Common use of Drawings and Reimbursements; Funding of Participations Clause in Contracts

Drawings and Reimbursements; Funding of Participations. (i) Upon receipt from the beneficiary of any Letter of Credit of any notice of drawing under such Letter of Credit, the L/C Issuer shall notify the Borrower and the Administrative Agent thereof. In the case of any such reimbursement of a drawing under a Letter of Credit denominated in an Alternative L/C Currency, the L/C Issuer shall notify the Borrower of the Dollar Equivalent of the amount of the drawing promptly following the determination thereof. Not later than 11:00 a.m. on the date of any payment by the L/C Issuer under a Letter of Credit (each such date, an “Honor Date”), the Borrower shall reimburse the L/C Issuer directly in Dollars and in an amount equal to the Dollar Equivalent of the amount of such drawing. If the Borrower fails to so reimburse the L/C Issuer by such time, the L/C Issuer shall promptly notify the Administrative Agent thereof, and upon receipt of such notice, the Administrative Agent shall promptly notify each Lender of the Honor Date, the amount of the unreimbursed drawing (expressed in Dollars in the amount of the Dollar Equivalent thereof in the case of a Letter of Credit denominated in an Alternative L/C Currency) (the “Unreimbursed Amount”), and the amount of such Lender’s Applicable Percentage thereof. In such event, the Borrower shall be deemed to have requested a Borrowing of Base Rate Loans to be disbursed on the Honor Date in an amount equal to the Unreimbursed Amount, without regard to the minimum and multiples specified in Section 2.02 for the principal amount of Base Rate Loans, but subject to the conditions set forth in Section 5.02 (other than the delivery of a Loan Notice) and provided that, after giving effect to such Borrowing, the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments. Any notice given by the L/C Issuer or the Administrative Agent pursuant to this Section 2.03(c)(i) may be given by telephone if immediately confirmed in writing; provided that the lack of such an immediate confirmation shall not affect the conclusiveness or binding effect of such notice.

Drawings and Reimbursements; Funding of Participations. (i) Upon receipt from the beneficiary of any Letter of Credit of any notice of drawing under such Letter of Credit, the L/C Issuer shall notify the Borrower and the Administrative Agent thereof. In the case of any such reimbursement of a drawing under a Letter of Credit denominated in an Alternative L/C Currency, the L/C Issuer shall notify the Borrower of the Dollar Equivalent of the amount of the drawing promptly following the determination thereof. Not later than 11:00 a.m. (x) if such notice of drawing is received by the Borrower by 12:00 noon on the date of any payment by the L/C Issuer under a Letter of Credit Credit, 4:00 p.m. on such payment date, or (y) if such notice of drawing is not received by the Borrower by 12:00 noon on the date of any payment by the L/C Issuer under a Letter of Credit, 12:00 noon on the first Business Day occurring after such payment date (each such date, an “Honor Date”), the Borrower shall reimburse the L/C Issuer directly in Dollars and through the Administrative Agent in an amount equal to the Dollar Equivalent of the amount of such drawingdrawing (together with interest). If the Borrower fails to so reimburse the L/C Issuer by such time, the L/C Issuer shall promptly notify the Administrative Agent thereof, and upon receipt of such notice, the Administrative Agent shall promptly notify each Lender of the Honor Date, the amount of the unreimbursed drawing (expressed in Dollars in the amount of the Dollar Equivalent thereof in the case of a Letter of Credit denominated in an Alternative L/C Currency) (the “Unreimbursed Amount”), and the amount of such Lender’s Applicable Percentage thereof. In such event, the Borrower shall be deemed to have requested a Borrowing of Revolving Loans that are Base Rate Loans to be disbursed on the Honor Date in an amount equal to the Unreimbursed Amount, without regard to the minimum and multiples specified in Section 2.02 for the principal amount of Base Rate Loans, but subject to the unutilized portion of the Aggregate Revolving Commitments and the conditions set forth in Section 5.02 4.02 (other than the delivery of a Loan Notice) and provided that, after giving effect to such Borrowing, the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments). Any notice given by the L/C Issuer or the Administrative Agent pursuant to this Section 2.03(c)(i) may be given by telephone if immediately promptly confirmed in writing; provided that the lack of such an immediate a prompt confirmation shall not affect the conclusiveness or binding effect of such notice.

Drawings and Reimbursements; Funding of Participations. (i) Upon receipt from the beneficiary of any Letter of Credit of any notice of a drawing under such Letter of Credit, the applicable L/C Issuer shall notify the Borrower and the Administrative Agent thereof. In the case of any such reimbursement of a drawing under a Letter of Credit denominated in an Alternative L/C Currency, the L/C Issuer shall notify the Borrower of the Dollar Equivalent of the amount of the drawing promptly following the determination thereof. Not later than 11:00 a.m. A.M. (Charlotte, North Carolina time) on the date of any payment by the such L/C Issuer under a Letter of Credit (each such date, an “"Honor Date”"), the Borrower shall reimburse the such L/C Issuer directly in Dollars and through the Administrative Agent in an amount equal to the Dollar Equivalent of the amount of such drawingdrawing (it being understood that such reimbursement may be accomplished pursuant to the application of funds held in a cash collateral account in accordance with the documentation governing such account). If the Borrower fails to so reimburse the such L/C Issuer through the Administrative Agent by such time, the such L/C Issuer shall promptly shall, prior to 11:30 A.M. (Charlotte, North Carolina time) on such date, so notify the Administrative Agent thereof, and upon receipt of such notice, the Administrative Agent shall promptly notify each Lender of the Honor Date, the amount of the unreimbursed drawing (expressed in Dollars in the amount of the Dollar Equivalent thereof in the case of a Letter of Credit denominated in an Alternative L/C Currency) (the “"Unreimbursed Amount”"), and the amount of such Lender’s Applicable 's Commitment Percentage thereof. In such event, the Borrower shall be deemed to have requested a Borrowing of Base Rate Loans Loan to be disbursed on the Honor Date in an amount equal to the Unreimbursed Amount, without regard to the minimum and multiples specified in Section 2.02 2.1(b)(ii) for the principal amount of Base Rate Loans, but subject to the amount of the unutilized portion of the Revolving Committed Amount and the conditions set forth in Section 5.02 4.2 (other than the delivery of a Loan Notice) and provided that, after giving effect to such Notice of Borrowing, the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments). Any notice given by the any L/C Issuer or the Administrative Agent pursuant to this Section 2.03(c)(i2.4(c)(i) may be given by telephone if immediately confirmed in writing; provided that the lack of such an immediate confirmation shall not affect the conclusiveness or binding effect of such notice.

