Common use of Additional Alternative Currencies Clause in Contracts

Additional Alternative Currencies. The Borrowers may from time to time request that 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 that is readily available and freely transferable and convertible into U.S. dollars. Such request shall be subject to the approval of the Administrative Agent and the Applicable Issuing Bank. Any such request shall be made to the Administrative Agent not later than 12:00 p.m. (Standard Time), ten Business Days prior to the date of the requested Letter of Credit (or such other time or date as may be agreed by the Administrative Agent and the Applicable Issuing Bank, in its or their sole discretion). The Administrative Agent shall promptly notify the Applicable Issuing Bank thereof. The Applicable Issuing Bank shall notify the Administrative Agent, not later than 12:00 p.m. (Standard Time), five Business Days after receipt of such request whether it consents, in its sole discretion, to the issuance of Letters of Credit, as the case may be, in such requested currency. Any failure by the Applicable Issuing Bank to respond to such request within the time period specified in the preceding sentence shall be deemed to be a refusal by such Issuing Bank to issue the requested Letters of Credit in such requested currency at that time. If the Administrative Agent and the Applicable Issuing Bank consent to the issuance of Letters of Credit in such requested currency, 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 Letter of Credit issuances. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.05, the Administrative Agent shall promptly so notify the Borrowers.

Additional Alternative Currencies. (a) The Borrowers Company may from time to time request that Letters of Credit Eurocurrency Rate Loans be issued 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 Dollars) that is readily available and freely transferable and convertible into U.S. dollarsDollars. Such Any such request shall be subject to the approval of the Administrative Agent and the Applicable Issuing Bank. Lenders. (b) Any such request shall be made to the Administrative Agent not later than 12:00 p.m. (Standard Time)11:00 a.m., ten 20 Business Days prior to the date of the requested Letter of desired Credit Extension (or such other time or date as may be agreed by the Administrative Agent and the Applicable Issuing Bank, in its or their sole discretionAgent). The In the case of any such request, the Administrative Agent shall promptly notify the Applicable Issuing Bank each Lender thereof. The Applicable Issuing Bank Each Lender shall notify the Administrative Agent, not later than 12:00 p.m. (Standard Time)11:00 a.m., five 10 Business Days after receipt of such request whether it consents, in its sole discretion, to the issuance making of Letters of Credit, as the case may be, Eurocurrency Rate Loans in such requested currency. . (c) Any failure by the Applicable Issuing Bank 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 Issuing Bank Lender to issue the requested Letters of Credit permit Eurocurrency Rate Loans to be made in such requested currency at that timecurrency. If the Administrative Agent and all the Applicable Issuing Bank Lenders consent to the issuance of Letters of Credit making Eurocurrency Rate Loans in 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 Letter Committed Borrowings of Credit issuancesEurocurrency Rate Loans. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.05, the Administrative Agent shall promptly so notify the BorrowersCompany.

Additional Alternative Currencies. (a) The Borrowers Company may from time to time request that Letters of Credit be issued in a currency other than Dollars, Euro or those currencies specifically listed in the definition of “Alternative Currency;” ”; provided that such requested currency is a lawful currency that is readily available and freely transferable and convertible into U.S. dollarsDollars. Such In the case of any such request, such request shall be subject to the approval of the Administrative Agent and the Applicable applicable Issuing Bank. . (b) Any such request shall be made to the Administrative Agent not later than 12:00 p.m. (Standard Time)11:00 a.m., ten Business Days prior to the date of the requested Letter of Credit desired L/C Disbursement (or such other time or date as may be agreed by the Administrative Agent and the Applicable applicable Issuing Bank, in its or their sole discretion). The In the case of any such request, the Administrative Agent shall promptly notify the Applicable applicable Issuing Bank thereof. The Applicable Each Issuing Bank shall notify the Administrative Agent, not later than 12:00 p.m. (Standard Time)11:00 a.m., five ten Business Days after receipt of such request whether it consents, in its sole discretion, to the issuance of Letters of Credit, as the case may be, Credit in such requested currency. . (c) Any failure by the Applicable an Issuing Bank to respond to such request within the time period specified in the preceding sentence shall be deemed to be a refusal by such Issuing Bank to issue the requested permit Letters of Credit to be issued in such requested currency at that timecurrency. If the Administrative Agent and the Applicable applicable Issuing Bank consent to the issuance of Letters of Credit in 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 Letter of Credit issuances. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.05, the Administrative Agent shall promptly so notify the BorrowersCompany. Any specified currency of an Existing Letter of Credit that is not Dollars, Euro or 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 Borrowers Borrower may from time to time request that 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 Dollars) that is readily available and freely transferable and convertible into U.S. dollarsDollars. Such 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 Applicable Issuing Bank. applicable L/C Issuer. (b) Any such request shall be made to the Administrative Agent not later than 12:00 p.m. (Standard Time)11:00 a.m., ten (10) Business Days prior to the date of the requested Letter of desired Credit Extension (or such other time or date as may be agreed by the Administrative Agent and the Applicable Issuing BankL/C Issuer, in its or their sole discretion). The Administrative Agent shall promptly notify the Applicable Issuing Bank applicable L/C Issuer thereof. The Applicable Issuing Bank Each L/C Issuer shall notify the Administrative Agent, not later than 12:00 p.m. 11:00 a.m., eight (Standard Time), five 8) Business Days after receipt of such request whether it consents, in its sole discretion, to the issuance of Letters of Credit, as the case may be, Credit in such requested currency. . (c) Any failure by the Applicable Issuing Bank an L/C Issuer to respond to such request within the time period specified in the preceding sentence shall be deemed to be a refusal by such Issuing Bank L/C Issuer to issue the requested permit Letters of Credit to be issued in such requested currency at that timecurrency. If the Administrative Agent and the Applicable Issuing Bank applicable L/C Issuer consent to the issuance of Letters of Credit in such requested currency, 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 Letter of Credit issuancesissuances by such L/C Issuer. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.05, the Administrative Agent shall promptly so notify the BorrowersBorrower.

Additional Alternative Currencies. (a) The Borrowers Borrower may from time to time request that Letters of Credit be issued in a currency other than those specifically listed Dollars or any Alternative Currency described in clause (i) of the definition of “Alternative Currency;” thereof; provided that such requested currency is a lawful currency that is readily available and freely transferable and convertible into U.S. dollarsDollars in the London interbank market. Such Any such request shall be subject to the approval of the Administrative Agent and the Applicable Issuing Bank. applicable L/C Issuer. (b) Any such request shall be made to the Administrative Agent not later than 12:00 p.m. (Standard Time)11:00 a.m., ten (10) Business Days prior to the date of the requested Letter of desired L/C Credit Extension (or such other time or date as may be agreed by the Administrative Agent and the Applicable Issuing Bankapplicable L/C Issuer, in its or their sole discretion). The Administrative Agent shall promptly notify the Applicable Issuing Bank thereofapplicable L/C Issuer of any such request. The Applicable Issuing Bank applicable L/C Issuer shall notify the Administrative Agent, not later than 12:00 p.m. (Standard Time)11:00 a.m., five (5) Business Days after receipt of such request (or such other time or date as may be agreed by the Borrower and the Administrative Agent, in their sole discretion) whether it consents, in its sole discretion, to the issuance of Letters of Credit, as the case may be, Credit in such requested currency. . (c) Any failure by the Applicable Issuing Bank an L/C Issuer to respond to such request within the time period specified in the preceding sentence shall be deemed to be a refusal by such Issuing Bank L/C Issuer to issue the requested permit Letters of Credit issued by it to be issued in such requested currency at that timecurrency. If the Administrative Agent and the Applicable Issuing Bank consent applicable L/C Issuer consents to the issuance of Letters of Credit in such requested currency, 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 Letter of Credit issuancesissuances by such L/C Issuer. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.051.06, the Administrative Agent shall promptly so notify the BorrowersBorrower. (d) In order to implement any Alternative Currency approved in accordance with this Section 1.06, the Administrative Agent and the Borrower may make any technical or operational changes to this Agreement as necessary without any further consent from any Lender or L/C Issuer.

Additional Alternative Currencies. The Borrowers may from time to time request that Letters of Credit Loans be made and Credits 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 Dollars) that is readily available and freely transferable and convertible into U.S. dollarsDollars. Such Each such request shall will be subject to the prior approval of all Lenders; provided, however, to the extent such request relates solely to Letters of Credit, subject only to the prior approval of the Administrative Agent and the Applicable Issuing Bankapplicable L/C Issuer. Any such request shall will be made to the Administrative Agent not later than 12:00 p.m. (Standard Time)11:00 a.m., ten Business Days prior to the desired date for making the requested Loan or desired issuance date of the requested Letter of Credit (or such other time or date Credit, as may be agreed by the applicable. Administrative Agent and the Applicable Issuing Bank, in its or their sole discretion). The Administrative Agent shall promptly notify the Applicable Issuing Bank thereof. The Applicable Issuing Bank shall will notify the Administrative AgentBorrower, not later than 12:00 p.m. (Standard Time)9:00 a.m., five Business Days after receipt of such request whether it consentsthe Lenders have consented, in its their sole discretion, to the making of the requested Loan or the issuance of Letters of the requested Credit, as the case may beapplicable, in such requested currency. Any failure by the Applicable Issuing Bank Administrative Agent to respond to such request within the time period specified in the preceding sentence shall will be deemed to be a refusal by the Lenders to permit such Issuing Bank Loan to issue be made or such Credit to be issued in such requested currency. If the requested Letters Lenders consent to the making of Credit such Loan or the issuance of such Credit, as applicable, in such requested currency at that time. If the Administrative Agent and the Applicable Issuing Bank consent to the issuance of Letters of Credit in (an “Additional Alternative Currency”), such requested currency, the Administrative Agent shall so notify the Borrowers and such currency shall Additional Alternative Currency will thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Letter of Credit issuances. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.05, the Administrative Agent shall promptly so notify the Borrowerssuch Loan or Credit.

Additional Alternative Currencies. The Borrowers (a) Borrower or any Co-Borrower may from time to time request that 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 Dollars) that is readily available and freely transferable and convertible into U.S. dollarsDollars. Such In the case of any such request, such request shall be subject to the approval of the Administrative Agent and the Applicable Issuing Bank. Lender. (b) Any such request shall be made to the Administrative Agent and the Issuing Lender not later than 12:00 p.m. (Standard Time), ten 11:00 a.m. Las Vegas time 20 Business Days prior to the date of the requested desired issuance of the Letter of Credit (or such other time or date as may be agreed by the Administrative Agent and the Applicable Issuing Bank, Lender in its or their sole discretion). The Administrative Agent shall promptly notify the Applicable Issuing Bank thereof. The Applicable Issuing Bank Lender shall notify the Administrative Agent, not later than 12:00 p.m. (Standard Time), five 11:00 a.m. Las Vegas time 10 Business Days after receipt of such request whether it consents, in its sole discretion, to the issuance of Letters of Credit, as the case may be, in such requested currency. . (c) Any failure by the Applicable Issuing Bank Lender to respond to such request within the time period specified in the preceding sentence shall be deemed to be a refusal by such Issuing Bank Lender to issue the requested permit Letters of Credit to be issued in such requested currency at that timecurrency. If the Administrative Agent and the Applicable Issuing Bank Lender consent to the issuance of Letters of Credit in such requested currency, the Administrative Agent shall so notify the Borrowers Borrower or relevant Co-Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Letter of Credit issuancesissuances by such Issuing Lender. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.051.9, the Administrative Agent shall promptly so notify the BorrowersBorrower or relevant Co-Borrower.

Additional Alternative Currencies. The Borrowers Borrower may from time to time request that 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 that is readily available and freely transferable and convertible into U.S. dollars. Such request shall be subject to the approval of the Administrative Agent and the Applicable Issuing Bank. Any such request shall be made to the Administrative Agent not later than 12:00 p.m. (Standard Time), ten Business Days prior to the date of the requested Letter of Credit (or such other time or date as may be agreed by the Administrative Agent and the Applicable Issuing Bank, in its or their sole discretion). The Administrative Agent shall promptly notify the Applicable Issuing Bank thereof. The Applicable Issuing Bank shall notify the Administrative Agent, not later than 12:00 p.m. (Standard Time), five Business Days after receipt of such request whether it consents, in its sole discretion, to the issuance of Letters of Credit, as the case may be, in such requested currency. Any failure by the Applicable Issuing Bank to respond to such request within the time period specified in the preceding sentence shall be deemed to be a refusal by such Issuing Bank to issue the requested Letters of Credit in such requested currency at that time. If the Administrative Agent and the Applicable Issuing Bank consent to the issuance of Letters of Credit in such requested currency, 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 Letter of Credit issuances. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.051.06, the Administrative Agent shall promptly so notify the BorrowersBorrower.

