the Borrowers.

Additional Alternative Currencies. (a) The Tranche A Borrowers or TCCI Parent Borrower may from time to time request that Eurocurrency Rate Alternative Currency Revolving Credit Loans be made and/or Alternative Currency Letters of Credit be issued in a currency other than those specifically listed in the definition of “Alternative Currency;” ”; provided that such requested currency is a lawful currency (other than US Dollars) that is readily available and freely transferable and convertible into US Dollars. In the case of any such request with respect to the making of Eurocurrency Rate Alternative Currency Revolving Credit Loans, such request shall be subject to the approval of the Administrative Agent and each Alternative Currency Revolving Credit Lender; and in the Applicable Tranche Lenderscase of any such request with respect to the issuance of Alternative Currency Letters of Credit, such request shall be subject to the approval of the Administrative Agent, each Alternative Currency Revolving Credit Lender and each Alternative Currency L/C Issuer. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., 10 ten Business Days prior to the date of the desired Committed Loan Alternative Currency Revolving Credit Borrowing or Alternative Currency L/C Borrowing (or such other time or date as may be agreed by the Administrative Agent and, in its sole discretion). In the case of any such request pertaining to Eurocurrency Rate Alternative Currency Letters of Credit, each Alternative Currency L/C Issuer, in its or their sole discretion). Any such request pertaining to Alternative Currency Revolving Credit Loans, the Administrative Agent shall promptly notify each Applicable Tranche Alternative Currency Revolving Credit Lender thereof; and in the case of any such request pertaining to Alternative Currency Letters of Credit, the Administrative Agent shall promptly notify each Alternative Currency L/C Issuer thereof and each of the Alternative Currency Revolving Credit Lenders. Each such Alternative Currency Revolving Credit Lender (in the case of any such request pertaining to Eurocurrency Rate Alternative Currency Revolving Credit Loans) or each Alternative Currency L/C Issuer and each of the Alternative Currency Revolving Credit Lenders (in the case of a request pertaining to Alternative Currency Letters of Credit) shall notify the Administrative Agent, not later than 11:00 a.m., seven five Business Days after receipt of such request whether it consents, in its sole discretion, to the making of Eurocurrency Rate Alternative Currency Revolving Credit Loans or the issuance of Alternative Currency Letters of Credit, as the case may be, in such requested currency. (c) Any failure by an Applicable Tranche Alternative Currency Revolving Credit Lender or an Alternative Currency L/C Issuer, as the case may be, to respond to such request within the time period specified in the preceding sentence shall be deemed to be a refusal by such Alternative Currency Revolving Credit Lender or such Alternative Currency L/C Issuer, as the case may be, to permit Eurocurrency Rate Alternative Currency Revolving Credit Loans to be made or Alternative Currency Letters of Credit to be issued in such requested currency for the applicable tranchecurrency. If the Administrative Agent and all the Applicable Tranche Alternative Currency Revolving Credit Lenders consent to making Eurocurrency Rate Alternative Currency Revolving Credit Loans in such requested currency under the applicable tranchecurrency, the Administrative Agent shall so notify the Borrowers Parent Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Committed Alternative Currency Revolving Credit Borrowings of Eurocurrency Rate Loans under Alternative Currency Revolving Credit Loans, and if the Administrative Agent, each Alternative Currency Revolving Credit Lender and each Alternative Currency L/C Issuer consent to the issuance of Alternative Currency Letters of Credit in such tranche. If requested currency, the Administrative Agent shall fail so notify the Parent Borrower and such currency shall thereupon be deemed for all purposes to obtain consent be an Alternative Currency hereunder for purposes of any Alternative Currency Letter of Credit issuances. If the consents required to any request for be obtained by this Section with respect to an additional currency under this Section 1.6proposed by the Parent Borrower are not obtained, the Administrative Agent shall promptly so notify the BorrowersParent Borrower.

Additional Alternative Currencies. (a) The Tranche A Borrowers or TCCI Borrower may from time to time request that Eurocurrency Rate Alternative Currency Tranche Revolving Loans be made and/or Alternative Currency Tranche Letters of Credit be issued in a currency other than those specifically listed in the definition of “Alternative Currency;” provided that (i) such requested currency is a lawful currency (other than US Dollars) that is readily available and freely transferable and convertible into US DollarsDollars and (ii) such requested currency shall only be treated as a “LIBOR Quoted Currency” to the extent that there is published LIBOR rate for such currency. In the case of any such request with respect to the making of Eurocurrency Rate Alternative Currency Tranche Revolving Loans, such request shall be subject to the approval of the Administrative Agent and each Lender with a Commitment under which such currency is requested to be made available; and in the Applicable case of any such request with respect to the issuance of Alternative Currency Tranche LendersLetters of Credit, such request shall be subject to the approval of the Administrative Agent and the L/C Issuer. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., 10 twenty (20) Business Days prior to the date of the desired Committed Loan Credit Extension (or such other time or date as may be agreed by the Administrative Agent and, in the case of any such request pertaining to Alternative Currency Tranche Letters of Credit, the L/C Issuer, in its or their sole discretion). In the case of any such request pertaining to Eurocurrency Rate Alternative Currency Tranche Revolving Loans, the Administrative Agent shall promptly notify each Applicable Alternative Currency Tranche Revolving Lender thereof; and in the case of any such request pertaining to Alternative Currency Tranche Letters of Credit, the Administrative Agent shall promptly notify the L/C Issuer thereof. Each such Alternative Currency Tranche Revolving Lender (in the case of any such request pertaining to Eurocurrency Rate Alternative Currency Tranche Revolving Loans) or the L/C Issuer (in the case of a request pertaining to Alternative Currency Tranche Letters of Credit) shall notify the Administrative Agent, not later than 11:00 a.m., seven ten (10) Business Days after receipt of such request whether it consents, in its sole discretion, to the making of Eurocurrency Rate Alternative Currency Tranche Revolving Loans or the issuance of Letters of Credit, as the case may be, in such requested currency and whether it is able to fund in such requested currency. (c) Any failure by an Applicable Alternative Currency Tranche Revolving Lender or the L/C Issuer, as the case may be, to respond to such request within the time period specified in the preceding sentence shall be deemed to be a refusal by such Lender or the L/C Issuer, as the case may be, to permit Eurocurrency Rate Alternative Currency Tranche Revolving Loans to be made or Alternative Currency Tranche Letters of Credit to be issued in such requested currency for the applicable tranchecurrency. If the Administrative Agent and all the Applicable Required Alternative Currency Tranche Revolving Lenders consent to making Eurocurrency Rate Alternative Currency Tranche Revolving Loans in such requested currency under currency, and the applicable trancheAdministrative Agent and such Lenders reasonably determine that an appropriate interest rate is available to be used for such requested currency, the Administrative Agent shall so notify the Borrowers Borrower and (i) the Administrative Agent and such Lenders may amend the definition of Eurocurrency Rate for any Non-LIBOR Quoted Currency to the extent necessary to add the applicable Eurocurrency Rate for such currency and (ii) to the extent the definition of Eurocurrency Rate reflects the appropriate interest rate for such currency or has been amended to reflect the appropriate rate for such currency, such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Committed Borrowings of Alternative Currency Tranche Eurocurrency Rate Loans; and if the Administrative Agent and the L/C Issuer consent to the issuance of Alternative Currency Tranche Letters of Credit in such requested currency, the Administrative Agent shall so notify the Borrower and (A) the Administrative Agent and the L/C Issuer may amend the definition of Eurocurrency Rate for any Non-LIBOR Quoted Currency to the extent necessary to add the applicable Eurocurrency Rate for such currency and (B) to the extent the definition of Eurocurrency Rate reflects the appropriate interest rate for such currency or has been amended to reflect the appropriate rate for such currency such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Alternative Currency Tranche Letter of Credit issuances. In the event that an Alternative Currency Tranche Revolving Lender shall have notified the Administrative Agent, as provided in Section 1.07(b), that it is not able to fund in the requested currency, such Alternative Currency Tranche Revolving Lender shall have no obligation to make Loans under in such trancherequested currency. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.61.07, the Administrative Agent shall promptly so notify the BorrowersBorrower. Any specified currency of an Existing Letter of Credit that is neither Dollars nor one of the Alternative Currencies specifically listed in the definition of “Alternative Currency” shall be deemed an Alternative Currency with respect to such Existing Letter of Credit only.

Additional Alternative Currencies. (a) The Tranche A Borrowers or TCCI Company may from time to time request that Eurocurrency Rate Loans be made and/or Letters of Credit be issued in a currency other than those specifically listed in the definition of “Alternative Currency;” ”; provided that such requested currency is a lawful currency (other than US Dollars) that is readily available and freely transferable and convertible into US Dollars. In the case of any such request with respect to the making of Eurocurrency Rate Loans, such request shall be subject to the approval of the Administrative Agent and the Applicable Tranche LendersLenders that would be obligated to make Credit Extensions denominated in such requested currency. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m.12:00 noon, 10 ten Business Days prior to the date of the desired Committed Loan Credit Extension (or such other time or date as may be agreed by the Administrative Agent in its sole discretionAgent). In the case of any such request pertaining to Eurocurrency Rate Loans, the Administrative Agent shall promptly notify each Applicable Tranche Lender thereof. Each such Lender (in the case of any such request pertaining to Eurocurrency Rate Loans) shall notify the Administrative Agent, not later than 11:00 a.m.12:00 noon, seven two Business Days after receipt of such request whether it consents, in its sole reasonable discretion, to the making of Eurocurrency Rate Loans in such requested currency. (c) Any failure by an Applicable Tranche a Lender to respond to such request within the time period specified in the preceding sentence shall be deemed to be a refusal by such Lender to permit Eurocurrency Rate Loans to be made in such requested currency for the applicable tranchecurrency. If the Administrative Agent and all the Applicable Tranche Lenders that would be obligated to make Credit Extensions denominated in such requested currency consent to making Eurocurrency Rate Loans in such requested currency under the applicable tranchecurrency, the Administrative Agent shall so notify the Borrowers Company and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Committed Borrowings of Eurocurrency Rate Loans under such trancheLoans. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.61.06, the Administrative Agent shall promptly so notify the BorrowersCompany.

Additional Alternative Currencies. (a) The Tranche A Borrowers or TCCI Borrower may from time to time request that Eurocurrency Rate Loans be made in a currency other than those specifically listed in the definition of “Alternative Currency;” provided that such requested currency is a lawful currency (other than US Dollars) that is readily available and freely transferable and convertible into US Dollars. In the case of any such request with respect to the making of Eurocurrency Rate Loans, such request shall be subject to the approval of the Administrative Agent and the Applicable Tranche Lenders. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m.noon, 10 ten Business Days prior to the date of the desired Committed Loan Borrowing (or such other time or date as may be agreed by the Administrative Agent in its sole discretion). In the case of any such request pertaining to Eurocurrency Rate Loans, the Administrative Agent shall promptly notify each Applicable Tranche Lender thereof. Each such Lender (in the case of any such request pertaining to Eurocurrency Rate Loans) shall notify the Administrative Agent, not later than 11:00 a.m., seven five Business Days after receipt of such request whether it consents, in its sole discretion, to the making of Eurocurrency Rate Loans in such requested currency. (c) Any failure by an Applicable Tranche a Lender to respond to such request within the time period specified in the preceding sentence shall be deemed to be a refusal by such Lender to permit Eurocurrency Rate Loans to be made in such requested currency for the applicable tranchecurrency. If the Administrative Agent and all the Applicable Tranche Lenders consent to making Eurocurrency Rate Loans in such requested currency under the applicable tranchecurrency, the Administrative Agent shall so notify the Borrowers Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Committed Borrowings of Eurocurrency Rate Loans under such trancheLoans. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.61.06, the Administrative Agent shall promptly so notify the BorrowersBorrower.

Additional Alternative Currencies. (a) The Tranche A Borrowers or TCCI Borrower may from time to time request that Eurocurrency Rate Loans be made in a currency other than those specifically listed in the definition of “Alternative Currency;” ”; provided that such requested currency is a lawful currency (other than US Dollars) that is readily available and freely transferable and convertible into US Dollars. In the case of any such request with respect to the making of Eurocurrency Rate Loans, such request shall be subject to the approval of the Administrative Agent and the Applicable Tranche Lenders. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m.1:00 p.m., 10 twenty (20) Business Days prior to the date of the desired Committed Loan Credit Extension (or such other time or date as may be agreed by the Administrative Agent in its sole discretionAgent). In the case of any such request pertaining to Eurocurrency Rate Loans, the Administrative Agent shall promptly notify each Applicable Tranche Lender thereof. Each such Lender (in the case of any such request pertaining to Eurocurrency Rate Loans) shall notify the Administrative Agent, not later than 11:00 a.m.1:00 p.m., seven ten (10) Business Days after receipt of such request whether it consents, in its sole discretion, to the making of Eurocurrency Rate Loans in such requested currency. (c) Any failure by an Applicable Tranche a Lender to respond to such request within the time period specified in the preceding sentence shall be deemed to be a refusal by such Lender to permit Eurocurrency Rate Loans to be made in such requested currency for the applicable tranchecurrency. If the Administrative Agent and all the Applicable Tranche Lenders consent to making Eurocurrency Rate Loans in such requested currency under the applicable tranchecurrency, the Administrative Agent shall so notify the Borrowers Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Committed Borrowings of Eurocurrency Rate Loans under such trancheLoans. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.61.09, the Administrative Agent shall promptly so notify the BorrowersBorrower.

Additional Alternative Currencies. (a) The Tranche A Borrowers or TCCI may from time to time request that Eurocurrency Rate Loans be made in a currency other than those specifically listed in the definition of “Alternative Currency;” ”; provided that such requested currency is a lawful currency (other than US Dollars) that is readily available and freely transferable and convertible into US Dollars. In the case of any such request with respect to the making of Eurocurrency Rate Loans, such request shall be subject to the approval of the Administrative Agent and the Applicable Tranche Lenders. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., 10 ten Business Days prior to the date of the desired Committed Loan (or such other time or date as may be agreed by the Administrative Agent in its sole discretion). In the case of any such request pertaining to Eurocurrency Rate Loans, the Administrative Agent shall promptly notify each Applicable Tranche Lender thereof. Each such Lender (in the case of any such request pertaining to Eurocurrency Rate Loans) shall notify the Administrative Agent, not later than 11:00 a.m., seven Business Days after receipt of such request whether it consents, in its sole discretion, to the making of Eurocurrency Rate Loans in such requested currency. (c) Any failure by an Applicable Tranche Lender to respond to such request within the time period specified in the preceding sentence shall be deemed to be a refusal by such Lender to permit Eurocurrency Rate Loans to be made in such requested currency for the applicable tranche. If the Administrative Agent and all the Applicable Tranche Lenders consent to making Eurocurrency Rate Loans in such requested currency under the applicable tranche, the Administrative Agent shall so notify the Borrowers and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Committed Borrowings of Eurocurrency Rate Loans under such tranche. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.6, the Administrative Agent shall promptly so notify the Borrowers.

Additional Alternative Currencies. (a) The Tranche A Borrowers or TCCI Borrower may from time to time request that Eurocurrency Rate Alternative Currency Revolving Loans be made in a currency other than those specifically listed in the definition of “Alternative Currency;” ”; provided that such requested currency is a lawful currency (other than US Dollars) that is readily available and freely transferable and convertible into US Dollars. In the case of any such request with respect to the making of Eurocurrency Rate Alternative Currency Revolving Loans, such request shall be subject to the approval of the Administrative Agent and the Applicable Tranche Alternative Currency Revolving Lenders. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., 10 Local Time, 20 Business Days prior to the date of the desired Committed Loan (or such other time or date as may be agreed by the Administrative Agent in its sole discretion)extension of credit. In the case of any such request pertaining to Eurocurrency Rate Loans, the The Administrative Agent shall promptly notify each Applicable Tranche Alternative Currency Revolving Lender thereofof any request pursuant to this Section 1.7. Each such Alternative Currency Revolving Lender (in the case of any such request pertaining to Eurocurrency Rate Loans) shall notify the Administrative Agent, not later than 11:00 a.m., seven Local Time, ten Business Days after receipt of such request whether it consents, in its sole discretion, to the making of Eurocurrency Rate Alternative Currency Revolving Loans denominated in such requested currency. (c) Any failure by an Applicable Tranche Alternative Currency Revolving Lender to respond to such request within the time period specified in the preceding sentence shall be deemed to be a refusal by such Alternative Currency Revolving Lender to permit Eurocurrency Rate Alternative Currency Revolving Loans to be made in such requested currency for the applicable tranchecurrency. If the Administrative Agent and all the Applicable Tranche Alternative Currency Revolving Lenders consent to making Eurocurrency Rate Alternative Currency Revolving Loans in such requested currency under the applicable tranchecurrency, the Administrative Agent shall so notify the Borrowers Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Committed Borrowings of Eurocurrency Rate Loans under such trancheAlternative Currency Revolving Loans. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.61.7, the Administrative Agent shall promptly so notify the BorrowersBorrower.

Additional Alternative Currencies. (a) The Tranche A Borrowers or TCCI Prologis may from time to time request that Eurocurrency Rate Loans Credit Extensions be made in a currency other than those specifically listed in the definition of “Alternative Currency;” provided that such requested currency is a lawful currency (other than US Dollarsand in no event the currency of a Sanctioned Country) that is readily available and freely transferable and convertible into US DollarsDollars (in the case of the U.S. Tranche) and Euros (in the case of the Euro Tranche). In the case of any such request with respect to the making of Eurocurrency Rate Loansany Credit Extensions, such request shall be subject to the approval of Global Administrative Agent, the Administrative Agent applicable Funding Agent, the applicable L/C Issuer (but only to the extent Letters of Credit may be issued in such Alternative Currency), the applicable Swing Line Lender (if any) (but only to the extent Swing Line Loans may be made in such Alternative Currency), and the Applicable applicable Tranche Required Lenders. (b) Any such request shall be made to the . If Global Administrative Agent not later than 11:00 a.m., 10 Business Days prior to the date of the desired Committed Loan (or such other time or date as may be agreed by the Administrative Agent in its sole discretion). In the case of any such request pertaining to Eurocurrency Rate LoansAgent, the applicable Funding Agent, the applicable L/C Issuer, the applicable Swing Line Lender (if any), and the applicable Tranche Required Lenders consent to making Credit Extensions in a requested currency, such currency shall thereupon be deemed to be an Alternative Currency hereunder. Global Administrative Agent shall promptly notify each Applicable Tranche Lender thereof. Each such Lender (in Prologis and Lenders of the case disposition of any such request pertaining to Eurocurrency Rate Loans) shall notify the for an additional currency under this Section 1.5. If Global Administrative Agent, not later than 11:00 a.m.the applicable Funding Agent, seven Business Days after receipt of such request whether it consentsthe applicable L/C Issuer, in its sole discretionthe applicable Swing Line Lender (if any), and the applicable Tranche Required Lenders consent to the making of Eurocurrency Rate Loans in such requested currency. (c) Any failure by an Applicable Tranche Lender to respond to such request within the time period specified in the preceding sentence shall be deemed to be a refusal by such Lender to permit Eurocurrency Rate Loans to be made Credit Extensions in such requested currency for and Global Administrative Agent, the applicable tranche. If Funding Agent, and the Administrative Agent and all the Applicable applicable Tranche Required Lenders consent reasonably determine that an appropriate interest rate is available to making Eurocurrency Rate Loans in be used for such requested currency under the applicable tranchecurrency, the Global Administrative Agent shall so notify Prologis and (i) Global Administrative Agent, the Borrowers applicable Funding Agent, Prologis and the applicable Tranche Required Lenders may amend the definition of Daily Floating Rate or Eurocurrency Rate to the extent necessary to add the applicable rate for such currency and any applicable adjustment for such rate and (ii) to the extent the definition of Daily Floating Rate or Eurocurrency Rate, as applicable, has been amended to reflect the appropriate rate for such currency, such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Committed Borrowings of Eurocurrency Rate Loans under such tranche. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.6, the Administrative Agent shall promptly so notify the BorrowersCredit Extension.

Additional Alternative Currencies. (a) The Tranche A Borrowers or TCCI Borrower may from time to time request that Eurocurrency Rate Loans be made in a currency other than those specifically listed in the definition of “Alternative Currency;” provided that such requested currency is a lawful currency (other than US Dollarsdollars) that is readily available and freely transferable and convertible into US Dollarsdollars. In the case of any such request with respect to the making of Eurocurrency Rate Loans, such request shall be subject to the approval of the Administrative Agent and the Applicable Tranche Lenders. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., 10 20 Business Days prior to the date of the desired Committed Loan Credit Extension (or such other time or date as may be agreed by the Administrative Agent in its sole discretion). In the case of any such request pertaining to Eurocurrency Rate Loans, the Administrative Agent shall promptly notify each Applicable Tranche Lender thereof. Each such Lender (in the case of any such request pertaining to Eurocurrency Rate Loans) shall notify the Administrative Agent, not later than 11:00 a.m., seven ten Business Days after receipt of such request whether it consents, in its sole discretion, to the making of Eurocurrency Rate Loans in such requested currency. (c) Any failure by an Applicable Tranche a Lender to respond to such request within the time period specified in the preceding sentence shall be deemed to be a refusal by such Lender to permit Eurocurrency Rate Loans to be made in such requested currency for the applicable tranchecurrency. If the Administrative Agent and all the Applicable Tranche Lenders consent to making Eurocurrency Rate Loans in such requested currency under the applicable tranchecurrency, the Administrative Agent shall so notify the Borrowers Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Committed Revolving Borrowings of Eurocurrency Rate Loans under such trancheLoans. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.61.05, the Administrative Agent shall promptly so notify the BorrowersBorrower.

Additional Alternative Currencies. (a) The Tranche A Borrowers or TCCI Borrower may from time to time request that Eurocurrency Rate Loans be made in a currency other than those specifically listed in the definition of “Alternative Currency;” provided that such requested currency is a lawful currency (other than US Dollars) that is readily available and freely transferable and convertible into US Dollars. In the case of any such request with respect to the making of Eurocurrency Rate Loans, such request shall be subject to the approval of the Administrative Agent and the Applicable Tranche Lenders. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., 10 20 Business Days prior to the date of the desired Committed Loan making of Eurocurrency Rate Loans (or such other time or date as may be agreed by the Administrative Agent in its sole discretionAgent). In the case of any such request pertaining to Eurocurrency Rate Loans, the Administrative Agent shall promptly notify each Applicable Tranche Lender thereof. Each such Lender (in the case of any such request pertaining to Eurocurrency Rate Loans) shall notify the Administrative Agent, not later than 11:00 a.m., seven ten Business Days after receipt of such request whether it consents, in its sole discretion, to the making of Eurocurrency Rate Loans in such requested currency. (c) Any failure by an Applicable Tranche a Lender to respond to such request within the time period specified in the preceding sentence shall be deemed to be a refusal by such Lender to permit Eurocurrency Rate Loans to be made in such requested currency for the applicable tranchecurrency. If the Administrative Agent and all the Applicable Tranche Lenders consent to making Eurocurrency Rate Loans in such requested currency under the applicable tranchecurrency, the Administrative Agent shall so notify the Borrowers Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Committed Borrowings borrowings of Eurocurrency Rate Loans under such trancheLoans. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.61.7, the Administrative Agent shall promptly so notify the BorrowersBorrower.

Additional Alternative Currencies. (a) The Tranche A Borrowers or TCCI Lead Borrower may from time to time request that Eurocurrency Rate Alternative Currency Loans be made in a currency other than those specifically listed in the definition of “Alternative Currency;” ”; provided that such requested currency is a lawful currency (other than US Dollars) that is readily available and freely transferable and convertible into US Dollarsan Eligible Currency. In the case of any such request with respect to the making of Eurocurrency Rate Alternative Currency Loans, such request shall be subject to the approval of the Administrative Agent and the Applicable Tranche Lenderseach Lender with a Commitment under which such currency is requested to be made available. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., 10 twenty (20) Business Days prior to the date of the desired Committed Loan Borrowing (or such other time or date as may be agreed by the Administrative Agent in its sole discretionAgent). In the case of any such request pertaining to Eurocurrency Rate Alternative Currency Loans, the Administrative Agent shall promptly notify each Applicable Tranche Appropriate Lender thereof. Each such Appropriate Lender (in the case of any such request pertaining to Eurocurrency Rate Alternative Currency Loans) shall notify the Administrative Agent, not later than 11:00 a.m., seven ten (10) Business Days after receipt of such request whether it consents, in its sole discretion, to the making of Eurocurrency Rate Alternative Currency Loans in such requested currency. (c) Any failure by an Applicable Tranche a Lender to respond to such request within the time period specified in the preceding sentence shall be deemed to be a refusal by such Lender to permit Eurocurrency Rate Alternative Currency Loans to be made in such requested currency for the applicable tranchecurrency. If the Administrative Agent and all the Applicable Tranche Appropriate Lenders consent to making Eurocurrency Rate Alternative Currency Loans in such requested currency under and the applicable trancheAdministrative Agent and such Lenders reasonably determine that an appropriate interest rate is available to be used for such requested currency, the Administrative Agent shall so notify the Borrowers Lead Borrower and (i) the Administrative Agent and such Lenders may amend the definition of “Alternative Currency Daily Rate” or “Alternative Currency Term Rate” to the extent necessary to add the applicable rate for such currency and any applicable adjustment for such rate, and (ii) to the extent the definition of “Alternative Currency Daily Rate” or “Alternative Currency Term Rate”, as applicable, has been amended to reflect the appropriate rate for such currency, such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Committed Borrowings of Eurocurrency Rate Loans under such trancheAlternative Currency Loans. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.61.07, the Administrative Agent shall promptly so notify the BorrowersLead Borrower.