Drawings and Reimbursements; Funding of Participations. (i) Upon receipt from the beneficiary of any Letter of Credit of any notice of a drawing under such Letter of Credit, the L/C Issuer shall notify the Lead Borrower and the Administrative Agent thereof. In the case of any such reimbursement of a drawing under a Letter of Credit denominated in an Alternative L/C Currency, the L/C Issuer shall notify the Borrower of the Dollar Equivalent of the amount of the drawing promptly following the determination thereof. Not later than 11:00 a.m. on the first Business Daycalendar day immediately following the date of any payment by that the Lead Borrower receives notice from the L/C Issuer of a drawing under a Letter of Credit (each such date, an “Honor Date”), the applicable Borrower shall be deemed to have requested a Borrowing of Revolving Loans that are Base Rate Loans to be disbursed on the such Business Day in an amount equal to the amount of such payment by the L/C Issuer under the Letter of Credit without regard to the minimum and multiples specified in Section 2.02(b) for the principal amount of Base Rate Loans, but subject to the amount of the unutilized portion of the Loan Cap and the conditions set forth in Section 4.02 (other than the delivery of a Revolving Loan Notice). In the event that such a Borrowing cannot be made pursuant to the terms hereof, then not later than 11:00 a.m. on the first Business Daycalendar day after the Honor Date, the applicable Borrower shall reimburse the L/C Issuer directly in Dollars and through the Agent in an amount equal to the Dollar Equivalent of the amount of such drawing. If the Borrower fails Borrowers fail to so reimburse the L/C Issuer by such time, the L/C Issuer shall promptly notify the Administrative Agent thereof, and upon receipt of such notice, the Administrative Agent shall promptly notify each Lender of the Honor Date, the amount of the unreimbursed drawing (expressed in Dollars in the amount of the Dollar Equivalent thereof in the case of a Letter of Credit denominated in an Alternative L/C Currency) (the “Unreimbursed Amount”), and the amount of such Lender’s Applicable Percentage thereof. In such event, the Borrower shall be deemed to have requested a Borrowing of Base Rate Loans to be disbursed on the Honor Date in an amount equal to the Unreimbursed Amount, without regard to the minimum and multiples specified in Section 2.02 for the principal amount of Base Rate Loans, but subject to the conditions set forth in Section 5.02 (other than the delivery of a Loan Notice) and provided that, after giving effect to such Borrowing, the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments. Any notice given by the L/C Issuer or the Administrative Agent pursuant to this Section 2.03(c)(i) may be given by telephone if immediately confirmed in writing; provided that the lack of such an immediate confirmation shall not affect the conclusiveness or binding effect of such notice.

Drawings and Reimbursements; Funding of Participations. (i) Upon receipt from the beneficiary of any Letter of Credit of any notice of drawing under such Letter of Credit, the L/C Issuer shall notify the Borrower and the Administrative Agent thereof. In the case of any such reimbursement of a drawing under a Letter of Credit denominated in an Alternative L/C Currency, the L/C Issuer shall notify the Borrower of the Dollar Equivalent of the amount of the drawing promptly following the determination thereof. Not later than 11:00 a.m. on the date of any payment by the L/C Issuer under a Letter of Credit (each such date, an “Honor Date”), the Borrower shall reimburse the L/C Issuer directly in Dollars and through the Administrative Agent in an amount equal to the Dollar Equivalent of the amount of such drawing. If the Borrower fails to so reimburse the L/C Issuer by such time, the L/C Issuer shall promptly notify the Administrative Agent thereof, and upon receipt of such notice, the Administrative Agent shall promptly notify each Lender of the Honor Date, the amount of the unreimbursed drawing (expressed in Dollars in the amount of the Dollar Equivalent thereof in the case of a Letter of Credit denominated in an Alternative L/C Currency) (the “Unreimbursed Amount”), and the amount of such Lender’s Applicable Revolving Commitment Percentage thereof. In such event, the Borrower shall be deemed to have requested a Borrowing of Base Rate Loans to be disbursed on the Honor Date in an amount equal to the Unreimbursed Amount, without regard to the minimum and multiples specified in Section 2.02 2.2 for the principal amount of Base Rate Loans, but subject to the conditions set forth in Section 5.02 5.2 (other than the delivery of a Loan Notice) and provided that, after giving effect to such Borrowing, the Total aggregate principal amount of the Revolving Outstandings Obligations shall not exceed the Aggregate Revolving Commitments. If the Unreimbursed Amount is repaid in full on the Honor Date by a Borrowing of Base Rate Loans, then no Default or Event of Default shall be deemed to exist as a result of the failure of the Borrower to so reimburse the L/C Issuer with other funds. Any notice given by the L/C Issuer or the Administrative Agent pursuant to this Section 2.03(c)(i2.3(c)(i) may be given by telephone if immediately confirmed in writing; provided that the lack of such an immediate confirmation shall not affect the conclusiveness or binding effect of such notice.