Additional Alternative Currencies. (a) The Borrowers Borrower may from time to time request that Letters of Credit be 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 that is readily available and freely transferable and convertible into U.S. dollarsDollars. Such request shall be subject to the approval of the Administrative Agent and the Applicable applicable Issuing Bank. . (b) Any such request shall be made to the Administrative Agent not later than 12:00 p.m. (Standard Time)noon, ten 20 Business Days prior to the date of the requested desired Letter of Credit Extension (or such other time or date as may be agreed by the Administrative Agent and the Applicable applicable Issuing Bank, Bank in its or their sole discretion). The Administrative Agent shall promptly notify the Applicable each Issuing Bank thereofin the case of any such request. The Applicable Each Issuing Bank shall notify the Administrative Agent, not later than 12:00 p.m. (Standard Time)noon, five ten Business Days after receipt of such request whether it consents, in its sole discretion, to the issuance of Letters of Credit, as the case may be, Credit in such requested currency. . (c) Any failure by the Applicable an Issuing Bank to respond to such request within the time period specified in the preceding sentence shall be deemed to be a refusal by such Issuing Bank to issue the requested permit Letters of Credit to be issued in such requested currency at that timecurrency. If the Administrative Agent and the Applicable an Issuing Bank consent to the issuance of Letters of Credit in such requested currency, 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 Letter of Credit issuancesissuances by such Issuing Banks. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.051.06, the Administrative Agent shall promptly so notify the BorrowersBorrower.

Additional Alternative Currencies. The Borrowers (a) A Borrower may from time to time request that Letters of Credit Eurocurrency Rate Loans be issued 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 Dollars) that is readily available and freely transferable and convertible into U.S. dollars. Such request shall be subject to the approval of the Administrative Agent and the Applicable Issuing Bank. Dollars. (b) Any such request shall be made to the Administrative Agent not later than 12:00 p.m. (Standard Time)1:00 p.m., ten (10) Business Days prior to the date of the requested Letter of Credit desired Borrowing (or such other time or date as may be agreed by the Administrative Agent and the Applicable Issuing Bank, in its or their sole discretion). The Administrative Agent shall promptly notify the Applicable Issuing Bank thereofeach Lender of any such request. The Applicable Issuing Bank Each Lender shall notify the Administrative Agent, not later than 12:00 p.m. (Standard Time)1:00 p.m., five (5) Business Days after receipt of such request whether it consents, in its sole discretion, to the issuance making of Letters of Credit, as the case may be, Eurocurrency Rate Loans in such requested currency. . (c) Any failure by the Applicable Issuing Bank 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 Issuing Bank Lender to issue the requested Letters of Credit permit Eurocurrency Rate Loans to be made in such requested currency at that timecurrency. If the Administrative Agent and all the Applicable Issuing Bank Lenders consent to the issuance of Letters of Credit making Eurocurrency Rate Loans in such requested currency, 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 Letter Borrowings of Credit issuancesEurocurrency Rate Loans. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.05Section, the Administrative Agent shall promptly so notify the Borrowers.

Additional Alternative Currencies. (a) The Borrowers may from time to time request that 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 Dollars) that is readily available and freely transferable and convertible into U.S. dollarsDollars. Such request shall be subject to the approval of the Administrative Agent and the Applicable applicable Issuing Bank. Bank (such approval not to be unreasonably withheld or delayed). (b) Any such request shall be made to the Administrative Agent not later than 12:00 p.m. (Standard Time)11:00 a.m., ten Business Days prior to the date of the requested Letter of desired L/C Credit Extension (or such other time or date as may be agreed by the Administrative Agent and the Applicable applicable Issuing Bank, in its or their sole discretion). The Administrative Agent shall promptly notify the Applicable applicable Issuing Bank thereofof any such request. The Applicable applicable Issuing Bank shall notify the Administrative Agent, not later than 12:00 p.m. (Standard Time)11:00 a.m., five Business Days after receipt of such request request, whether it consents, in its sole discretion, consents to the issuance of Letters of Credit, as the case may be, Credit in such requested currency. currency (such consent not to be unreasonably withheld or delayed). (c) Any failure by the Applicable applicable Issuing Bank 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 Issuing Bank to issue the requested permit Letters of Credit to be issued in such requested currency at that timecurrency. If the Administrative Agent and the Applicable applicable Issuing Bank consent to the issuance of Letters of Credit in such requested currency, the Administrative Agent shall so notify the Borrowers applicable 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. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.051.11, the Administrative Agent shall promptly so notify the Borrowersapplicable Borrower.

Additional Alternative Currencies. (a) The Borrowers Company may from time to time request that Letters of Credit Eurodollar Rate Loans be issued 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 Dollars) that is readily available and freely transferable and convertible into U.S. dollarsDollars. Such In the case of any such request with respect to the making of Eurodollar Rate Loans, such request shall be subject to the approval of the Administrative Agent and the Applicable Issuing Bank. Lenders. (b) Any such request shall be made to the Administrative Agent not later than 12:00 p.m. (Standard Time)11:00 a.m., ten 20 Business Days prior to the date of the requested Letter of desired Credit Extension (or such other time or date as may be agreed by the Administrative Agent and the Applicable Issuing Bank, in its or their sole discretionAgent). The In the case of any such request pertaining to Eurodollar Rate Loans, the Administrative Agent shall promptly notify the Applicable Issuing Bank each Lender thereof. The Applicable Issuing Bank Each Lender shall notify the Administrative Agent, not later than 12:00 p.m. (Standard Time)11:00 a.m., five ten Business Days after receipt of such request whether it consents, in its sole discretion, to the issuance making of Letters of Credit, as the case may be, Eurodollar Rate Loans in such requested currency. . (c) Any failure by the Applicable Issuing Bank 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 Issuing Bank Lender to issue the requested Letters of Credit permit Eurodollar Rate Loans to be made in such requested currency at that timecurrency. If the Administrative Agent and all the Applicable Issuing Bank Lenders consent to the issuance of Letters of Credit making Eurodollar Rate Loans in 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 Letter Committed Borrowings of Credit issuancesEurodollar Rate Loans. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.051.06, the Administrative Agent shall promptly so notify the BorrowersCompany.

Additional Alternative Currencies. (a) The Borrowers Company may from time to time request that Letters of Credit Eurocurrency Rate Loans be issued 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 Dollars) that is readily available and freely transferable and convertible into U.S. dollarsDollars. Such 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 Issuing Bank. Lenders. (b) Any such request shall be made to the Administrative Agent not later than 12:00 p.m. (Standard Time)11:00 a.m., ten 20 Business Days prior to the date of the requested Letter of desired Credit Extension (or such other time or date as may be agreed by the Administrative Agent and the Applicable Issuing BankAgent, in its or their sole discretion). The In the case of any such request pertaining to Eurocurrency Rate Loans, the Administrative Agent shall promptly notify the Applicable Issuing Bank each Lender thereof. The Applicable Issuing Bank Each Lender shall notify the Administrative Agent, not later than 12:00 p.m. (Standard Time)11:00 a.m., five ten Business Days after receipt of such request whether it consents, in its sole discretion, to the issuance making of Letters of Credit, as the case may be, Eurocurrency Rate Loans in such requested currency. . (c) Any failure by the Applicable Issuing Bank 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 Issuing Bank Lender to issue the requested Letters of Credit permit Eurocurrency Rate Loans to be made in such requested currency at that timecurrency. If the Administrative Agent and all the Applicable Issuing Bank Lenders consent to the issuance of Letters of Credit making Eurocurrency Rate Loans in 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 Letter Borrowings of Credit issuancesEurocurrency Rate Loans. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.051.7, the Administrative Agent shall promptly so notify the BorrowersCompany no later than 10 Business Days after receipt of the Company’s request under clause (b) above.

Additional Alternative Currencies. (a) The Borrowers Company may from time to time request that Letters of Credit Alternative Currency Loans be issued made in a currency other than those specifically listed in the definition of “Alternative Currency;” provided that such requested currency is a lawful currency that is readily available and freely transferable and convertible into U.S. dollarsan Eligible Currency. Such In the case of any such request with respect to the making of Alternative Currency Loans, such request shall be subject to the approval of the Administrative Agent and the Applicable Issuing Bank. Lenders. (b) Any such request shall be made to the Administrative Agent not later than 12:00 p.m. (Standard Time)11:00 a.m., ten 20 Business Days prior to the date of the requested Letter of desired Credit Extension (or such other time or date as may be agreed by the Administrative Agent and the Applicable Issuing Bank, in its or their sole reasonable discretion). The In the case of any such request pertaining to Alternative Currency Loans, the Administrative Agent shall promptly notify each Appropriate Lender thereof, including the Applicable Issuing Bank thereofproposed interest rate and related adjustment (if any) applicable thereto. The Applicable Issuing Bank Each Lender shall notify the Administrative Agent, not later than 12:00 p.m. (Standard Time)11:00 a.m., five ten Business Days after receipt of such request whether it consents, in its sole discretion, to the issuance making of Letters of Credit, as the case may be, Alternative Currency Loans in such requested currency. . (c) Any failure by the Applicable Issuing Bank 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 Issuing Bank Lender to issue the requested Letters of Credit permit Alternative Currency Loans to be made in such requested currency at that timecurrency. If the Administrative Agent and all the Applicable Issuing Bank Lenders consent to the issuance of Letters of Credit making Alternative Currency Loans in 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 Letter Committed Borrowings of Credit issuancesAlternative Currency Loans. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.051.06, the Administrative Agent shall promptly so notify the BorrowersCompany.

Additional Alternative Currencies. (a) The Borrowers Borrower may from time to time request that Letters of Credit be 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 that is readily available and freely transferable and convertible into U.S. dollarsan Eligible Currency. Such request shall be subject to the approval of the Administrative Agent and the Applicable applicable Issuing Bank. Banks. (b) Any such request shall be made to the Administrative Agent not later than 12:00 p.m. 11:00 a.m., twenty (Standard Time), ten 20) Business Days prior to the date of the requested 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 and the Applicable applicable Issuing Bank, in its or their sole discretionBanks). The Administrative Agent shall promptly notify the Applicable applicable Issuing Bank Banks thereof. The Applicable applicable Issuing Bank shall notify the Administrative Agent, not later than 12:00 p.m. 11:00 a.m., ten (Standard Time), five 10) Business Days after receipt of such request whether it consents, in its sole discretion, to the issuance of Letters of Credit, as the case may be, in such requested currency. Any (c)Any failure by the Applicable an 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 Issuing Bank to issue the requested permit Letters of Credit to be issued in such requested currency at that timecurrency. If the Administrative Agent and the Applicable applicable Issuing Bank consent to the issuance of Letters of Credit in such requested currency, 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 Letter of Credit issuances. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.051.11, the Administrative Agent shall promptly so notify the BorrowersBorrower.

Additional Alternative Currencies. (a) The Borrowers may from time to time request that 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 Dollars) that is readily available and freely transferable and convertible into U.S. dollarsDollars. Such In the case of any such request, such request shall be subject to the approval of the Administrative Agent and the Applicable Issuing Bank. L/C Issuer. (b) Any such request shall be made to the Administrative Agent not later than 12:00 p.m. (Standard Time)11:00 a.m., ten 20 Business Days prior to the date of the requested Letter of desired L/C Credit Extension (or such other time or date as may be agreed by the Administrative Agent and the Applicable Issuing BankL/C Issuer, in its or their sole discretion). The Administrative Agent shall promptly notify the Applicable Issuing Bank thereofL/C Issuer of any such request. The Applicable Issuing Bank L/C Issuer shall notify the Administrative Agent, not later than 12:00 p.m. (Standard Time)11:00 a.m., five ten Business Days after receipt of such request whether it consents, in its sole discretion, to the issuance of Letters of Credit, as the case may be, Credit in such requested currency. . (c) Any failure by the Applicable Issuing Bank L/C Issuer to respond to such request within the time period specified in the preceding sentence shall be deemed to be a refusal by such Issuing Bank the L/C Issuer to issue the requested permit Letters of Credit to be issued in such requested currency at that timecurrency. If the Administrative Agent and the Applicable Issuing Bank L/C Issuer consent to the issuance of Letters of Credit in such requested currency, the Administrative Agent shall so notify the Borrowers Borrower Agent and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Letter of Credit issuances. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.051.09, the Administrative Agent shall promptly so notify the BorrowersBorrower Agent.