Additional Alternative Currencies. (a) The Tranche A Borrowers or TCCI Company may from time to time request that Eurocurrency Rate Loans be made made, in a currency other than those specifically listed in clauses (a), (b) and (c) of the definition of “Alternative Currency;” provided that such requested currency is a lawful currency (other than US Dollars) that is readily available and freely transferable and convertible into US Dollars. In the case of any such request with respect to the making of Eurocurrency Rate Loans, such request shall be subject to the approval of the Administrative Agent Agent, the Issuing Lenders and the Applicable Tranche Lenders. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., 10 fifteen (15) Business Days prior to the date of the desired Committed Loan Borrowing (or such other time or date as may be agreed by the Administrative Agent in its sole discretion). In the case of any such request pertaining to Eurocurrency Rate Loans, the Administrative Agent shall promptly notify each Applicable Tranche applicable Lender thereof. Each such Lender (in the case of any such request pertaining to Eurocurrency Rate Loans) shall notify the Administrative Agent, not later than 11:00 a.m., seven eight (8) Business Days after receipt of such request whether it consents, in its sole discretion, to the making of Eurocurrency Rate Loans in such requested currency. (c) Any failure by an Applicable Tranche a Lender to respond to such request within the time period specified in the preceding sentence shall be deemed to be a refusal by such Lender to permit Eurocurrency Rate Loans to be made in such requested currency for the applicable tranchecurrency. If the Administrative Agent and all the Applicable Tranche Lenders consent to making Eurocurrency Rate Loans in such requested currency under and the applicable trancheAdministrative Agent and Lenders reasonably determine that a Eurocurrency Rate is available to be used for such requested currency, the Administrative Agent shall so notify the Borrowers Company and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Committed Borrowings of Eurocurrency Rate Loans under such trancheLoans. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.61.05, the Administrative Agent shall promptly so notify the BorrowersCompany.

Additional Alternative Currencies. (a) The Tranche A Borrowers or TCCI Borrower may from time to time request that Eurocurrency Rate Loans Letters of Credit be made issued in a currency other than those specifically listed in the definition of “Alternative Currency;” dollars; provided that such requested currency is a lawful currency (other than US Dollars) that is readily available and freely transferable and convertible into US Dollarsan Eligible Currency. In the case of any such request with respect to the making of Eurocurrency Rate Loans, such Such request shall be subject to the approval of the Administrative Agent and the Applicable Tranche Lenders. (b) applicable Issuing Banks. Any such request shall be made to the Administrative Agent not later than 11:00 a.m., 10 twenty (20) Business Days prior to the date of the desired Committed Loan issuance, extension or increase of any Letter of Credit to be issued in such currency (or such other time or date as may be reasonably agreed by the Administrative Agent in its sole discretionand the applicable Issuing Banks). In the case of any such request pertaining to Eurocurrency Rate Loans, the The Administrative Agent shall promptly notify each Applicable Tranche Lender the applicable Issuing Banks thereof. Each such Lender (in the case of any such request pertaining to Eurocurrency Rate Loans) The applicable Issuing Bank shall notify the Administrative Agent, not later than 11:00 a.m., seven ten (10) Business Days after receipt of such request whether it consents, in its sole discretion, to the making issuance of Eurocurrency Rate Loans Letters of Credit, as the case may be, in such requested currency. (c) . Any failure by an Applicable Tranche Lender Issuing Bank to respond to such request within the time period specified in the preceding sentence clause (b) shall be deemed to be a refusal by such Lender Issuing Bank to permit Eurocurrency Rate Loans Letters of Credit to be made issued in such requested currency for the applicable tranchecurrency. If the Administrative Agent and all the Applicable Tranche Lenders applicable Issuing Bank consent to making Eurocurrency Rate Loans the issuance of Letters of Credit in such requested currency under the applicable tranchecurrency, the Administrative Agent shall so notify the Borrowers Borrower and (A) the Administrative Agent and the applicable Issuing Bank may amend the definition of LIBO Rate for any currency for which there is no published LIBO Rate with respect thereto to the extent necessary to add the applicable LIBO Rate for such currency and (B) to the extent the definition of LIBO Rate reflects the appropriate interest rate for such currency or has been amended to reflect the appropriate rate for such currency, such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder Currency, for purposes of any Committed Borrowings Letter of Eurocurrency Rate Loans under such trancheCredit issuances. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.61.11, the Administrative Agent shall promptly so notify the BorrowersBorrower.

Additional Alternative Currencies. (a) The Tranche A Borrowers or TCCI Company and any Designated Borrower may from time to time request that Eurocurrency Rate Loans be made and/or Letters of Credit be issued in a currency other than those specifically listed in the definition of “Alternative Currency;” ”; provided that (i) such requested currency is an Eligible Currency and (ii) such requested currency shall only be treated as a lawful currency (other than US Dollars) “LIBOR Quoted Currency” to the extent that there is readily available and freely transferable and convertible into US Dollarspublished LIBOR rate for such currency. In the case of any such request with respect to the making of Eurocurrency Rate Loans, such request shall be subject to the approval of the Administrative Agent Lender, and in the Applicable Tranche Lenderscase of any such request with respect to the issuance of Letters of Credit, such request shall be subject to the approval of the Lender. (b) Any such request shall be made to the Administrative Agent Lender not later than 11:00 a.m., 10 twenty (20) Business Days prior to the date of the desired Committed Loan Credit Extension (or such other time or date as may be agreed by the Administrative Agent Lender in its sole discretion). In the case of any such request pertaining to Eurocurrency Rate Loans, the Administrative Agent shall promptly notify each Applicable Tranche Lender thereof. Each such Lender (in the case of any such request pertaining to Eurocurrency Rate Loans) shall notify the Administrative Agent, not later than 11:00 a.m., seven Business Days after receipt of such request whether it consents, in its sole discretion, to the making of Eurocurrency Rate Loans in such requested currency. (c) Any failure by an Applicable Tranche Lender to respond to such request within the time period specified in the preceding sentence shall be deemed to be a refusal by such Lender to permit Eurocurrency Rate Loans to be made in such requested currency for the applicable tranche. If the Administrative Agent and all the Applicable Tranche Lenders consent Lender consents to making Eurocurrency Rate Loans or Letters of Credit in such requested currency under and the applicable trancheLender reasonably determines that an appropriate interest rate is available to be used for such requested currency, the Administrative Agent Lender shall so notify the Borrowers Company and may amend the definition of Eurocurrency Rate for any Non-LIBOR Quoted Currency to the extent necessary to add the applicable Eurocurrency Rate for such currency and (i) to the extent the definition of Eurocurrency Rate reflects the appropriate interest rate for such currency or has been amended to reflect the appropriate rate for such currency, such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Committed Borrowings of Eurocurrency Rate Loans under or the issuance of Letters of Credit, as applicable. Any specified currency of an Existing Letter of Credit that is neither Dollars nor one of the Alternative Currencies specifically listed in the definition of “Alternative Currency” shall be deemed an Alternative Currency with respect to such tranche. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.6, the Administrative Agent shall promptly so notify the BorrowersExisting Letter of Credit only.

Additional Alternative Currencies. (a) The Tranche A Borrowers or TCCI Company may from time to time request that Eurocurrency Rate LIBOR Loans be made in a currency other than those specifically listed in the definition of “Alternative Currency;” provided that Euro or Sterling; provided, that, such requested currency is a lawful currency (other than US Dollars) that is readily available and freely transferable and convertible into US Dollarsan Eligible Currency. In the case of any such request with respect to the making of Eurocurrency Rate Loansrequest, such request shall be subject to the approval of the Administrative Agent and the Applicable Tranche Lenderseach Lender. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., 10 New York City time, twenty (20) Business Days prior to the date of the desired Committed Loan Borrowing (or such other time or date as may be agreed by the Administrative Agent in its sole discretion). In the case of any such request pertaining to Eurocurrency Rate Loans, the The Administrative Agent shall promptly notify each Applicable Tranche Lender thereof. Each such Lender (in the case of any such request pertaining to Eurocurrency Rate Loans) request. Each Lender shall notify the Administrative Agent, not later than 11:00 a.m., seven New York City time, ten (10) Business Days after receipt of such request whether it consents, in its sole discretion, to the making of Eurocurrency Rate LIBOR Loans in such requested currency. (c) Any failure by an Applicable Tranche a Lender to respond to such request within the time period specified in the preceding sentence Section 1.06(b) shall be deemed to be a refusal by such Lender to permit Eurocurrency Rate LIBOR Loans to be made in such requested currency for the applicable tranchecurrency. If the Administrative Agent and all of the Applicable Tranche Lenders consent to making Eurocurrency Rate LIBOR Loans in such requested currency under and the applicable trancheAdministrative Agent and the Lenders reasonably determine that an appropriate interest rate is available to be used for such requested currency, the Administrative Agent shall so notify the Borrowers Company and, to the extent necessary, the Administrative Agent and the Lenders may amend (in consultation with the Company) the definition of “Screen Rate” (or any other provisions of this Agreement relating to the timing and frequency of determining the rate applicable to such currency shall thereupon or any other administrative matters as may be deemed appropriate, in the reasonable discretion of the Administrative Agent, to reflect the adoption of such additional currency and to permit the administration thereof by the Administrative Agent in a manner substantially consistent with market practice) to the extent necessary to add the applicable screen rate for all purposes to be an Alternative Currency hereunder for purposes of any Committed Borrowings of Eurocurrency Rate Loans under such tranchecurrency. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.61.06, the Administrative Agent shall promptly so notify the BorrowersCompany.

Additional Alternative Currencies. (a) The Tranche A Borrowers or TCCI may from time to time request that Eurocurrency Rate Alternative Currency Loans be made in a currency other than those specifically listed in the definition of “Alternative Currency;” ”; provided that such requested currency is a lawful currency (other than US Dollars) that is readily available and freely transferable and convertible into US Dollarsan Eligible Currency. In the case of any such request with respect to the making of Eurocurrency Rate such additional currency(ies) for Alternative Currency Loans, such request shall be subject to the approval of the Administrative Agent and the Applicable Tranche Lenderseach Global Revolving Lender. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., 10 ten (10) Business Days prior to the date of the desired Committed Loan Extension of Credit (or such other time or date as may be agreed by the Administrative Agent in its sole discretion). In the case of any such request pertaining to Eurocurrency Rate Loans, the The Administrative Agent shall promptly notify each Applicable Tranche Global Revolving Lender thereof. Each such Global Revolving Lender (in the case of any such request pertaining to Eurocurrency Rate Loans) shall notify the Administrative Agent, not later than 11:00 a.m., seven (7) Business Days after receipt of such request whether it consents, in its sole discretion, to the making of Eurocurrency Rate Alternative Currency Loans in such requested currency. (c) Any failure by an Applicable Tranche a Global Revolving Lender to respond to such request within the time period specified in the preceding sentence shall be deemed to be a refusal by such Lender to permit Eurocurrency Rate Alternative Currency Loans to be made in such requested currency for the applicable tranchecurrency. If the Administrative Agent and all the Applicable Tranche Global Revolving Lenders consent to making Eurocurrency Rate Alternative Currency Loans in such requested currency under and the applicable trancheAdministrative Agent and such Lenders reasonably determine that an appropriate interest rate is available to be used for such requested currency, the Administrative Agent shall so notify the Borrowers and (i) such currency shall thereafter be an approved Alternative Currency, (ii) the Administrative Agent and such Lenders may amend the definition of Alternative Currency Daily Rate or Alternative Currency Term Rate to the extent necessary to add the applicable rate for such currency and any applicable adjustment for such rate, including the definition of Relevant Rate and (iii) to the extent the definition of Alternative Currency Daily Rate or Alternative Currency Term Rate, as applicable, has been amended to reflect the appropriate rate for such currency, such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Committed Borrowings of Eurocurrency Rate Loans under such trancheAlternative Currency Loans. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.61.7, the Administrative Agent shall promptly so notify the BorrowersBorrower.

Additional Alternative Currencies. (a) The Tranche A Borrowers or TCCI Borrower may from time to time request that Eurocurrency RFR Rate Loans be made in a currency other than those specifically listed in the definition of “Alternative Currency;” herein, provided that such requested currency is a lawful currency (other than US Dollars) that is readily available and freely transferable and convertible into US Dollars. In the case of any such request with respect to the making of Eurocurrency RFR Rate Loans, such request shall be subject to the approval of the Administrative Agent and the Applicable Tranche Lenders, which approval shall be in their sole discretion. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., 10 fifteen (15) Business Days prior to the date of the desired Committed Loan Borrowing (or such other time or date as may be agreed by the Administrative Agent in its sole discretionAgent). In the case of any such request pertaining to Eurocurrency RFR Rate Loans, the Administrative Agent shall promptly notify each Applicable Tranche Lender thereof. Each such Lender (in the case of any such request pertaining to Eurocurrency RFR Rate Loans) shall notify the Administrative Agent, not later than 11:00 a.m., seven ten (10) Business Days after receipt of such request whether it consents, in its sole reasonable discretion, to the making of Eurocurrency RFR Rate Loans in such requested currency. (c) Any failure by an Applicable Tranche a Lender to respond to such request within the time period specified in the preceding sentence Section 1.12(b) shall be deemed to be a refusal by such Lender to permit Eurocurrency RFR Rate Loans to be made in such requested currency for the applicable tranchecurrency. If the Administrative Agent and all the Applicable Tranche Lenders consent to making Eurocurrency RFR Rate Loans in such requested currency under the applicable tranchecurrency, the Administrative Agent shall so notify the Borrowers requesting Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Committed Borrowings of Eurocurrency RFR Rate Loans under such trancheLoans. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.61.12, the Administrative Agent shall promptly so notify the Borrowerssuch Borrower.

Additional Alternative Currencies. (a) The Tranche A Borrowers or TCCI Borrower may from time to time request that Eurocurrency Rate Alternative Currency Loans be made in a currency other than those specifically listed in the definition of “Alternative Currency;” provided that such requested currency is a lawful currency (other than US Dollars) that is readily available and freely transferable and convertible into US Dollarsan Eligible Currency. In the case of any such request with respect to the making of Eurocurrency Rate Alternative Currency Loans, such request shall be subject to the approval of the Administrative Agent and the Applicable Tranche Lenders. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., 10 20 Business Days prior to the date of the desired Committed Loan Borrowing (or such other time or date as may be agreed by the Administrative Agent in its sole discretion). In the case of any such request pertaining to Eurocurrency Rate Loans, the The Administrative Agent shall promptly notify each Applicable Tranche Lender thereof. Each such Lender (in the case of any such request pertaining to Eurocurrency Rate Loans) shall notify the Administrative Agent, not later than 11:00 a.m., seven ten Business Days after receipt of such request whether it consents, in its sole discretion, to the making of Eurocurrency Rate Alternative Currency Loans in such requested currency. (c) Any failure by an Applicable Tranche a Lender to respond to such request within the time period specified in the preceding sentence shall be deemed to be a refusal by such Lender to permit Eurocurrency Rate Alternative Currency Loans to be made in such requested currency for the applicable tranchecurrency. If the Administrative Agent and all the Applicable Tranche Lenders consent to making Eurocurrency Rate Alternative Currency Loans in such requested currency under currency, and the applicable trancheAdministrative Agent, such Lenders and the Borrower reasonably determine that an appropriate interest rate is available to be used for such requested currency, the Administrative Agent shall so notify the Borrowers Borrower and (i) the Administrative Agent and such Lenders, with the consent of the Borrower (such consent not to be unreasonably withheld, conditioned or delayed), may amend the definition of Alternative Currency Daily Rate or Alternative Currency Term Rate to the extent necessary to add the applicable rate for such currency and any applicable adjustment for such rate and (ii) to the extent the definition of Alternative Currency Daily Rate or Alternative Currency Term Rate, as applicable, has been amended to reflect the appropriate rate for such currency, such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Committed Borrowings of Eurocurrency Rate Loans under such trancheAlternative Currency Loans. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.61.06, the Administrative Agent shall promptly so notify the BorrowersBorrower.

Additional Alternative Currencies. (a) The Tranche A Borrowers or TCCI Company may from time to time request that Eurocurrency Rate Loans be made in a currency other than those specifically listed in the definition of “Alternative Currency;” provided that (i) such requested currency is an Eligible Currency and (ii) such requested currency shall only be treated as a lawful currency (other than US Dollars) “LIBOR Quoted Currency” to the extent that there is readily available and freely transferable and convertible into US Dollarsa published LIBOR rate for such currency. In the case of any such request with respect to the making of Eurocurrency Rate Loans, such request shall be subject to the approval of the Administrative Agent and the Applicable Tranche Lenders. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., 10 20 Business Days prior to the date of the desired Committed Loan Credit Extension (or such other time or date as may be agreed by the Administrative Agent in its sole discretion). In the case of any such request pertaining to Eurocurrency Rate Loans, the Administrative Agent shall promptly notify each Applicable Tranche Appropriate Lender thereof. Each such Lender (in the case of any such request pertaining to Eurocurrency Rate Loans) shall notify the Administrative Agent, not later than 11:00 a.m., seven ten Business Days after receipt of such request whether it consents, in its sole discretion, to the making of Eurocurrency Rate Loans in such requested currency. (c) Any failure by an Applicable Tranche a Lender to respond to such request within the time period specified in the preceding sentence shall be deemed to be a refusal by such Lender to permit Eurocurrency Rate Loans to be made in such requested currency for the applicable tranchecurrency. If the Administrative Agent and all the Applicable Tranche Lenders consent to making Eurocurrency Rate Loans in such requested currency under the applicable tranchecurrency, the Administrative Agent shall so notify the Borrowers Company and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Committed Borrowings of Eurocurrency Rate Loans under such trancheLoans. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.61.06, the Administrative Agent shall promptly so notify the BorrowersCompany.

Additional Alternative Currencies. (a) The Tranche A Borrowers or TCCI Borrower may from time to time request that Eurocurrency Rate Loans be made and/or Letters of Credit be issued in a currency other than those specifically listed in the definition of “Alternative Currency;” ”; provided that (i) such requested currency is an Eligible Currency and (ii) such requested currency shall only be treated as a lawful currency (other than US Dollars) “LIBOR Quoted Currency” to the extent that there is readily available and freely transferable and convertible into US Dollarspublished LIBOR rate for such currency. In the case of any such request with respect to the making of Eurocurrency Rate Loans, such request shall be subject to the approval of the Administrative Agent Lender, and in the Applicable Tranche Lenderscase of any such request with respect to the issuance of Letters of Credit, such request shall be subject to the approval of the Lender. (b) Any such request shall be made to the Administrative Agent Lender not later than 11:00 a.m., 10 twenty (20) Business Days prior to the date of the desired Committed Loan Credit Extension (or such other time or date as may be agreed by the Administrative Agent Lender in its sole discretion). In the case of any such request pertaining to Eurocurrency Rate Loans, the Administrative Agent shall promptly notify each Applicable Tranche Lender thereof. Each such Lender (in the case of any such request pertaining to Eurocurrency Rate Loans) shall notify the Administrative Agent, not later than 11:00 a.m., seven Business Days after receipt of such request whether it consents, in its sole discretion, to the making of Eurocurrency Rate Loans in such requested currency. (c) Any failure by an Applicable Tranche Lender to respond to such request within the time period specified in the preceding sentence shall be deemed to be a refusal by such Lender to permit Eurocurrency Rate Loans to be made in such requested currency for the applicable tranche. If the Administrative Agent and all the Applicable Tranche Lenders consent Lender consents to making Eurocurrency Rate Loans or Letters of Credit in such requested currency under and the applicable trancheLender reasonably determines that an appropriate interest rate is available to be used for such requested currency, the Administrative Agent Lender shall so notify the Borrowers Borrower and may amend the definition of Eurocurrency Rate for any Non-LIBOR Quoted Currency to the extent necessary to add the applicable Eurocurrency Rate for such currency and (ii) to the extent the definition of Eurocurrency Rate reflects the appropriate interest rate for such currency or has been amended to reflect the appropriate rate for such currency, such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Committed Borrowings of Eurocurrency Rate Loans under such tranche. If or the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.6issuance of Letters of Credit, the Administrative Agent shall promptly so notify the Borrowersas applicable.

Additional Alternative Currencies. (a) The Tranche A Borrowers or TCCI Borrower Representative may from time to time request that Eurocurrency Rate Loans under any Facility be made in a currency other than those specifically listed in permitted under the definition terms of “Alternative Currency;” provided that such requested currency is a lawful currency (other than US Dollars) that is readily available and freely transferable and convertible into US Dollarsthis Agreement. In the case of any such request with respect to the making of Eurocurrency Rate Loans, such Such request shall be subject to the approval of the Administrative Agent and each Lender (such approval not to be unreasonably withheld, conditioned or delayed) with a Commitment under which such currency is requested to be made available (each, an “Approving Lender”). If any Approving Lender does not approve the Applicable Tranche Lendersextension of Loans denominated in the requested currency, no such Loans will be required to be made hereunder. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m.1:30 p.m. Local Time, 10 ten (10) Business Days prior to the date of the desired Committed Loan Advance (or such other time or date as may be agreed by the Administrative Agent in its sole discretionPermitted Discretion). In the case of any such request pertaining to Eurocurrency Rate Loans, the The Administrative Agent shall promptly notify each Applicable Tranche Approving Lender thereof. Each such Approving Lender (in the case of any such request pertaining to Eurocurrency Rate Loans) shall notify the Administrative Agent, not later than 11:00 a.m.a.m. (New York City time), seven five (5) Business Days after receipt of such request whether it consents, in its sole reasonable discretion, to the making of Eurocurrency Rate Loans in such requested currency. (c) Any failure by an Applicable Tranche Lender to respond to such request within the time period specified in the preceding sentence shall be deemed to be a refusal by such Lender to permit Eurocurrency Rate Loans to be made in such requested currency for the applicable tranche. If the Administrative Agent and all the Applicable Tranche Approving Lenders consent to making Eurocurrency Rate Loans in such requested currency under and the applicable trancheAdministrative Agent and such Approving Lenders reasonably determine that an appropriate interest rate is available to be used for such requested currency, the Administrative Agent shall so notify the Borrowers Borrower Representative and (i) the Administrative Agent and such Approving Lenders may amend this Agreement to the extent necessary to add the applicable interest rate for Loans advanced in the requested currency shall thereupon be deemed for all purposes and to be an Alternative Currency hereunder for purposes of any Committed Borrowings of Eurocurrency Rate Loans under such trancheestablish to the appropriate borrowing mechanics therefore. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.61.07, the Administrative Agent shall promptly so notify the BorrowersBorrower Representative.

Additional Alternative Currencies. (a) The Tranche A Borrowers or TCCI Company may from time to time request that Eurocurrency Rate Alternative Currency Loans be made in a currency other than those specifically listed in the definition of “Alternative Currency;” provided that such requested currency is a lawful currency (other than US Dollars) that is readily available and freely transferable and convertible into US Dollarsan Eligible Currency. In the case of any such request with respect to the making of Eurocurrency Rate Alternative Currency Loans, such request shall be subject to the approval of the Administrative Agent and the Applicable Tranche Lenders. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., 10 fifteen (15) Business Days prior to the date of the desired Committed Loan Borrowing (or such other time or date as may be agreed by the Administrative Agent in its sole discretionAgent). In the case of any such request pertaining to Eurocurrency Rate Alternative Currency Loans, the Administrative Agent shall promptly notify each Applicable Tranche Lender thereof. Each such Lender (in the case of any such request pertaining to Eurocurrency Rate Alternative Currency Loans) shall notify the Administrative Agent, not later than 11:00 a.m., seven ten (10) Business Days after receipt of such request whether it consents, in its sole discretion, to the making of Eurocurrency Rate Alternative Currency Loans in such requested currency. (c) Any failure by an Applicable Tranche a Lender to respond to such request within the time period specified in the preceding sentence shall be deemed to be a refusal by such Lender to permit Eurocurrency Rate Alternative Currency Loans to be made in such requested currency for the applicable tranchecurrency. If the Administrative Agent and all the Applicable Tranche Lenders consent to making Eurocurrency Rate Alternative Currency Loans in such requested currency under and the applicable trancheAdministrative Agent and such Lenders reasonably determine that an appropriate interest rate is available to be used for such requested currency, the Administrative Agent shall so notify the Borrowers Company and (i) the Administrative Agent and such Lenders may amend the definition of Alternative Currency Daily Rate or Alternative Currency Term Rate to the extent necessary to add the applicable rate for such currency and any applicable adjustment for such rate and (ii) to the extent the definition of Alternative Currency Daily Rate or Alternative Currency Term Rate, as applicable, has been amended to reflect the appropriate rate for such currency, such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Committed Borrowings of Eurocurrency Rate Loans under such trancheAlternative Currency Loans. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.61.07, the Administrative Agent shall promptly so notify the BorrowersCompany.