Drawings and Reimbursements; Funding of Participations. (i) Upon receipt from the beneficiary of any Letter of Credit of any notice of drawing under such Letter of Credit, the L/C Issuer shall notify the Borrower and the Administrative Agent thereof. In the case of any such reimbursement of a drawing under a Letter of Credit denominated in an Alternative L/C Currency, the L/C Issuer shall notify the Borrower of the Dollar Equivalent of the amount of the drawing promptly following the determination thereof. Not later than 11:00 a.m. on the date of any payment by the L/C Issuer under a Letter of Credit (each such date, an “Honor Date”), the Borrower shall reimburse the L/C Issuer directly in Dollars and through the Administrative Agent in an amount equal to the Dollar Equivalent of the amount of such drawing; provided that if the Borrower receives notice of such payment after 11:00 a.m. on the Honor Date, the Borrower shall make such payment not later than 11:00 a.m. on the following Business Day. If the Borrower fails to so reimburse the L/C Issuer by such the applicable payment time, the L/C Issuer shall promptly notify the Administrative Agent thereof, and upon receipt of such notice, the Administrative Agent shall promptly notify each Lender of the Honor Date, the amount of the unreimbursed drawing (expressed in Dollars in the amount of the Dollar Equivalent thereof in the case of a Letter of Credit denominated in an Alternative L/C Currency) (the “Unreimbursed Amount”), and the amount of such Lender’s Applicable Percentage thereof. In such event, the Borrower shall be deemed to have requested a Borrowing of Base Rate Loans to be disbursed on the Honor Date applicable payment date in an amount equal to the Unreimbursed Amount, without regard to the minimum and multiples specified in Section 2.02 for the principal amount of Base Rate Loans, but subject to the conditions set forth in Section 5.02 (other than the delivery of a Loan Notice) and provided that, after giving effect to such Borrowing, the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments. Any notice given by the L/C Issuer or the Administrative Agent pursuant to this Section 2.03(c)(i) may be given by telephone if immediately confirmed in writing; provided that provided, that, the lack of such an immediate confirmation shall not affect the conclusiveness or binding effect of such notice.

Drawings and Reimbursements; Funding of Participations. (i) Upon receipt from the beneficiary of any Letter of Credit of any notice of a drawing under such Letter of Credit, the L/C Issuer shall notify the Borrower and the Administrative Agent thereof. In the case of a Letter of Credit denominated in an Alternative Currency, the Borrower shall reimburse the L/C Issuer in Dollars, unless the L/C Issuer shall have specified in such notice that it will accept reimbursement in the Alternative Currency in which such Letter of Credit was so denominated. In the case of any such reimbursement in Dollars of a drawing under a Letter of Credit denominated in an Alternative L/C Currency, the L/C Issuer shall notify the Borrower of the Dollar Equivalent of the amount of the drawing promptly following the determination thereof. Not later than 11:00 a.m. (1) 1:00 p.m. on the date that the L/C Issuer provides notice to the Borrower of any payment by the L/C Issuer under a Letter of Credit denominated in Dollars or the Applicable Time in the case of any Letter of Credit denominated in an Alternative Currency (if such notice is provided by 10:00 a.m. on such date) or (2) 11:00 a.m. on the next succeeding Business Day or the Applicable Time on such next succeeding Business Day, as the case may be (if such notice is provided after 10:00 a.m. on the date such notice is given) (each such dateapplicable date of payment by the L/C Issuer, an “Honor Date”), the Borrower shall reimburse the L/C Issuer directly in Dollars (and the L/C Issuer shall promptly notify the Administrative Agent of any failure by the Borrower to so reimburse the L/C Issuer by such time) in an amount equal to the Dollar Equivalent of the amount of such drawingdrawing and in the applicable currency. If the Borrower fails to so reimburse the L/C Issuer by such time, the L/C Issuer shall promptly notify the Administrative Agent thereof, and upon receipt of such notice, the Administrative Agent shall promptly notify each Revolving Facility Lender of the Honor Date, the amount of the unreimbursed drawing (expressed in Dollars in the amount of the Dollar Equivalent thereof in the case of a Letter of Credit denominated in an Alternative L/C Currency) (the “Unreimbursed Amount”), and the amount of such Lender’s Applicable Revolving Facility Percentage thereof. In such event, the Borrower shall be deemed to have requested a Borrowing of Base Rate ABR Revolving Loans to be disbursed on the Honor Date in an amount equal to the Unreimbursed Amount, without regard to the minimum and multiples specified in Section 2.02 for the principal amount of Base Rate LoansBorrowing Minimums or Borrowing Multiples, but subject to the amount of the unutilized portion of the applicable Revolving Facility Commitments and the conditions set forth in Section 5.02 4.01 (other than the delivery of a Loan Notice) and provided that, after giving effect to such Borrowing, the Total Revolving Outstandings shall not exceed the Aggregate Revolving CommitmentsBorrowing Request). Any notice given by the L/C Issuer or the Administrative Agent pursuant to this Section 2.03(c)(i2.05(c)(i) may be given by telephone if immediately confirmed in writing; provided that the lack of such an immediate confirmation shall not affect the conclusiveness or binding effect of such notice.