Additional Alternative Currencies. (a) The Borrowers Borrower may from time to time request that 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 Dollars) that is readily available and freely transferable and convertible into U.S. dollarsDollars. Such Any such request shall be subject to the approval of the Administrative Agent and the Applicable Issuing Bank. L/C Issuer. (b) Any such request shall be made to the Administrative Agent not later than 12:00 p.m. 11:00 a.m. twenty (Standard Time), ten 20) Business Days prior to the date of the requested desired Letter of Credit issuance (or such other time or date as may be agreed by the Administrative Agent and the Applicable Issuing Bank, L/C Issuer in its or their sole discretion). The In the case of any such request pertaining to Letters of Credit, the Administrative Agent shall promptly notify the Applicable Issuing Bank L/C Issuer thereof. The Applicable Issuing Bank L/C Issuer shall notify the Administrative Agent, not later than 12:00 p.m. 11:00 a.m. ten (Standard Time), five 10) Business Days after receipt of such request whether it consents, in its sole discretion, to the issuance of Letters of Credit, as the case may be, Credit in such requested currency. . (c) Any failure by the Applicable Issuing Bank L/C Issuer to respond to such request within the time period specified in the preceding sentence shall be deemed to be a refusal by such Issuing Bank the L/C Issuer to issue the requested permit Letters of Credit to be issued in such requested currency at that timecurrency. If the Administrative Agent and the Applicable Issuing Bank L/C Issuer consent to the issuance of Letters of Credit in such requested currency, 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 Letter of Credit issuances. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.051.07, 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 Borrowers Borrower may from time to time request that 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 Dollars) that is readily available and freely transferable and convertible into U.S. dollarsDollars. Such 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 Applicable Issuing Bank. L/C Issuer. (b) Any such request shall be made to the Administrative Agent not later than 12:00 p.m. (Standard Time)11:00 a.m., ten 20 Business Days prior to the date of the requested Letter of desired Credit Extension (or such other time or date as may be agreed by the Administrative Agent and the Applicable Issuing BankL/C Issuer, in its or their sole discretion). The In the case of any such request, the Administrative Agent shall promptly notify the Applicable Issuing Bank L/C Issuer thereof. The Applicable Issuing Bank L/C Issuer shall notify the Administrative Agent, not later than 12:00 p.m. (Standard Time)11:00 a.m., five ten Business Days after receipt of such request whether it consents, in its sole discretion, to the issuance of Letters of Credit, as the case may be, Credit in such requested currency. . (c) Any failure by the Applicable Issuing Bank L/C Issuer to respond to such request within the time period specified in the preceding sentence shall be deemed to be a refusal by such Issuing Bank the L/C Issuer to issue the requested permit Letters of Credit to be issued in such requested currency at that timecurrency. If the Administrative Agent and the Applicable Issuing Bank L/C Issuer consent to the issuance of Letters of Credit in such requested currency, 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 Letter of Credit issuances. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.051.08, the Administrative Agent shall promptly so notify the BorrowersBorrower.

Additional Alternative Currencies. The Borrowers (a) Alterra Capital may from time to time request that 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 Dollars) that is readily available and freely transferable and convertible into U.S. dollarsDollars. Such In the case of any such request, such request shall be subject to the approval of the Administrative Agent and the Applicable Issuing Bank. Fronting Bank and if the Administrative Agent and the Fronting Bank consent to the issuance of Letters of Credit in such requested currency, the Administrative Agent shall so notify Alterra Capital and the Lenders and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Letter of Credit issuances. (b) Any such request shall be made to the Administrative Agent not later than 12:00 p.m. (Standard Time)11:00 a.m., ten Business Days prior to the date of the requested Letter of desired Credit (Extension or such other shorter time or date as may be agreed by the Administrative Agent and the Applicable Issuing Fronting Bank, in its or their sole discretion). The In the case of any such request, the Administrative Agent shall promptly notify the Applicable Issuing Fronting Bank thereof. The Applicable Issuing Fronting Bank shall notify the Administrative Agent, not later than 12:00 p.m. (Standard Time)11:00 a.m., five Business Days after receipt of such request whether it consents, in its sole discretion, to the issuance of Letters of Credit, as the case may be, Credit in such requested currency. . (c) Any failure by the Applicable Issuing Fronting Bank to respond to such request within the time period specified in the preceding sentence subsection (b) above shall be deemed to be a refusal by such Issuing the Fronting Bank to issue the requested permit Letters of Credit to be issued in such requested currency at that timecurrency. If the Administrative Agent and the Applicable Issuing Fronting Bank consent to the issuance of Letters of Credit in such requested currency, the Administrative Agent shall so notify the Borrowers Alterra Capital and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Letter of Credit issuances. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.05, the Administrative Agent shall promptly so notify the BorrowersAlterra Capital.

Additional Alternative Currencies. (a) The Borrowers Borrower may from time to time request that Letters Committed Borrowings of Credit Eurocurrency Rate Loans be issued 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 Dollars) that is readily available and freely transferable and convertible into U.S. dollarsDollars. Such Any such request shall be subject to the approval of the Administrative Agent and the Applicable Issuing Bank. each Revolving Credit Lender. (b) Any such request shall be made to the Administrative Agent not later than 12:00 p.m. 11:00 a.m., twenty (Standard Time), ten 20) Business Days prior to the date of the requested Letter of Credit desired Committed Borrowing (or such other time or date as may be agreed by the Administrative Agent and the Applicable Issuing Bank, in its or their sole discretion). The In the case of any such request, the Administrative Agent shall promptly notify the Applicable Issuing Bank each Revolving Credit Lender thereof. The Applicable Issuing Bank Each Revolving Credit Lender shall notify the Administrative Agent, not later than 12:00 p.m. 11:00 a.m., ten (Standard Time), five 10) Business Days after receipt of such request whether it consents, in its sole discretion, to the issuance making of Letters of Credit, as the case may be, Eurocurrency Rate Loans in such requested currency. . (c) Any failure by the Applicable Issuing Bank 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 Issuing Bank Revolving Credit Lender to issue the requested Letters of Credit permit Eurocurrency Rate Loans to be made in such requested currency at that timecurrency. If the Administrative Agent and all the Applicable Issuing Bank Revolving Credit Lenders consent to the issuance of Letters of Credit making Eurocurrency Rate Loans in such requested currency, 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 Letter Committed Borrowings of Credit issuancesEurocurrency Rate Loans. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.051.06, the Administrative Agent shall promptly so notify the BorrowersBorrower.

Additional Alternative Currencies. (a) The Borrowers Borrower may from time to time request that Letters of Credit Eurocurrency Rate Loans be issued 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 Dollars) that is readily available and freely transferable and convertible into U.S. dollarsDollars. Such 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 Issuing Bank. Lenders. (b) Any such request shall be made to the Administrative Agent not later than 12:00 p.m. (Standard Time)11:00 a.m., ten 20 Business Days prior to the date of the requested Letter of Credit desired Borrowing (or such other time or date as may be agreed by the Administrative Agent and the Applicable Issuing Bank, in its or their sole discretion). The In the case of any such request pertaining to Eurocurrency Rate Loans, the Administrative Agent shall promptly notify the Applicable Issuing Bank each Lender thereof. The Applicable Issuing Bank Each Lender shall notify the Administrative Agent, not later than 12:00 p.m. (Standard Time)11:00 a.m., five ten Business Days after receipt of such request whether it consents, in its sole discretion, to the issuance making of Letters of Credit, as the case may be, Eurocurrency Rate Loans in such requested currency. . (c) Any failure by the Applicable Issuing Bank 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 Issuing Bank Lender to issue the requested Letters of Credit permit Eurocurrency Rate Loans to be made in such requested currency at that timecurrency. If the Administrative Agent and all the Applicable Issuing Bank Lenders consent to the issuance of Letters of Credit making Eurocurrency Rate Loans in such requested currency, 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 Letter Borrowings of Credit issuancesEurocurrency Rate Loans. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.051.06, the Administrative Agent shall promptly so notify the BorrowersBorrower.

Additional Alternative Currencies. (a) The Borrowers Borrower may from time to time request that Letters of Credit Eurocurrency Rate Loans be issued 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 Dollars) that is readily available and freely transferable and convertible into U.S. dollarsDollars. Such 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 Issuing Bank. Lenders. (b) Any such request shall be made to the Administrative Agent not later than 12:00 p.m. (Standard Time)11:00 a.m., ten 20 Business Days prior to the date of the requested Letter of desired Credit Extension (or such other time or date as may be agreed by the Administrative Agent and the Applicable Issuing Bank, in its or their sole discretion). The Administrative Agent shall promptly notify the Applicable Issuing Bank each Lender thereof. The Applicable Issuing Bank Each Lender shall notify the Administrative Agent, not later than 12:00 p.m. (Standard Time)11:00 a.m., five ten Business Days after receipt of such request whether it consents, in its sole discretion, to the issuance making of Letters of Credit, as the case may be, Eurocurrency Rate Loans in such requested currency. . (c) Any failure by the Applicable Issuing Bank 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 Issuing Bank Lender to issue the requested Letters of Credit permit Eurocurrency Rate Loans to be made in such requested currency at that timecurrency. If the Administrative Agent and all the Applicable Issuing Bank Lenders consent to the issuance of Letters of Credit making Eurocurrency Rate Loans in such requested currency, 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 Letter Borrowings of Credit issuancesEurocurrency Rate Loans. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.051.06, the Administrative Agent shall promptly so notify the BorrowersBorrower.

Additional Alternative Currencies. (a) The Borrowers Borrower may from time to time request that 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 Dollars) that is readily available and freely transferable and convertible into U.S. dollarsDollars. Such In the case of any such request, such request shall be subject to the approval of the Administrative Agent and the Applicable Issuing Bank. L/C Issuer. (b) Any such request shall be made to the Administrative Agent not later than 12:00 p.m. (Standard Time)11:00 a.m., ten twenty Business Days prior to the date of the requested Letter of desired L/C Credit Extension (or such other time or date as may be agreed by the Administrative Agent and the Applicable Issuing BankL/C Issuer, in its or their sole discretion). The In the case of any such request, the Administrative Agent shall promptly notify the Applicable Issuing Bank L/C Issuer thereof. The Applicable Issuing Bank L/C Issuer shall notify the Administrative Agent, not later than 12:00 p.m. (Standard Time)11:00 a.m., five ten Business Days after receipt of such request whether it consents, in its sole discretion, to the issuance of Letters of Credit, as the case may be, Credit in such requested currency. . (c) Any failure by the Applicable Issuing Bank L/C Issuer to respond to such request within the time period specified in the preceding sentence shall be deemed to be a refusal by such Issuing Bank the L/C Issuer to issue the requested permit Letters of Credit to be issued in such requested currency at that timecurrency. If the Administrative Agent and the Applicable Issuing Bank L/C Issuer consent to the issuance of Letters of Credit in 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 Letter of Credit issuances. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.051.06, the Administrative Agent shall promptly so notify the BorrowersBorrower.

Additional Alternative Currencies. (a) The Borrowers may from time to time request that 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 Dollars) that is readily available and freely transferable and convertible into U.S. dollarsDollars. Such In the case of any such request, such request shall be subject to the approval of the Administrative Agent and the Applicable Issuing Bank. L/C Issuer. (b) Any such request shall be made to the Administrative Agent not later than 12:00 p.m. (Standard Time)11:00 a.m., ten 20 Business Days prior to the date of the requested Letter of desired L/C Credit Extension (or such other time or date as may be agreed by the Administrative Agent and the Applicable Issuing BankL/C Issuer, in its or their sole discretion). The Administrative Agent shall promptly notify the Applicable Issuing Bank thereofL/C Issuer of any such request. The Applicable Issuing Bank L/C Issuer shall notify the Administrative Agent, not later than 12:00 p.m. (Standard Time)11:00 a.m., five ten Business Days after receipt of such request whether it consents, in its sole discretion, to the issuance of Letters of Credit, as the case may be, Credit in such requested currency. . (c) Any failure by the Applicable Issuing Bank L/C Issuer to respond to such request within the time period specified in the preceding sentence shall be deemed to be a refusal by such Issuing Bank the L/C Issuer to issue the requested permit Letters of Credit to be issued in such requested currency at that timecurrency. If the Administrative Agent and the Applicable Issuing Bank L/C Issuer consent to the issuance of Letters of Credit in such requested currency, the Administrative Agent shall so notify the Borrowers Borrower Agent and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Letter of Credit issuances. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.051.09, the Administrative Agent shall promptly so notify the BorrowersBorrower Agent.

Additional Alternative Currencies. The Borrowers Borrower may from time to time request that Letters of Credit Revolving Loans be issued 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 Dollars) that is readily available and freely transferable and convertible into U.S. dollarsDollars. Such request shall be subject to the approval of the Administrative Agent and the Applicable Issuing BankLenders. Any such request shall be made to the Administrative Agent not later than 12:00 p.m. 11:00 a.m. seven (Standard Time), ten 7) Business Days prior to the date of the requested Letter of desired Credit Extension (or such other time or date as may be agreed by the Administrative Agent and the Applicable Issuing Bank, in its or their sole discretion). The Administrative Agent shall promptly notify the Applicable Issuing Bank each Lender thereof. The Applicable Issuing Bank Each Lender shall notify the Administrative Agent, Agent not later than 12:00 p.m. 11:00 a.m. two (Standard Time), five 2) Business Days after receipt of such request whether it consents, in its sole discretion, to the issuance of Letters of Credit, as the case may be, making Revolving Loans in such requested currency. Any failure by the Applicable Issuing Bank 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 Issuing Bank Lender to issue the requested Letters of Credit permit Revolving Loans to be made in such requested currency at that timecurrency. If the Administrative Agent and all the Applicable Issuing Bank Lenders consent to the issuance of Letters of Credit making Revolving Loans in such requested currency, 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 Letter of Credit issuanceshereunder. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.051.09, the Administrative Agent shall promptly so notify the BorrowersBorrower.