Additional Alternative Currencies. (a) The Tranche A Borrowers or TCCI may from time to time request that Eurocurrency Rate Alternative Currency Loans be made be issued in a currency other than those specifically listed in the definition of “Alternative Currency;” ”; provided that such requested currency is a lawful currency (other than US Dollars) that is readily available and freely transferable and convertible into US Dollarsan Eligible Currency. In the case of any such request with respect to the making of Eurocurrency Rate Alternative Currency Loans, such request shall be subject to the approval of the Administrative Agent and the Applicable Tranche Lenderseach Revolving B Lender with a Commitment under which such currency is requested to be made available. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., 10 twenty (20) Business Days prior to the date of the desired Committed Loan Credit Extension (or such other time or date as may be agreed by the Administrative Agent in its sole discretion). In the case of any such request pertaining to Eurocurrency Rate Alternative Currency Loans, the Administrative Agent shall promptly notify each Applicable Tranche applicable Revolving B Lender thereof. Each such applicable Revolving B Lender (in the case of any such request pertaining to Eurocurrency Rate Alternative Currency Loans) shall notify the Administrative Agent, not later than 11:00 a.m., seven ten (10) Business Days after receipt of such request whether it consents, in its sole discretion, to the making of Eurocurrency Rate Alternative Currency Loans in such requested currency. (c) Any failure by an Applicable Tranche a Revolving B Lender to respond to such request within the time period specified in the preceding sentence shall be deemed to be a refusal by such Revolving B Lender to permit Eurocurrency Rate Alternative Currency Loans to be made in such requested currency for the applicable tranchecurrency. If the Administrative Agent and all the Applicable Tranche Revolving B Lenders consent to making Eurocurrency Rate Alternative Currency Loans in such requested currency under and the applicable trancheAdministrative Agent and such Revolving B Lenders reasonably determine that an appropriate interest rate is available to be used for such requested currency, the Administrative Agent shall so notify the Borrowers and (i) the Administrative Agent and such Revolving B Lenders may amend the definition of Alternative Currency Daily Rate or Alternative Currency Term Rate to the extent necessary to add the applicable rate for such currency and any applicable adjustment for such rate and (ii) to the extent the definition of Alternative Currency Daily Rate or Alternative Currency Term Rate, as applicable, has been amended to reflect the appropriate rate for such currency, such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Committed Borrowings of Eurocurrency Rate Loans under such trancheAlternative Currency Loans. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.61.10, the Administrative Agent shall promptly so notify the Borrowers.

Additional Alternative Currencies. (a) The Tranche A Borrowers or TCCI Borrower may from time to time request that Eurocurrency Rate Alternative Currency Loans be made in a currency other than those specifically listed in the definition of “Alternative Currency;” ”; provided that such requested currency is a lawful currency (other than US Dollars) that is readily available and freely transferable and convertible into US Dollarsan Eligible Currency. In the case of any such request with respect to the making of Eurocurrency Rate Loans, Any such request shall be subject to the approval of the Lead Administrative Agent and the Applicable Tranche Lenders. (b) Any such request shall be made to the Lead Administrative Agent not later than 11:00 a.m., 10 ten (10) Business Days prior to the date of the desired Committed Loan Credit Extension (or such other time or date as may be agreed by the Lead Administrative Agent in its sole discretion). In the case of any such request pertaining to Eurocurrency Rate Alternative Currency Loans, the Lead Administrative Agent shall promptly notify each Applicable Tranche Lender thereof. Each such Lender (in the case of any such request pertaining to Eurocurrency Rate Alternative Currency Loans) shall notify the Lead Administrative Agent, not later than 11:00 a.m., seven five (5) Business Days after receipt of such request whether it consents, in its sole discretion, to the making of Eurocurrency Rate Alternative Currency Loans in such requested currency. (c) Any failure by an Applicable Tranche a Lender to respond to such request within the time period specified in the preceding last sentence of Section 1.06(b) shall be deemed to be a refusal by such Lender to permit Eurocurrency Rate Alternative Currency Loans to be made in such requested currency for the applicable tranchecurrency. If the Lead Administrative Agent and all the Applicable Tranche Lenders consent to making Eurocurrency Rate Alternative Currency Loans in such requested currency under currency, and the applicable trancheLead Administrative Agent and such Lenders reasonably determine that an appropriate interest rate is available to be used for such requested currency, the Lead Administrative Agent shall so notify the Borrowers Borrower and (i) the Lead Administrative Agent and such Lenders may amend the definition of Alternative Currency Daily Rate or Alternative Currency Term Rate to the extent necessary to add the applicable rate for such currency and any applicable adjustment for such rate and (ii) to the extent the definition of Alternative Currency Daily Rate or Alternative Currency Term Rate, as applicable, has been amended to reflect the appropriate rate for such currency, such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Committed Borrowings of Eurocurrency Rate Loans under such trancheAlternative Currency Loans. If the Lead Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.61.06, the Lead Administrative Agent shall promptly so notify the BorrowersBorrower.

Additional Alternative Currencies. (a) The Tranche A Borrowers or TCCI Borrower may from time to time request that Eurocurrency Rate Eurodollar Revolving Credit Loans be made in a currency other than those specifically listed in the definition of “Alternative Currency;” ”; provided that such requested currency is a lawful currency (other than US Dollars) that is readily available and freely transferable and convertible into US Dollars. In the case of any such request with respect to the making of Eurocurrency Rate Eurodollar Revolving Credit Loans, such request shall be subject to the approval of the Administrative Agent and the Applicable Tranche Lenderseach Revolving Credit Lender. (ba) Any such request shall be made to the Administrative Agent not later than 11:00 a.m.a.m. (New York time), 10 ten (10) Business Days prior to the date of the desired Committed Loan borrowing (or such other time or date as may be agreed by the Administrative Agent in its sole discretionAgent). In the case of any such request pertaining to Eurocurrency Rate Loans, the The Administrative Agent shall promptly notify each Applicable Tranche Revolving Credit Lender thereof. Each such Revolving Credit Lender (in the case of any such request pertaining to Eurocurrency Rate Loans) shall notify the Administrative Agent, not later than 11:00 a.m.a.m. (New York time), seven five Business Days after receipt of such request whether it consents, in its sole discretion, to the making of Eurocurrency Rate Eurodollar Revolving Credit Loans in such requested currency. (cb) Any failure by an Applicable Tranche a Revolving Credit Lender to respond to such request within the time period specified in the preceding sentence paragraph shall be deemed to be a refusal by such Revolving Credit Lender to permit Eurocurrency Rate Eurodollar Revolving Credit Loans to be made in such requested currency for the applicable tranchecurrency. If the Administrative Agent and all the Applicable Tranche Revolving Credit Lenders consent to making Eurocurrency Rate Eurodollar Revolving Credit Loans in such requested currency under the applicable tranchecurrency, the Administrative Agent shall so notify the Borrowers Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Committed Borrowings of Eurocurrency Rate Loans under such trancheEurodollar Revolving Credit Loans. If the Administrative Agent shall fail to obtain any consent to any request for an additional currency under this Section 1.6Section, the Administrative Agent shall promptly so notify the Borrowers.Borrower

Additional Alternative Currencies. (a) The Tranche A Borrowers or TCCI Company may from time to time request that Eurocurrency Rate Loans be made in a currency other than those specifically listed in the definition of “Alternative Currency;” ”; provided that (i) such requested currency is an Eligible Currency and (ii) such requested currency shall only be treated as a lawful currency (other than US Dollars) “LIBOR Quoted Currency” to the extent that there is readily available and freely transferable and convertible into US Dollarspublished LIBOR rate for such currency. In the case of any such request with respect to the making of Eurocurrency Rate Loans, such request shall be subject to the approval of the Administrative Agent and the Applicable Tranche Lenderseach Bank. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m.a.m. (New York City time), 10 twenty (20) Business Days prior to the date of the desired Committed Loan Borrowing (or such other time or date as may be agreed by the Administrative Agent in its sole discretion). In the case of any such request pertaining to Eurocurrency Rate Loans, the Administrative Agent shall promptly notify each Applicable Tranche Lender Bank thereof. Each such Lender Bank (in the case of any such request pertaining to Eurocurrency Rate Loans) shall notify the Administrative Agent, not later than 11:00 a.m.a.m. (New York City time), seven ten (10) Business Days after receipt of such request whether it consents, in its sole discretion, to the making of Eurocurrency Rate Loans in such requested currency. (c) Any failure by an Applicable Tranche Lender a Bank to respond to such request within the time period specified in the preceding sentence shall be deemed to be a refusal by such Lender Bank to permit Eurocurrency Rate Loans to be made in such requested currency for the applicable tranchecurrency. If the Administrative Agent and all the Applicable Tranche Lenders Banks consent to making Eurocurrency Rate Loans in such requested currency under and the applicable trancheAdministrative Agent and such Banks reasonably determine that an appropriate interest rate is available to be used for such requested currency, the Administrative Agent shall so notify the Borrowers Company and (i) the Administrative Agent and such Banks may amend the definition of Eurocurrency Rate for any Non-LIBOR Quoted Currency to the extent necessary to add the applicable Eurocurrency Rate for such currency and (ii) to the extent the definition of Eurocurrency Rate reflects the appropriate interest rate for such currency or has been amended to reflect the appropriate rate for such currency, such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Committed Borrowings of Eurocurrency Rate Loans under such trancheLoans. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.61.04, the Administrative Agent shall promptly so notify the BorrowersCompany.

Additional Alternative Currencies. (a) The Tranche A Borrowers or TCCI Borrower may from time to time request that Eurocurrency Rate Eurodollar Revolving Credit Loans be made in a currency other than those specifically listed in the definition of “Alternative Currency;” ”; provided that such requested currency is a lawful currency (other than US Dollars) that is readily available and freely transferable and convertible into US Dollars. In the case of any such request with respect to the making of Eurocurrency Rate Eurodollar Revolving Credit Loans, such request shall be subject to the approval of the Administrative Agent and the Applicable Tranche Lenderseach Revolving Credit Lender. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m.a.m. (New York time), 10 ten (10) Business Days prior to the date of the desired Committed Loan borrowing (or such other time or date as may be agreed by the Administrative Agent in its sole discretionAgent). In the case of any such request pertaining to Eurocurrency Rate Loans, the The Administrative Agent shall promptly notify each Applicable Tranche Revolving Credit Lender thereof. Each such Revolving Credit Lender (in the case of any such request pertaining to Eurocurrency Rate Loans) shall notify the Administrative Agent, not later than 11:00 a.m.a.m. (New York time), seven five Business Days after receipt of such request whether it consents, in its sole discretion, to the making of Eurocurrency Rate Eurodollar Revolving Credit Loans in such requested currency. (c) Any failure by an Applicable Tranche a Revolving Credit Lender to respond to such request within the time period specified in the preceding sentence paragraph shall be deemed to be a refusal by such Revolving Credit Lender to permit Eurocurrency Rate Eurodollar Revolving Credit Loans to be made in such requested currency for the applicable tranchecurrency. If the Administrative Agent and all the Applicable Tranche Revolving Credit Lenders consent to making Eurocurrency Rate Eurodollar Revolving Credit Loans in such requested currency under the applicable tranchecurrency, the Administrative Agent shall so notify the Borrowers Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Committed Borrowings of Eurocurrency Rate Loans under such trancheEurodollar Revolving Credit Loans. If the Administrative Agent shall fail to obtain any consent to any request for an additional currency under this Section 1.6Section, the Administrative Agent shall promptly so notify the Borrowers.Borrower

Additional Alternative Currencies. (a) The Tranche A Borrowers or TCCI Company may from time to time request that Eurocurrency Rate Committed Loans be made in a currency other than those specifically listed in the definition of “Alternative Currency;” provided that such requested currency is a lawful currency (other than US Dollars) that is readily available and freely transferable and convertible into US Dollars. In the case of any such request with respect to the making of Eurocurrency Rate Committed Loans, such request shall be subject to the approval of the Administrative Agent and the Applicable Tranche Lenders. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., 10 20 Business Days prior to the date of the desired Committed Loan Credit Extension (or such other time or date as may be agreed by the Administrative Agent in its sole discretion). In the case of any such request pertaining to Eurocurrency Rate Committed Loans, the Administrative Agent shall promptly notify each Applicable Tranche Lender thereof. Each such Lender (in the case of any such request pertaining to Eurocurrency Rate Committed Loans) shall notify the Administrative Agent, not later than 11:00 a.m., seven ten Business Days after receipt of such request whether it consents, in its sole discretion, to the making of Eurocurrency Rate Committed Loans in such requested currency. (c) Any failure by an Applicable Tranche a Lender to respond to such request within the time period specified in the preceding sentence shall be deemed to be a refusal by such Lender to permit Eurocurrency Rate Committed Loans to be made in such requested currency for the applicable tranchecurrency. If the Administrative Agent and all the Applicable Tranche Lenders consent to making Eurocurrency Rate Committed Loans in such requested currency under the applicable tranchecurrency, the Administrative Agent shall so notify the Borrowers Company and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Committed Borrowings of Eurocurrency Rate Loans under such trancheCommitted Loans. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.61.06, the Administrative Agent shall promptly so notify the BorrowersCompany.

Additional Alternative Currencies. (a) The Tranche A Borrowers or TCCI may from time to time request that Eurocurrency Rate Loans Letters of Credit be made issued in a currency other than those specifically listed in the definition of “Alternative Currency;” dollars; provided that such requested currency is a lawful currency (other than US Dollars) that is readily available and freely transferable and convertible into US Dollarsan Eligible Currency. In the case of any such request with respect to the making of Eurocurrency Rate Loans, such Such request shall be subject to the approval of the Administrative Agent and the Applicable Tranche Lenders. (b) applicable Issuing Banks. Any such request shall be made to the Administrative Agent not later than 11:00 a.m., 10 twenty (20) Business Days prior to the date of the desired Committed Loan issuance, extension or increase of any Letter of Credit to be issued in such currency (or such other time or date as may be reasonably agreed by the Administrative Agent in its sole discretionand the applicable Issuing Banks). In the case of any such request pertaining to Eurocurrency Rate Loans, the The Administrative Agent shall promptly notify each Applicable Tranche Lender the applicable Issuing Banks thereof. Each such Lender (in the case of any such request pertaining to Eurocurrency Rate Loans) The applicable Issuing Bank shall notify the Administrative Agent, not later than 11:00 a.m., seven ten (10) Business Days after receipt of such request whether it consents, in its sole discretion, to the making issuance of Eurocurrency Rate Loans Letters of Credit, as the case may be, in such requested currency. (cb) Any failure by an Applicable Tranche Lender Issuing Bank to respond to such request within the time period specified in the preceding sentence clause (b) shall be deemed to be a refusal by such Lender Issuing Bank to permit Eurocurrency Rate Loans Letters of Credit to be made issued in such requested currency for the applicable tranchecurrency. If the Administrative Agent and all the Applicable Tranche Lenders applicable Issuing Bank consent to making Eurocurrency Rate Loans the issuance of Letters of Credit in such requested currency under the applicable tranchecurrency, the Administrative Agent shall so notify the Borrowers applicable Borrower and (A) the Administrative Agent and the applicable Issuing Bank may amend the definition of LIBO Rate for any currency for which there is no published LIBO Rate with respect thereto to the extent necessary to add the applicable LIBO Rate for such currency and (B) to the extent the definition of “LIBO Rate” reflects the appropriate interest rate for such currency or has been amended to reflect the appropriate rate for such currency, such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder Currency, for purposes of any Committed Borrowings Letter of Eurocurrency Rate Loans under such trancheCredit issuances. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.61.11, the Administrative Agent shall promptly so notify the Borrowers.applicable Borrower. THE CREDITS

Additional Alternative Currencies. (a) The Tranche A Borrowers or TCCI Borrower may from time to time request that Eurocurrency Rate Alternative Currency Tranche Revolving Loans be made and/or Alternative Currency Tranche Letters of Credit be issued in a currency other than those specifically listed in the definition of “Alternative Currency;” provided that such requested currency is a lawful currency (other than US Dollars) that is readily available and freely transferable and convertible into US Dollars. In the case of any such request with respect to the making of Eurocurrency Rate Alternative Currency Tranche Revolving Loans, such request shall be subject to the approval of the Administrative Agent and the Applicable Required Alternative Currency Tranche Revolving Lenders; and in the case of any such request with respect to the issuance of Alternative Currency Tranche Letters of Credit, such request shall be subject to the approval of the Administrative Agent and the L/C Issuer. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., 10 twenty (20) Business Days prior to the date of the desired Committed Loan Credit Extension (or such other time or date as may be agreed by the Administrative Agent and, in the case of any such request pertaining to Alternative Currency Tranche Letters of Credit, the L/C Issuer, in its or their sole discretion). In the case of any such request pertaining to Eurocurrency Rate Alternative Currency Tranche Revolving Loans, the Administrative Agent shall promptly notify each Applicable Alternative Currency Tranche Revolving Lender thereof; and in the case of any such request pertaining to Alternative Currency Tranche Letters of Credit, the Administrative Agent shall promptly notify the L/C Issuer thereof. Each such Alternative Currency Tranche Revolving Lender (in the case of any such request pertaining to Eurocurrency Rate Alternative Currency Tranche Revolving Loans) or the L/C Issuer (in the case of a request pertaining to Alternative Currency Tranche Letters of Credit) shall notify the Administrative Agent, not later than 11:00 a.m., seven ten (10) Business Days after receipt of such request whether it consents, in its sole discretion, to the making of Eurocurrency Rate Alternative Currency Tranche Revolving Loans or the issuance of Letters of Credit, as the case may be, in such requested currency and whether it is able to fund in such requested currency. (c) Any failure by an Applicable Alternative Currency Tranche Revolving Lender or the L/C Issuer, as the case may be, to respond to such request within the time period specified in the preceding sentence shall be deemed to be a refusal by such Lender or the L/C Issuer, as the case may be, to permit Eurocurrency Rate Alternative Currency Tranche Revolving Loans to be made or Alternative Currency Tranche Letters of Credit to be issued in such requested currency for the applicable tranchecurrency. If the Administrative Agent and all the Applicable Required Alternative Currency Tranche Revolving Lenders consent to making Eurocurrency Rate Alternative Currency Tranche Revolving Loans in such requested currency under the applicable tranchecurrency, the Administrative Agent shall so notify the Borrowers Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Committed Borrowings of Eurocurrency Alternative Currency Tranche Eurodollar Rate Loans; and if the Administrative Agent and the L/C Issuer consent to the issuance of Alternative Currency Tranche Letters of Credit in such requested currency, the Administrative Agent shall so notify the Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Alternative Currency Tranche Letter of Credit issuances. In the event that an Alternative Currency Tranche Revolving Lender shall have notified the Administrative Agent, as provided in Section 1.07(b), that it is not able to fund in the requested currency, such Alternative Currency Tranche Revolving Lender shall have no obligation to make Loans under in such trancherequested currency. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.61.06, the Administrative Agent shall promptly so notify the BorrowersBorrower. Any specified currency of an Existing Letter of Credit that is neither Dollars nor one of the Alternative Currencies specifically listed in the definition of “Alternative Currency” shall be deemed an Alternative Currency with respect to such Existing Letter of Credit only.

Additional Alternative Currencies. (a) The Tranche A Borrowers or TCCI Airgas may from time to time request that Eurocurrency Rate Foreign Currency Loans be made in a currency other than those specifically listed in the definition of “Alternative Foreign Currency;” ”; provided that such requested currency is a lawful currency (other than US U.S. Dollars) that is readily available and freely transferable and convertible into US U.S. Dollars. In the case of any such request with respect to the making of Eurocurrency Rate Foreign Currency Loans, such request shall be subject to the approval of the Administrative U.S. Agent and the Applicable Tranche Foreign Currency Lenders. (b) Any such request shall be made to the Administrative U.S. Agent not later than 11:00 a.m., 10 ten Business Days prior to the date of the desired Committed Loan borrowing (or, if requested by Airgas or a Foreign Borrower, such other time or date as may be agreed by the Administrative U.S. Agent in its sole discretion). In the case of any such request pertaining to Eurocurrency Rate Loans, the Administrative The U.S. Agent shall promptly notify each Applicable Tranche Foreign Currency Lender thereof. Each such Foreign Currency Lender (in the case of any such request pertaining to Eurocurrency Rate Loans) shall notify the Administrative U.S. Agent, not later than 11:00 a.m., seven five Business Days after receipt of such request whether it consents, in its sole discretion, to the making of Eurocurrency Rate Foreign Currency Loans in such requested currency. (c) Any failure by an Applicable Tranche a Foreign Currency Lender to respond to such request within the time period specified in the preceding sentence shall be deemed to be a refusal by such Foreign Currency Lender to permit Eurocurrency Rate Foreign Currency Loans to be made in such requested currency for the applicable tranchecurrency. If the Administrative U.S. Agent and all the Applicable Tranche Foreign Currency Lenders consent to making Eurocurrency Rate Foreign Currency Loans in such requested currency under the applicable tranchecurrency, the Administrative U.S. Agent shall so notify the Borrowers Airgas and such currency shall thereupon be deemed for all purposes to be an Alternative a Foreign Currency hereunder for purposes of any Committed Borrowings borrowings of Eurocurrency Rate Loans under such trancheForeign Currency Loans. If the Administrative U.S. Agent shall fail to obtain consent to any request for an additional currency under this Section 1.62B.3, the Administrative U.S. Agent shall promptly so notify the BorrowersAirgas.

Additional Alternative Currencies. (a) The Tranche A Borrowers or TCCI Company may from time to time request that Eurocurrency Rate Loans be made and/or Letters of Credit be issued in a currency other than those specifically listed in the definition of “Alternative Currency;” ”; provided that such requested currency is a lawful currency (other than US Dollars) that is readily available and freely transferable and convertible into US Dollars. In the case of any such request with respect to the making of Eurocurrency Rate Loans, such request shall be subject to the approval of the Administrative Agent and the Applicable Tranche LendersLenders that would be obligated to make Credit Extensions denominated in such requested currency. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m.12:00 noon, 10 ten Business Days prior to the date of the desired Committed Loan Credit Extension (or such other time or date as may be agreed by the Administrative Agent in its sole discretionAgent). In the case of any such request pertaining to Eurocurrency Rate Loans, the Administrative Agent shall promptly notify each Applicable Tranche Lender thereof. Each such Lender (in the case of any such request pertaining to Eurocurrency Rate Loans) shall notify the Administrative Agent, not later than 11:00 a.m.12:00 noon, seven two Business Days after receipt of such request whether it consents, in its sole reasonable discretion, to the making of Eurocurrency Rate Loans in such requested currency. (c) Any failure by an Applicable Tranche a Lender to respond to such request within the time period specified in the preceding sentence shall be deemed to be a refusal by such Lender to permit Eurocurrency Rate Loans to be made in such requested currency for the applicable tranchecurrency. If the Administrative Agent and all the Applicable Tranche Lenders that would be obligated to make Credit Extensions denominated in such requested currency consent to making Eurocurrency Rate Loans in such requested currency under the applicable tranchecurrency, the Administrative Agent shall so notify the Borrowers Company and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Committed Borrowings of Eurocurrency Rate Loans under such trancheLoansat the applicable rate. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.61.06, the Administrative Agent shall promptly so notify the BorrowersCompany. (d) In connection with any approved request for an Alternative Currency pursuant to this Section 1.06, Administrative Agent will have the right to make any technical, administrative or operational changes that the Administrative Agent decides may be appropriate to reflect the inclusion of such Alternative Currency and the adoption and implementation of the benchmark rate applicable thereto and to permit the administration thereof by the Administrative Agent from time to time and, notwithstanding anything to the contrary herein or in any other Loan Document, any amendments implementing such changes will become effective without any further action or consent of any other party to this Agreement or any other Loan Document.