Drawings and Reimbursements; Funding of Participations. (i) Upon receipt from the beneficiary of any Letter of Credit of any notice of drawing under such Letter of Credit, the applicable L/C Issuer shall notify the Borrower PRA and the Administrative Agent thereof. In the case of any such reimbursement of a drawing under a Letter of Credit denominated in an Alternative L/C Currency, the L/C Issuer shall notify the Borrower of the Dollar Equivalent of the amount of the drawing promptly following the determination thereof. Not later than 11:00 a.m. on the date of any payment by the applicable L/C Issuer under a Letter of Credit to be reimbursed in Dollars or the applicable Alternative Currency (each such date, an the “Honor Date”), the Borrower PRA shall reimburse the such L/C Issuer directly in Dollars and through the Administrative Agent in an amount equal to the Dollar Equivalent amount of such drawing in the amount applicable currency of such drawing. If the Borrower PRA fails to so reimburse the such L/C Issuer by such time, the L/C Issuer shall promptly notify the Administrative Agent thereof, and upon receipt of such notice, the Administrative Agent shall promptly notify each Domestic Revolving Lender of the Honor Date, the amount of the unreimbursed drawing (expressed in Dollars in the amount of the Dollar Equivalent thereof in the case of a Letter of Credit denominated in an Alternative L/C CurrencyDollars) (the “Unreimbursed Amount”), and the amount of such Domestic Revolving Lender’s Applicable Percentage thereof. In such event, the Borrower PRA shall be deemed to have requested a Borrowing of Domestic Revolving Loans (which shall accrue interest as Base Rate Loans Loans) to be disbursed on the Honor Date in an amount equal to the Unreimbursed AmountAmount (which, in the case of a Letter of Credit denominated in an Alternative Currency, shall be the Dollar Equivalent of such amount on the Honor Date), without regard to the minimum and multiples specified in Section 2.02 for the principal amount of Base Rate Loans, but subject to the amount of the unutilized portion of the Aggregate Domestic Revolving Commitments and the conditions set forth in Section 5.02 (other than the delivery of a Loan Notice) and provided that, after giving effect to such Borrowing, the Total Revolving A Outstandings shall not exceed the Aggregate Domestic Revolving Commitments. Any notice given by the applicable L/C Issuer or the Administrative Agent pursuant to this Section 2.03(c)(i) may be given by telephone if immediately confirmed in writing; provided that the lack of such an immediate confirmation shall not affect the conclusiveness or binding effect of such notice.

Drawings and Reimbursements; Funding of Participations. (i) Upon receipt from the beneficiary of any Letter of Credit of any notice of a drawing under such Letter of Credit, the L/C Issuer shall notify the Borrower and the Administrative Agent thereof. In the case of any such reimbursement of a drawing under a Letter of Credit denominated in an Alternative L/C Currency, the L/C Issuer shall notify the Borrower of the Dollar Equivalent of the amount of the drawing promptly following the determination thereof. Not later than 11:00 a.m. 12:00 p.m. (noon) on the date of Business Day immediately following any payment by the L/C Issuer under a Letter of Credit (each such date, an “Honor Date”), the Borrower shall reimburse the L/C Issuer directly in Dollars and through the Administrative Agent in an amount equal to the Dollar Equivalent of the amount of such drawing, which amount shall be payable in the Committed Currency in which such Letter of Credit was issued. If the Borrower fails to so reimburse the L/C Issuer by such time, the L/C Issuer shall promptly notify the Administrative Agent thereof, and upon receipt of such notice, the Administrative Agent shall promptly notify each Revolving Credit Lender of the Honor Date, the amount of the unreimbursed drawing (expressed in Dollars in the amount of the Dollar Equivalent Amount thereof in the case of a Letter of Credit denominated in an Alternative L/C CurrencyEuros or Sterling) (the “Unreimbursed Amount”), and the amount of such Revolving Credit Lender’s Applicable Percentage Pro Rata Share thereof. In such event, the Borrower shall be deemed to have requested a Revolving Credit Borrowing of Base Rate Loans to be disbursed on the Honor Date in an amount equal to the Unreimbursed Amount, without regard to the minimum and multiples specified in Section 2.02 2.02(a) for the principal amount of Base Rate Loans, Loans but subject to the amount of the unutilized portion of the Revolving Credit Commitments and the conditions set forth in Section 5.02 4.02 (other than the delivery of a Committed Loan Notice) and provided that, after giving effect to such Borrowing, the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments). Any notice given by the L/C Issuer or the Administrative Agent pursuant to this Section 2.03(c)(i) may be given by telephone if immediately promptly confirmed in writing; provided that the lack of such an immediate a prompt confirmation shall not affect the conclusiveness or binding effect of such notice.

Drawings and Reimbursements; Funding of Participations. (i) Upon receipt from the beneficiary of any Letter of Credit of any notice of a drawing under such Letter of Credit, the L/C Issuer shall notify the Borrower and the Administrative Agent thereof. In Not later than 1:00 p.m. on the case date of any such reimbursement of a drawing payment by the L/C Issuer under a Letter of Credit denominated in an Alternative L/C Currency, the L/C Issuer shall notify (if the Borrower shall have received notice of such drawing by 11:00 a.m. on such date) or not later than [1:00]1.00 p.m. on the Dollar Equivalent of the amount of the drawing promptly Business Day immediately following the determination thereof. Not later than Borrower’s receipt of such notice (if the Borrower shall have received notice of such drawing after 11:00 a.m. on the date of any payment by the L/C Issuer under a Letter of Credit Credit) (each such date, an “Honor Date”), the Borrower shall reimburse the L/C Issuer directly in Dollars and through the Administrative Agent in an amount equal to the Dollar Equivalent of the amount of such drawing. If the Borrower fails to so reimburse the L/C Issuer by such time, the L/C Issuer shall promptly notify the Administrative Agent thereof, and upon receipt of such notice, the Administrative Agent shall promptly notify each Revolving Credit Lender of the Honor Date, the amount of the unreimbursed drawing (expressed in Dollars in the amount of the Dollar Equivalent thereof in the case of a Letter of Credit denominated in an Alternative L/C Currency) (the “Unreimbursed Amount”), and the amount of such Revolving Credit Lender’s Applicable Revolving Credit Percentage thereof. In such event, the Borrower shall be deemed to have requested a Revolving Credit Borrowing of Base Rate Loans to be disbursed on the Honor Date in an amount equal to the Unreimbursed Amount, without regard to the minimum and multiples specified in Section 2.02 for the principal amount of Base Rate Loans, but subject to the amount of the unutilized portion of the Revolving Credit Commitments and the conditions set forth in Section 5.02 4.02 (other than the delivery of a [a]the Committed Loan Notice) and provided that, after giving effect to such Borrowing, the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments). Any notice given by the L/C Issuer or the Administrative Agent pursuant to this Section 2.03(c)(i) may be given by telephone if immediately confirmed in writing; provided that the lack of such an immediate confirmation shall not affect the conclusiveness or binding effect of such notice.