Additional Alternative Currencies. The Borrowers may from time to time request that U.S. Letters of Credit be issued in a currency other than those specifically listed in the definition of Dollars, Euros or any other any other currency previously approved under this Section 1.07 from time to time as an “Alternative Currency;” provided ”; provided, that such requested currency is a (a) lawful currency that is readily available and freely transferable transferrable and convertible into U.S. dollars. Such request shall be subject to the approval of Dollars and (b) approved by the Administrative Agent and the Applicable Issuing Bank. Any such request shall be made to the Administrative Agent not later than 12:00 p.m. ten (Standard Time), ten 10) Business Days prior to the date of the requested Letter of Credit (or such other time or date as may be period agreed by the Administrative Agent and the Applicable Issuing Bank, Bank in its or their sole discretion). The ) prior to the date of the desired issuance of a Letter of Credit in such currency, and the Administrative Agent shall promptly notify the Applicable Issuing Bank thereof. The Applicable Issuing Bank shall notify the Administrative Agent, not later than 12:00 p.m. (Standard Time)11:00 a.m., five (5) Business Days (or such other period of time as may be agreed by the Administrative Agent and the Issuing Bank in their sole discretion) after receipt of such request whether it consents, in its sole discretion, to the issuance of U.S. Letters of Credit, as the case may be, Credit in such requested currency. Any failure by the Applicable Issuing Bank to so respond to such request within the time period specified in the preceding sentence shall be deemed to be a refusal by such the Issuing Bank to issue the requested U.S. Letters of Credit in such the requested currency at that timecurrency. If such alternative currency is approved by the Administrative Agent and the Applicable Issuing Bank consent to the issuance of Letters of Credit in such requested currencyBank, 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 Letter the issuance of Credit issuances. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.05, the Administrative Agent shall promptly so notify the BorrowersU.S. Letters of Credit.

Additional Alternative Currencies. (a) The Borrowers Borrower may from time to time request that 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 Dollars) that is readily available and freely transferable and convertible into U.S. dollarsDollars. Such In the case of any such request, such request shall be subject to the approval of the Administrative Agent and the Applicable Issuing Bank. . (b) Any such request shall be made to the Administrative Agent not later than 12:00 p.m. 10:00 a.m. (Standard TimeDallas, Texas time), ten 10 Business Days prior to the date of the requested desired Letter of Credit issuance (or such other time or date as may be agreed by the Administrative Agent and the Applicable Issuing Bank, Bank in its or their sole discretion). The In the case of any such request, the Administrative Agent shall promptly notify the Applicable Issuing Bank thereof. The Applicable Issuing Bank shall notify the Administrative Agent, not later than 12:00 p.m. 10:00 a.m. (Standard TimeDallas, Texas time), five 5 Business Days after receipt of such request whether it consents, in its sole discretion, to the issuance of Letters of Credit, as the case may be, Credit in such requested currency. . (c) Any failure by the Applicable Issuing Bank to respond to such request within the time period specified in the preceding sentence shall be deemed to be a refusal by such the Issuing Bank to issue the requested permit Letters of Credit to be issued in such requested currency at that timecurrency. If the Administrative Agent and the Applicable Issuing Bank consent to the issuance of Letters of Credit in such requested currency, 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 Letter of Credit issuances. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.05, the Administrative Agent shall promptly so notify the BorrowersBorrower.

Additional Alternative Currencies. The Borrowers Prologis may, upon at least 15 Business Days’ (or such lesser number of days as may from time be agreed to time by Administrative Agent) prior written notice to Administrative Agent (which shall promptly notify the Lenders), request that Letters of Credit an additional currency be issued in a currency other than those specifically listed in the definition of added as an “Alternative Currency;” ”; provided that such the requested currency is a lawful currency that is readily available and freely transferable and convertible into U.S. dollarsEuros. Such request shall be subject to the approval of the Administrative Agent and the Applicable Issuing Bank. Any such request shall be made to the Administrative Agent not later than 12:00 p.m. (Standard Time), ten Business Days prior to the date of the requested Letter of Credit (or such other time or date as may be agreed by the Administrative Agent and the Applicable Issuing Bank, in its or their sole discretion). The Administrative Agent shall promptly notify the Applicable Issuing Bank thereof. The Applicable Issuing Bank Each Lender shall notify the Administrative Agent, not later than 12:00 p.m. (Standard Time), five seven Business Days after receipt of such request request, whether it consents, in its sole discretion, to the issuance addition of Letters of Credit, such currency as the case may be, in such requested currency. Any an “Alternative Currency” (and any failure by the Applicable Issuing Bank a Lender to respond to within such request within the time period specified in the preceding sentence shall be deemed not to be a refusal by have consented to such Issuing Bank to issue the requested Letters of Credit in such requested currency at that timerequest). If the Administrative Agent and the Applicable Issuing Bank all Lenders consent to the issuance addition of Letters of Credit in a currency as an “Alternative Currency” (any such requested currency, the an “Additional Alternative Currency”), then (a) Administrative Agent shall so notify the Borrowers Prologis and such currency all Lenders and (b) this Agreement shall thereupon be deemed for all purposes amended to be an Alternative Currency permit Loans hereunder for purposes of any Letter of Credit issuancesin such currency. If the Administrative Agent or any Lender shall fail to obtain consent to any request for an additional currency under this Section 1.05such request, the Administrative Agent shall promptly so notify the BorrowersPrologis.

Additional Alternative Currencies. (i) The Borrowers may from time to time request that 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 Dollars) that is readily available and freely transferable and convertible into U.S. dollarsDollars. Such 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 Applicable Issuing Bank. LC Issuer. (ii) Any such request shall be made to the Administrative Agent not later than 12:00 p.m. (Standard Time)11:00 a.m., ten (10) Business Days prior to the date of the requested desired Letter of Credit issuance (or such other time or date as may be agreed by the Administrative Agent and the Applicable Issuing BankLC Issuer, in its or their sole discretion). The In each case, the Administrative Agent shall promptly notify the Applicable Issuing Bank LC Issuer thereof. The Applicable Issuing Bank LC Issuer shall notify the Administrative Agent, not later than 12:00 p.m. (Standard Time)11:00 a.m., five (5) Business Days after receipt of such request whether it consents, in its sole discretion, to the issuance of Letters of Credit, as the case may be, in such requested currency. . (iii) Any failure by the Applicable Issuing Bank LC Issuer to respond to such request within the time period specified in the preceding sentence shall be deemed to be a refusal by such Issuing Bank the LC Issuer to issue the requested permit Letters of Credit to be issued in such requested currency at that timecurrency. If the Administrative Agent and the Applicable Issuing Bank LC Issuer consent to the issuance of Letters of Credit in such requested currency, 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 Letter of Credit issuances. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.05required hereunder, the Administrative Agent shall promptly so notify the Borrowers.

Additional Alternative Currencies. (a) The Borrowers may from time to time request that Eurodollar 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 Dollars) that is readily available and freely transferable and convertible into U.S. dollarsDollars. Such Each such request shall be subject to the approval of the Administrative Agent and the Applicable Issuing Bank. Lenders (not to be unreasonably withheld or delayed). (b) Any such request shall be made to the Administrative Agent not later than 12:00 p.m. 11:00 a.m., seven (Standard Time), ten 7) Business Days prior to the date of the requested Letter of desired Credit Extension (or such other time or date as may be agreed by the Administrative Agent and the Applicable Issuing Bank, in its or their sole discretionAgent). The Administrative Agent shall promptly notify the Applicable Issuing Bank thereof. The Applicable Issuing Bank shall notify the Administrative Agent, not later than 12:00 p.m. . (Standard Time), five Business Days after receipt of such request whether it consents, in its sole discretion, to the issuance of Letters of Credit, as the case may be, in such requested currency. c) Any failure by the Applicable Issuing Bank 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 Issuing Bank Lender to issue the requested permit Eurodollar Rate Loans or CDOR Rate Loans, as applicable, to be made or Letters of Credit to be issued in such requested currency at that timecurrency. If the Administrative Agent and the Applicable Issuing Bank Lenders consent to making Eurodollar Rate Loans in such requested currency, 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 borrowings of, as applicable, Eurodollar Rate Loans; and if all of the Lenders consent to the issuance of Letters of Credit in such requested currency, 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 Letter of Credit issuances. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.05§1.4, the Administrative Agent it shall promptly so notify the Borrowers.

Additional Alternative Currencies. (a) The Borrowers Borrower may from time to time request that 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 Dollars) that is readily available and freely transferable and convertible into U.S. dollarsDollars. Such request shall be subject to the approval of the Administrative Agent and the Applicable Issuing Bank. Any such request L/C Issuer and shall be made to the Administrative Agent not later than 12:00 p.m. noon, five (Standard Time), ten 5) Business Days prior to the date of the requested Letter of desired L/C Credit Extension (or such other time or date as may be agreed by the Administrative Agent and the Applicable Issuing BankL/C Issuer, in its or their sole discretion). The . (b) If such a request is made to the Administrative Agent, then the Administrative Agent shall promptly notify the Applicable Issuing Bank L/C Issuer thereof. The Applicable Issuing Bank L/C Issuer shall notify the Administrative Agent, not later than 12:00 p.m. (Standard Time)noon, five (5) Business Days after receipt of such request whether it consents, in its sole discretion, to the issuance of Letters of Credit, as the case may be, in such requested currency. Any failure by the Applicable Issuing Bank L/C Issuer to respond to such request within the time period specified in the preceding sentence shall be deemed to be a refusal by such Issuing Bank the L/C Issuer to issue the requested permit Letters of Credit to be issued in such requested currency at that timecurrency. If the Administrative Agent and the Applicable Issuing Bank L/C Issuer consent to the issuance of Letters of Credit in such requested currency, 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 Letter of Credit issuances. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.051.07, the Administrative Agent shall promptly so notify the BorrowersBorrower.

Additional Alternative Currencies. The Borrowers Prologis may, upon at least 15 Business Days’ (or such lesser number of days as may from time be agreed to time by Administrative Agent) prior written notice to Administrative Agent (which shall promptly notify the applicable Lenders), request that Letters of Credit an additional currency be issued in a currency other than those specifically listed in the definition of added as an “Alternative Currency;” under a Tranche; provided that such the requested currency is a lawful currency that is readily available and freely transferable and convertible into U.S. dollarsDollars. Such request shall be subject to Each Lender under the approval of the Administrative Agent and the Applicable Issuing Bank. Any such request shall be made to the Administrative Agent not later than 12:00 p.m. (Standard Time), ten Business Days prior to the date of the requested Letter of Credit (or such other time or date as may be agreed by the Administrative Agent and the Applicable Issuing Bank, in its or their sole discretion). The Administrative Agent shall promptly notify the Applicable Issuing Bank thereof. The Applicable Issuing Bank applicable Tranche shall notify the Administrative Agent, not later than 12:00 p.m. (Standard Time), five seven Business Days after receipt of such request request, whether it consents, in its sole discretion, to the issuance addition of Letters of Credit, such currency as the case may be, in an “Alternative Currency” under such requested currency. Any Tranche (and any failure by the Applicable Issuing Bank a Lender to respond to within such request within the time period specified in the preceding sentence shall be deemed not to be a refusal by have consented to such Issuing Bank to issue the requested Letters of Credit in such requested currency at that timerequest). If the Administrative Agent and all Lenders under the Applicable Issuing Bank applicable Tranche consent to the issuance addition of Letters of Credit in a currency as an “Alternative Currency” under such requested Tranche (any such currency, the an “Additional Alternative Currency”), then (a) Administrative Agent shall so notify the Borrowers Prologis and all Lenders under such currency Tranche and (b) this Agreement shall thereupon be deemed for all purposes amended to be an Alternative Currency hereunder for purposes of any Letter of Credit issuancespermit Loans under the applicable Tranche in such currency. If the Administrative Agent or any Lender shall fail to obtain consent to any request for an additional currency under this Section 1.05such request, the Administrative Agent shall promptly so notify the BorrowersPrologis. ARTICLE VII TAXES, YIELD PROTECTION AND ILLEGALITY

Additional Alternative Currencies. (a) The Borrowers Company may from time to time request that Letters of Credit Eurocurrency Rate Loans be issued 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 Dollars) that is readily available and freely transferable and convertible into U.S. dollarsDollars. Such Any such request with respect to the making of Eurocurrency Rate Loans shall be subject to the approval of the Administrative Agent and the Applicable Issuing Bank. Lenders. (b) Any such request shall be made to the Administrative Agent not later than 12:00 p.m. 11:00 a.m., twenty (Standard Time), ten 20) Business Days prior to the date of the requested Letter of desired Credit Extension (or such other time or date as may be agreed by the Administrative Agent and the Applicable Issuing Bank, in its or their sole discretionAgent). The Administrative Agent shall promptly notify the Applicable Issuing Bank thereofeach Lender of any such request. The Applicable Issuing Bank Each Lender shall notify the Administrative Agent, not later than 12:00 p.m. 11:00 a.m., ten (Standard Time), five 10) Business Days after receipt of such request whether it consents, in its sole discretion, to the issuance making of Letters of Credit, as the case may be, Eurocurrency Rate Loans in such requested currency. . (c) Any failure by the Applicable Issuing Bank 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 Issuing Bank Lender to issue the requested Letters of Credit permit Eurocurrency Rate Loans to be made in such requested currency at that timecurrency. If the Administrative Agent and all the Applicable Issuing Bank Lenders consent to the issuance of Letters of Credit making Eurocurrency Rate Loans in 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 Letter Committed Borrowings of Credit issuancesEurocurrency Rate Loans. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.05, the Administrative Agent shall promptly so notify the BorrowersCompany.