Additional Alternative Currencies. (a) The Tranche A Borrowers or TCCI Borrower may from time to time request that Eurocurrency Rate Loans be made in a currency other than those specifically listed in the definition of “Alternative Currency;” provided that such requested currency is a lawful currency (other than US Dollars) that is readily available and freely transferable and convertible into US Dollars. In the case of any such request with respect to the making of Eurocurrency Rate Loans, such request shall be subject to the approval of the Administrative Agent and the Applicable Tranche Lenders. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., 10 20 Business Days prior to the date of the desired Committed Loan Credit Extension (or such other time or date as may be agreed by the Administrative Agent in its sole discretion). In the case of any such request pertaining to Eurocurrency Rate Loans, the Administrative Agent shall promptly notify each Applicable Tranche Lender thereof. Each such Lender (in the case of any such request pertaining to Eurocurrency Rate Loans) shall notify the Administrative Agent, not later than 11:00 a.m., seven ten Business Days after receipt of such request whether it consents, in its sole discretion, to the making of Eurocurrency Rate Loans in such requested currency. (c) Any failure by an Applicable Tranche a Lender to respond to such request within the time period specified in the preceding last sentence of Section 1.06(b) shall be deemed to be a refusal by such Lender to permit Eurocurrency Rate Loans to be made in such requested currency for the applicable tranchecurrency. If the Administrative Agent and all the Applicable Tranche Lenders consent to making Eurocurrency Rate Loans in such requested currency under the applicable tranchecurrency, the Administrative Agent shall so notify the Borrowers Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Committed Borrowings of Eurocurrency Rate Loans under such trancheLoans. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.61.06, the Administrative Agent shall promptly so notify the BorrowersBorrower.

Additional Alternative Currencies. (a) The Tranche A Borrowers or TCCI may from From time to time during the Availability Period, a Specified Account Party may request that Eurocurrency Rate Loans be made any or all of the Lenders to make offers to issue a letter of credit in a currency other than those specifically listed in that is not Dollars or an Alternative Currency at such time (a “Specified Alternative Currency Letter of Credit”) for the definition account of “such Specified Account Party. Each Lender may, but shall have no obligation to, make such offers on terms and conditions that are satisfactory to such Lender, and such Specified Account Party may, but shall have no obligation to, accept any such offers. Such Specified Alternative Currency;” Currency Letter of Credit shall be issued, amended, renewed or extended only if (and upon such issuance, amendment, renewal or extension of each Specified Alternative Currency Letter of Credit XL Group shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension, the Aggregate LC Exposure shall not exceed the aggregate amount of the Commitments. With prior or concurrent notice to the Administrative Agent, each such Specified Alternative Currency Letter of Credit shall be issued, and subsequently, renewed, extended, amended and confirmed, on such terms as XL Group, the Specified Account Party and such Lender shall agree, including expiry, drawing conditions, reimbursement, interest, fees and provision of cover; provided that the expiry of any Specified Alternative Currency Letter of Credit shall not be later than the one-year anniversary (or such requested currency is a lawful currency longer period as may be required by any applicable law, rule or regulation, but in no event greater than two years) from the date of issuance thereof (other than US Dollars) that is readily available and freely transferable and convertible into US Dollars. In or, in the case of any renewal or extension thereof, one-year after such request renewal or extension). Each of XL Group and the issuer of a Specified Alternative Currency Letter of Credit shall provide the Administrative Agent prompt written notice of the amount, currency, date of issuance and any extension of, and each disbursement under, such Letter of Credit and reimbursement of such disbursement under such Letter of Credit. XL Group and each issuer of a Specified Alternative Currency Letter of Credit shall provide such additional information with respect to such Specified Alternative Currency Letter of Credit as the Administrative Agent may reasonably request. Notwithstanding anything in this Agreement to the contrary, the Administrative Agent has no responsibility with respect to the making issuance, renewal, extension, amendment or other administration of Eurocurrency Rate Loans, such request shall be subject to the approval any Specified Alternative Currency Letter of the Administrative Agent and the Applicable Tranche LendersCredit. (b) Any such request shall be made Subject to the Administrative Agent not later than 11:00 a.m.terms and conditions hereof, 10 Business Days prior to each Alternative Currency Letter of Credit under (and as defined in) the date Existing Unsecured Credit Agreement which is outstanding on the Effective Date and listed on Schedule VI as an “Alternative Currency Letter of Credit” (the desired Committed Loan (or such other time or date as may “Existing Specified Alternative Currency Letters of Credit”) shall automatically be agreed deemed continued hereunder on the Effective Date by the Administrative Agent in its sole discretion). In the case of any such request pertaining to Eurocurrency Rate Loans, the Administrative Agent shall promptly notify each Applicable Tranche Lender thereof. Each such Lender (in the case of any such request pertaining to Eurocurrency Rate Loans) shall notify the Administrative Agent, not later than 11:00 a.m., seven Business Days after receipt issuing lender of such request whether it consentsExisting Specified Alternative Currency Letter of Credit, in its sole discretion, to the making and each such Existing Specified Alternative Currency Letter of Eurocurrency Rate Loans in such requested currency. (c) Any failure by an Applicable Tranche Lender to respond to such request within the time period specified in the preceding sentence Credit shall be deemed to be a refusal by Specified Alternative Currency Letter of Credit for all purposes of this Agreement as of the Effective Date. The issuing lender under such Lender Existing Specified Alternative Currency Letter of Credit shall not be required to permit Eurocurrency Rate Loans agree to be made in renewals, extensions or replacements of such requested currency for Existing Specified Alternative Currency Letters of Credit and is entitled to issue notices of non-renewal at the applicable tranche. If appropriate times to the beneficiaries under such Existing Specified Alternative Currency Letters of Credit, provided the issuing lender thereunder provides written notice thereof to the Administrative Agent and all the Applicable Tranche Lenders consent Specified Account Parties on or prior to making Eurocurrency Rate Loans in the date of issuance of such requested currency under notice of non-renewal to the applicable tranchebeneficiaries. Upon termination or expiry of any Existing Specified Alternative Currency Letters of Credit, such letter of credit may be replaced by a Letter of Credit issued hereunder, but for the avoidance of doubt, the Administrative Agent issuing lender thereunder shall so notify the Borrowers and such currency shall thereupon be deemed for all purposes have no obligation to be an Alternative Currency hereunder for purposes issue any replacement Letter of any Committed Borrowings of Eurocurrency Rate Loans under such tranche. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.6, the Administrative Agent shall promptly so notify the BorrowersCredit other than in its capacity as a Lender or Issuing Lender hereunder.

Additional Alternative Currencies. (a) The Tranche A Borrowers or TCCI Borrower may from time to time request that Eurocurrency Rate Alternative Currency Loans be made in a currency other than those specifically listed in the definition of “Alternative Currency;,” provided that such requested currency is a lawful currency (other than US Dollars) that is readily available and freely transferable and convertible into US Dollars. In the case of any such request with respect to the making of Eurocurrency Rate Alternative Currency Loans, such request shall be subject to the approval of the Administrative Agent and the Applicable Tranche Lenders. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m.noon, 10 ten Business Days prior to the date of the desired Committed Loan Borrowing (or such other time or date as may be agreed by the Administrative Agent in its sole discretion). In the case of any such request pertaining to Eurocurrency Rate Alternative Currency Loans, the Administrative Agent shall promptly notify each Applicable Tranche Lender thereof. Each such Lender (in the case of any such request pertaining to Eurocurrency Rate Alternative Currency Loans) shall notify the Administrative Agent, not later than 11:00 a.m., seven five Business Days after receipt of such request whether it consents, in its sole discretion, to the making of Eurocurrency Rate Alternative Currency Loans in such requested currency. (c) Any failure by an Applicable Tranche a Lender to respond to such request within the time period specified in the preceding sentence shall be deemed to be a refusal by such Lender to permit Eurocurrency Rate Alternative Currency Loans to be made in such requested currency for the applicable tranchecurrency. If the Administrative Agent and all the Applicable Tranche Lenders consent to making Eurocurrency Rate Alternative Currency Loans in such requested currency under and the applicable trancheAdministrative Agent and such Lenders reasonably determine that an appropriate interest rate is available to be used for such requested currency, the Administrative Agent shall so notify the Borrowers Borrower and (i) the Administrative Agent and such Lenders may amend the definition of Alternative Currency Daily Rate or Alternative Currency Term Rate to the extent necessary to add the applicable rate for such currency and make such other applicable adjustments for such rate and (ii) to the extent the definition of Alternative Currency Daily Rate or Alternative Currency Term Rate, as applicable, has been amended to reflect the appropriate rate for such currency, such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Committed Borrowings Borrowing of Eurocurrency Rate Loans under such trancheAlternative Currency Loans. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.61.06, the Administrative Agent shall promptly so notify the BorrowersBorrower.

Additional Alternative Currencies. (a) The Tranche A Borrowers or TCCI Applicable Borrower may from time to time request that Eurocurrency Rate Committed Loans be made in a currency other than those specifically listed in the definition of “Alternative Currency;” provided that such requested currency is a lawful currency (other than US Dollars) that is readily available and freely transferable and convertible into US Dollarsotherwise meets the requirements set forth in such definition. In the case of any such request with respect to the making of Eurocurrency Rate Loans, such request shall be subject to the approval of the Administrative Agent and the Applicable Tranche Lenders. (b) Any such request shall be made to the Administrative Agent (which shall promptly notify each Lender thereof) not later than 11:00 a.m.12:00 noon, 10 15 Business Days prior to the date of the desired Committed Loan (or such other time or date as may be agreed by the Administrative Agent in its sole discretion). In the case of any such request pertaining to Eurocurrency Rate Loans, the Administrative Agent shall promptly notify each Applicable Tranche Lender thereofCredit Extension. Each such Lender (in the case of any such request pertaining to Eurocurrency Rate Loans) shall notify the Administrative Agent, not later than 11:00 a.m., seven ten Business Days after receipt of such request whether it consents, in its sole discretion, to the making of Eurocurrency Rate Committed Loans in such requested currency. (c) . Any failure by an Applicable Tranche a Lender to respond to such request within the time period specified in the preceding sentence shall not be deemed to be a refusal consent by such Lender to permit Eurocurrency Rate make Committed Loans to be made in such requested currency for the applicable tranchecurrency. If the Administrative Agent and all the Applicable Tranche Lenders consent to making Eurocurrency Rate Committed Loans in such requested currency under the applicable tranchecurrency, the Administrative Agent shall so notify the Borrowers and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes hereunder. (b) The Canadian Borrower may from time to time request that Canadian Loans be made in a currency other than Dollars and Canadian Dollars, provided that such requested currency is also an Alternative Currency. Any such request shall be made to the Administrative Agent (which shall promptly notify the Canadian Agent and each Lender thereof) not later than 12:00 noon, 15 Business Days prior to the date of any Committed Borrowings the desired Credit Extension. The Canadian Agent and each Lender shall notify the Administrative Agent, not later than 11:00 a.m., ten Business Days after receipt of Eurocurrency Rate such request whether it consents, in its sole discretion, to making Canadian Loans under (or purchasing Canadian Risk Participations) in such trancherequested currency. Any failure by the Canadian Agent or a Lender to respond to such request within the time period specified in the preceding sentence shall not be deemed to be a consent by the Canadian Agent or such Lender to make Canadian Loans (or purchase Canadian Risk Participations) in such requested currency. If the Administrative Canadian Agent shall fail to obtain and all the Lenders consent to any request for an additional currency under this Section 1.6making Canadian Loans (or purchasing Canadian Risk Participations) in such requested currency, the Administrative Agent shall promptly so notify the BorrowersCanadian Borrower and such currency shall thereupon be deemed for all purposes to be an Canadian Alternative Currency hereunder. (c) The Australian Borrower may from time to time request that Australian Loans be made in a currency other than Dollars and Australian Dollars, provided that such requested currency is also an Alternative Currency. Any such request shall be made to the Administrative Agent (which shall promptly notify the Australian Agent and each Lender thereof) not later than 12:00 noon, 15 Business Days prior to the date of the desired Credit Extension. The Australian Agent and each Lender shall notify the Administrative Agent, not later than 11:00 a.m., ten Business Days after receipt of such request whether it consents, in its sole discretion, to making Australian Loans (or purchasing Australian Risk Participations) in such requested currency. Any failure by the Australian Agent or a Lender to respond to such request within the time period specified in the preceding sentence shall not be deemed to be a consent by the Australian Agent or such Lender to make Australian Loans (or to purchase Australian Risk Participations) in such requested currency. If the Australian Agent and all the Lenders consent to making Australian Loans (or purchasing Australian Risk Participations) in such requested currency, the Administrative Agent shall so notify the Australian Borrower and such currency shall thereupon be deemed for all purposes to be an Australian Alternative Currency hereunder.

Additional Alternative Currencies. (a) The Tranche A Borrowers or TCCI Borrower may from time to time request that Eurocurrency Rate Loans be made in a currency other than those specifically listed in the definition of “Alternative Currency;” provided that such requested currency is a lawful currency (other than US Dollarsdollars) that is readily available and freely transferable and convertible into US Dollarsdollars. In the case of any such request with respect to the making of Eurocurrency Rate Loans, such request shall be subject to the approval of the Administrative Agent and the Applicable Tranche Lenders. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., 10 20 Business Days prior to the date of the desired Committed Loan Credit Extension (or such other time or date as may be agreed by the Administrative Agent in its sole discretion). In the case of any such request pertaining to Eurocurrency Rate Loans, the Administrative Agent shall promptly notify each Applicable Tranche Lender thereof. Each such Lender (in the case of any such request pertaining to Eurocurrency Rate Loans) shall notify the Administrative Agent, not later than 11:00 a.m., seven ten Business Days after receipt of such request whether it consents, in its sole discretion, to the making of Eurocurrency Rate Loans in such requested currency. (c) Any failure by an Applicable Tranche a Lender to respond to such request within the time period specified in the preceding sentence shall be deemed to be a refusal by such Lender to permit Eurocurrency Rate Loans to be made in such requested currency for the applicable tranchecurrency. If the Administrative Agent and all the Applicable Tranche Lenders consent to making Eurocurrency Rate Loans in such requested currency under the applicable tranchecurrency, the Administrative Agent shall so notify the Borrowers Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Committed Borrowings of Eurocurrency Rate Loans under such trancheLoans. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.61.05, the Administrative Agent shall promptly so notify the BorrowersBorrower.

Additional Alternative Currencies. (a) The Tranche A Borrowers or TCCI Borrower may from time to time request that Eurocurrency Rate Loans Letters of Credit be made issued in a currency other than those specifically listed in the definition of “Alternative Currency;” dollars; provided that such requested currency is a lawful currency (other than US Dollars) that is readily available and freely transferable and convertible into US Dollarsan Eligible Currency. In the case of any such request with respect to the making of Eurocurrency Rate Loans, such Such request shall be subject to the approval of the Administrative Agent and the Applicable Tranche Lenders. (b) applicable Issuing Banks. Any such request shall be made to the Administrative Agent not later than 11:00 a.m., 10 twenty (20) Business Days prior to the date of the desired Committed Loan issuance, extension or increase of any Letter of Credit to be issued in such currency (or such other time or date as may be reasonably agreed by the Administrative Agent in its sole discretionand the applicable Issuing Banks). In the case of any such request pertaining to Eurocurrency Rate Loans, the The Administrative Agent shall promptly notify each Applicable Tranche Lender the applicable Issuing Banks thereof. Each such Lender (in the case of any such request pertaining to Eurocurrency Rate Loans) The applicable Issuing Bank shall notify the Administrative Agent, not later than 11:00 a.m., seven ten (10) Business Days after receipt of such request whether it consents, in its sole discretion, to the making issuance of Eurocurrency Rate Loans Letters of Credit, as the case may be, in such requested currency. (c) Any failure by an Applicable Tranche Lender Issuing Bank to respond to such request within the time period specified in the preceding sentence clause (a) shall be deemed to be a refusal by such Lender Issuing Bank to permit Eurocurrency Rate Loans Letters of Credit to be made issued in such requested currency for the applicable tranchecurrency. If the Administrative Agent and all the Applicable Tranche Lenders applicable Issuing Bank consent to making Eurocurrency Rate Loans the issuance of Letters of Credit in such requested currency under the applicable tranchecurrency, the Administrative Agent shall so notify the Borrowers Borrower and (A) the Administrative Agent and the applicable Issuing Bank may amend the definition of LIBO Rate for any currency for which there is no published LIBO Rate with respect thereto to the extent necessary to add the applicable LIBO Rate for such currency and (B) to the extent the definition of LIBO Rate reflects the appropriate interest rate for such currency or has been amended to reflect the appropriate rate for such currency, such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder Currency, for purposes of any Committed Borrowings Letter of Eurocurrency Rate Loans under such trancheCredit issuances. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.61.12, the Administrative Agent shall promptly so notify the BorrowersBorrower.

Additional Alternative Currencies. (a) The Tranche A Borrowers or TCCI Any Borrower may from time to time request that Committed Borrowings of Eurocurrency Rate Loans be made in a currency other than those specifically listed in the definition of “Alternative Currency;” ”; provided that such requested currency is a lawful currency (other than US Dollars) that is readily available and freely transferable and convertible into US Dollars. In the case of any such request with respect to the making of Eurocurrency Rate Loans, Any such request shall be subject to the approval of the Administrative Agent and the Applicable Tranche Lenderseach Revolving Credit Lender. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., 10 Business Days prior to the date of the desired Committed Loan Borrowing (or such other time or date as may be agreed by the Administrative Agent in its sole discretion). In the case of any such request pertaining to Eurocurrency Rate Loansrequest, the Administrative Agent shall promptly notify each Applicable Tranche Revolving Credit Lender thereof. Each such Revolving Credit Lender (in the case of any such request pertaining to Eurocurrency Rate Loans) shall notify the Administrative Agent, not later than 11:00 a.m., seven 5 Business Days after receipt of such request whether it consents, in its sole discretion, to the making of Eurocurrency Rate Loans in such requested currency. (c) Any failure by an Applicable Tranche a Revolving Credit Lender to respond to such request within the time period specified in the preceding sentence shall be deemed to be a refusal by such Revolving Credit Lender to permit Eurocurrency Rate Loans to be made in such requested currency for the applicable tranchecurrency. If the Administrative Agent and all the Applicable Tranche Revolving Credit Lenders consent to making Eurocurrency Rate Loans in such requested currency under the applicable tranchecurrency, the Administrative Agent shall so notify the Borrowers relevant Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Committed Borrowings of Eurocurrency Rate Loans under such trancheLoans. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.61.06, the Administrative Agent shall promptly so notify the Borrowersrelevant Borrower.

Additional Alternative Currencies. (a) The Tranche A Borrowers or TCCI Borrower may from time to time request that Eurocurrency Rate Multicurrency Tranche Revolving Loans be made and/or Multicurrency Tranche Letters of Credit be issued in a currency other than those specifically listed in the definition of “Alternative Currency;” provided ”; provided, that such requested currency is a lawful currency (other than US Dollars) that is readily available and freely transferable and convertible into US Dollars. In the case of any such request with respect to the making of Eurocurrency Rate Multicurrency Tranche Revolving Loans, such request shall be subject to the approval of the Administrative Agent and each of the Applicable Multicurrency Tranche Revolving Lenders; and in the case of any such request with respect to the issuance of Multicurrency Tranche Letters of Credit, such request shall be subject to the approval of the Administrative Agent, each of the Multicurrency Tranche Revolving Lenders and each of the Multicurrency Tranche Issuing Banks. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m.a.m. (New York City time), 10 ten (10) Business Days prior to the date of the desired Committed Loan (Borrowing or such other time or date Multicurrency Tranche Letter of Credit issuance, as may be agreed by the Administrative Agent in its sole discretion)applicable. In the case of any such request pertaining to Eurocurrency Rate Multicurrency Tranche Revolving Loans, the Administrative Agent shall promptly notify each Applicable Multicurrency Tranche Revolving Lender thereof. Each such Lender (; and in the case of any such request pertaining to Eurocurrency Rate Loans) Multicurrency Tranche Letters of Credit, the Administrative Agent shall promptly notify each Multicurrency Tranche Revolving Lender and each Multicurrency Tranche Issuing Bank thereof. Each Multicurrency Tranche Revolving Credit Lender and each Multicurrency Tranche Issuing Bank shall notify the Administrative Agent, not later than 11:00 a.m.a.m. (New York City time), seven two (2) Business Days after receipt of such request whether it consents, in its sole discretion, to the making of Eurocurrency Rate Multicurrency Tranche Revolving Loans or the issuance of Multicurrency Tranche Letters of Credit, as the case may be, in such requested currency. (c) Any failure by an Applicable a Multicurrency Tranche Revolving Credit Lender or a Multicurrency Tranche Issuing Bank, as the case may be, to respond to such request within the time period specified in the preceding sentence shall be deemed to be a refusal by such Multicurrency Tranche Revolving Lender or Multicurrency Tranche Issuing Bank, as the case may be, to permit Eurocurrency Rate Multicurrency Tranche Revolving Loans to be made or Multicurrency Tranche Letters of Credit to be issued in such requested currency for the applicable tranchecurrency. If the Administrative Agent and all the Applicable Multicurrency Tranche Revolving Lenders consent to making Eurocurrency Rate Multicurrency Tranche Revolving Loans in such requested currency under the applicable tranchecurrency, the Administrative Agent shall so notify the Borrowers Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Committed Borrowings borrowing of Eurocurrency Rate Loans under Multicurrency Tranche Revolving Loans; and if the Administrative Agent, the Multicurrency Tranche Revolving Lenders and the Multicurrency Tranche Issuing Banks consent to the issuance of Multicurrency Tranche Letters of Credit in such trancherequested currency, the Administrative Agent shall so notify the Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Multicurrency Tranche Letter of Credit issuances. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.61.10, the Administrative Agent shall promptly so notify the Borrowers.Borrower thereof. AMERICAS 123601947 85

Additional Alternative Currencies. (a) The Tranche A Borrowers or TCCI Company may from time to time request that Revolving Credit Loans be made as Eurocurrency Rate Loans be made in a currency other than those specifically listed in the definition of “Alternative Currency;” provided that such requested currency is a lawful currency (other than US Dollars) that is readily available and freely transferable and convertible into US Dollars. In the case of any such request with respect to the making of Eurocurrency Rate Loans, Any such request shall be subject to the approval of the Administrative Agent and the Applicable Tranche Revolving Credit Lenders. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., 10 20 Business Days prior to the date of the desired Committed Loan Revolving Credit Borrowing in such proposed currency (or such other time or date as may be agreed by the Administrative Agent Agent, in its sole discretion). In the case of any such request pertaining to Eurocurrency Rate Loans, the The Administrative Agent shall promptly notify each Applicable Tranche Revolving Credit Lender thereof. Each such Revolving Credit Lender (in the case of any such request pertaining to Eurocurrency Rate Loans) shall notify the Administrative Agent, not later than 11:00 a.m., seven ten Business Days after receipt of such request whether it consents, in its sole discretion, to the making of Eurocurrency Rate Loans under the Revolving Credit Facility in such requested currency. (c) Any failure by an Applicable Tranche a Revolving Credit Lender to respond to such request within the time period specified in the preceding sentence shall be deemed to be a refusal by such Revolving Credit Lender to permit Eurocurrency Rate Loans to be made under the Revolving Credit Facility in such requested currency for the applicable tranchecurrency. If the Administrative Agent and all the Applicable Tranche Revolving Credit Lenders consent to making Eurocurrency Rate Loans under the Revolving Credit Facility in such requested currency under the applicable tranchecurrency, the Administrative Agent shall so notify the Borrowers Company and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Committed Revolving Credit Borrowings of Eurocurrency Rate Loans under such trancheLoans. If the Administrative Agent any Revolving Credit Lender shall fail to obtain consent to any request for an additional currency under this Section 1.61.06, the Administrative Agent shall promptly so notify the BorrowersCompany.

Additional Alternative Currencies. (a) The Tranche A Borrowers or TCCI may from time to time request that Eurocurrency Rate Loans one or more additional currencies be made in a currency other than those specifically listed in approved as Alternative Currencies under the definition of “Alternative Currency;” herein, provided that each such requested currency is shall be a lawful currency (other than US Dollars) that is readily available and freely transferable and convertible into US Dollars. In the case of any such request with respect to the making of Eurocurrency Rate Loans, such Such request shall be subject to the approval of the Administrative Agent Agent, Lenders and the Applicable Tranche Lenders. (b) Letter of Credit Issuer. Any such request shall be made to the Administrative Agent not later than 11:00 a.m., 10 fifteen (15) Business Days prior to the date of the desired Committed Loan Borrowing (or such other time or date as may be agreed by the Administrative Agent in its sole discretion). In the case of any such request pertaining to Eurocurrency Rate Loansand, the Administrative Agent shall promptly notify each Applicable Tranche Lender thereof. Each such Lender (in the case of any such request pertaining to Eurocurrency Rate Loans) Letters of Credit, the Letter of Credit Issuer, in its or their sole discretion). Administrative Agent shall promptly notify each Lender and the Letter of Credit Issuer thereof. Each Lender and the Letter of Credit Issuer shall notify the Administrative Agent, not later than 11:00 a.m., seven ten (10) Business Days after receipt of such request whether it consents, in its sole discretion, to the making designation of Eurocurrency Rate Loans in such requested currency. (c) currency as an Alternative Currency hereunder. Any failure by an Applicable Tranche a Lender or the Letter of Credit Issuer, as the case may be, to respond to such request within the time period specified in the preceding sentence shall be deemed to be a refusal by such Lender or the Letter of Credit Issuer, as the case may be, to permit Eurocurrency Rate Loans to be made in designate such requested currency for the applicable trancheas an Alternative Currency. If Administrative Agent, all Lenders and the Administrative Agent and all the Applicable Tranche Lenders consent to making Eurocurrency Rate Loans in such requested currency under the applicable trancheLetter of Credit Issuer provide consent, the Administrative Agent shall so notify the Borrowers and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Committed Borrowings of Eurocurrency Rate Loans under such trancheall purposes. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.6currency, the Administrative Agent shall promptly so notify Borrowers. Any amendments required at the time an additional Alternative Currency is approved, to amend the definitions related to interest rates, or the processes for borrowing and repayment (or otherwise) shall be made, with the approval of Administrative Agent, all Lenders, Letter of Credit Issuer and Borrowers, pursuant to Section 13.01.