Drawings and Reimbursements; Funding of Participations. (i) Upon receipt from the beneficiary of any Letter of Credit of any notice of a drawing under such Letter of Credit, the applicable L/C Issuer shall notify the Borrower Representative and the Administrative Agent thereof. In the case of any such reimbursement of a drawing under a Letter of Credit denominated in an Alternative L/C Currency, the Each L/C Issuer shall notify the Borrower of the Dollar Equivalent of the amount of the drawing promptly following the determination thereof. Not later than 11:00 a.m. Representative on the date of any payment by the such L/C Issuer under a Letter of Credit (each such date, an “Honor Date”), and the Borrower Borrowers shall reimburse the such L/C Issuer directly in Dollars and through the Administrative Agent in an amount equal to the Dollar Equivalent of the amount of such drawing. If the Borrower fails to so reimburse the drawing (plus, on demand of such L/C Issuer and without duplication of any issuance, presentation, amendment and other processing fees and other costs and charges paid under Section 2.03(i), any administrative, processing or similar fees customarily charged by such time, the L/C Issuer in connection with the foregoing) no later than on the next succeeding Business Day (and any reimbursement made on such next Business Day shall promptly notify be taken into account in computing interest and fees in respect of any such Letter of Credit). If the Administrative Agent thereof, and upon receipt of Borrowers fail to so reimburse such noticeL/C Issuer on such next Business Day, the Administrative Agent shall promptly notify each Revolving Credit Lender of the Honor Date, the amount of the unreimbursed drawing (expressed in Dollars in the amount of the Dollar Equivalent thereof in the case of a Letter of Credit denominated in an Alternative L/C Currency) (the “Unreimbursed Amount”), and the amount of such Revolving Credit Lender’s Applicable Percentage Pro Rata Share thereof. In such event, event the Borrower Borrowers shall be deemed to have requested a Revolving Credit Borrowing of Base Rate Loans to be disbursed on the Honor Date such date in an amount equal to the Unreimbursed Amount, without regard to the minimum and multiples specified in Section 2.02 for the principal amount of Base Rate Loans, but (subject to Sections 2.01(c) and (d)) subject to the amount of the unutilized portion of the Line Cap and the conditions set forth in Section 5.02 4.02 (other than the delivery of a Committed Loan Notice) and provided that, after giving effect to such Borrowing, the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments). Any notice given by the an L/C Issuer or the Administrative Agent pursuant to this Section 2.03(c)(i) may be given by telephone if immediately promptly confirmed in writing; provided that the lack of such an immediate a prompt confirmation shall not affect the conclusiveness or binding effect of such notice.

Drawings and Reimbursements; Funding of Participations. (i) Upon receipt from the beneficiary of any Letter of Credit of any notice of a drawing or, with respect to any Acceptance Credit, presentation of documents under such Letter of Credit, or any presentation for payment of a Bankers’ Acceptance, the L/C C-BA Issuer shall notify the Borrower Borrowing Agent (for itself and the applicable Borrower) and the Administrative Agent thereof. In the case of any such reimbursement of a drawing under a Letter of Credit denominated in an Alternative L/C Currency, the L/C Issuer shall notify the Borrower of the Dollar Equivalent of the amount of the drawing promptly following the determination thereof. Not later than 11:00 a.m. 12:00 noon on the date of any payment by the an L/C C-BA Issuer under a Letter of Credit or Bankers’ Acceptance (each such date, an “Honor Date”), the applicable Borrower shall reimburse the L/C C-BA Issuer directly in Dollars and in an amount equal to the Dollar Equivalent of the amount of such drawingdrawing or Bankers’ Acceptance, as applicable; provided, however, that WFS Europe and WFS Singapore shall have no reimbursement obligations in connection with Letters of Credit or Bankers’ Acceptances issued solely for the account of WFS or any Domestic Subsidiary. If the applicable Borrower fails to so reimburse the L/C C-BA Issuer by such time, the L/C C-BA Issuer shall promptly notify the Administrative Agent thereof, and upon receipt of such notice, the Administrative Agent shall promptly thereafter notify each Revolving Lender of the Honor Date, the amount of the unreimbursed drawing (expressed in Dollars in the amount of the Dollar Equivalent thereof in the case of a Letter of Credit denominated in an Alternative L/C Currency) (the “Unreimbursed Amount”), and the amount of such Revolving Lender’s Applicable Revolving Percentage thereof. In such event, the Borrower Borrowing Agent shall be deemed to have requested on behalf of such applicable Borrower a Revolving Borrowing of Base Rate Loans to be disbursed on the Honor Date in an amount equal to the Unreimbursed Amount, without regard to the minimum and multiples specified in Section 2.02 for the principal amount of Base Rate Loans, but subject to the amount of the unutilized portion of the Aggregate Revolving Commitments and the conditions set forth in Section 5.02 4.02 (other than the delivery of a Committed Loan Notice) and provided that, after giving effect to such Borrowing, the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments). Any notice given by the L/C C-BA Issuer or the Administrative Agent pursuant to this Section 2.03(c)(i2.03(d)(i) may be given by telephone if immediately confirmed in writing; provided that the lack of such an immediate confirmation shall not affect the conclusiveness or binding effect of such notice.