Additional Alternative Currencies. (a) The Borrowers Issuer may from time to time request that Letters of Credit Variable Notes 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 Dollars) that is readily available and freely transferable and convertible into U.S. dollarsDollars. Such In the case of any such request with respect to the making of Variable Notes, such request shall be subject to the approval of the Administrative Agent and all of the Applicable Issuing Bank. Variable Note Holders. (b) Any such request shall be made to the Administrative Agent not later than 12:00 p.m. (Standard 11:00 a.m., Local Time), ten 20 Business Days prior to the date of the requested Letter of Credit desired Note Issuance (or such other time or date as may be agreed by the Administrative Agent and the Applicable Issuing Bank, in its or their sole discretionAgent). The In the case of any such request pertaining to Variable Notes, the Administrative Agent shall promptly notify the Applicable Issuing Bank each Variable Note Holder thereof. The Applicable Issuing Bank Each Variable Note Holder shall notify the Administrative Agent, not later than 12:00 p.m. (Standard 11:00 a.m., Local Time), five ten Business Days after receipt of such request whether it consents, in its sole discretion, to the issuance making of Letters of Credit, as the case may be, Variable Notes in such requested currency. . (c) Any failure by the Applicable Issuing Bank a Holder to respond to such request within the time period specified in the preceding sentence shall be deemed to be a refusal by such Issuing Bank Holder to issue the requested Letters of Credit permit Variable Notes to be made in such requested currency at that timecurrency. If the Administrative Agent and all the Applicable Issuing Bank Variable Note Holders consent to the issuance of Letters of Credit making Variable Notes in such requested currency, the Administrative Agent shall so notify the Borrowers Issuer and such currency shall (subject to any amendments to this Agreement as may be required pursuant to Section 9.02(e)) thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Letter of Credit issuancesVariable Note Borrowings. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.051.08, the Administrative Agent shall promptly so notify the BorrowersIssuer.

Additional Alternative Currencies. (a) The Borrowers Borrower may from time to time request that Letters of Credit be 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 that is readily available and freely transferable and convertible into U.S. dollarsan Eligible Currency. Such request shall be subject to the approval of the Administrative Agent and the Applicable applicable Issuing Bank. Banks. (b) Any such request shall be made to the Administrative Agent not later than 12:00 p.m. 11:00 a.m., twenty (Standard Time), ten 20) Business Days prior to the date of the requested 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 and the Applicable applicable Issuing Bank, in its or their sole discretionBanks). The Administrative Agent shall promptly notify the Applicable applicable Issuing Bank Banks thereof. The Applicable applicable Issuing Bank shall notify the Administrative Agent, not later than 12:00 p.m. 11:00 a.m., ten (Standard Time), five 10) Business Days after receipt of such request whether it consents, in its sole discretion, to the issuance of Letters of Credit, as the case may be, in such requested currency. currency.(c) Any failure by the Applicable an Issuing Bank to respond to such request within the time period specified in the preceding sentence clause (ba) shall be deemed to be a refusal by such Issuing Bank to issue the requested permit Letters of Credit to be issued in such requested currency at that timecurrency. If the Administrative Agent and the Applicable applicable Issuing Bank consent to the issuance of Letters of Credit in such requested currency, 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 theretothis Agreement to the extent necessary to add the applicable LIBO Rateinterest rate for such currency and (B) to the extent the definition of LIBO Ratethis Agreement reflects the appropriate interest rate for such currency or has been amended to reflect the appropriate rate for such currency, and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder Currency, for purposes of any Letter of Credit issuances. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.051.11, the Administrative Agent shall promptly so notify the BorrowersBorrower.

Additional Alternative Currencies. (a) The Borrowers Borrower may from time to time request that 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 Dollars) that is readily available and freely transferable and convertible into U.S. dollars. Such Dollars and such request shall be subject to the approval of is approved by the Administrative Agent and the Applicable Issuing Bank. Issuer. (b) Any such request shall be made to the Administrative Agent not later than 12:00 p.m. (Standard Time)11:00 a.m., ten 10 Business Days prior to the date of the requested Letter of desired Credit Extension (or such other time or date as may be agreed by the Administrative Agent and the Applicable Issuing Bank, Issuer in its or their sole discretion). The Administrative Agent shall promptly notify the Applicable Issuing Bank Issuer thereof. The Applicable Issuing Bank Issuer shall notify the Administrative Agent, not later than 12:00 p.m. (Standard Time)11:00 a.m., five Business Days after receipt of such request whether it consents, in its sole discretion, to the issuance of Letters of Credit, as the case may be, Credit in such requested currency. . (c) Any failure by the Applicable Issuing Bank Issuer to respond to such request within the time period specified in the preceding sentence shall be deemed to be a refusal by such Issuing Bank the Issuer to issue the requested permit Letters of Credit to be issued in such requested currency at that timecurrency. If the Administrative Agent and the Applicable Issuing Bank Issuer consent to the issuance of Letters of Credit in such requested currency, 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 Letter of Credit issuances. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.051.6, the Administrative Agent shall promptly so notify the BorrowersBorrower.

Additional Alternative Currencies. (a) The Borrowers Borrower may from time to time request that Letters of Credit Eurocurrency Rate Loans be issued 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 Dollars) that is readily available and freely transferable and convertible into U.S. dollarsDollars. Such In the case of any such request, such request shall be subject to the approval of the Administrative Agent and the Applicable Issuing Bank. Tranche A Lenders. (b) Any such request shall be made to the Administrative Agent not later than 12:00 p.m. (Standard Time)11:00 a.m., ten (10) Business Days prior to the date of the requested Letter of desired Credit Extension (or such other time or date as may be agreed by the Administrative Agent and the Applicable Issuing Bank, in its or their sole discretion). The Administrative Agent shall promptly notify the Applicable Issuing Bank thereofeach Tranche A Lender of such request. The Applicable Issuing Bank Each Tranche A Lender shall notify the Administrative Agent, not later than 12:00 p.m. (Standard Time)11:00 a.m., five ten Business Days after receipt of such request whether it consents, in its sole discretion, to the issuance making of Letters of Credit, as the case may be, Eurocurrency Rate Loans in such requested currency. . (c) Any failure by the Applicable Issuing Bank a 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 Issuing Bank Lender to issue the requested Letters of Credit permit Eurocurrency Rate Loans to be made in such requested currency at that timecurrency. If the Administrative Agent and all the Applicable Issuing Bank Tranche A Lenders consent to the issuance of Letters of Credit making Eurocurrency Rate Loans in such requested currency, 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 Letter Borrowings of Credit issuancesEurocurrency Rate Loans. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.05, the Administrative Agent shall promptly so notify the BorrowersBorrower.

Additional Alternative Currencies. (a) The Borrowers may from time to time request that 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 Dollars) that is readily available and freely transferable and convertible into U.S. dollarsDollars. Such request shall be subject to the approval of the Administrative Agent and the Applicable applicable Issuing Bank. Bank (such approvals not to be unreasonably withheld or delayed). (b) Any such request shall be made to the Administrative Agent not later than 12:00 p.m. (Standard Time)11:00 a.m., ten (10) Business Days prior to the date of the requested Letter of desired L/C Credit Extension (or such other time or date as may be agreed by the Administrative Agent and the Applicable applicable Issuing Bank, in its or their sole discretion). The Administrative Agent shall promptly notify the Applicable applicable Issuing Bank thereofof any such request. The Applicable applicable Issuing Bank shall notify the Administrative Agent, not later than 12:00 p.m. (Standard Time)11:00 a.m., five (5) Business Days after receipt of such request request, whether it consents, in its sole discretion, consents to the issuance of Letters of Credit, as the case may be, Credit in such requested currency. currency (such consent not to be unreasonably withheld or delayed). (c) Any failure by the Applicable applicable Issuing Bank 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 Issuing Bank to issue the requested permit Letters of Credit to be issued in such requested currency at that timecurrency. If the Administrative Agent and the Applicable applicable Issuing Bank consent to the issuance of Letters of Credit in such requested currency, the Administrative Agent shall so notify the Borrowers applicable 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. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.051.11, the Administrative Agent shall promptly so notify the Borrowersapplicable Borrower.

Additional Alternative Currencies. The Borrowers Borrower may from time to time request that 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 Dollars) that is readily available and freely transferable and convertible into U.S. dollars. Such Dollars; provided further that such request shall be subject to the approval of the Administrative Agent and the Applicable applicable Issuing Bank. Any such request shall be made to the Administrative Agent not later than 12:00 p.m. 11:00 a.m. (Standard TimeNew York time), ten twenty (20) Business Days prior to the date of the requested Letter of desired LC Credit Extension (or such other time or date as may be agreed by the Administrative Agent and the Applicable applicable Issuing Bank, Bank in its or their sole discretion). The Administrative Agent shall promptly notify the Applicable such Issuing Bank thereof. The Applicable Each Issuing Bank shall notify the Administrative Agent, not later than 12:00 p.m. 11:00 a.m. (Standard TimeNew York time), five ten (10) Business Days after receipt of such request whether it consents, in its sole discretion, to the issuance of Letters of Credit, as the case may be, Credit in such requested currency. Any failure by the Applicable an Issuing Bank to respond to such request within the time period specified in the preceding sentence shall be deemed to be a refusal by such Issuing Bank to issue the requested permit Letters of Credit to be issued in such requested currency at that timecurrency. If the Administrative Agent and the Applicable such Issuing Bank consent to the issuance of Letters of Credit in such requested currency, 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 Letter Letters of Credit issuancesissued by such Issuing Bank. If the Administrative Agent shall fail to obtain consent to any request for an additional currency Additional Currency under this Section 1.051.06, the Administrative Agent shall promptly so notify the BorrowersBorrower.

Additional Alternative Currencies. (a) The Borrowers Company may from time to time request that Letters of Credit Eurocurrency Rate Loans be issued 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 Dollars) that is readily available and freely transferable and convertible into U.S. dollarsDollars. Such request shall be subject to the approval of the Administrative Agent and the Applicable Issuing Bank. Lenders. (b) Any such request shall be made to the Administrative Agent not later than 12:00 p.m. (Standard Time)11:00 a.m., ten 10 Business Days prior to the date of the requested Letter of desired Credit Extension (or such other time or date as may be agreed by the Administrative Agent and the Applicable Issuing Bank, in its or their sole discretion). The In the case of any such request pertaining to Eurocurrency Rate Loans, the Administrative Agent shall promptly notify the Applicable Issuing Bank each Lender thereof. The Applicable Issuing Bank Each Lender shall notify the Administrative Agent, not later than 12:00 p.m. (Standard Time)11:00 a.m., five ten Business Days after receipt of such request whether it consents, in its sole discretion, to the issuance making of Letters of Credit, as the case may be, Eurocurrency Rate Loans in such requested currency. . (c) Any failure by the Applicable Issuing Bank 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 Issuing Bank Lender to issue the requested Letters of Credit permit Eurocurrency Rate Loans to be made in such requested currency at that timecurrency. If the Administrative Agent and all the Applicable Issuing Bank Lenders consent to the issuance of Letters of Credit making Eurocurrency Rate Loans in 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 Letter Committed Borrowings of Credit issuancesEurocurrency Rate Loans. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.05, the Administrative Agent shall promptly so notify the BorrowersCompany.