Additional Alternative Currencies. (a) The Tranche A Borrowers or TCCI Borrower may from time to time request that Eurocurrency Rate Eurodollar Loans be made in a currency other than those specifically listed in the definition of “Alternative Currency;” provided that such requested currency is a lawful currency (other than US Dollars) that is readily available and freely transferable and convertible into US Dollars. In the case of any such request with respect to the making of Eurocurrency Rate Eurodollar Loans, such request shall be subject to the approval of the Administrative Agent and the Applicable Tranche LendersLenders affected thereby. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., 10 twenty (20) Business Days prior to the date of the desired Committed Loan Extension of Credit (or such other time or date as may be agreed by the Administrative Agent in its sole discretion). In the case of any such request pertaining to Eurocurrency Rate Eurodollar Loans, the Administrative Agent shall promptly notify each Applicable Tranche Lender thereof. Each such Lender (in the case of any such request pertaining to Eurocurrency Rate Eurodollar Loans) shall notify the Administrative Agent, not later than 11:00 a.m., seven ten (10) Business Days after receipt of such request whether it consents, in its sole discretion, to the making of Eurocurrency Rate Eurodollar Loans in such requested currency. (c) Any failure by an Applicable Tranche a Lender to respond to such request within the time period specified in the preceding sentence shall be deemed to be a refusal by such Lender to permit Eurocurrency Rate Eurodollar Loans to be made in such requested currency for the applicable tranchecurrency. If the Administrative Agent and all the Applicable Tranche Lenders consent to making Eurocurrency Rate Eurodollar Loans in such requested currency under the applicable tranchecurrency, the Administrative Agent shall so notify the Borrowers Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Committed Borrowings of Eurocurrency Rate Loans under such trancheEurodollar Loans. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.61.09, the Administrative Agent shall promptly so notify the BorrowersBorrower.

Additional Alternative Currencies. (a) The Tranche A Borrowers or TCCI Company may from time to time request that Eurocurrency Eurodollar Rate Revolving Loans and Eurodollar Margin Bid Loans be made in a currency other than those specifically listed in the definition of “Alternative Currency;” ”; provided that such requested currency is a lawful currency (other than US Dollars) that is readily available and freely transferable and convertible into US Dollars. In the case of any such request with respect to the making of Eurocurrency Eurodollar Rate Revolving Loans or Eurodollar Margin Bid Loans, such request shall be subject to the approval of the Administrative Agent and the Applicable Tranche Revolving Lenders. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., 10 20 Business Days prior to the date of the desired Committed Loan Credit Extension (or such other time or date as may be agreed by the Administrative Agent in its sole discretionAgent). In the case of any such request pertaining to Eurocurrency Eurodollar Rate Revolving Loans or Eurodollar Margin Bid Loans, the Administrative Agent shall promptly notify each Applicable Tranche Revolving Lender thereof. Each such Revolving Lender (in the case of any such request pertaining to Eurocurrency Rate Loans) shall notify the Administrative Agent, not later than 11:00 a.m., seven ten Business Days after receipt of such request whether it consents, in its sole discretion, to the making of Eurocurrency Eurodollar Rate Revolving Loans or Eurodollar Margin Bid Loans in such requested currency. (c) Any failure by an Applicable Tranche a Revolving Lender to respond to such request within the time period specified in the preceding sentence shall be deemed to be a refusal by such Revolving Lender to permit Eurocurrency Eurodollar Rate Revolving Loans or Eurodollar Margin Bid Loans to be made in such requested currency for the applicable tranchecurrency. If the Administrative Agent and all the Applicable Tranche Revolving Lenders consent to making Eurocurrency Eurodollar Rate Revolving Loans or Eurodollar Margin Bid Loans in such requested currency under the applicable tranchecurrency, the Administrative Agent shall so notify the Borrowers Company and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Committed Borrowings of Eurocurrency Eurodollar Rate Revolving Loans under such trancheor Eurodollar Margin Bid Loans. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.61.06, the Administrative Agent shall promptly so notify the BorrowersCompany.

Additional Alternative Currencies. (a) The Tranche A Borrowers or TCCI Company may from time to time request that Eurocurrency Rate Loans be made and/or Letters of Credit be issued in a currency other than those specifically listed in the definition of “Alternative Currency;” provided that such requested currency is a lawful currency (other than US Dollars) that is readily available and freely transferable and convertible into US Dollars. In the case of any such request with respect to the making of Eurocurrency Rate Loans, such request shall be subject to the approval of the Administrative Agent and the Applicable Tranche LendersLenders that would be obligated to make Credit Extensions denominated in such requested currency. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m.12:00 noon, 10 ten Business Days prior to the date of the desired Committed Loan Credit Extension (or such other time or date as may be agreed by the Administrative Agent in its sole discretionAgent). In the case of any such request pertaining to Eurocurrency Rate Loans, the Administrative Agent shall promptly notify each Applicable Tranche Lender thereof. Each such Lender (in the case of any such request pertaining to Eurocurrency Rate Loans) shall notify the Administrative Agent, not later than 11:00 a.m.12:00 noon, seven two Business Days after receipt of such request whether it consents, in its sole reasonable discretion, to the making of Eurocurrency Rate Loans in such requested currency. (c) Any failure by an Applicable Tranche a Lender to respond to such request within the time period specified in the preceding sentence shall be deemed to be a refusal by such Lender to permit Eurocurrency Rate Loans to be made in such requested currency for the applicable tranchecurrency. If the Administrative Agent and all the Applicable Tranche Lenders that would be obligated to make Credit Extensions denominated in such requested currency consent to making Eurocurrency Rate Loans in such requested currency under the applicable tranchecurrency, the Administrative Agent shall so notify the Borrowers Company and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Committed Borrowings of Eurocurrency Rate Loans under such trancheLoans. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.61.06, the Administrative Agent shall promptly so notify the BorrowersCompany.

Additional Alternative Currencies. (a) The Tranche A Borrowers or TCCI Borrower may from time to time request that Eurocurrency Rate Loans be made in a currency other than those specifically listed in the definition of “Alternative Currency;” ”; provided that (i) such requested currency is an Eligible Currency and (ii) such requested currency shall only be treated as a lawful currency (other than US Dollars) “LIBOR Quoted Currency” to the extent that there is readily available and freely transferable and convertible into US Dollarspublished LIBOR rate for such currency. In the case of any such request with respect to the making of Loans as Eurocurrency Rate Loans, such request shall be subject to the approval of the Administrative Agent and the Applicable each Alternative Currency Tranche LendersLender. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., 10 twenty (20) Business Days prior to the date of the desired Committed Loan Credit Extension (or such other time or date (but not less than eleven (11) Business Days prior) as may be agreed by the Administrative Agent in its sole discretion). In the case of any such request pertaining to Loans to be made as Eurocurrency Rate Loans, the Administrative Agent shall promptly notify each Applicable Alternative Currency Tranche Lender thereof. Each such Alternative Currency Tranche Lender (in the case of any such request pertaining to Loans to be made as Eurocurrency Rate Loans) shall notify the Administrative Agent, not later than 11:00 a.m., seven ten (10) Business Days after receipt of such request whether it consents, in its sole discretion, to the making of such Eurocurrency Rate Loans in such requested currency. (c) Any failure by an Applicable Alternative Currency Tranche Lender to respond to such request within the time period specified in the preceding sentence shall be deemed to be a refusal by such Lender to permit Eurocurrency Rate Loans to be made as Eurocurrency Rate Loans in such requested currency for the applicable tranchecurrency. If the Administrative Agent and all the Applicable Alternative Currency Tranche Lenders consent to making Eurocurrency Rate Loans in such requested currency under the applicable tranchecurrency, the Administrative Agent shall so notify Borrower and the Borrowers Alternative Currency Tranche Lenders and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for all purposes of any Committed with respect to Borrowings of Eurocurrency Rate Loans under such tranchemade by Alternative Currency Tranche Lenders. If the Administrative Agent shall fail to obtain consent from any Alternative Currency Tranche Lender to any request for an additional currency under this Section 1.61.06, the Administrative Agent shall promptly so notify Borrower and the BorrowersAlternative Currency Tranche Lenders.

Additional Alternative Currencies. (a) The Tranche A Borrowers or TCCI Company may from time to time request that Eurocurrency Rate Loans be made in a currency other than those specifically listed in the definition of “Alternative Currency;” ”; provided that such requested currency is a lawful currency (other than US Dollars) that is readily available and freely transferable and convertible into US Dollarsan Eligible Currency. In the case of any such request with respect to the making of Eurocurrency Rate Loans, such request shall be subject to the approval of the Administrative Agent and the Applicable Tranche Lenderseach Bank. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m.a.m. (New York City time), 10 twenty (20) Business Days prior to the date of the desired Committed Loan Borrowing (or such other time or date as may be agreed by the Administrative Agent in its sole discretion). In the case of any such request pertaining to Eurocurrency Rate Loans, the Administrative Agent shall promptly notify each Applicable Tranche Lender Bank thereof. Each such Lender Bank (in the case of any such request pertaining to Eurocurrency Rate Loans) shall notify the Administrative Agent, not later than 11:00 a.m.a.m. (New York City time), seven ten (10) Business Days after receipt of such request whether it consents, in its sole discretion, to the making of Eurocurrency Rate Loans in such requested currency. (c) Any failure by an Applicable Tranche Lender a Bank to respond to such request within the time period specified in the preceding sentence shall be deemed to be a refusal by such Lender Bank to permit Eurocurrency Rate Loans to be made in such requested currency for the applicable tranchecurrency. If the Administrative Agent and all the Applicable Tranche Lenders Banks consent to making Eurocurrency Rate Loans in such requested currency under and the applicable trancheAdministrative Agent and such Banks reasonably determine that an appropriate interest rate is available to be used for such requested currency, the Administrative Agent shall so notify the Borrowers Company and (i) the Administrative Agent and such Banks may amend the definition of Eurocurrency Rate to the extent necessary to add the applicable Eurocurrency Rate for such currency and (ii) to the extent the definition of Eurocurrency Rate reflects the appropriate interest rate for such currency or has been amended to reflect the appropriate rate for such currency, such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Committed Borrowings of Eurocurrency Rate Loans under such trancheLoans. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.61.04, the Administrative Agent shall promptly so notify the BorrowersCompany.

Additional Alternative Currencies. (a) The Tranche A Borrowers or TCCI Borrower may from time to time request that Eurocurrency Rate Loans be made in a currency other than those specifically listed in the definition of “"Alternative Currency;” " provided that such requested currency is a lawful currency (other than US Dollars) that is readily available and freely transferable and convertible into US Dollars. In the case of any such request with respect to the making of Eurocurrency Rate Loans, such request shall be subject to the approval of the Administrative Agent and the Applicable Tranche Lenders. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., 10 20 Business Days prior to the date of the desired Committed Loan (or such other time or date as may be agreed by the Administrative Agent in its sole discretion)Credit Extension. In the case of any such request pertaining to Eurocurrency Rate Loans, the The Administrative Agent shall promptly notify each Applicable Tranche Lender thereof. Each such Lender (in the case of any such request pertaining to Eurocurrency Rate Loans) shall notify the Administrative Agent, not later than 11:00 a.m., seven ten Business Days after receipt of such request whether it consents, in its sole discretion, to the making of Eurocurrency Rate Loans in such requested currency. (c) Any failure by an Applicable Tranche a Lender to respond to such request within the time period specified in the preceding sentence shall be deemed to be a refusal by such Lender to permit Eurocurrency Rate Loans to be made in such requested currency for the applicable tranchecurrency. If the Administrative Agent and all the Applicable Tranche Lenders consent to making Eurocurrency Rate Loans in such requested currency under the applicable tranchecurrency, the Administrative Agent shall so notify the Borrowers Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Committed Borrowings of Eurocurrency Rate Loans under such trancheLoans. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.61.05, the Administrative Agent shall promptly so notify the BorrowersBorrower.

Additional Alternative Currencies. (a) The Tranche A Borrowers or TCCI Company may from time to time request that Eurocurrency Rate Loans be made Commitments in a currency (an “Additional Currency”) other than those specifically listed in the definition of “Alternative Currency;” ”; provided that such requested currency is a lawful currency (other than US Dollars) that is readily available and freely transferable and convertible into US Dollars. In the case of any such request with respect to the making of Eurocurrency Rate Loans, Any such request shall be subject to the approval of the Administrative Agent and the Applicable Tranche Required Lenders; provided further that no Lender shall have any obligation to provide a commitment to lend in an Additional Currency. (b) Any such request shall be made to the Administrative Agent (with a copy to each other Applicable Agent) not later than 11:00 a.m., 10 20 Business Days prior to the date of the desired Committed Loan Credit Extension (or such other time or date as may be agreed by the Administrative Agent or such other Applicable Agent, in its sole discretion), specifying the requested currency and the Borrower to which such currency is requested to be made available. In the case of any such request pertaining to Eurocurrency Rate Loans, the The Administrative Agent shall promptly notify each Applicable Tranche Lender thereof. Each such Lender (in the case of any such request pertaining to Eurocurrency Rate Loans) shall notify the Administrative Agent, not later than 11:00 a.m., seven ten Business Days after receipt of such request whether it consentsagrees, in its sole discretion, to commit to make Loans to the making of Eurocurrency Rate Loans relevant Borrower in such requested currency. (c) Any failure by an Applicable Tranche a Lender to respond to such request within the time period specified in the preceding sentence shall be deemed to be a refusal by such Lender to permit Eurocurrency Rate commit to make Loans to be made the relevant Borrower in such requested currency for the applicable tranchecurrency. If the Administrative Agent and all the Applicable Tranche Required Lenders consent to making Eurocurrency Rate Loans in such requested currency under and one or more Lenders agree to provide a Commitment to the applicable trancherelevant Borrower in such Additional Currency, the Administrative Agent shall so notify the Borrowers Company and the Lenders and (i) such currency Additional Currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Committed Borrowings of Eurocurrency Rate Loans under and (ii) the Alternative Currency Sublimit in respect of such trancheAdditional Currency shall be the aggregate amount of Commitments provided by Lenders with respect to such Additional Currency. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.61.05, the Administrative Agent shall promptly so notify the BorrowersCompany and the Lenders.

Additional Alternative Currencies. (a) The Tranche A Borrowers or TCCI Company may from time to time request that Eurocurrency Rate Loans be made under the Global Revolving Credit Facility in a currency other than those specifically listed in the definition of “Alternative Currency;” ”; provided that such requested currency is a lawful currency (other than US Dollars) that is readily available and freely transferable and convertible into US Dollars. In the case of any such request with respect to the making of Eurocurrency Rate Loans, such request shall be subject to the approval of the Administrative Agent and the Applicable Tranche LendersLenders under the Global Revolving Credit Facility. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., 10 twenty (20) Business Days prior to the date of the desired Committed Loan (or such other time or date as may be agreed by the Administrative Agent in its sole discretion)Credit Extension. In the case of any such request pertaining to Eurocurrency Rate Loans, the Administrative Agent shall promptly notify each Applicable Tranche Lender under the Global Revolving Credit Facility thereof. Each such Lender (in the case of any such request pertaining to Eurocurrency Rate Loans) shall notify the Administrative Agent, not later than 11:00 a.m., seven ten (10) Business Days after receipt of such request whether it consents, in its sole discretion, to the making of Eurocurrency Rate Loans in such requested currency. (c) Any failure by an Applicable Tranche a Lender under the Global Revolving Credit Facility to respond to such request within the time period specified in the preceding sentence shall be deemed to be a refusal by such Lender to permit Eurocurrency Rate Loans to be made in such requested currency for the applicable tranchecurrency. If the Administrative Agent and all the Applicable Tranche Lenders under the Global Revolving Credit Facility consent to making Eurocurrency Rate Loans in such requested currency under the applicable tranchecurrency, the Administrative Agent shall so notify the Borrowers Company and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Committed Borrowings of Eurocurrency Rate Loans under such trancheLoans. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.61.06, the Administrative Agent shall promptly so notify the BorrowersCompany.

Additional Alternative Currencies. (a) The Tranche A Borrowers or TCCI Borrower may from time to time request that Eurocurrency Rate Loans Letters of Credit be made issued in a currency other than those specifically listed in the definition of “Alternative Currency;” provided that such requested currency is a lawful currency (other than US Dollars) that is readily available and freely transferable and convertible into US Dollars. In the case of any such request with respect to the making of Eurocurrency Rate Loans, such Such request shall be subject to the approval of the Administrative Agent and the Applicable Tranche LendersFronting Bank. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., 10 twenty (20) Business Days prior to the date of the desired Committed Loan Letter of Credit Borrowing (or such other time or date as may be agreed by the Administrative Agent and the Fronting Bank, in its their sole discretion). In the case of any such request pertaining to Eurocurrency Rate Loans, the The Administrative Agent shall promptly notify each Applicable Tranche Lender thereof. Each such Lender (in the case Fronting Bank of any such request pertaining to Eurocurrency Rate Loans) thereof. The Fronting Bank shall notify the Administrative Agent, not later than 11:00 a.m., seven ten (10) Business Days after receipt of such request whether it consents, in its sole discretion, to the making issuance of Eurocurrency Rate Loans Letters of Credit in such requested currency. (c) Any failure by an Applicable Tranche Lender the Fronting Bank to respond to such request within the time period specified in the preceding sentence shall be deemed to be a refusal by such Lender the Fronting Bank to permit Eurocurrency Rate Loans Letters of Credit to be made issued in such requested currency for the applicable tranchecurrency. If the Administrative Agent and all the Applicable Tranche Lenders Fronting Bank consent to making Eurocurrency Rate Loans the issuance of Letters of Credit in such requested currency under the applicable tranchecurrency, the Administrative Agent shall so notify the Borrowers Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Committed Borrowings Letter of Eurocurrency Rate Loans under such trancheCredit issuances. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.6§1.3, the Administrative Agent shall promptly so notify the BorrowersBorrower. Any specified currency of an Existing Letter of Credit that is neither Dollars nor one of the Alternative Currencies specifically listed in the definition of “Alternative Currency” shall be deemed an Alternative Currency with respect to such Existing Letter of Credit only.

Additional Alternative Currencies. (a) The Tranche A Borrowers or TCCI Borrower may from time to time request that Eurocurrency Rate Loans be made in a currency other than those specifically listed in the definition of “Alternative Currency;” ”; provided that such requested currency is a lawful currency (other than US Dollars) that is readily available and freely transferable and convertible into US Dollars. In the case of any such request with respect to the making of Eurocurrency Rate Loans, Any such request shall be subject to the approval of the Lead Administrative Agent and the Applicable Tranche Lenders. (b) Any such request shall be made to the Lead Administrative Agent not later than 11:00 a.m., 10 ten (10) Business Days prior to the date of the desired Committed Loan Credit Extension (or such other time or date as may be agreed by the Lead Administrative Agent in its sole discretion). In the case of any such request pertaining to Eurocurrency Rate Loans, the Lead Administrative Agent shall promptly notify each Applicable Tranche Lender thereof. Each such Lender (in the case of any such request pertaining to Eurocurrency Rate Loans) shall notify the Lead Administrative Agent, not later than 11:00 a.m., seven five (5) Business Days after receipt of such request whether it consents, in its sole discretion, to the making of Eurocurrency Rate Loans in such requested currency. (c) Any failure by an Applicable Tranche a Lender to respond to such request within the time period specified in the preceding last sentence of Section 1.06(b) shall be deemed to be a refusal by such Lender to permit Eurocurrency Rate Loans to be made in such requested currency for the applicable tranchecurrency. If the Lead Administrative Agent and all the Applicable Tranche Lenders consent to making Eurocurrency Rate Loans in such requested currency under the applicable tranchecurrency, the Lead Administrative Agent shall so notify the Borrowers Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Committed Borrowings of Eurocurrency Rate Loans under such trancheLoans. If the Lead Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.61.06, the Lead Administrative Agent shall promptly so notify the BorrowersBorrower.

Additional Alternative Currencies. (a) The Tranche A Borrowers or TCCI Company may from time to time request that Eurocurrency Rate Loans be made made, in a currency other than those specifically listed in clauses (a), (b) and (c) of the definition of “Alternative Currency;” provided that such requested currency is a lawful currency (other than US Dollars) that is readily available and freely transferable and convertible into US Dollars. In the case of any such request with respect to the making of Eurocurrency Rate Loans, such request shall be subject to the approval of the Domestic Administrative Agent and the Applicable Tranche Lenders. (b) Any such request shall be made to the Domestic Administrative Agent not later than 11:00 a.m., 10 fifteen (15) Business Days prior to the date of the desired Committed Loan Borrowing (or such other time or date as may be agreed by the Domestic Administrative Agent in its sole discretion). In the case of any such request pertaining to Eurocurrency Rate Loans, the Domestic Administrative Agent shall promptly notify each Applicable Tranche applicable Lender thereof. Each such Lender (in the case of any such request pertaining to Eurocurrency Rate Loans) shall notify the Domestic Administrative Agent, not later than 11:00 a.m., seven eight (8) Business Days after receipt of such request whether it consents, in its sole discretion, to the making of Eurocurrency Rate Loans in such requested currency. (c) Any failure by an Applicable Tranche a Lender to respond to such request within the time period specified in the preceding sentence shall be deemed to be a refusal by such Lender to permit Eurocurrency Rate Loans to be made in such requested currency for the applicable tranchecurrency. If the Domestic Administrative Agent and all the Applicable Tranche Lenders consent to making Eurocurrency Rate Loans in such requested currency under and the applicable trancheDomestic Administrative Agent and Lenders reasonably determine that a Eurocurrency Rate is available to be used for such requested currency, the Domestic Administrative Agent shall so notify the Borrowers Company and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Committed Borrowings of Eurocurrency Rate Loans under such trancheLoans. If the Domestic Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.61.05, the Domestic Administrative Agent shall promptly so notify the BorrowersCompany.

Additional Alternative Currencies. (a) The Tranche A Borrowers or TCCI Borrower may from time to time request that Eurocurrency Rate Multicurrency Tranche Revolving Loans be made and/or Multicurrency Tranche Letters of Credit be issued in a currency other than those specifically listed in the definition of “Alternative Currency;” provided ”; provided, that such requested currency is a lawful currency (other than US Dollars) that is readily available and freely transferable and convertible into US Dollars. In the case of any such request with respect to the making of Eurocurrency Rate Multicurrency Tranche Revolving Loans, such request shall be subject to the approval of the Administrative Agent and each of the Applicable Multicurrency Tranche Revolving Lenders; and in the case of any such request with respect to the issuance of Multicurrency Tranche Letters of Credit, such request shall be subject to the approval of the Administrative Agent, each of the Multicurrency Tranche Revolving Lenders and each of the Multicurrency Tranche Issuing Banks. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m.a.m. (New York City time), 10 ten (10) Business Days prior to the date of the desired Committed Loan (Borrowing or such other time or date Multicurrency Tranche Letter of Credit issuance, as may be agreed by the Administrative Agent in its sole discretion)applicable. In the case of any such request pertaining to Eurocurrency Rate Multicurrency Tranche Revolving Loans, the Administrative Agent shall promptly notify each Applicable Multicurrency Tranche Revolving Lender thereof. Each such Lender (; and in the case of any such request pertaining to Eurocurrency Rate Loans) Multicurrency Tranche Letters of Credit, the Administrative Agent shall promptly notify each Multicurrency Tranche Revolving Lender and each Multicurrency Tranche Issuing Bank thereof. Each Multicurrency Tranche Revolving Credit Lender and each Multicurrency Tranche Issuing Bank shall notify the Administrative Agent, not AMERICAS 107903477 later than 11:00 a.m.a.m. (New York City time), seven two (2) Business Days after receipt of such request whether it consents, in its sole discretion, to the making of Eurocurrency Rate Multicurrency Tranche Revolving Loans or the issuance of Multicurrency Tranche Letters of Credit, as the case may be, in such requested currency. (c) Any failure by an Applicable a Multicurrency Tranche Revolving Credit Lender or a Multicurrency Tranche Issuing Bank, as the case may be, to respond to such request within the time period specified in the preceding sentence shall be deemed to be a refusal by such Multicurrency Tranche Revolving Lender or Multicurrency Tranche Issuing Bank, as the case may be, to permit Eurocurrency Rate Multicurrency Tranche Revolving Loans to be made or Multicurrency Tranche Letters of Credit to be issued in such requested currency for the applicable tranchecurrency. If the Administrative Agent and all the Applicable Multicurrency Tranche Revolving Lenders consent to making Eurocurrency Rate Multicurrency Tranche Revolving Loans in such requested currency under the applicable tranchecurrency, the Administrative Agent shall so notify the Borrowers Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Committed Borrowings borrowing of Eurocurrency Rate Loans under Multicurrency Tranche Revolving Loans; and if the Administrative Agent, the Multicurrency Tranche Revolving Lenders and the Multicurrency Tranche Issuing Banks consent to the issuance of Multicurrency Tranche Letters of Credit in such trancherequested currency, the Administrative Agent shall so notify the Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Multicurrency Tranche Letter of Credit issuances. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.61.10, the Administrative Agent shall promptly so notify the BorrowersBorrower thereof.