Drawings and Reimbursements; Funding of Participations. (i) Upon receipt from the beneficiary of any Letter of Credit of any notice of drawing under such Letter of Credit, the applicable L/C Issuer shall notify the Company, the applicable Designated Borrower and the Administrative Agent thereofthereof and of the anticipated date of payment by such L/C Issuer under such Letter of Credit (each such actual date of payment, an “Honor Date”). In the case of a Letter of Credit denominated in an Offshore Currency, the Company or the applicable Designated Borrower, as the case may be, shall reimburse the applicable L/C Issuer for any drawing thereunder in such Offshore Currency, unless such L/C Issuer (at its option) shall have specified in such notice that it will require reimbursement in Dollars. In the case of any such reimbursement in Dollars of a drawing under a Letter of Credit denominated in an Alternative L/C Offshore Currency, the applicable L/C Issuer shall notify the Borrower Company or the applicable Designated Borrower, as the case may be, of the Dollar Equivalent of the amount of the drawing promptly following the determination thereof. Not later than 11:00 a.m. on The Company or the date of any payment by applicable Designated Borrower, as the case may be, shall reimburse the applicable L/C Issuer under a Letter of Credit (each such date, an “Honor Date”), through the Borrower shall reimburse the L/C Issuer directly in Dollars and Administrative Agent in an amount equal to the Dollar Equivalent of the amount of such drawing and in the applicable currency not later than (A) in the event notice of the Honor Date has been given to the Company or the applicable Designated Borrower, as the case may be, at least one Business Day in advance of such Honor Date, 12:00 noon (Applicable Time, in the case of a Letter of Credit to be reimbursed in an Offshore Currency), or (B) in any other event, 12:00 noon (Applicable Time, in the case of a Letter of Credit to be reimbursed in an Offshore Currency) on the Business Day following the Honor Date. In the event that (A) a drawing denominated in an Offshore Currency is to be reimbursed in Dollars pursuant to the second sentence in this Section 2.04(c)(i) and (B) the Dollar amount paid by the Company or the applicable Designated Borrower, whether on or after the Honor Date, shall not be adequate on the date of that payment to purchase in accordance with normal banking procedures a sum denominated in the Offshore Currency equal to the drawing, the Company or the applicable Designated Borrower agrees, as a separate and independent obligation, to indemnify the applicable L/C Issuer for the loss resulting from its inability on that date to purchase the Offshore Currency in the full amount of the drawing. If the Company or such Designated Borrower fails to so reimburse the applicable L/C Issuer by such time, the L/C Issuer shall promptly notify the Administrative Agent thereof, and upon receipt of such notice, the Administrative Agent shall promptly notify each Lender of the Honor Date, the amount of the unreimbursed drawing (expressed in Dollars in the amount of the Dollar Equivalent thereof in the case of a Letter of Credit denominated in an Alternative L/C Currency) (the “Unreimbursed Amount”), and the amount of such Lender’s Applicable Percentage thereofthereof and, in accordance with the following sentence, whether a Committed Borrowing of Base Rate Loans will be made to repay the Unreimbursed Amount or whether, pursuant to Section 2.04(c)(iii), an L/C Borrowing in the amount of the Unreimbursed Amount shall be deemed incurred by the Company or the applicable Designated Borrower and that each Lender shall participate in such L/C Borrowing in accordance with its Applicable Percentage. In such event, the Company or the applicable Designated Borrower shall may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.02 or 2.05 that such payment be deemed financed with (x) to have requested the extent such Unreimbursed Amount is in Dollars, a Borrowing of Base Rate Loans to be disbursed on the Honor Date Loan or Swing Line Loan in Dollars in an amount equal to the such Unreimbursed Amount, without regard Amount or (y) to the minimum extent such Unreimbursed Amount is in an Offshore Currency, an Offshore Rate Loan in such Offshore Currency in an amount equal to such Unreimbursed Amount and, in each case, to the extent so financed, the Company’s or the applicable Designated Borrower’s, as the case may be, obligation to make such payment shall be discharged and multiples specified in Section 2.02 for replaced by the principal amount of resulting Base Rate LoansLoan, but subject to the conditions set forth in Section 5.02 (other than the delivery of a Offshore Rate Loan Notice) and provided thator Swing Line Loan, after giving effect to such Borrowing, the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitmentsas applicable. Any notice given by the applicable L/C Issuer or the Administrative Agent pursuant to this Section 2.03(c)(i2.04(c)(i) shall have the same force and effect as if made by the Company or a Designated Borrower, and may be given by telephone if immediately confirmed in writing; provided that the lack of such an immediate confirmation shall not affect the conclusiveness or binding effect of such notice.