Additional Alternative Currencies. (a) The Borrowers Company may from time to time request that Letters of Credit Eurocurrency Rate Loans be issued 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 Dollars) that is readily available and freely transferable and convertible into U.S. dollarsDollars. Such request shall be subject to the approval of the Administrative Agent and the Applicable Issuing Bank. Lenders. (b) Any such request shall be made to the Administrative Agent not later than 12:00 p.m. (Standard Time)11:00 a.m., ten 10 Business Days prior to the date of the requested Letter of desired Credit Extension (or such other time or date as may be agreed by the Administrative Agent and the Applicable Issuing Bank, in its or their sole discretion). The In the case of any such request pertaining to Eurocurrency Rate Loans, the Administrative Agent shall promptly notify the Applicable Issuing Bank each Lender thereof. The Applicable Issuing Bank Each Lender shall notify the Administrative Agent, not later than 12:00 p.m. (Standard Time)11:00 a.m., five ten Business Days after receipt of such request whether it consents, in its sole discretion, to the issuance making of Letters of Credit, as the case may be, Eurocurrency Rate Loans in such requested currency. . (c) Any failure by the Applicable Issuing Bank 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 Issuing Bank Lender to issue the requested Letters of Credit permit Eurocurrency Rate Loans to be made in such requested currency at that timecurrency. If the Administrative Agent and all the Applicable Issuing Bank Lenders consent to the issuance of Letters of Credit making Eurocurrency Rate Loans in 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 Letter Committed Borrowings of Credit issuancesEurocurrency Rate Loans. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.05, the Administrative Agent shall promptly so notify the BorrowersCompany.

Additional Alternative Currencies. (a) The Borrowers Company may from time to time request that Letters of Credit Eurocurrency Rate Loans be issued 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 Dollars) that is readily available and freely transferable and convertible into U.S. dollarsDollars. Such 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 Issuing Bank. Banks. (b) Any such request shall be made to the Administrative Agent not later than 12:00 p.m. 11:00 a.m. (Standard TimeNew York City time), ten 20 Business Days prior to the date of the requested Letter of Credit desired Borrowing (or such other time or date as may be agreed by the Administrative Agent and the Applicable Issuing Bank, in its or their sole discretion). The In the case of any such request pertaining to Eurocurrency Rate Loans, the Administrative Agent shall promptly notify the Applicable Issuing each Bank thereof. The Applicable Issuing Each Bank shall notify the Administrative Agent, not later than 12:00 p.m. 11:00 a.m. (Standard TimeNew York City time), five 10 Business Days after receipt of such request whether it consents, in its sole discretion, to the issuance making of Letters of Credit, as the case may be, Eurocurrency Rate Loans in such requested currency. . (c) Any failure by the Applicable Issuing 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 Issuing Bank to issue the requested Letters of Credit permit Eurocurrency Rate Loans to be made in such requested currency at that timecurrency. If the Administrative Agent and all the Applicable Issuing Bank Banks consent to the issuance of Letters of Credit making Eurocurrency Rate Loans in 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 Letter Borrowings of Credit issuancesEurocurrency Rate Loans. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.051.04, the Administrative Agent shall promptly so notify the BorrowersCompany.

Additional Alternative Currencies. The Borrowers Borrower may from time to time request that 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 Dollars) that is readily available and freely transferable and convertible into U.S. dollars. Such Dollars; provided further that such request shall be subject to the approval of the Administrative Agent and the Applicable Issuing Bank. Any such request shall be made to the Administrative Agent not later than 12:00 p.m. 11:00 a.m. (Standard TimeNew York time), ten twenty (20) Business Days prior to the date of the requested Letter of desired LC Credit Extension (or such other time or date as may be agreed by the Administrative Agent and the Applicable Issuing Bank, Bank in its or their sole discretion). The Administrative Agent shall promptly notify the Applicable Issuing Bank thereof. The Applicable Issuing Bank shall notify the Administrative Agent, not later than 12:00 p.m. 11:00 a.m. (Standard TimeNew York time), five ten (10) Business Days after receipt of such request whether it consents, in its sole discretion, to the issuance of Letters of Credit, as the case may be, Credit in such requested currency. Any failure by the Applicable Issuing Bank to respond to such request within the time period specified in the preceding sentence shall be deemed to be a refusal by such the Issuing Bank to issue the requested permit Letters of Credit to be issued in such requested currency at that timecurrency. If the Administrative Agent and the Applicable Issuing Bank consent to the issuance of Letters of Credit in such requested currency, 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 Letter of Credit issuanceshereunder. If the Administrative Agent shall fail to obtain consent to any request for an additional currency Additional Currency under this Section 1.051.06, the Administrative Agent shall promptly so notify the BorrowersBorrower.

Additional Alternative Currencies. The Borrowers may from time to time request that 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 that is readily available and freely transferable and convertible into U.S. dollars. Such request shall be subject to the approval of the Administrative Agent and the Applicable Issuing Bank. Any such request shall be made to the Administrative Agent not later than 12:00 p.m. (Standard Time), ten Business Days prior to the date of the requested Letter of Credit (or such other time or date as may be agreed by the Administrative Agent and the Applicable Issuing Bank, in its or their sole discretion). The Administrative Agent shall promptly notify the Applicable Issuing Bank thereof. The Applicable Issuing Bank shall notify the Administrative Agent, not later than 12:00 p.m. (Standard Time), five Business Days after receipt of such request whether it consents, in its sole discretion, to the issuance of Letters of Credit, as the case may be, in such requested currency. Any failure by the Applicable Issuing Bank to respond to such request within the time period specified in the preceding sentence shall be deemed to be a refusal by such Issuing Bank to issue the requested Letters of Credit in such requested currency at that time. If the Administrative Agent and the Applicable Issuing Bank consent to the issuance of Letters of Credit in such requested currency, 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 Letter of Credit issuances. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.051.06, the Administrative Agent shall promptly so notify the Borrowers.

Additional Alternative Currencies. (a) The Borrowers Company may from time to time request that Letters of Credit Eurocurrency Loans be issued made in a currency other than those specifically listed in the definition of “Alternative Currency;” "ALTERNATIVE CURRENCY"; provided that such requested currency is a lawful currency (other than U.S. Dollars) that is readily available and freely transferable and convertible into U.S. dollarsDollars. Such In the case of any such request with respect to the making of Eurocurrency Loans, such request shall be subject to the approval of the Administrative Agent and the Applicable Issuing Bank. Lenders. (b) Any such request shall be made to the Administrative Agent not later than 12:00 p.m. (Standard Time)11:00 a.m., ten 15 Business Days prior to the date of the requested Letter of Credit desired Borrowing (or such other time or date as may be agreed by the Administrative Agent and the Applicable Issuing BankAgent, in its or their sole discretion). The In the case of any such request, the Administrative Agent shall promptly notify the Applicable Issuing Bank each Lender thereof. The Applicable Issuing Bank Each Lender shall notify the Administrative Agent, not later than 12:00 p.m. (Standard Time)11:00 a.m., five ten Business Days after receipt of such request request, whether it consents, in its sole discretion, to the issuance making of Letters of Credit, as the case may be, Eurocurrency Loans in such requested currency. . (c) Any failure by the Applicable Issuing Bank 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 Issuing Bank Lender to issue the requested Letters of Credit permit Eurocurrency Loans to be made in such requested currency at that timecurrency. If the Administrative Agent and all the Applicable Issuing Bank Lenders consent to the issuance of Letters of Credit making Eurocurrency Loans in 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 Letter of Credit issuanceshereunder. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.051.06, the Administrative Agent shall promptly so notify the BorrowersCompany.

Additional Alternative Currencies. The Borrowers Borrower may from time to time request that 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 Dollars) that is readily available and freely transferable and convertible into U.S. dollars. Such Dollars; provided that, such request shall be subject to the approval of the Administrative Agent and the Applicable Issuing Bank. Any such request shall be made to the Administrative Agent not later than 12:00 p.m. 11:00 a.m. (Standard TimeNew York time), ten 20 Business Days prior to the date of the requested Letter of desired Credit Extension (or such other time or date as may be agreed by the Administrative Agent and the Applicable Issuing Bank, Bank in its or their sole discretion). The Administrative Agent shall promptly notify the Applicable Issuing Bank thereof. The Applicable Issuing Bank shall notify the Administrative Agent, not later than 12:00 p.m. 11:00 a.m. (Standard TimeNew York time), five ten Business Days after receipt of such request whether it consents, in its sole discretion, to the issuance of Letters of Credit, as the case may be, Credit in such requested currency. Any failure by the Applicable Issuing Bank to respond to such request within the time period specified in the preceding sentence shall be deemed to be a refusal by such the Issuing Bank to issue the requested permit Letters of Credit to be issued in such requested currency at that timecurrency. If the Administrative Agent and the Applicable Issuing Bank consent to the issuance of Letters of Credit in such requested currency, 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 Letter of Credit issuances. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.051.06, 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 Borrowers Borrower may from time to time request that Letters of Credit be 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 that is readily available and freely transferable and convertible into U.S. dollarsan Eligible Currency. Such request shall be subject to the approval of the Administrative Agent and the Applicable applicable Issuing BankBanks. Any such request shall be made to the Administrative Agent not later than 12:00 p.m. 11:00 a.m., twenty (Standard Time), ten 20) Business Days prior to the date of the requested 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 and the Applicable applicable Issuing Bank, in its or their sole discretionBanks). The Administrative Agent shall promptly notify the Applicable applicable Issuing Bank Banks thereof. The Applicable applicable Issuing Bank shall notify the Administrative Agent, not later than 12:00 p.m. 11:00 a.m., ten (Standard Time), five 10) Business Days after receipt of such request whether it consents, in its sole discretion, to the issuance of Letters of Credit, as the case may be, in such requested currency. . (b) Any failure by the Applicable an 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 Issuing Bank to issue the requested permit Letters of Credit to be issued in such requested currency at that timecurrency. If the Administrative Agent and the Applicable applicable Issuing Bank consent to the issuance of Letters of Credit in such requested currency, the Administrative Agent shall so notify the Borrowers Borrower and (A) the Administrative Agent and the Issuing Bank may amend this Agreement to the extent necessary to add the applicable interest rate for such currency and (B) to the extent this Agreement reflects the appropriate interest rate for such currency or has been amended to reflect the appropriate rate for such currency and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder Currency, for purposes of any Letter of Credit issuances. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.051.11, the Administrative Agent shall promptly so notify the BorrowersBorrower.

Additional Alternative Currencies. (a) The Borrowers Company may from time to time request that 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 Dollars) that is readily available and freely transferable and convertible into U.S. dollarsDollars. Such 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 an L/C Issuer. Any such request with respect to the Applicable Issuing Bankissuance of Letters of Credit, such request shall be subject to the approval of the Administrative Agent and an L/C Issuer. Any issuance of a Letter of Credit on behalf of a Credit Party or its Subsidiary domiciled in Canada will require the fronting by a duly authorized Canadian bank at an additional cost to be determined at the time of issuance. (b) Any such request shall be made to the Administrative Agent not later than 12:00 p.m. (Standard Time)11:00 a.m., ten (10) Business Days prior to the date of the requested Letter of desired Credit Extension (or such other time or date as may be agreed by the Administrative Agent and the Applicable Issuing Bankan L/C Issuer, in its or their sole discretion). The Administrative Agent shall promptly notify the Applicable Issuing Bank thereof. The Applicable Issuing Bank Each L/C Issuer shall notify the Administrative Agent, not later than 12:00 p.m. (Standard Time)11:00 a.m., five (5) Business Days after receipt of such request whether it consents, in its sole discretion, to the issuance of Letters of Credit, as the case may be, Credit in such requested currency. . (c) Any failure by the Applicable Issuing Bank an L/C Issuer to respond to such request within the time period specified in the preceding sentence shall be deemed to be a refusal by such Issuing Bank L/C Issuer to issue the requested permit Letters of Credit to be issued in such requested currency at that timecurrency. If the Administrative Agent and the Applicable Issuing Bank an L/C Issuer consent to the issuance of Letters of Credit in such requested currency, the Administrative Agent shall so notify the Borrowers Company and the Administrative Agent and such currency shall thereupon be deemed constitute an Alternative Currency for all purposes to be an Alternative Currency hereunder for purposes of any Letter of Credit issuanceshereunder. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.051.08, the Administrative Agent shall promptly so notify the BorrowersCompany. 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. The Borrowers Borrower may from time to time request that thatSECTION 1.12 Letters of Credit be 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 that is readily available and freely transferable and convertible into U.S. dollarsan Eligible Currency. Such request shall be subject to the approval of the Administrative Agent and the Applicable applicable Issuing BankBanks. Any such request shall be made to the Administrative Agent not later than 12:00 p.m. 11:00 a.m., twenty (Standard Time), ten 20) Business Days prior to the date of the requested 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 and the Applicable applicable Issuing Bank, in its or their sole discretionBanks). The Administrative Agent shall promptly notify the Applicable applicable Issuing Bank Banks thereof. The Applicable applicable Issuing Bank shall notify the Administrative Agent, not later than 12:00 p.m. 11:00 a.m., ten (Standard Time), five 10) Business Days after receipt of such request whether it consents, in its sole discretion, to the issuance of Letters of Credit, as the case may be, in such requested currency. Any failure by the Applicable an Issuing Bank to respond to such request within the time period specified in the preceding sentence shall be deemed to be a refusal by such Issuing Bank to issue the requested permit Letters of Credit to be issued in such requested currency at that timecurrency. If the Administrative Agent and the Applicable applicable Issuing Bank consent to the issuance of Letters of Credit in such requested currency, the Administrative Agent shall so notify the Borrowers Borrower and (A) the Administrative Agent, the applicable Issuing Bank and the Borrower may amend this Agreement to the extent necessary to add the applicable interest rate for such currency and (B) to the extent this Agreement reflects the appropriate interest rate for such currency or has been amended to reflect the appropriate rate for such 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 Currency, for purposes of any Letter of Credit issuances. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.051.12, the Administrative Agent shall promptly so notify the BorrowersBorrower.