Additional Alternative Currencies. (a) The Tranche A Borrowers or TCCI Borrower may from time to time request that Eurocurrency Rate Loans be made in a currency other than those specifically listed in the definition of “Alternative Currency;” ”; provided that (a) such requested currency is a lawful currency (other than US Dollars) that is readily available and freely transferable and convertible into US Dollars, (b) such currency may be used by any Lender to make Loans hereunder and/or to permit the Borrower to borrow and repay the principal thereof and to pay the interest thereon without any central bank or other governmental authorization in the country of issue of such currency, unless such authorization has been obtained and is in full force and effect, and (c) prior to any such request, the Borrower, the Administrative Agent and the Revolving Lenders shall have amended this Credit Agreement to provide for an interest rate agreed to by the Borrower, the Administrative Agent and the Revolving Lenders and to include such other administrative requirements as may be necessary to implement such interest rate. In the case of any such request with respect to the making of Eurocurrency Rate LoansLoans in any such currency, such 40 [[5731659]] request shall be subject to the approval of the Administrative Agent and each of the Applicable Tranche Revolving Lenders. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., 10 20 Business Days prior to the date of the desired Committed Loan making of Loans (or such other time or date as may be agreed by the Administrative Agent in its sole discretionAgent). In the case of any such request pertaining to Eurocurrency Rate Loansrequest, the Administrative Agent shall promptly notify each Applicable Tranche Revolving Lender thereof. Each such Revolving Lender (in the case of any such request pertaining to Eurocurrency Rate Loans) shall notify the Administrative Agent, not later than 11:00 a.m., seven 10 Business Days after receipt of such request whether it consents, in its sole discretion, to the making of Eurocurrency Rate Loans in such requested currency. (c) Any failure by an Applicable Tranche a Revolving Lender to respond to such request within the time period specified in the preceding sentence shall be deemed to be a refusal by such Lender to permit Eurocurrency Rate Loans to be made in such requested currency for the applicable tranchecurrency. If the Administrative Agent and all the Applicable Tranche Revolving Lenders consent to making Eurocurrency Rate Loans in such requested currency under the applicable tranchecurrency, the Administrative Agent shall so notify the Borrowers Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Committed Borrowings borrowings of Eurocurrency Rate Loans under such trancheLoans. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.6, the Administrative Agent shall promptly so notify the BorrowersBorrower.

Additional Alternative Currencies. (a) The Tranche A Borrowers or TCCI Company may from time to time request that Eurocurrency Eurodollar Rate Revolving Loans and Eurodollar Margin Bid Loans be made in a currency other than those specifically listed in the definition of “Alternative Currency;” ”; provided that such requested currency is a lawful currency (other than US Dollars) that is readily available and freely transferable and convertible into US Dollars. In the case of any such request with respect to the making of Eurocurrency Eurodollar Rate Revolving Loans or Eurodollar Margin Bid Loans, such request shall be subject to the approval of the Administrative Agent and the Applicable Tranche Revolving Lenders. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., 10 20 Business Days prior to the date of the desired Committed Loan Credit Extension (or such other - 33 - time or date as may be agreed by the Administrative Agent in its sole discretionAgent). In the case of any such request pertaining to Eurocurrency Eurodollar Rate Revolving Loans or Eurodollar Margin Bid Loans, the Administrative Agent shall promptly notify each Applicable Tranche Revolving Lender thereof. Each such Revolving Lender (in the case of any such request pertaining to Eurocurrency Rate Loans) shall notify the Administrative Agent, not later than 11:00 a.m., seven ten Business Days after receipt of such request whether it consents, in its sole discretion, to the making of Eurocurrency Eurodollar Rate Revolving Loans or Eurodollar Margin Bid Loans in such requested currency. (c) Any failure by an Applicable Tranche a Revolving Lender to respond to such request within the time period specified in the preceding sentence shall be deemed to be a refusal by such Revolving Lender to permit Eurocurrency Eurodollar Rate Revolving Loans or Eurodollar Margin Bid Loans to be made in such requested currency for the applicable tranchecurrency. If the Administrative Agent and all the Applicable Tranche Revolving Lenders consent to making Eurocurrency Eurodollar Rate Revolving Loans or Eurodollar Margin Bid Loans in such requested currency under the applicable tranchecurrency, the Administrative Agent shall so notify the Borrowers Company and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Committed Borrowings of Eurocurrency Eurodollar Rate Revolving Loans under such trancheor Eurodollar Margin Bid Loans. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.61.06, the Administrative Agent shall promptly so notify the BorrowersCompany.

Additional Alternative Currencies. (a) The Tranche A Borrowers or TCCI Borrower may from time to time request that Eurocurrency Rate Alternative Currency Revolving Loans be made and/or Alternative Currency Letters of Credit be issued in a currency other than those specifically listed in the definition of “Alternative Currency;” ”; provided that that, in the case of Alternative Currency Revolving Loans, such requested currency is a lawful currency (other than US Dollars) that is readily available and freely transferable and convertible into US Dollars, and, in the case of Alternative Currency Letters of Credit, such requested currency is a lawful currency (other than Dollars) and the Issuing Lender is willing to issue an Alternative Currency Letter of Credit in such currency. In the case of any such request with respect to (x) the making of Eurocurrency Rate Alternative Currency Revolving Loans, such request shall be subject to the approval of the Administrative Agent and the Applicable Tranche Alternative Currency Revolving Lenders, and (y) to the issuance of Alternative Currency Letters of Credit, such request shall be subject to the approval of the Administrative Agent and the Issuing Lender thereunder and, if the requested currency for such Alternative Currency Letter of Credit is not freely transferable and convertible into Dollars, the Administrative Agent and the Issuing Lender thereunder shall agree on the currency conversion between such requested currency and Dollars. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., 10 Local Time, 20 Business Days prior to the date of the desired Committed Loan extension of credit (or or, in the case of any such other time or date as may be agreed by request pertaining to Alternative Currency Letters of Credit, the Administrative Agent Issuing Lender, in its or their sole discretion). In the case of any such request pertaining to Eurocurrency Rate Alternative Currency Revolving Loans, the Administrative Agent shall promptly notify each Applicable Tranche Alternative Currency Revolving Lender of any request pursuant to this Section 1.7 and in the case of any such request pertaining to Alternative Currency Letters of Credit, the Administrative Agent shall promptly notify the Issuing Lender thereof. Each such Alternative Currency Revolving Lender (in the case of any such request pertaining to Eurocurrency Rate Alternative Currency Revolving Loans) or Issuing Lender (in the case of a request pertaining to Alternative Currency Letters of Credit) shall notify the Administrative Agent, not later than 11:00 a.m., seven Local Time, ten Business Days after receipt of such request whether it consents, in its sole discretion, to the making of Eurocurrency Rate Alternative Currency Revolving Loans or the issuance of Alternative Currency Letters of Credit , as the case may be, denominated in such requested currency. (c) Any failure by an Applicable Tranche Alternative Currency Revolving Lender or Issuing Lender, asthe case may be, to respond to such request within the time period specified in the preceding sentence shall be deemed to be a refusal by such Alternative Currency Revolving Lender or Issuing Lender, as the case may be, to permit Eurocurrency Rate Alternative Currency Revolving Loans to be made or Alternative Currency Letters of Credit to be issued in such requested currency for the applicable tranchecurrency. If the Administrative Agent and all the Applicable Tranche Alternative Currency Revolving Lenders consent to making Eurocurrency Rate Alternative Currency Revolving Loans in such requested currency under the applicable tranchecurrency, the Administrative Agent shall so notify the Borrowers Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Committed Borrowings Alternative Currency Revolving Loans; and if the Administrative Agent and an Issuing Lender consent to the issuance of Eurocurrency Rate Loans under Alternative Currency Letters of Credit in such trancherequested currency, the Administrative Agent shall so notify the Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Letter of Credit issuances by such consenting Issuing Lender. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.61.7, the Administrative Agent shall promptly so notify the BorrowersBorrower.

Additional Alternative Currencies. (a) The Tranche A Borrowers or TCCI Borrower may from time to time request that Eurocurrency Rate Eurodollar Revolving Credit Loans be made in a currency other than those specifically listed in the definition of “Alternative Currency;” ”; provided that such requested currency is a lawful currency (other than US Dollars) that is readily available and freely transferable and convertible into US Dollars. In the case of any such request with respect to the making of Eurocurrency Rate Eurodollar Revolving Credit Loans, such request shall be subject to the approval of the Administrative Agent and the Applicable Tranche Lenderseach Revolving Credit Lender. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m.a.m. (New York time), 10 ten (10) Business Days prior to the date of the desired Committed Loan borrowing (or such other time or date as may be agreed by the Administrative Agent in its sole discretionAgent). In the case of any such request pertaining to Eurocurrency Rate Loans, the The Administrative Agent shall promptly notify each Applicable Tranche Revolving Credit Lender thereof. Each such Revolving Credit Lender (in the case of any such request pertaining to Eurocurrency Rate Loans) shall notify the Administrative Agent, not later than 11:00 a.m.a.m. (New York time), seven five Business Days after receipt of such request whether it consents, in its sole discretion, to the making of Eurocurrency Rate Eurodollar Revolving Credit Loans in such requested currency. (c) Any failure by an Applicable Tranche a Revolving Credit Lender to respond to such request within the time period specified in the preceding sentence paragraph shall be deemed to be a refusal by such Revolving Credit Lender to permit Eurocurrency Rate Eurodollar Revolving Credit Loans to be made in such requested currency for the applicable tranchecurrency. If the Administrative Agent and all the Applicable Tranche Revolving Credit Lenders consent to making Eurocurrency Rate Eurodollar Revolving Credit Loans in such requested currency under the applicable tranchecurrency, the Administrative Agent shall so notify the Borrowers Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Committed Borrowings of Eurocurrency Rate Loans under such trancheEurodollar Revolving Credit Loans. If the Administrative Agent shall fail to obtain any consent to any request for an additional currency under this Section 1.6Section, the Administrative Agent shall promptly so notify the BorrowersBorrower.

Additional Alternative Currencies. (a) The Tranche A Borrowers or TCCI Borrower may from time to time request that Eurocurrency Rate Alternative Currency Tranche Revolving Loans be made and/or Alternative Currency Tranche Letters of Credit be issued in a currency other than those specifically listed in the definition of “Alternative Currency;” provided that (i) such requested currency is a lawful currency (other than US Dollars) that is readily available and freely transferable and convertible into US DollarsDollars and (ii) such requested currency shall only be treated as a “Eurocurrency Rate Quoted Currency” to the extent that there is published Eurocurrency rate for such currency. In the case of any such request with respect to the making of Eurocurrency Rate Alternative Currency Tranche Revolving Loans, such request shall be subject to the approval of the Administrative Agent and each Lender with a Commitment under which such currency is requested to be made available; and in the Applicable case of any such request with respect to the issuance of Alternative Currency Tranche LendersLetters of Credit, such request shall be subject to the approval of the Administrative Agent and the L/C Issuer. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., 10 twenty (20) Business Days prior to the date of the desired Committed Loan Credit Extension (or such other time or date as may be agreed by the Administrative Agent and, in the case of any such request pertaining to Alternative Currency Tranche Letters of Credit, the L/C Issuer, in its or their sole discretion). In the case of any such request pertaining to Eurocurrency Rate Alternative Currency Tranche Revolving Loans, the Administrative Agent shall promptly notify each Applicable Alternative Currency Tranche Revolving Lender thereof; and in the case of any such request pertaining to Alternative Currency Tranche Letters of Credit, the Administrative Agent shall promptly notify the L/C Issuer thereof. Each such Alternative Currency Tranche Revolving Lender (in the case of any such request pertaining to Eurocurrency Rate Alternative Currency Tranche Revolving Loans) or the L/C Issuer (in the case of a request pertaining to Alternative Currency Tranche Letters of Credit) shall notify the Administrative Agent, not later than 11:00 a.m., seven ten (10) Business Days after receipt of such request whether it consents, in its sole discretion, to the making of Eurocurrency Rate Alternative Currency Tranche Revolving Loans or the issuance of Letters of Credit, as the case may be, in such requested currency and whether it is able to fund in such requested currency. (c) Any failure by an Applicable Alternative Currency Tranche Revolving Lender or the L/C Issuer, as the case may be, to respond to such request within the time period specified in the preceding sentence shall be deemed to be a refusal by such Lender or the L/C Issuer, as the case may be, to permit Eurocurrency Rate Alternative Currency Tranche Revolving Loans to be made or Alternative Currency Tranche Letters of Credit to be issued in such requested currency for the applicable tranchecurrency. If the Administrative Agent and all the Applicable Required Alternative Currency Tranche Revolving Lenders consent to making Eurocurrency Rate Alternative Currency Tranche Revolving Loans in such requested currency under currency, and the applicable trancheAdministrative Agent and such Lenders reasonably determine that an appropriate interest rate is available to be used for such requested currency, the Administrative Agent shall so notify the Borrowers Borrower and (i) the Administrative Agent and such Lenders may amend the definition of Eurocurrency Rate for any Non-Eurocurrency Rate Quoted Currency to the extent necessary to add the applicable Eurocurrency Rate for such currency and (ii) to the extent the definition of Eurocurrency Rate reflects the appropriate interest rate for such currency or has been amended to reflect the appropriate rate for such currency, such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Committed Borrowings of Alternative Currency Tranche Eurocurrency Rate Loans; and if the Administrative Agent and the L/C Issuer consent to the issuance of Alternative Currency Tranche Letters of Credit in such requested currency, the Administrative Agent shall so notify the Borrower and (A) the Administrative Agent and the L/C Issuer may amend the definition of Eurocurrency Rate for any Non-Eurocurrency Rate Quoted Currency to the extent necessary to add the applicable Eurocurrency Rate for such currency and (B) to the extent the definition of Eurocurrency Rate reflects the appropriate interest rate for such currency or has been amended to reflect the appropriate rate for such currency such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Alternative Currency Tranche Letter of Credit issuances. In the event that an Alternative Currency Tranche Revolving Lender shall have notified the Administrative Agent, as provided in Section 1.07(b), that it is not able to fund in the requested currency, such Alternative Currency Tranche Revolving Lender shall have no obligation to make Loans under in such trancherequested currency. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.61.07, the Administrative Agent shall promptly so notify the BorrowersBorrower. Any specified currency of an Existing Letter of Credit that is neither Dollars nor one of the Alternative Currencies specifically listed in the definition of “Alternative Currency” shall be deemed an Alternative Currency with respect to such Existing Letter of Credit only.

Additional Alternative Currencies. (a) The Tranche A Borrowers or TCCI Borrower may from time to time request that Eurocurrency Rate Loans be made in a currency other than those specifically listed in the definition of “Alternative Currency;” ”; provided that such requested currency (a) is a lawful currency (other than US Dollars) that is readily available and freely transferable and convertible into US Dollars, (b) is available in the London interbank deposit market and (c) such currency may be used by any Lender to make Loans hereunder and/or to permit the Borrower to borrow and repay the principal thereof and to pay the interest thereon without any central bank or other governmental authorization in the country of issue of such currency, unless such authorization has been obtained and is in full force and effect. In the case of any such request with respect to the making of Eurocurrency Rate Loans, such request shall be subject to the approval of the Administrative Agent and the Applicable Tranche Revolving Lenders. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., 10 20 Business Days prior to the date of the desired Committed Loan making of Eurocurrency Rate Loans (or such other time or date as may be agreed by the Administrative Agent in its sole discretionAgent). In the case of any such request pertaining to Eurocurrency Rate Loans, the Administrative Agent shall promptly notify each Applicable Tranche Revolving Lender thereof. Each such Revolving Lender (in the case of any such request pertaining to Eurocurrency Rate Loans) shall notify the Administrative Agent, not later than 11:00 a.m., seven 10 Business Days after receipt of such request whether it consents, in its sole discretion, to the making of Eurocurrency Rate Loans in such requested currency. (c) Any failure by an Applicable Tranche a Revolving Lender to respond to such request within the time period specified in the preceding sentence shall be deemed to be a refusal by such Lender to permit Eurocurrency Rate Loans to be made in such requested currency for the applicable tranchecurrency. If the Administrative Agent and all the Applicable Tranche Revolving Lenders consent to making Eurocurrency Rate Loans in such requested currency under the applicable tranchecurrency, the Administrative Agent shall so notify the Borrowers Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Committed Borrowings borrowings of Eurocurrency Rate Loans under such trancheLoans. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.6, the Administrative Agent shall promptly so notify the BorrowersBorrower.

Additional Alternative Currencies. (a) The Tranche A Borrowers or TCCI may from time to time request that Eurocurrency Rate Loans be made in a currency other than those specifically listed in the definition of “Alternative Currency;” provided that such requested currency is a lawful currency (other than US Dollars) that is readily available and freely transferable and convertible into US Dollars. In the case of any such request with respect to the making of Eurocurrency Rate Loans, such request shall be subject to the approval of the Administrative Agent and the Applicable Tranche Lenders.. Toyota – Five Year Credit Agreement (2015) (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., 10 Business Days prior to the date of the desired Committed Loan (or such other time or date as may be agreed by the Administrative Agent in its sole discretion). In the case of any such request pertaining to Eurocurrency Rate Loans, the Administrative Agent shall promptly notify each Applicable Tranche Lender thereof. Each such Lender (in the case of any such request pertaining to Eurocurrency Rate Loans) shall notify the Administrative Agent, not later than 11:00 a.m., seven Business Days after receipt of such request whether it consents, in its sole discretion, to the making of Eurocurrency Rate Loans in such requested currency. (c) Any failure by an Applicable Tranche Lender to respond to such request within the time period specified in the preceding sentence shall be deemed to be a refusal by such Lender to permit Eurocurrency Rate Loans to be made in such requested currency for the applicable tranche. If the Administrative Agent and all the Applicable Tranche Lenders consent to making Eurocurrency Rate Loans in such requested currency under the applicable tranche, the Administrative Agent shall so notify the Borrowers and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Committed Borrowings of Eurocurrency Rate Loans under such tranche. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.6, the Administrative Agent shall promptly so notify the Borrowers.

Additional Alternative Currencies. (a) The Tranche A Borrowers or TCCI Borrower Party may from time to time request that Eurocurrency Loans (other than Base Rate Loans Loans) be made in a currency other than those specifically listed in the definition of “Alternative Currency;” herein, provided that such requested currency is a lawful currency (other than US Dollars) that is readily available and freely transferable and convertible into US Dollars. In the case of any such request with respect to the making of Eurocurrency Loans (other than Base Rate Loans), such request shall be subject to the approval of the Administrative Agent and the Applicable Tranche Committed Lenders. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., 10 fifteen (15) Business Days prior to the date of the desired Committed Loan Credit Extension (or such other time or date as may be agreed by the Administrative Agent in its sole discretionAgent). In the case of any such request pertaining to Eurocurrency Loans (other than Base Rate Loans), the Administrative Agent shall promptly notify each Applicable Tranche Funding Agent thereof (which shall promptly notify the Committed Lenders in its Lender thereofGroup). Each such Lender (in In the case of any such request pertaining to Eurocurrency Rate Loans) request, each Funding Agent shall notify the Administrative Agent, not later than 11:00 a.m., seven ten (10) Business Days after receipt of such request whether it consents, in its sole discretion, to the making of Eurocurrency Loans (other than Base Rate Loans Loans) in such requested currency. (c) Any failure by an Applicable Tranche Lender a Funding Agent to respond to such request within the time period specified in the preceding sentence shall be deemed to be a refusal by such the applicable Lender Group to permit Eurocurrency Rate Loans to be made in such requested currency for the applicable tranchecurrency. If the Administrative Agent and all the Applicable Tranche Lenders applicable Funding Agent consent to making Eurocurrency Loans (other than Base Rate Loans Loans) in such requested currency under the applicable tranchecurrency, the Administrative Agent shall so notify the Borrowers Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Committed Borrowings of Eurocurrency Loans (other than Base Rate Loans under such trancheLoans). If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.61.06, the Administrative Agent shall promptly so notify the BorrowersBorrower.

Additional Alternative Currencies. (a) The Tranche A Borrowers or TCCI Borrower may from time to time request that Eurocurrency Rate Loans be made in a currency other than those specifically listed in the definition of “Alternative Currency;” provided that such CHAR1\1461746v12 requested currency is a lawful currency (other than US Dollars) that is readily available and freely transferable and convertible into US Dollars. In the case of any such request with respect to the making of Eurocurrency Rate Loans, such request shall be subject to the approval of the Administrative Agent and the Applicable Tranche Lenders. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m.1:00 p.m., 10 ten (10) Business Days prior to the date of the desired Committed Loan Borrowing (or such other time or date as may be agreed by the Administrative Agent in its sole discretion). In the case of any such request pertaining to Eurocurrency Rate Loans, the The Administrative Agent shall promptly notify each Applicable Tranche Lender thereof. Each such Lender (in the case of any such request pertaining to Eurocurrency Rate Loans) request. Each Lender shall notify the Administrative Agent, not later than 11:00 a.m.1:00 p.m., seven five (5) Business Days after receipt of such request whether it consents, in its sole discretion, to the making of Eurocurrency Rate Loans in such requested currency. (c) Any failure by an Applicable Tranche a Lender to respond to such request within the time period specified in the preceding sentence shall be deemed to be a refusal by such Lender to permit Eurocurrency Rate Loans to be made in such requested currency for the applicable tranchecurrency. If the Administrative Agent and all the Applicable Tranche Lenders consent to making Eurocurrency Rate Loans in such requested currency under the applicable tranchecurrency, the Administrative Agent shall so notify the Borrowers and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Committed Borrowings of Eurocurrency Rate Loans under such trancheLoans. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.6Section, the Administrative Agent shall promptly so notify the Borrowers.

Additional Alternative Currencies. (a) The Tranche A Borrowers or TCCI Borrower may from time to time request that Eurocurrency Rate Loans under the Multicurrency Revolving Credit Facility be made in a currency other than those specifically listed in the definition of “Alternative Currency;” provided that such requested currency is a lawful currency (other than US Dollars) that is readily available and freely transferable and convertible into US Dollars. In the case of any such request with respect to the making of Eurocurrency Rate Loans, Any such request shall be subject to the approval of the Administrative Agent and the Applicable Tranche Multicurrency Revolving Credit Lenders. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., 10 twenty (20) Business Days prior to the date of the desired Committed Loan Borrowing (or such other time or date as may be agreed by the Administrative Agent in its sole discretion). In the case of any such request pertaining to Eurocurrency Rate Loansrequest, the Administrative Agent shall promptly notify each Applicable Tranche Multicurrency Revolving Credit Lender thereof. Each such Multicurrency Revolving Credit Lender (in the case of any such request pertaining to Eurocurrency Rate Loans) shall notify the Administrative Agent, not later than 11:00 a.m., seven ten (10) Business Days after receipt of such request whether it consents, in its sole discretion, to the making of Eurocurrency Rate Loans in such requested currency. (c) Any failure by an Applicable Tranche a Multicurrency Revolving Credit Lender to respond to such request within the time period specified in the preceding sentence shall be deemed to be a refusal by such Multicurrency Revolving Credit Lender to permit Eurocurrency Rate Loans to be made in such requested currency for the applicable tranchecurrency. If the Administrative Agent and all the Applicable Tranche Multicurrency Revolving Credit Lenders consent to making Eurocurrency Rate Loans in such requested currency under the applicable tranchecurrency, the Administrative Agent shall so notify the Borrowers Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Committed Borrowings of Eurocurrency Rate Loans under such trancheLoans. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.61.06, the Administrative Agent shall promptly so notify the BorrowersBorrower.