Drawings and Reimbursements; Funding of Participations. (i) Upon receipt from the beneficiary of any Letter of Credit of any notice of a drawing under such Letter of Credit, the L/C Issuer shall notify the Borrower and the Administrative Agent thereof. In the case of any such reimbursement of a drawing under a Letter of Credit denominated in an Alternative L/C Currency, the L/C Issuer shall notify the Borrower of the Dollar Equivalent of the amount of the drawing promptly following the determination thereof. Not later than 11:00 a.m. 3:00 p.m. on the date of any payment by the L/C Issuer under a Letter of Credit (each such date, an “"Honor Date”"), the Borrower shall reimburse the L/C Issuer directly in Dollars and through the Administrative Agent in an amount equal to the Dollar Equivalent of the amount of such drawing. If the Borrower fails to so reimburse the L/C Issuer by such time, the L/C Issuer shall promptly notify the Administrative Agent thereof, and upon receipt of such notice, the Administrative Agent shall promptly notify each Lender of the Honor Date, the amount of the unreimbursed drawing (expressed in Dollars in the amount of the Dollar Equivalent thereof in the case of a Letter of Credit denominated in an Alternative L/C Currency) (the “"Unreimbursed Amount”"), and the amount of such Lender’s Applicable Percentage 's Pro Rata Share thereof. In such event, the Borrower shall be deemed to have requested a Committed Borrowing of Base Rate Loans to be disbursed on the Honor Date in an amount equal to the Unreimbursed Amount, without regard to the minimum and multiples specified in Section 2.02 for the principal amount of Base Rate LoansLoans (which minimum requirements are hereby waived by the Lenders for this purpose), but subject to the amount of the unutilized portion of the Aggregate Commitments and the conditions set forth in Section 5.02 4.02 (other than the delivery of a Committed Loan Notice) and provided that, after giving effect to such Borrowing, the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments). Any notice given by the L/C Issuer or the Administrative Agent pursuant to this Section 2.03(c)(i) may be given by telephone if immediately confirmed in writing; provided that the lack of such an immediate confirmation shall not affect the conclusiveness or binding effect of such notice. Each Lender (including the Lender acting as L/C Issuer) shall upon any notice pursuant to Section 2.03(c)(i) make funds available to the Administrative Agent for the account of the L/C Issuer at the Administrative Agent's Office in an amount equal to its Pro Rata Share of the Unreimbursed Amount not later than 12:00 noon on the Business Day specified in such notice by the Administrative Agent, whereupon, subject to the provisions of Section 2.03(c)(iii), each Lender that so makes funds available shall be deemed to have made a Base Rate Committed Loan to the Borrower in such amount. The Administrative Agent shall remit the funds so received to the L/C Issuer. With respect to any Unreimbursed Amount that is not fully refinanced by a Committed Borrowing of Base Rate Loans because the conditions set forth in Section 4.02 cannot be satisfied or for any other reason, the Borrower shall be deemed to have incurred from the L/C Issuer an L/C Borrowing in the amount of the Unreimbursed Amount that is not so refinanced, which L/C Borrowing shall be due and payable on demand (together with interest) and shall bear interest for the first Business Day at the Base Rate and thereafter at the Default Rate. In such event, each Lender's payment to the Administrative Agent for the account of the L/C Issuer pursuant to Section 2.03(c)(ii) shall be deemed payment in respect of its participation in such L/C Borrowing and shall constitute an L/C Advance from such Lender in satisfaction of its participation obligation under this Section 2.03. Until each Lender funds its Committed Loan or L/C Advance pursuant to this Section 2.03(c) to reimburse the L/C Issuer for any amount drawn under any Letter of Credit, interest in respect of such Lender's Pro Rata Share of such amount shall be solely for the account of the L/C Issuer. Each Lender's obligation to make Committed Loans or L/C Advances to reimburse the L/C Issuer for amounts drawn under Letters of Credit, as contemplated by this Section 2.03(c), shall be absolute and unconditional and shall not be affected by any circumstance, including (A) any set-off, counterclaim, recoupment, defense or other right which such Lender may have against the L/C Issuer, the Borrower or any other Person for any reason whatsoever; (B) the occurrence or continuance of a Default, or (C) any other occurrence, event or condition, whether or not similar to any of the foregoing; provided, however, that each Lender's obligation to make Committed Loans pursuant to this Section 2.03(c) is subject to the conditions set forth in Section 4.02 (other than delivery by the Borrower of a Committed Loan Notice). No such making of an L/C Advance shall relieve or otherwise impair the obligation of the Borrower to reimburse the L/C Issuer for the amount of any payment made by the L/C Issuer under any Letter of Credit, together with interest as provided herein. If any Lender fails to make available to the Administrative Agent for the account of the L/C Issuer any amount required to be paid by such Lender pursuant to the foregoing provisions of this Section 2.03(c) by the time specified in Section 2.03(c)(ii), the L/C Issuer shall be entitled to recover from such Lender (acting through the Administrative Agent), on demand, such amount with interest thereon for the period from the date such payment is required to the date on which such payment is immediately available to the L/C Issuer at a rate per annum equal to the Federal Funds Rate from time to time in effect. A certificate of the L/C Issuer submitted to any Lender (through the Administrative Agent) with respect to any amounts owing under this clause (vi) shall be conclusive absent manifest error.