Additional Alternative Currencies. (a) The Borrowers Company may from time to time request that Letters of Credit Eurocurrency Rate Committed Loans be issued made in a currency other than those specifically listed in the definition of “Alternative Currency;” provided that provided, that, such requested currency is a lawful currency (other than Dollars) that is readily available and freely transferable and convertible into U.S. dollarsDollars. Such 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 Issuing Bank. Lenders. (a) Any such request shall be made to the Administrative Agent not later than 12:00 p.m. (Standard Time)11:00 a.m., ten 10 Business Days prior to the date of the requested Letter of desired Credit Extension (or such other time or date as may be agreed by the Administrative Agent and the Applicable Issuing Bank, in its or their sole discretion). The In the case of any such request, the Administrative Agent shall promptly notify the Applicable Issuing Bank each Lender thereof. The Applicable Issuing Bank Each Lender shall notify the Administrative Agent, not later than 12:00 p.m. (Standard Time)11:00 a.m., five 5 Business Days after receipt of such request whether it consents, in its sole discretion, to the issuance making of Letters of Credit, as the case may be, Eurocurrency Rate Committed Loans in such requested currency. . (b) Any failure by the Applicable Issuing Bank 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 Issuing Bank Lender to issue the requested Letters of Credit permit Eurocurrency Rate Committed Loans to be made in such requested currency at that timecurrency. If the Administrative Agent and all the Applicable Issuing Bank Lenders consent to the issuance of Letters of Credit making Eurocurrency Rate Committed Loans in 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 Letter Committed Borrowings of Credit issuancesEurocurrency Rate Committed Loans. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.051.06, the Administrative Agent shall promptly so notify the BorrowersCompany.

Additional Alternative Currencies. (a) The Borrowers Company may from time to time request that 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 Dollars) that is readily available and freely transferable and convertible into U.S. dollarsDollars. Such Any such request shall be subject to the approval of the Administrative Agent and the Applicable Issuing Bank. Lender. (b) Any such request shall be made to the Administrative Agent not later than 12:00 p.m. 11:00 a.m., Chicago time, twenty (Standard Time), ten 20) Business Days prior to the date of the requested desired Letter of Credit issuance (or such other time or date as may be agreed by the Administrative Agent and the Applicable Issuing Bank, Lender in its or their sole discretion). The In the case of any such request pertaining to Letters of Credit, the Administrative Agent shall promptly notify the Applicable Issuing Bank Lender thereof. The Applicable Issuing Bank Lender shall notify the Administrative Agent, not later than 12:00 p.m. 11:00 a.m., Chicago time, ten (Standard Time), five 10) Business Days after receipt of such request whether it consents, in its sole discretion, to the issuance of Letters of Credit, as the case may be, Credit in such requested currency. . (c) Any failure by the Applicable Issuing Bank Lender to respond to such request within the time period specified in the preceding sentence shall be deemed to be a refusal by such the Issuing Bank Lender to issue the requested permit Letters of Credit to be issued in such requested currency at that timecurrency. If the Administrative Agent and the Applicable Issuing Bank Lender consent to the issuance of Letters of Credit in 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 Letter of Credit issuances. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.051.5, the Administrative Agent shall promptly so notify the BorrowersCompany. 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 Foreign Borrowers may from time to time request that Letters of Credit Foreign Revolving Loans be issued 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 Euro) that is readily available and freely transferable and convertible into U.S. dollarsEuro. Such In the case of any such request with respect to the making of Foreign Revolving Loans, such request shall be subject to the approval of the Administrative Agent and the Applicable Issuing Bank. Lenders. (b) Any such request shall be made to the Administrative Agent not later than 12:00 p.m. (Standard Time)11:00 a.m., ten Business Days prior to the date of the requested Letter of desired Credit Extension (or such other time or date as may be agreed by the Administrative Agent and the Applicable Issuing Bank, in its or their sole discretion). The Administrative Agent shall promptly notify the Applicable Issuing Bank thereof. The Applicable Issuing Bank each Lender of any such request, and each Lender shall notify the Administrative Agent, not later than 12:00 p.m. (Standard Time)11:00 a.m., five Business Days after receipt of such request whether it consents, in its sole discretion, to the issuance making of Letters of Credit, as the case may be, Foreign Revolving Loans in such requested currency. . (c) Any failure by the Applicable Issuing Bank 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 Issuing Bank Lender to issue the requested Letters of Credit permit Foreign Revolving Loans to be made in such requested currency at that timecurrency. If the Administrative Agent and all of the Applicable Issuing Bank Lenders consent to the issuance of Letters of Credit making Foreign Revolving Loans in such requested currency, 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 Letter Borrowings of Credit issuances. Foreign Revolving Loans, If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.051.06, the Administrative Agent shall promptly so notify the Borrowers.

Additional Alternative Currencies. The Borrowers may from time to time request that U.S. Letters of Credit or FILO Facility Letters of Credit, as applicable, be issued in a currency other than those specifically listed in the definition of Dollars, Euros or any other any other currency previously approved under this Section 1.07 from time to time as an “Alternative Currency;” ”; provided that such requested currency is a (a) lawful currency that is readily available and freely transferable transferrable and convertible into U.S. dollars. Such request shall be subject to Dollars and (b) approved by the approval of the Administrative Agent and the Applicable Issuing Bank. Any such request shall be made to the Administrative Agent not later than 12:00 p.m. ten (Standard Time), ten 10) Business Days (or such other time period agreed by the Agent and the Applicable Issuing Bank in their sole discretion) prior to the date of the requested desired issuance of a Letter of Credit (or in such other time or date as may be agreed by the Administrative Agent currency, and the Applicable Issuing Bank, in its or their sole discretion). The Administrative Agent shall promptly notify the Applicable Issuing Bank thereof. The Applicable Issuing Bank shall notify the Administrative Agent, not later than 12:00 p.m. (Standard Time)11:00 a.m., five (5) Business Days (or such other period of time as may be agreed by the Agent and the Applicable Issuing Bank in their sole discretion) after receipt of such request whether it consents, in its sole discretion, to the issuance of U.S. Letters of Credit or FILO Facility Letters of Credit, as the case may beapplicable, in such requested currency. Any failure to so respond shall be deemed a refusal by the Applicable Issuing Bank to respond to such request within the time period specified in the preceding sentence shall be deemed to be a refusal by such Issuing Bank to issue the requested U.S. Letters of Credit or FILO Facility Letters of Credit, as applicable, in such the requested currency at that timecurrency. If such alternative currency is approved by the Administrative Agent and the Applicable Issuing Bank consent to the issuance of Letters of Credit in such requested currencyBank, 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 Letter the issuance of Credit issuances. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.05, the Administrative Agent shall promptly so notify the BorrowersU.S. Letters of Credit.

Additional Alternative Currencies. (i) The Borrowers may from time to time request that 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 Dollars) that is readily available and freely transferable and convertible into U.S. dollarsDollars. Such 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 Applicable Issuing Bank. LC Issuer. (ii) Any such request shall be made to the Administrative Agent not later than 12:00 p.m. (Standard Time)11:00 a.m., ten (10) Business Days prior to the date of the requested desired Letter of Credit issuance (or such other time or date as may be agreed by the Administrative Agent and the Applicable Issuing BankLC Issuer, in its or their sole discretion). The In each case, the Administrative Agent shall promptly notify the Applicable Issuing Bank LC Issuer thereof. The Applicable Issuing Bank LC Issuer shall notify the Administrative Agent, not later than 12:00 p.m. (Standard Time)11:00 a.m., five (5) Business Days after receipt of such request whether it consents, in its sole discretion, to the issuance of Letters of Credit, as the case may be, in such requested currency. . (iii) Any failure by the Applicable Issuing Bank LC Issuer to respond to such request within the time period specified in the preceding sentence shall be deemed to be a refusal by such Issuing Bank the LC Issuer to issue the requested permit Letters of Credit to be issued in such requested currency at that timecurrency. If the Administrative Agent and the Applicable Issuing Bank LC Issuer consent to the issuance of Letters of Credit in such requested currency, 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 Letter of Credit issuances. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.05required hereunder, the Administrative Agent shall promptly so notify the Borrowers.

Additional Alternative Currencies. (a) The Borrowers Borrower may from time to time request that 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 Dollars) that is readily available and freely transferable and convertible into U.S. dollarsDollars. Such In the case of any such request, such request shall be subject to the approval of the Administrative Agent and the Applicable Issuing Bank. L/C Issuer. (b) Any such request shall be made to the Administrative Agent not later than 12:00 p.m. (Standard Time)11:00 a.m., ten twenty Business Days prior to the date of the requested Letter of desired L/C Credit Extension (or such other time or date as may be agreed by the Administrative Agent and the Applicable Issuing BankL/C Issuer, in its or their sole discretion). The In the case of any such request, the Administrative Agent shall promptly notify the Applicable Issuing Bank L/C Issuer thereof. The Applicable Issuing Bank L/C Issuer shall notify the Administrative Agent, not later than 12:00 p.m. (Standard Time)11:00 a.m., five ten Business Days after receipt of such request whether it consents, in its sole discretion, to the issuance of Letters of Credit, as the case may be, Credit in such requested currency. . (c) Any failure by the Applicable Issuing Bank L/C Issuer to respond to such request within the time period specified in the preceding sentence shall be deemed to be a refusal by such Issuing Bank the L/C Issuer to issue the requested permit Letters of Credit to be issued in such requested currency at that timecurrency. If the Administrative Agent and the Applicable Issuing Bank L/C Issuer consent to the issuance of Letters of Credit in 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 Letter of Credit issuances. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.051.06, the Administrative Agent shall promptly so notify the BorrowersCompany.

Additional Alternative Currencies. (a) The Borrowers may from time to time request that Letters of Credit Alternative Currency Loans be issued made in a currency other than those specifically listed in the definition of “Alternative Currency;” provided that ”; provided, that, such requested currency is a lawful currency that is readily available and freely transferable and convertible into U.S. dollarsan Eligible Currency. Such In the case of any such request with respect to the making of Alternative Currency Loans, such request shall be subject to the approval of the Administrative Agent and the Applicable Issuing Bank. Any each Lender with a Commitment under which such request shall currency is requested to be made to the Administrative Agent not later than 12:00 p.m. available. (Standard Time), ten Business Days prior to the date of the requested Letter of Credit (or such other time or date as may be agreed by the Administrative Agent and the Applicable Issuing Bank, in its or their sole discretion). The Administrative Agent shall promptly notify the Applicable Issuing Bank thereof. The Applicable Issuing Bank shall notify the Administrative Agent, not later than 12:00 p.m. (Standard Time), five Business Days after receipt of such request whether it consents, in its sole discretion, to the issuance of Letters of Credit, as the case may be, in such requested currency. c) Any failure by the Applicable Issuing Bank a Lender to respond to such request within the time period specified in the preceding sentence Section 1.07(b) shall be deemed to be a refusal by such Issuing Bank Lender to issue the requested Letters of Credit permit Alternative Currency Loans to be made in such requested currency at that timecurrency. If the Administrative Agent and all the Applicable Issuing Bank Lenders consent to making Alternative Currency Loans in such requested currency, and the issuance of Letters of Credit in Administrative 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) the Borrowers, the Administrative Agent, and such Lenders may amend this Agreement to the extent necessary to add the applicable rate for such currency and any applicable adjustment for such rate and (ii) to the extent this Agreement has been amended to reflect the appropriate rate (and applicable adjustment, if any) for such currency, such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Letter Borrowings of Credit issuancesAlternative Currency Loans. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.051.07, the Administrative Agent shall promptly so notify the Borrowers.