Additional Alternative Currencies. (a) The Tranche A Borrowers or TCCI Borrower may from time to time request that Eurocurrency Rate Loans be made and/or Alternative Currency Letters of Credit be issued in a currency other than those specifically listed in the definition of “Alternative Currency;” ”; provided that such requested currency is a lawful currency (other than US Dollars) that is readily available and freely transferable and convertible into US Dollars. In the case of any such request with respect to the making of Alternative Currency Revolving Credit Eurocurrency Rate LoansLoans under any Revolving Credit Facility, such request shall be subject to the approval of the Administrative Agent and the Applicable Tranche LendersAlternative Currency Revolving Credit Lenders under such Revolving Credit Facility; and in the case of any such request with respect to the issuance of Alternative Currency Letters of Credit, such request shall be subject to the approval of the Administrative Agent and the applicable Alternative Currency L/C Issuer. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., 10 ten (10) Business Days prior to the date of the desired Committed Loan Credit Extension (or such other time or date as may be agreed by the Administrative Agent and, in the case of any such request pertaining to Alternative Currency Letters of Credit, each Alternative Currency L/C Issuer, in its or their sole discretion). In the case of any such request pertaining to Eurocurrency Rate LoansLoans under any Revolving Credit Facility, the Administrative Agent shall promptly notify each Applicable Tranche Alternative Currency Revolving Credit Lender under such Revolving Credit Facility thereof; and in the case of any such request pertaining to Alternative Currency Letters of Credit, the Administrative Agent shall promptly notify each Alternative Currency L/C Issuer thereof. Each such Alternative Currency Revolving Credit Lender of the applicable Class (in the case of any such request pertaining to Eurocurrency Rate Loans) or each Alternative Currency L/C Issuer (in the case of a request pertaining to Alternative Currency Letters of Credit) shall notify the Administrative Agent, not later than 11:00 a.m., seven five (5) Business Days after receipt of such request whether it consents, in its sole discretion, to the making of Eurocurrency Rate Loans or the issuance of Alternative Currency Letters of Credit, as the case may be, in such requested currency. (c) Any failure by an Applicable Tranche Alternative Currency Revolving Credit Lender or an Alternative Currency L/C Issuer, as the case may be, to respond to such request within the time period specified in the preceding sentence shall be deemed to be a refusal by such Alternative Currency Lender or such Alternative Currency L/C Issuer, as the case may be, to permit Eurocurrency Rate Loans to be made or Alternative Currency Letters of Credit to be issued in such requested currency for the applicable tranchecurrency. If the Administrative Agent and all the Applicable Tranche Alternative Currency Revolving Credit Lenders of the applicable Class consent to making Eurocurrency Rate Loans in such requested currency under the applicable tranchecurrency, the Administrative Agent shall so notify the Borrowers Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Committed Alternative Currency Revolving Credit Borrowings of Eurocurrency Rate Loans under such trancheRevolving Credit Facility; and if the Administrative Agent and each Alternative Currency L/C Issuer consent to the issuance of Alternative Currency Letters of Credit in such requested currency, the Administrative Agent shall so notify the Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Alternative Currency Letter of Credit issuances. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.61.07, the Administrative Agent shall promptly so notify the BorrowersBorrower.

Additional Alternative Currencies. (a) The Tranche A Borrowers or TCCI may from From time to time during the Availability Period, a Specified Account Party may request that Eurocurrency Rate Loans be made any or all of the Lenders to make offers to issue a letter of credit in a currency other than those specifically listed in that is not Dollars or an Alternative Currency at such time (a “Specified Alternative Currency Letter of Credit”) for the definition account of “such Specified Account Party. Each Lender may, but shall have no obligation to, make such offers on terms and conditions that are satisfactory to such Lender, and such Specified Account Party may, but shall have no obligation to, accept any such offers. Such Specified Alternative Currency;” Currency Letter of Credit shall be issued, amended, renewed or extended only if (and upon such issuance, amendment, renewal or extension of each Specified Alternative Currency Letter of Credit XL Group shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension, the Aggregate Credit Exposure shall not exceed the aggregate amount of the Commitments. With prior or concurrent notice to the Administrative Agent, each such Specified Alternative Currency Letter of Credit shall be issued, and subsequently, renewed, extended, amended and confirmed, on such terms as XL Group, the Specified Account Party and such Lender shall agree, including expiry, drawing conditions, reimbursement, interest, fees and provision of cover; provided that the expiry of any Specified Alternative Currency Letter of Credit shall not be later than the one-year anniversary (or such requested currency is a lawful currency longer period as may be required by any applicable law, rule or regulation, but in no event greater than two years) from the date of issuance thereof (other than US Dollars) that is readily available and freely transferable and convertible into US Dollars. In or, in the case of any renewal or extension thereof, one-year after such request renewal or extension). Each of XL Group and the issuer of a Specified Alternative Currency Letter of Credit shall provide the Administrative Agent prompt written notice of the amount, currency, date of issuance and any extension of, and each disbursement under, such Letter of Credit and reimbursement of such disbursement under such Letter of Credit. XL Group and each issuer of a Specified Alternative Currency Letter of Credit shall provide such additional information with respect to such Specified Alternative Currency Letter of Credit as the Administrative Agent may reasonably request. Notwithstanding anything in this Agreement to the contrary, the Administrative Agent has no responsibility with respect to the making issuance, renewal, extension, amendment or other administration of Eurocurrency Rate Loans, such request shall be subject to the approval any Specified Alternative Currency Letter of the Administrative Agent and the Applicable Tranche LendersCredit. (b) Any such request shall be made Subject to the Administrative Agent not later than 11:00 a.m.terms and conditions hereof, 10 Business Days prior to each Alternative Currency Letter of Credit under (and as defined in) the date Existing Unsecured Credit Agreement which is outstanding on the Effective Date and listed on Schedule VI as an “Alternative Currency Letter of Credit” (the desired Committed Loan (or such other time or date as may “Existing Specified Alternative Currency Letters of Credit”) shall automatically be agreed deemed continued hereunder on the Effective Date by the Administrative Agent in its sole discretion). In the case of any such request pertaining to Eurocurrency Rate Loans, the Administrative Agent shall promptly notify each Applicable Tranche Lender thereof. Each such Lender (in the case of any such request pertaining to Eurocurrency Rate Loans) shall notify the Administrative Agent, not later than 11:00 a.m., seven Business Days after receipt issuing lender of such request whether it consentsExisting Specified Alternative Currency Letter of Credit, in its sole discretion, to the making and each such Existing Specified Alternative Currency Letter of Eurocurrency Rate Loans in such requested currency. (c) Any failure by an Applicable Tranche Lender to respond to such request within the time period specified in the preceding sentence Credit shall be deemed to be a refusal by Specified Alternative Currency Letter of Credit for all purposes of this Agreement as of the Effective Date. The issuing lender under such Lender Existing Specified Alternative Currency Letter of Credit shall not be required to permit Eurocurrency Rate Loans agree to be made in renewals, extensions or replacements of such requested currency for Existing Specified Alternative Currency Letters of Credit and is entitled to issue notices of non-renewal at the applicable tranche. If appropriate times to the beneficiaries under such Existing Specified Alternative Currency Letters of Credit, provided the issuing lender thereunder provides written notice thereof to the Administrative Agent and all the Applicable Tranche Lenders consent Specified Account Parties on or prior to making Eurocurrency Rate Loans in the date of issuance of such requested currency under notice of non-renewal to the applicable tranchebeneficiaries. Upon termination or expiry of any Existing Specified Alternative Currency Letters of Credit, such letter of credit may be replaced by a Letter of Credit issued hereunder, but for the avoidance of doubt, the Administrative Agent issuing lender thereunder shall so notify the Borrowers and such currency shall thereupon be deemed for all purposes have no obligation to be an Alternative Currency hereunder for purposes issue any replacement Letter of any Committed Borrowings of Eurocurrency Rate Loans under such tranche. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.6, the Administrative Agent shall promptly so notify the BorrowersCredit other than in its capacity as a Lender or Issuing Lender hereunder.

Additional Alternative Currencies. (a) The Tranche A Borrowers or TCCI Borrower may from time to time request that Eurocurrency Rate Multicurrency Tranche Revolving Loans be made and/or Multicurrency Tranche Letters of Credit be issued in a currency other than those specifically listed in the definition of “Alternative Currency;” provided ”; provided, that such requested currency is a lawful currency (other than US Dollars) that is readily available and freely transferable and convertible into US Dollars. In the case of any such request with respect to the making of Eurocurrency Rate Multicurrency Tranche Revolving Loans, such request shall be subject to the approval of the Administrative Agent and each of the Applicable Multicurrency Tranche Revolving Lenders; and in the case of any such request with respect to the issuance of Multicurrency Tranche Letters of Credit, such request shall be subject to the approval of the Administrative Agent, each of the Multicurrency Tranche Revolving Lenders and each of the Multicurrency Tranche Issuing Banks. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m.a.m. (New York City time), 10 ten (10) Business Days prior to the date of the desired Committed Loan (Borrowing or such other time or date Multicurrency Tranche Letter of Credit issuance, as may be agreed by the Administrative Agent in its sole discretion)applicable. In the case of any such request pertaining to Eurocurrency Rate Multicurrency Tranche Revolving Loans, the Administrative Agent shall promptly notify each Applicable Multicurrency Tranche Revolving Lender thereof. Each such Lender (; and in the case of any such request pertaining to Eurocurrency Rate Loans) Multicurrency Tranche Letters of Credit, the Administrative Agent shall promptly notify each Multicurrency Tranche Revolving Lender and each Multicurrency Tranche Issuing Bank thereof. Each Multicurrency Tranche Revolving Credit Lender and each Multicurrency Tranche Issuing Bank shall notify the Administrative Agent, not later than 11:00 a.m.a.m. (New York City time), seven two (2) Business Days after receipt of such request whether it consents, in its sole discretion, to the making of Eurocurrency Rate Multicurrency Tranche Revolving Loans or the issuance of Multicurrency Tranche Letters of Credit, as the case may be, in such requested currency. (c) Any failure by an Applicable a Multicurrency Tranche Revolving Credit Lender or a Multicurrency Tranche Issuing Bank, as the case may be, to respond to such request within the time period specified in the preceding sentence shall be deemed to be a refusal by such Multicurrency Tranche Revolving Lender or Multicurrency Tranche Issuing Bank, as the case may be, to permit Eurocurrency Rate Multicurrency Tranche Revolving Loans to be made or Multicurrency Tranche Letters of Credit to be issued in such requested currency for the applicable tranchecurrency. If the Administrative Agent and all the Applicable Multicurrency Tranche Revolving Lenders consent to making Eurocurrency Rate Multicurrency Tranche Revolving Loans in such requested currency under the applicable tranchecurrency, the Administrative Agent shall so notify the Borrowers Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Committed Borrowings borrowing of Eurocurrency Rate Loans under Multicurrency Tranche Revolving Loans; and if the Administrative Agent, the Multicurrency Tranche Revolving Lenders and the Multicurrency AMERICAS 107903477 Tranche Issuing Banks consent to the issuance of Multicurrency Tranche Letters of Credit in such trancherequested currency, the Administrative Agent shall so notify the Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Multicurrency Tranche Letter of Credit issuances. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.61.10, the Administrative Agent shall promptly so notify the BorrowersBorrower thereof.

Additional Alternative Currencies. (a) The Tranche A Borrowers or TCCI Borrower may from time to time request that Eurocurrency Rate Eurodollar Revolving Credit Loans be made in a currency other than those specifically listed in the definition of “Alternative Currency;” ”; provided that such requested currency is a lawful currency (other than US Dollars) that is readily available and freely transferable and convertible into US Dollars. In the case of any such request with respect to the making of Eurocurrency Rate Eurodollar Revolving Credit Loans, such request shall be subject to the approval of the Administrative Agent and the Applicable Tranche Lenderseach Revolving Credit Lender. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m.a.m. (New York time), 10 ten Business Days prior to the date of the desired Committed Loan borrowing (or such other time or date as may be agreed by the Administrative Agent in its sole discretionAgent). In the case of any such request pertaining to Eurocurrency Rate Loans, the The Administrative Agent shall promptly notify each Applicable Tranche Revolving Credit Lender thereof. Each such Revolving Credit Lender (in the case of any such request pertaining to Eurocurrency Rate Loans) shall notify the Administrative Agent, not later than 11:00 a.m.a.m. (New York time), seven five Business Days after receipt of such request whether it consents, in its sole discretion, to the making of Eurocurrency Rate Eurodollar Revolving Credit Loans in such requested currency. (c) Any failure by an Applicable Tranche a Revolving Credit Lender to respond to such request within the time period specified in the preceding sentence paragraph shall be deemed to be a refusal by such Revolving Credit Lender to permit Eurocurrency Rate Eurodollar Revolving Credit Loans to be made in such requested currency for the applicable tranchecurrency. If the Administrative Agent and all the Applicable Tranche Revolving Credit Lenders consent to making Eurocurrency Rate Eurodollar Revolving Credit Loans in such requested currency under the applicable tranchecurrency, the Administrative Agent shall so notify the Borrowers Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Committed Borrowings of Eurocurrency Rate Loans under such trancheEurodollar Revolving Credit Loans. If the Administrative Agent shall fail to obtain any consent to any request for an additional currency under this Section 1.6Section, the Administrative Agent shall promptly so notify the Borrowers.Borrower

Additional Alternative Currencies. (a) The Tranche A Borrowers or TCCI Company may from time to time request that Eurocurrency Rate Loans be made in a currency other than those specifically listed in the definition of “"Alternative Currency;” "; provided that such requested currency is a lawful currency (other than US U.S. Dollars) that is readily available and freely transferable and convertible into US U.S. Dollars. In the case of any such request with respect to the making of Eurocurrency Rate Loans, such request shall be subject to the approval of the Administrative Agent and the Applicable Tranche Lenders. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., 10 20 Business Days prior to the date of the desired Committed Loan (or such other time or date as may be agreed by the Administrative Agent in its sole discretion)Credit Extension. In the case of any such request pertaining to Eurocurrency Rate Loans, the Administrative Agent shall promptly notify each Applicable Tranche Lender thereof. Each such Lender (in the case of any such request pertaining to Eurocurrency Rate Loans) shall notify the Administrative Agent, not later than 11:00 a.m., seven ten Business Days after receipt of such request whether it consents, in its sole discretion, to the making of Eurocurrency Rate Loans in such requested currency. (c) Any failure by an Applicable Tranche a Lender to respond to such request within the time period specified in the preceding sentence clause (b) shall be deemed to be a refusal by such Lender to permit Eurocurrency Rate Loans to be made in such requested currency for the applicable tranchecurrency. If the Administrative Agent and all the Applicable Tranche Lenders consent to making Eurocurrency Rate Loans in such requested currency under the applicable tranchecurrency, the Administrative Agent shall so notify the Borrowers Company and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Committed Borrowings of Eurocurrency Rate Loans under such trancheLoans. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.61.06, the Administrative Agent shall promptly so notify the BorrowersCompany.

Additional Alternative Currencies. (a) The Tranche A Borrowers or TCCI Company may from time to time request that Eurocurrency Rate Alternative Currency Loans be made in a currency other than those specifically listed in the definition of “Alternative Currency;” ; provided that such requested currency is a lawful currency (other than US Dollars) that is readily available and freely transferable and convertible into US Dollarsan Eligible Currency. In the case of any such request with respect to the making of Eurocurrency Rate Loans, Any such request shall be subject to the approval of the Administrative Agent and the Applicable Tranche Lenders. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., 10 20 Business Days prior to the date of the desired Committed Loan Credit Extension (or such other time or date as may be agreed by the Administrative Agent in its sole discretionAgent). In the case of any such request pertaining to Eurocurrency Rate Loansrequest, the Administrative Agent shall promptly notify each Applicable Tranche Lender thereof. Each such Lender (in the case of any such request pertaining to Eurocurrency Rate Loans) shall notify the Administrative Agent, not later than 11:00 a.m., seven 10 Business Days after receipt of such request whether it consents, in its sole discretion, to the making of Eurocurrency Rate Alternative Currency Loans in such requested currency. (c) Any failure by an Applicable Tranche a Lender to respond to such request within the time period specified in the preceding sentence shall be deemed to be a refusal by such Lender to permit Eurocurrency Rate Alternative Currency Loans to be made in such requested currency for the applicable tranchecurrency. If the Administrative Agent and all the Applicable Tranche Lenders consent to making Eurocurrency Rate Alternative Currency Loans in such requested currency under and the applicable trancheAdministrative Agent and such Lenders reasonably determine that an appropriate interest rate is available to be used for such requested currency, the Administrative Agent shall so notify the Borrowers Company and (i) the Administrative Agent and such Lenders may amend the definition of Alternative Currency Daily Rate or Alternative Currency Term Rate to the extent necessary to add the applicable rate for such currency and any applicable adjustment for such rate and (ii) to the extent the definition of Alternative Currency Daily Rate or Alternative Currency Term Rate, as applicable, has been amended to reflect the appropriate rate for such currency, such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Committed Borrowings of Eurocurrency Rate Loans under such trancheAlternative Currency Loans. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.61.05, the Administrative Agent shall promptly so notify the BorrowersCompany.

Additional Alternative Currencies. (a) The Tranche A Borrowers or TCCI Borrower may from time to time request that Eurocurrency Eurodollar Rate Committed Loans be made and/or Letters of Credit be issued in a currency other than those specifically listed in the definition of “Alternative Currency;” provided that such requested currency is a lawful currency (other than US Dollars) that is readily available and freely transferable and convertible into US Dollars. In the case of any such request with respect to the making of Eurocurrency Eurodollar Rate LoansCommitted Loans and the issuance of Letters of Credit, such request shall be subject to the approval of the Administrative Agent and the Applicable Tranche LendersLender. (b) Any such request shall be made to the Administrative Agent Lender not later than 11:00 a.m., 10 ten (10) Business Days prior to the date of the desired Committed Loan Credit Extension (or such other time or date as may be agreed by the Administrative Agent Lender, in its sole discretion). In the case of any such request pertaining to Eurocurrency Rate Loans, the Administrative Agent shall promptly notify each Applicable Tranche Lender thereof. Each such Lender (in the case of any such request pertaining to Eurocurrency Rate Loans) shall notify the Administrative Agent, not later than 11:00 a.m., seven Business Days after receipt of such request whether it consents, in its sole discretion, to the making of Eurocurrency Rate Loans in such requested currency. (c) Any failure by an Applicable Tranche Lender to respond to such request within the time period specified in the preceding sentence shall be deemed to be a refusal by such Lender to permit Eurocurrency Eurodollar Rate Committed Loans to be made or Letters of Credit to be issued in such requested currency for the applicable tranchecurrency. If the Administrative Agent and all the Applicable Tranche Lenders consent Lender consents to making Eurocurrency Eurodollar Rate Committed Loans in such requested currency under the applicable tranchecurrency, the Administrative Agent Lender shall so notify the Borrowers Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Committed Borrowings of Eurocurrency Eurodollar Rate Loans under Committed Loans; and if Lender consents to the issuance of Letters of Credit in such tranche. If the Administrative Agent requested currency, Lender shall fail to obtain consent to any request for an additional currency under this Section 1.6, the Administrative Agent shall promptly so notify the BorrowersBorrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Letter of Credit issuances.

Additional Alternative Currencies. (a) The Tranche A Borrowers or TCCI Company may from time to time request that Eurocurrency Rate Loans be made in a currency other than those specifically listed in clauses (a) and (b) of the definition of “Alternative Currency;” provided that such requested currency is a lawful currency (other than US Dollars) that is readily available and freely transferable and convertible into US Dollars. In the case of any such request with respect to the making of Eurocurrency Rate Loans, such request shall be subject to the approval of the Administrative Agent Agent, the Issuing Lenders and the Applicable Tranche Lenders. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., 10 fifteen (15) Business Days prior to the date of the desired Committed Loan Borrowing (or such other time or date as may be agreed by the Administrative Agent in its sole discretion). In the case of any such request pertaining to Eurocurrency Rate Loans, the Administrative Agent shall promptly notify each Applicable Tranche applicable Lender thereof. Each such Lender (in the case of any such request pertaining to Eurocurrency Rate Loans) shall notify the Administrative Agent, not later than 11:00 a.m., seven eight (8) Business Days after receipt of such request whether it consents, in its sole discretion, to the making of Eurocurrency Rate Loans in such requested currency. (c) Any failure by an Applicable Tranche a Lender to respond to such request within the time period specified in the preceding sentence shall be deemed to be a refusal by such Lender to permit Eurocurrency Rate Loans to be made in such requested currency for the applicable tranchecurrency. If the Administrative Agent and all the Applicable Tranche Lenders consent to making Eurocurrency Rate Loans in such requested currency under and the applicable trancheAdministrative Agent and Lenders reasonably determine that a Eurocurrency Rate is available to be used for such requested currency, (i) the Administrative Agent shall so notify the Borrowers Company and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Committed Borrowings of Eurocurrency Rate Loans under and (ii) the Administrative Agent and the Company may amend this Agreement solely to the extent necessary to add the applicable rate for such tranchecurrency and any applicable adjustment for such rate. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.61.05, the Administrative Agent shall promptly so notify the BorrowersCompany.

Additional Alternative Currencies. (a) The Tranche A Borrowers or TCCI Company may from time to time request that Eurocurrency Rate Loans be made in a currency other than those specifically listed in the definition of “Alternative Currency;” ”; provided that (i) such requested currency is a lawful currency (other than US Dollars) that is readily available and freely transferable and convertible into US DollarsDollars and (ii) such requested currency shall only be treated as a “LIBOR Quoted Currency” to the extent that there is published LIBOR rate for such currency. In the case of any such request with respect to the making of Eurocurrency Rate Loans, such request shall be subject to the approval of the Administrative Agent and the Applicable Tranche Lenderseach Lender with a Revolving Commitment. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., 10 twenty (20) Business Days prior to the date of the desired Committed Loan Borrowing (or such other time or date as may be agreed by the Administrative Agent in its sole discretion). In the case of any such request pertaining to Eurocurrency Rate Loans, the Administrative Agent shall promptly notify each Applicable Tranche Lender thereof. Each such Lender (in the case of any such request pertaining to Eurocurrency Rate Loans) shall notify the Administrative Agent, not later than 11:00 a.m., seven ten (10) Business Days after receipt of such request whether it consents, in its sole discretion, to the making of Eurocurrency Rate Loans in such requested currency. (c) Any failure by an Applicable Tranche a Lender to respond to such request within the time period specified in the preceding sentence shall be deemed to be a refusal by such Lender to permit Eurocurrency Rate Loans to be made in such requested currency for the applicable tranchecurrency. If the Administrative Agent and all the Applicable Tranche Lenders consent to making Eurocurrency Rate Loans in such requested currency under and the applicable trancheAdministrative Agent and such Lenders reasonably determine that an appropriate interest rate is available to be used for such requested currency, the Administrative Agent shall so notify the Borrowers Company and (i) the Administrative Agent and such Lenders may amend the definition of Eurocurrency Rate for any Non-LIBOR Quoted Currency to the extent necessary to add the applicable Eurocurrency Rate for such currency and (ii) to the extent the definition of Eurocurrency Rate reflects the appropriate interest rate for such currency or has been amended to reflect the appropriate rate for such currency, such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Committed Borrowings of Eurocurrency Rate Loans under such trancheLoans. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.61.08, the Administrative Agent shall promptly so notify the BorrowersCompany.

Additional Alternative Currencies. (a) The Tranche A Borrowers or TCCI Company may from time to time request that Eurocurrency Rate Loans be made in a currency other than those specifically listed in the definition of “Alternative Currency;” ; provided that such requested currency is a lawful currency (other than US Dollars) that is readily available and freely transferable and convertible into US Dollars. In the case of any such request with respect to the making of Eurocurrency Rate Loans, Any such request shall be subject to the approval of the Administrative Agent and the Applicable Tranche Lenders. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., 10 20 Business Days prior to the date of the desired Committed Loan Credit Extension (or such other time or date as may be agreed by the Administrative Agent in its sole discretionAgent). In the case of any such request pertaining to Eurocurrency Rate Loansrequest, the Administrative Agent shall promptly notify each Applicable Tranche Lender thereof. Each such Lender (in the case of any such request pertaining to Eurocurrency Rate Loans) shall notify the Administrative Agent, not later than 11:00 a.m., seven 10 Business Days after receipt of such request whether it consents, in its sole discretion, to the making of Eurocurrency Rate Loans in such requested currency. (c) Any failure by an Applicable Tranche a Lender to respond to such request within the time period specified in the preceding sentence shall be deemed to be a refusal by such Lender to permit Eurocurrency Rate Loans to be made in such requested currency for the applicable tranchecurrency. If the Administrative Agent and all the Applicable Tranche Lenders consent to making Eurocurrency Rate Loans in such requested currency under the applicable tranchecurrency, the Administrative Agent shall so notify the Borrowers Company and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Committed Borrowings of Eurocurrency Rate Loans under such trancheLoans. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.61.06, the Administrative Agent shall promptly so notify the BorrowersCompany.