Additional Alternative Currencies. The Borrowers may from time to time request that U.S. Letters of Credit or Tranche A Incremental Foreign Facility Letters of Credit, as applicable, be issued in a currency other than those specifically listed in the definition of Dollars, Euros or any other any other currency previously approved under this Section 1.07 from time to time as an “Alternative Currency;” provided ”; provided, that such requested currency is a (a) lawful currency that is readily available and freely transferable transferrable and convertible into U.S. dollars. Such request shall be subject to Dollars and (b) approved by the approval of the Administrative Agent and the Applicable applicable Issuing Bank. Any such request shall be made to the Administrative Agent not later than 12:00 p.m. ten (Standard Time), ten 10) Business Days (or such other time period agreed by the Agent and the applicable Issuing Bank in their sole discretion) prior to the date of the requested desired issuance of a Letter of Credit in such currency, and the Agent shall promptly notify the applicable Issuing Bank thereof. The applicable Issuing Bank shall notify the Agent, not later than 11:00 a.m., five (5) Business Days (or such other period of time or date as may be agreed by the Administrative Agent and the Applicable applicable Issuing Bank, Bank in its or their sole discretion). The Administrative Agent shall promptly notify the Applicable Issuing Bank thereof. The Applicable Issuing Bank shall notify the Administrative Agent, not later than 12:00 p.m. (Standard Time), five Business Days ) after receipt of such request whether it consents, in its sole discretion, to the issuance of U.S. Letters of Credit or Tranche A Incremental Foreign Facility Letters of Credit, as the case may beapplicable, in such requested currency. Any failure by the Applicable Issuing Bank to so respond to such request within the time period specified in the preceding sentence shall be deemed to be a refusal by such the applicable Issuing Bank to issue the requested U.S. Letters of Credit or Tranche A Incremental Foreign Facility Letters of Credit, as applicable, in such the requested currency at that timecurrency. If such alternative currency is approved by the Administrative Agent and the Applicable Issuing Bank consent to the issuance of Letters of Credit in such requested currencyBank, 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 Letter the issuance of Credit issuances. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.05, the Administrative Agent shall promptly so notify the BorrowersU.S. Letters of Credit.

Additional Alternative Currencies. 1.6.1 The Borrowers Company may from time to time request that Letters of Credit Alternative Currency Loans be issued made in a currency other than those specifically listed in the definition of “Alternative Currency;” ”; provided that such requested currency is a lawful currency that is readily available and freely transferable and convertible into U.S. dollarsan Eligible Currency. Such In the case of any such request with respect to the making of Alternative Currency Loans, such request shall be subject to the approval of the Administrative Agent and the Applicable Issuing each Bank. . 1.6.2 Any such request shall be made to the Administrative Agent not later than 12:00 p.m. 11:00 a.m., twenty (Standard Time), ten 20) Business Days prior to the date of the requested Letter of Credit desired Advance (or such other time or date as may be agreed by the Administrative Agent and the Applicable Issuing BankAgent, in its or their sole discretion). The In the case of any such request pertaining to Alternative Currency Loans, the Administrative Agent shall promptly notify the Applicable Issuing each Bank thereof. The Applicable Issuing Each Bank (in the case of any such request pertaining to Alternative Currency Loans) shall notify the Administrative Agent, not later than 12:00 p.m. 11:00 a.m., 156389297_7 ten (Standard Time), five 10) Business Days after receipt of such request whether it consents, in its sole discretion, to the issuance making of Letters of Credit, as the case may beAlternative Currency Loans, in such requested currency. . 1.6.3 Any failure by the Applicable Issuing 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 Issuing Bank to issue the requested Letters of Credit permit Alternative Currency Loans to be made in such requested currency at that timecurrency. If the Administrative Agent and all the Applicable Issuing Bank Banks consent to making Alternative Currency Loans in such requested currency and the issuance of Letters of Credit in Administrative 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 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, 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 Letter Advances of Credit issuancesAlternative Currency Loans. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.051.6, the Administrative Agent shall promptly so notify the BorrowersCompany.

Additional Alternative Currencies. (i) The Borrowers may from time to time request that 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 Dollars) that is readily available and freely transferable and convertible into U.S. dollarsDollars. Such 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 Applicable Issuing Bank. LC Issuer. (ii) Any such request shall be made to the Administrative Agent not later than 12:00 p.m. (Standard Time)11:00 a.m., ten (10) Business Days prior to the date of the requested desired Letter of Credit issuance (or such other time or date as may be agreed by the Administrative Agent and the Applicable Issuing BankLC Issuer, in its or their sole discretion). The In each case, the Administrative Agent shall promptly notify the Applicable Issuing Bank LC Issuer thereof. The Applicable Issuing Bank LC Issuer shall notify the Administrative Agent, not later than 12:00 p.m. (Standard Time)11:00 a.m., five (5) Business Days after receipt of such request whether it consents, in its sole discretion, to the issuance of Letters of Credit, as the case may be, in such requested currency. . (iii) Any failure by the Applicable Issuing Bank LC Issuer to respond to such request within the time period specified in the preceding sentence shall be deemed to be a refusal by such Issuing Bank the LC Issuer to issue the requested permit Letters of Credit to be issued in such requested currency at that timecurrency. If the Administrative Agent and the Applicable Issuing Bank LC Issuer consent to the issuance of Letters of Credit in such requested currency, 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 Letter of Credit issuances. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.05required hereunder, the Administrative Agent shall promptly so notify the Borrowers.

Additional Alternative Currencies. The Borrowers (a) Max Bermuda may from time to time request that 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 Dollars) that is readily available and freely transferable and convertible into U.S. dollarsDollars. Such In the case of any such request, such request shall be subject to the approval of the Administrative Agent and the Applicable Issuing Bank. Fronting Bank and if the Administrative Agent and the Fronting Bank consent to the issuance of Letters of Credit in such requested currency, the Administrative Agent shall so notify Max Bermuda and the Lenders and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Letter of Credit issuances. (b) Any such request shall be made to the Administrative Agent not later than 12:00 p.m. (Standard Time)11:00 a.m., ten 20 Business Days prior to the date of the requested Letter of desired Credit (Extension or such other shorter time or date as may be agreed by the Administrative Agent and the Applicable Issuing Fronting Bank, in its or their sole discretion). The In the case of any such request, the Administrative Agent shall promptly notify the Applicable Issuing Fronting Bank thereof. The Applicable Issuing Fronting Bank shall notify the Administrative Agent, not later than 12:00 p.m. (Standard Time)11:00 a.m., five ten Business Days after receipt of such request whether it consents, in its sole discretion, to the issuance of Letters of Credit, as the case may be, Credit in such requested currency. . (c) Any failure by the Applicable Issuing Fronting Bank to respond to such request within the time period specified in the preceding sentence subsection (b) above shall be deemed to be a refusal by such Issuing the Fronting Bank to issue the requested permit Letters of Credit to be issued in such requested currency at that timecurrency. If the Administrative Agent and the Applicable Issuing Fronting Bank consent to the issuance of Letters of Credit in such requested currency, the Administrative Agent shall so notify the Borrowers Max Bermuda and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Letter of Credit issuances. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.051.5, the Administrative Agent shall promptly so notify the BorrowersMax Bermuda.

Additional Alternative Currencies. The Borrowers Prologis may, upon at least 15 Business Days’ (or such lesser number of days as may from time be agreed to time by Administrative Agent) prior written notice to Administrative Agent (which shall promptly notify the applicable Lenders), request that Letters of Credit an additional currency be issued in a currency other than those specifically listed in the definition of added as an “Alternative Currency;” under a Tranche; provided that such the requested currency is a lawful currency that is readily available and freely transferable and convertible into U.S. dollarsEuros. Such request shall be subject to Each Lender under the approval of the Administrative Agent and the Applicable Issuing Bank. Any such request shall be made to the Administrative Agent not later than 12:00 p.m. (Standard Time), ten Business Days prior to the date of the requested Letter of Credit (or such other time or date as may be agreed by the Administrative Agent and the Applicable Issuing Bank, in its or their sole discretion). The Administrative Agent shall promptly notify the Applicable Issuing Bank thereof. The Applicable Issuing Bank applicable Tranche shall notify the Administrative Agent, not later than 12:00 p.m. (Standard Time), five seven Business Days after receipt of such request request, whether it consents, in its sole discretion, to the issuance addition of Letters of Credit, such currency as the case may be, in an “Alternative Currency” under such requested currency. Any Tranche (and any failure by the Applicable Issuing Bank a Lender to respond to within such request within the time period specified in the preceding sentence shall be deemed not to be a refusal by have consented to such Issuing Bank to issue the requested Letters of Credit in such requested currency at that timerequest). If the Administrative Agent and all Lenders under the Applicable Issuing Bank applicable Tranche consent to the issuance addition of Letters of Credit in a currency as an “Alternative Currency” under such requested Tranche (any such currency, the an “Additional Alternative Currency”), then (a) Administrative Agent shall so notify the Borrowers Prologis and all Lenders under such currency Tranche and (b) this Agreement shall thereupon be deemed for all purposes amended to be an Alternative Currency hereunder for purposes of any Letter of Credit issuancespermit Loans under the applicable Tranche in such currency. If the Administrative Agent or any Lender shall fail to obtain consent to any request for an additional currency under this Section 1.05such request, the Administrative Agent shall promptly so notify the BorrowersPrologis.

Additional Alternative Currencies. The Borrowers may from time to time request that 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 that is readily available and freely transferable and convertible into U.S. dollars. Such request shall be subject to the approval of the Administrative Agent and the Applicable Issuing Bank. Any such request shall be made to the Administrative Agent not later than 12:00 p.m. (Standard Time)11:00 a.m., ten Business Days prior to the date of the requested Letter of Credit (or such other time or date as may be agreed by the Administrative Agent and the Applicable Issuing Bank, in its or their sole discretion). The Administrative Agent shall promptly notify the Applicable Issuing Bank thereof. The Applicable Issuing Bank shall notify the Administrative Agent, not later than 12:00 p.m. (Standard Time)11:00 a.m., five Business Days after receipt of such request whether it consents, in its sole discretion, to the issuance of Letters of Credit, as the case may be, in such requested currency. Any failure by the Applicable Issuing Bank to respond to such request within the time period specified in the preceding sentence shall be deemed to be a refusal by such Issuing Bank to issue the requested Letters of Credit in such requested currency at that time. If the Administrative Agent and the Applicable Issuing Bank consent to the issuance of Letters of Credit in such requested currency, 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 Letter of Credit issuances. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.051.06, the Administrative Agent shall promptly so notify the Borrowers. (e) Section 2.09(d) shall be deleted in its entirety. (f) Section 2.20(a) shall be amended by deleting subsection (iv) thereof and replacing it in its entirety with "(iv) [intentionally omitted]"; (g) Section 2.21 shall be amended as follows: (i) Subsection (a) thereof shall be amended by adding "denominated in U.S. dollars, Canadian dollars, or in one or more Alternative Currencies" after "Letter of Credit" in the second line thereof; (ii) The first sentence of subsection (b) thereof shall be replaced in its entirety as follows: In order to request the issuance of a Letter of Credit denominated in dollars, Canadian dollars or an Alternative Currency (or to amend, renew or extend an existing Letter of Credit issued in dollars, Canadian dollars or an Alternative Currency), the applicable Borrower shall hand deliver or fax to the Applicable Issuing Bank and the Administrative Agent (reasonably in advance of the requested date of issuance, amendment, renewal or extension) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, the date of issuance, amendment, renewal or extension, the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) below), the amount and currency of such Letter of Credit, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare such Letter of Credit. In order to request the issuance of a Letter of Credit in a currency other than those specifically listed in the definition of "Alternative Currency", the applicable Borrower shall follow the procedures set forth in Section 1.06 hereof. (iii) Subsection (c) thereof shall be amended in its entirety as follows:

Additional Alternative Currencies. (a) The Borrowers Borrower may from time to time request that Alternative Currency 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 that is readily available and available, not restricted, freely transferable and convertible able to be converted into U.S. dollarsDollars, and available in the London interbank deposit market. Such Each such request shall be subject to the approval of the Administrative Agent Agent, the applicable Revolving Lenders and the Applicable applicable Issuing Bank. . (b) Any such request pursuant to clause (a) above shall be made to the Administrative Agent not later than 12:00 p.m. (Standard Time)11:00 a.m., ten Business Days prior to the date of the requested desired issuance of such Letter of Credit (or such other time or date as may be agreed by the Administrative Agent and the Applicable each applicable Issuing Bank, in its or their respective sole discretion). The Administrative Agent shall promptly notify the Applicable each applicable Issuing Bank thereof. The Applicable Each applicable Issuing Bank shall notify the Administrative Agent, not later than 12:00 p.m. (Standard Time)5:00 p.m., five one Business Days Day after receipt of such request whether it consents, in its sole discretion, to the issuance of Letters of Credit, as the case may be, Credit in such requested currency. . (c) Any failure by the Applicable any Issuing Bank to respond to such request pursuant to clause (a) above within the time period specified in the preceding final sentence of clause (b) above shall be deemed to be a refusal by such Issuing Bank to issue the requested Letters of Credit in such requested currency at that timecurrency. If the Administrative Agent and the Applicable any applicable Issuing Bank consent to the issuance of Letters of Credit in such requested currency, the Administrative Agent shall so notify the Borrowers Borrower in writing and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder solely for purposes of any Letter the specific Letter(s) of Credit issuancesto be issued by such Issuing Bank with respect to which such Issuing Bank so consented. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.051.09, the Administrative Agent shall promptly so notify the BorrowersBorrower.