Additional Alternative Currencies. (a) The Tranche A Borrowers or TCCI Company may from time to time request that Eurocurrency Rate Loans be made in a currency other than those specifically listed in the definition of “Alternative Currency;” provided that such requested currency is a lawful currency (other than US Dollars) that is readily available and freely transferable and convertible into US Dollars. In the case of any such request with respect to the making of Eurocurrency Rate Loans, such request shall be subject to the approval of the Administrative Agent and the Applicable Tranche Lenders. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., 10 twenty (20) Business Days prior to the date of the desired Committed Loan Credit Extension (or such other time or date as may be agreed by the Administrative Agent in its sole discretion). In the case of any such request pertaining to Eurocurrency Rate Loans, the Administrative Agent shall promptly notify each Applicable Tranche Lender thereof. Each such Lender (in the case of any such request pertaining to Eurocurrency Rate Loans) shall notify the Administrative Agent, not later than 11:00 a.m., seven ten (10) Business Days after receipt of such request whether it consents, in its sole discretion, to the making of Eurocurrency Rate Loans in such requested currency. (c) Any failure by an Applicable Tranche a Lender to respond to such request within the time period specified in the preceding sentence shall be deemed to be a refusal by such Lender to permit Eurocurrency Rate Loans to be made in such requested currency for the applicable tranchecurrency. If the Administrative Agent and all the Applicable Tranche Lenders consent to making Eurocurrency Rate Loans in such requested currency under the applicable tranchecurrency, the Administrative Agent shall so notify the Borrowers Company and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Committed Borrowings of Eurocurrency Rate Loans under such trancheLoans. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.61.10, the Administrative Agent shall promptly so notify the BorrowersCompany.

Additional Alternative Currencies. (a) The Tranche A Borrowers or TCCI Borrower Party may from time to time request that Eurocurrency Loans (other than Base Rate Loans Loans) be made in a currency other than those specifically listed in the definition of “Alternative Currency;” herein, provided that such requested currency is a lawful currency (other than US Dollars) that is readily available and freely transferable and convertible into US Dollars. In the case of any such request with respect to the making of Eurocurrency Loans (other than Base Rate Loans), such request shall be subject to the approval of the Administrative Agent and the Applicable Tranche Committed Lenders. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., 10 fifteen (15) Business Days prior to the date of the desired Committed Loan Credit Extension (or such other time or date as may be agreed by the Administrative Agent in its sole discretionAgent). In the case of any such request pertaining to Eurocurrency Loans (other than Base Rate Loans), the Administrative Agent shall promptly notify each Applicable Tranche Funding Agent thereof (which shall promptly notify the Committed Lenders in its Lender thereofGroup). Each such Lender (in In the case of any such request pertaining to Eurocurrency Rate Loans) request, each Funding Agent shall notify the Administrative Agent, not later than 11:00 a.m., seven ten (10) Business Days after receipt of such request whether it consents, in its sole discretion, to the making of Eurocurrency Loans (other than Base Rate Loans Loans) in such requested currency. (c) Any failure by an Applicable Tranche Lender a Funding Agent to respond to such request within the time period specified in the preceding sentence shall be deemed to be a refusal by such the applicable Lender Group to permit Eurocurrency Rate Loans to be made in such requested currency for the applicable tranchecurrency. If the Administrative Agent and all the Applicable Tranche Lenders applicable Funding Agent consent to making Eurocurrency Loans (other than Base Rate Loans Loans) in such requested currency under the applicable tranchecurrency, the Administrative Agent shall so notify the Borrowers Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Committed Borrowings of Eurocurrency Loans (other than Base Rate Loans under such trancheLoans). If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.61.07, the Administrative Agent shall promptly so notify the BorrowersBorrower.

Additional Alternative Currencies. (a) The Tranche A Borrowers or TCCI Company may from time to time request that Eurocurrency Rate Loans be made in a currency other than those specifically listed in clauses (a) and (b) of the definition of “Alternative Currency;” provided that such requested currency is a lawful currency (other than US Dollars) that is readily available and freely transferable and convertible into US Dollars. In the case of any such request with respect to the making of Eurocurrency Rate Loans, such request shall be subject to the approval of the Administrative Agent Agent, the Issuing Lenders and the Applicable Tranche Lenders. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., 10 fifteen (15) Business Days prior to the date of the desired Committed Loan Borrowing (or such other time or date as may be agreed by the Administrative Agent in its sole discretion). In the case of any such request pertaining to Eurocurrency Rate Loans, the Administrative Agent shall promptly notify each Applicable Tranche applicable Lender thereof. Each such Lender (in the case of any such request pertaining to Eurocurrency Rate Loans) shall notify the Administrative Agent, not later than 11:00 a.m., seven eight (8) Business Days after receipt of such request whether it consents, in its sole discretion, to the making of Eurocurrency Rate Loans in such requested currency. (c) Any failure by an Applicable Tranche a Lender to respond to such request within the time period specified in the preceding sentence shall be deemed to be a refusal by such Lender to permit Eurocurrency Rate Loans to be made in such requested currency for the applicable tranchecurrency. If the Administrative Agent and all the Applicable Tranche Lenders consent to making Eurocurrency Rate Loans in such requested currency under and the applicable trancheAdministrative Agent and Lenders reasonably determine that a Eurocurrency Rate is available to be used for such requested currency, the Administrative Agent shall so notify the Borrowers Company and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Committed Borrowings of Eurocurrency Rate Loans under such trancheLoans. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.61.05, the Administrative Agent shall promptly so notify the BorrowersCompany.

Additional Alternative Currencies. (a) The Tranche A Borrowers or TCCI Company may from time to time request that Eurocurrency Rate Loans be made in a currency other than those specifically listed in the definition of “Alternative Currency;” ”; provided that such requested currency is a lawful currency (other than US Dollars) that is readily available and freely transferable and convertible into US Dollarsan Eligible Currency. In the case of any such request with respect to the making of Eurocurrency Rate Loans, such request shall be subject to the approval of the Administrative Agent and the Applicable Tranche Lenderseach Bank. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m.a.m. (New York City time), 10 twenty (20) Business Days prior to the date of the desired Committed Loan Borrowing (or such other time or date as may be agreed by the Administrative Agent in its sole discretion). In the case of any such request pertaining to Eurocurrency Rate Loans, the Administrative Agent shall promptly notify each Applicable Tranche Lender Bank thereof. Each such Lender Bank (in the case of any such request pertaining to Eurocurrency Rate Loans) shall notify the Administrative Agent, not later than 11:00 a.m.a.m. (New York City time), seven ten (10) Business Days after receipt of such request whether it consents, in its sole discretion, to the making of Eurocurrency Rate Loans in such requested currency. (c) Any failure by an Applicable Tranche Lender a Bank to respond to such request within the time period specified in the preceding sentence shall be deemed to be a refusal by such Lender Bank to permit Eurocurrency Rate Loans to be made in such requested currency for the applicable tranchecurrency. If the Administrative Agent and all the Applicable Tranche Lenders Banks consent to making Eurocurrency Rate Loans in such requested currency under and the applicable trancheAdministrative Agent and such Banks reasonably determine that an appropriate interest rate is available to be used for such requested currency, the Administrative Agent shall so notify the Borrowers Company and (i) the Administrative Agent and such Bxxxx may amend the definition of Eurocurrency Rate to the extent necessary to add the applicable Eurocurrency Rate for such currency and (ii) to the extent the definition of Eurocurrency Rate reflects the appropriate interest rate for such currency or has been amended to reflect the appropriate rate for such currency, such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Committed Borrowings of Eurocurrency Rate Loans under such trancheLoans. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.61.04, the Administrative Agent shall promptly so notify the BorrowersCompany.

Additional Alternative Currencies. (a) The Tranche A Borrowers or TCCI Borrower may from time to time request that Eurocurrency Rate Loans be made in a currency other than those specifically listed in the definition of “Alternative Currency;” provided that such requested currency is a lawful currency (other than US Dollars) that is readily available and freely transferable and convertible into US Dollars. In the case of any such request with respect to the making of Eurocurrency Rate Loans, Any such request shall be subject to the approval of the Administrative Agent and the Applicable Tranche Lenders. (b) Any such request shall be made to the Administrative Agent not later than 11:00 10:00 a.m., 10 Business Days prior to the date of the desired Committed Loan Credit Extension (or such other time or date as may be agreed by the Administrative Agent in its sole discretion). In the case of any such request pertaining to Eurocurrency Rate Loans, and the Administrative Agent shall promptly notify each Applicable Tranche Lender thereof. Each such Lender (in the case of any such request pertaining to Eurocurrency Rate Loans) shall notify the Administrative Agent, not later than 11:00 10:00 a.m., seven ten Business Days after receipt of such request whether it consents, in its sole discretion, to the making of Eurocurrency Rate Loans in such requested currencyLoans. (c) Any failure by an Applicable Tranche a Lender to respond to such request within the time period specified in the preceding sentence shall be deemed to be a refusal by such Lender to permit Eurocurrency Rate Loans to be made in such requested currency for the applicable tranchecurrency. If the Administrative Agent and all the Applicable Tranche Lenders consent to making Eurocurrency Rate Loans in such requested currency under the applicable tranchecurrency, the Administrative Agent shall so notify the Borrowers Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Committed Borrowings of Eurocurrency Rate Loans under such trancheLoans. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.61.05, the Administrative Agent shall promptly so notify the BorrowersBorrower.

Additional Alternative Currencies. (a) The Tranche A Foreign Borrowers or TCCI may from time to time request that Eurocurrency Rate Loans Credit Extensions be made to the Foreign Borrowers in a currency other than those specifically listed in the definition of “Alternative Currency;” ”; provided that such requested currency is a lawful currency (other than US Dollars) that is readily available and freely transferable and convertible into US Dollars. In the case of any such request with respect to the making of Eurocurrency Rate Revolving Loans, such request shall be subject to the approval of the Administrative Agent and the Applicable Tranche Lenders. (b) Lenders holding Foreign Revolving Commitments; and in the case of any such request with respect to the issuance of Letters of Credit, such request shall be subject to the approval of the Administrative Agent and the L/C Issuer. Any such request shall be made to the Administrative Agent (which shall promptly notify each Lender thereof) not later than 11:00 a.m., 10 12:00 noon five (5) Business Days prior to the date of the desired Committed Loan (or such other time or date as may be agreed by the Administrative Agent in its sole discretion). In the case of any such request pertaining to Eurocurrency Rate Loans, the Administrative Agent shall promptly notify each Applicable Tranche Lender thereofCredit Extension. Each such Lender (in the case of any such request pertaining to Eurocurrency Rate Loans) shall notify the Administrative Agent, not later than 11:00 a.m., seven 12:00 noon four (4) Business Days after receipt of such request whether it consents, in its sole discretion, to the making of Eurocurrency Rate Loans Credit Extensions in such requested currency. (c) . Any failure by an Applicable Tranche a Lender to respond to such request within the time period specified in the preceding sentence shall be deemed to be a refusal by such Lender to permit Eurocurrency Rate Loans to be made make Credit Extensions in such requested currency for the applicable tranchecurrency. If the Administrative Agent and all the Applicable Tranche Lenders consent to making Eurocurrency Rate Revolving Loans in such requested currency under the applicable tranchecurrency, the Administrative Agent shall so notify the Foreign Borrowers and such currency shall thereupon be deemed for all purposes of Revolving Loans to be an Alternative Currency hereunder for purposes of any Committed Borrowings of Eurocurrency Rate Loans under such tranche. If hereunder; and if the Administrative Agent shall fail to obtain and the L/C Issuer consent to any request for an additional currency under this Section 1.6issuing Letters of Credit in such requested currency, the Administrative Agent shall promptly so notify the BorrowersForeign Borrowers and such currency shall thereupon be deemed for purposes of Letters of Credit to be an Alternative Currency hereunder.

Additional Alternative Currencies. (a) The Tranche A Borrowers or TCCI Borrower may from time to time request that Eurocurrency Rate Loans be made in a currency other than those specifically listed in the definition of “Alternative Currency;” provided that such requested currency is a lawful currency (other than US U.S. Dollars) that is readily available and freely transferable and convertible into US U.S. Dollars. In the case of any such request with respect to the making of Eurocurrency Rate Loans, such request shall be subject to the approval of the Administrative Agent and the Applicable Tranche Revolving Lenders. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., 10 20 Business Days prior to the date of the desired Committed Loan Borrowing (or such other time or date as may be agreed by the Administrative Agent Agent, in its sole discretion). In the case of any such request pertaining to Eurocurrency Rate Loans, the The Administrative Agent shall promptly notify each Applicable Tranche Revolving Lender thereofof such request for Eurocurrency Loans. Each such Revolving Lender (in the case of any such request pertaining to Eurocurrency Rate Loans) shall notify the Administrative Agent, not later than 11:00 a.m., seven ten Business Days after receipt of such request whether it consents, in its sole discretion, to the making of Eurocurrency Rate Loans in such requested currency. (c) Any failure by an Applicable Tranche a Revolving Lender to respond to such request within the time period specified in the preceding sentence shall be deemed to be a refusal by such Revolving Lender to permit Eurocurrency Rate Loans to be made in such requested currency for the applicable tranchecurrency. If the Administrative Agent and all the Applicable Tranche Revolving Lenders consent to making Eurocurrency Rate Loans in such requested currency under the applicable tranchecurrency, the Administrative Agent shall so notify the Borrowers Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Committed Borrowings of Eurocurrency Rate Loans under such trancheLoans. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.6, the Administrative Agent shall promptly so notify the BorrowersBorrower.

Additional Alternative Currencies. (a) The Tranche A Borrowers or TCCI Borrower may from time to time request that Eurocurrency Rate Alternative Currency Revolving Loans be made and/or Alternative Currency Letters of Credit be issued in a currency other than those specifically listed in the definition of “Alternative Currency;” ”; provided that that, in the case of Alternative Currency Revolving Loans, such requested currency is a lawful currency (other than US Dollars) that is readily available and freely transferable and convertible into US Dollars, and, in the case of Alternative Currency Letters of Credit, such requested currency is a lawful currency (other than Dollars) and the Issuing Lender is willing to issue an Alternative Currency Letter of Credit in such currency. In the case of any such request with respect to (x) the making of Eurocurrency Rate Alternative Currency Revolving Loans, such request shall be subject to the approval of the Administrative Agent and the Applicable Tranche Alternative Currency Revolving Lenders, and (y) to the issuance of Alternative Currency Letters of Credit, such request shall be subject to the approval of the Administrative Agent and the Issuing Lender thereunder and, if the requested currency for such Alternative Currency Letter of Credit is not freely transferable and convertible into Dollars, the Administrative Agent and the Issuing Lender thereunder shall agree on the currency conversion between such requested currency and Dollars. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., 10 Local Time, 20 Business Days prior to the date of the desired Committed Loan extension of credit (or or, in the case of any such other time or date as may be agreed by request pertaining to Alternative Currency Letters of Credit, the Administrative Agent Issuing Lender, in its or their sole discretion). In the case of any such request pertaining to Eurocurrency Rate Alternative Currency Revolving Loans, the Administrative Agent shall promptly notify each Applicable Tranche Alternative Currency Revolving Lender of any request pursuant to this Section 1.7 and in the case of any such request pertaining to Alternative Currency Letters of Credit, the Administrative Agent shall promptly notify the Issuing Lender thereof. Each such Alternative Currency Revolving Lender (in the case of any such request pertaining to Eurocurrency Rate Alternative Currency Revolving Loans) or Issuing Lender (in the case of a request pertaining to Alternative Currency Letters of Credit) shall notify the Administrative Agent, not later than 11:00 a.m., seven Local Time, ten Business Days after receipt of such request whether it consents, in its sole discretion, to the making of Eurocurrency Rate Alternative Currency Revolving Loans or the issuance of Alternative Currency Letters of Credit , as the case may be, denominated in such requested currency. (c) Any failure by an Applicable Tranche Alternative Currency Revolving Lender or Issuing Lender, as the case may be, to respond to such request within the time period specified in the preceding sentence shall be deemed to be a refusal by such Alternative Currency Revolving Lender or Issuing Lender, as the case may be, to permit Eurocurrency Rate Alternative Currency Revolving Loans to be made or Alternative Currency Letters of Credit to be issued in such requested currency for the applicable tranchecurrency. If the Administrative Agent and all the Applicable Tranche Alternative Currency Revolving Lenders consent to making Eurocurrency Rate Alternative Currency Revolving Loans in such requested currency under the applicable tranchecurrency, the Administrative Agent shall so notify the Borrowers Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Committed Borrowings Alternative Currency Revolving Loans; and if the Administrative Agent and an Issuing Lender consent to the issuance of Eurocurrency Rate Loans under Alternative Currency Letters of Credit in such trancherequested currency, the Administrative Agent shall so notify the Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Letter of Credit issuances by such consenting Issuing Lender. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.61.7, the Administrative Agent shall promptly so notify the BorrowersBorrower.

Additional Alternative Currencies. (a) The Tranche A Borrowers or TCCI Borrower may from time to time request that Eurocurrency Rate Loans be made under Article II in a currency other than those specifically listed in the definition of “Alternative Currency;” provided that such requested currency is a lawful currency (other than US Dollars) that is readily available and freely transferable and convertible into US Dollars. In the case of any such request with respect to the making of Eurocurrency Rate Loans, such request shall be subject to the approval of the Administrative Agent and all of the Applicable Tranche Lenders. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., 10 20 Business Days prior to the date of the desired Committed Loan Credit Extension (or such other time or date as may be agreed by the Administrative Agent in its sole discretionAgent). In the case of any such request pertaining to Eurocurrency Rate Loans, the Administrative Agent shall promptly notify each Applicable Tranche Lender thereof. Each such Lender (in the case of any such request pertaining to Eurocurrency Rate Loans) shall notify the Administrative Agent, not later than 11:00 a.m., seven ten Business Days after receipt of such request whether it consents, in its sole discretion, to the making of Eurocurrency Rate Loans in such requested currency. (c) Any failure by an Applicable Tranche a Lender to respond to such request within the time period specified in the preceding sentence shall be deemed to be a refusal by such Lender to permit Eurocurrency Rate Loans to be made in such requested currency for the applicable tranchecurrency. If the Administrative Agent and all the Applicable Tranche Lenders consent to making Eurocurrency Rate Loans in such requested currency under the applicable tranchecurrency, the Administrative Agent shall so notify the Borrowers Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Committed Revolving Borrowings of Eurocurrency Rate Loans under such trancheLoans. If the Administrative Agent shall fail to obtain consent from each Lender to any request for an additional currency under this Section 1.61.06, the Administrative Agent shall promptly so notify the BorrowersBorrower.

Additional Alternative Currencies. (a) The Tranche A Borrowers or TCCI Borrower may from time to time request that Eurocurrency Rate Alternative Currency Loans be made in a currency other than those specifically listed in the definition of “Alternative Currency;.” provided that such requested currency is a lawful currency (other than US Dollars) that is readily available and freely transferable and convertible into US Dollars. In the case of any such request with respect to the making of Eurocurrency Rate Alternative Currency Loans, such request shall be subject to the approval of the Administrative Agent and the Applicable Tranche Lenders. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m.noon, 10 ten Business Days prior to the date of the desired Committed Loan Borrowing (or such other time or date as may be agreed by the Administrative Agent in its sole discretion). In the case of any such request pertaining to Eurocurrency Rate Alternative Currency Loans, the Administrative Agent shall promptly notify each Applicable Tranche Lender thereof. Each such Lender (in the case of any such request pertaining to Eurocurrency Rate Alternative Currency Loans) shall notify the Administrative Agent, not later than 11:00 a.m., seven five Business Days after receipt of such request whether it consents, in its sole discretion, to the making of Eurocurrency Rate Alternative Currency Loans in such requested currency. (c) Any failure by an Applicable Tranche a Lender to respond to such request within the time period specified in the preceding sentence shall be deemed to be a refusal by such Lender to permit Eurocurrency Rate Alternative Currency Loans to be made in such requested currency for the applicable tranchecurrency. If the Administrative Agent and all the Applicable Tranche Lenders consent to making Eurocurrency Rate Alternative Currency Loans in such requested currency under and the applicable trancheAdministrative Agent and such Lenders reasonably determine that an appropriate interest rate is available to be used for such requested currency, the Administrative Agent shall so notify the Borrowers Borrower and (i) the Administrative Agent and such Lenders may amend the definition of Alternative Currency Daily Rate or Alternative Currency Term Rate to the extent necessary to add the applicable rate for such currency and make such other applicable adjustments for such rate and (ii) to the extent the definition of Alternative Currency Daily Rate or Alternative Currency Term Rate, as applicable, has been amended to reflect the appropriate rate for such currency, such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Committed Borrowings Borrowing of Eurocurrency Rate Loans under such trancheAlternative Currency Loans. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.61.06, the Administrative Agent shall promptly so notify the BorrowersBorrower.

Additional Alternative Currencies. (a) The Tranche A Borrowers or TCCI Borrower may from time to time request that Eurocurrency Rate Loans be made in a currency other than those specifically listed in the definition of “Alternative Currency;” ”; provided that (a) such requested currency is a lawful currency (other than US Dollars) that is readily available and freely transferable and convertible into US Dollars, (b) such currency may be used by any Lender to make Loans hereunder and/or to permit the Borrower to borrow and repay the principal thereof and to pay the interest thereon without any central bank or other governmental authorization in the country of issue of such currency, unless such authorization has been obtained and is in full force and effect, and (c) prior to any such request, the Borrower, the Administrative Agent and the Revolving Lenders shall have amended this Credit Agreement to provide for an interest rate agreed to by the Borrower, the Administrative Agent and the Revolving Lenders and to include such other administrative requirements as may be necessary to implement such interest rate. In the case of any such request with respect to the making of Eurocurrency Rate LoansLoans in any such currency, such request shall be subject to the approval of the Administrative Agent and each of the Applicable Tranche Revolving Lenders. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., 10 20 Business Days prior to the date of the desired Committed Loan making of Loans (or such other time or date as may be agreed by the Administrative Agent in its sole discretionAgent). In the case of any such request pertaining to Eurocurrency Rate Loansrequest, the Administrative Agent shall promptly notify each Applicable Tranche Revolving Lender thereof. Each such Revolving Lender (in the case of any such request pertaining to Eurocurrency Rate Loans) shall notify the Administrative Agent, not later than 11:00 a.m., seven 10 Business Days after receipt of such request whether it consents, in its sole discretion, to the making of Eurocurrency Rate Loans in such requested currency. (c) Any failure by an Applicable Tranche a Revolving Lender to respond to such request within the time period specified in the preceding sentence shall be deemed to be a refusal by such Lender to permit Eurocurrency Rate Loans to be made in such requested currency for the applicable tranchecurrency. If the Administrative Agent and all the Applicable Tranche Revolving Lenders consent to making Eurocurrency Rate Loans in such requested currency under the applicable tranchecurrency, the Administrative Agent shall so notify the Borrowers Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Committed Borrowings borrowings of Eurocurrency Rate Loans under such trancheLoans. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.6, the Administrative Agent shall promptly so notify the BorrowersBorrower.

Additional Alternative Currencies. (a) The Tranche A Borrowers or TCCI Company may from time to time request that Eurocurrency Rate Revolving Credit Loans be made in a currency other than those specifically listed in the definition of “Alternative Currency;” provided that such requested currency is a lawful currency (other than US Dollars) that is readily available and freely transferable and convertible into US Dollars. In the case of any such request with respect to the making of Eurocurrency Rate Revolving Credit Loans, such request shall be subject to the approval of the Administrative Agent and the Applicable Tranche Revolving Credit Lenders. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., 10 15 Business Days prior to the date of the desired Committed Loan Credit Extension (or such other time or date as may be agreed by the Administrative Agent in its sole discretion). In the case of any such request pertaining to Eurocurrency Rate Loans, the The Administrative Agent shall promptly notify each Applicable Tranche Revolving Credit Lender thereof. Each such Revolving Credit Lender (in the case of any such request pertaining to Eurocurrency Rate Loans) shall notify the Administrative Agent, not later than 11:00 a.m., seven ten Business Days after receipt of such request whether it consents, in its sole discretion, to the making of Eurocurrency Rate Revolving Credit Loans in such requested currency. (c) Any failure by an Applicable Tranche a Revolving Credit Lender to respond to such request within the time period specified in the preceding sentence shall be deemed to be a refusal by such Revolving Credit Lender to permit Eurocurrency Rate Revolving Credit Loans to be made in such requested currency for the applicable trancheRequested Currency. If the Administrative Agent and all the Applicable Tranche Revolving Credit Lenders consent to making Eurocurrency Rate Revolving Credit Loans in such requested currency under the applicable tranchecurrency, the Administrative Agent shall so notify the Borrowers Company and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Committed Borrowings Revolving Credit Borrowing of Eurocurrency Rate Loans under such trancheRevolving Credit Loans. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.61.07, the Administrative Agent shall promptly so notify the BorrowersCompany.