Drawings and Reimbursements; Funding of Participations. (i) Upon receipt from the beneficiary of any Letter of Credit of any notice of drawing under such Letter of Credit, the L/C Issuer shall promptly notify the Borrower and the Administrative Agent thereof. In the case of any such reimbursement of a drawing under a Letter of Credit denominated in an Alternative L/C Currency, the L/C Issuer shall notify the Borrower of the Dollar Equivalent of the amount of the drawing promptly following the determination thereof. Not later than 11:00 a.m. 1:00 p.m. on the date of any payment by the L/C Issuer under a Letter of Credit (or, if such payment by the L/C Issuer is made after 1:00 p.m., not later than 9:00 a.m. the next succeeding Business Day) (each such date, an “Honor Date”), the Borrower Loan Parties shall reimburse the L/C Issuer directly in Dollars and through the Administrative Agent in an amount equal to the Dollar Equivalent of the amount of such drawingdrawing or shall reimburse the Administrative Agent in respect of any payment under the L/C Guaranty issued in respect of such Letter of Credit. If the Borrower fails Loan Parties fail to so reimburse the L/C Issuer or the Administrative Agent by such time, the L/C Issuer shall promptly notify the Administrative Agent thereof, and upon receipt of such notice, the Administrative Agent shall promptly notify each Revolving Lender of the Honor Date, the amount of the unreimbursed drawing (expressed in Dollars in the amount of the Dollar Equivalent thereof in the case of a Letter of Credit denominated in an Alternative drawing or L/C Currency) Guaranty payment (the each, an “Unreimbursed Amount”), and the amount of such Lender’s Applicable Percentage Pro Rata Share thereof. In such event, the Borrower shall be deemed to have requested a Borrowing of Revolving Loans consisting of Base Rate Loans to be disbursed on the Honor Date in an amount equal to the Unreimbursed Amount, without regard to the minimum and multiples specified in Section 2.02 for the principal amount of Revolving Loans consisting of Base Rate Loans, but subject to the amount of the unutilized portion of the total Revolving Commitments and the conditions set forth in Section 5.02 4.02 (other than the delivery of a Loan Notice) and ). If the Unreimbursed Amount is paid on the Honor Date with a Revolving Loan or an L/C Borrowing as provided thatin Section 2.03(c)(iii), after giving effect no Default or Event of Default shall be deemed to such Borrowing, the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitmentshave occurred. Any notice given delivered by the L/C Issuer or the Administrative Agent pursuant to this Section 2.03(c)(i) may be given delivered by telephone if immediately confirmed in writing; provided that the lack of such an immediate confirmation shall not affect the conclusiveness or binding effect of such notice.

Drawings and Reimbursements; Funding of Participations. (i) Upon receipt from the beneficiary of any Letter of Credit of any notice of a drawing under such Letter of Credit, the L/C Issuer shall notify the Borrower and the Administrative Agent thereof, including, in the case of a Letter of Credit denominated in an Alternative Currency, both the Alternative Currency amount of such drawing and the estimated Dollar Equivalent thereof. In the case of a Letter of Credit denominated in an Alternative Currency, the Borrower shall reimburse the L/C Issuer in Dollars in the Dollar Equivalent of the amount of the applicable drawing in such Alternative Currency as so notified by the L/C Issuer; provided, that, with respect to any such reimbursement obligations of the Borrower arising from the presentment to the L/C Issuer of a drawing draft under a Letter of Credit denominated in an Alternative L/C Currency, the Borrower may make payment in the applicable Alternative Currency if such payment is received by the L/C Issuer shall notify on the Borrower of date such draft is paid by the Dollar Equivalent of the amount of the drawing promptly following the determination thereofL/C Issuer. Not later than 11:00 a.m. 3:00 p.m. on the date of any payment by the L/C Issuer under a Letter of Credit if the L/C Issuer delivers notice of such payment by 11:00 a.m. on such day (or, if notice of such payment by the L/C Issuer is delivered after 11:00 a.m., not later than 10:00 a.m. the next succeeding Business Day) (each such date, an “Honor Date”), the Borrower shall reimburse the L/C Issuer directly in Dollars and in an amount equal to the Dollar Equivalent of the amount of such drawing. If the Borrower fails to so reimburse the L/C LC Issuer by such timethe time set forth in the preceding sentence, the L/C Issuer shall promptly notify the Administrative Agent thereof, of the Honor Date and upon receipt the amount of such notice, the unreimbursed drawing shall become the unreimbursed amount (the “Unreimbursed Amount”). The Administrative Agent shall promptly notify each Lender of the Honor Date, the amount of the unreimbursed drawing (expressed in Dollars in the amount of the Dollar Equivalent thereof in the case of a Letter of Credit denominated in an Alternative L/C Currency) (the “Unreimbursed Amount”), and the amount of such Lender’s Applicable Percentage thereof. In such event, the Borrower shall be deemed to have requested a Borrowing of Base Rate Loans to be disbursed on the Honor Date in an amount equal to the Unreimbursed Amount, without regard to the minimum and multiples specified in Section 2.02 for the principal amount of Base Rate Loans, but subject to the conditions set forth in Section 5.02 (other than the delivery of a Loan Notice) and provided that, after giving effect to such Borrowing, the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments. Any notice given by the L/C Issuer or the Administrative Agent pursuant to this Section 2.03(c)(i) may be given by telephone if immediately confirmed in writing; provided that the lack of such an immediate confirmation shall not affect the conclusiveness or binding effect of such notice.

Drawings and Reimbursements; Funding of Participations. (i) Upon receipt from the beneficiary of any Letter of Credit of any notice of a drawing under such Letter of Credit, the L/C Issuer applicable Issuing Bank shall notify the Borrower Company and the Administrative Agent thereof. In the case of any such reimbursement of a drawing under a Letter of Credit denominated in an Alternative L/C Currency, the L/C Issuer shall notify the Borrower of the Dollar Equivalent of the amount of the drawing promptly following the determination thereof. Not later than 11:00 a.m. on the date of any payment by the L/C Issuer applicable Issuing Bank under a Letter of Credit (each such date, an “Honor Date”), the Borrower Company shall reimburse such Issuing Bank through the L/C Issuer directly in Dollars and Administrative Agent in an amount equal to the amount of such drawing; provided, however, that in the case of a Letter of Credit denominated in an Alternative Currency, the Company shall reimburse such Issuing Bank in Dollars, and such Issuing Bank shall notify the Company of the Dollar Equivalent of the amount of such drawingthe drawing promptly following the determination thereof. If the Borrower Company fails to so reimburse the L/C Issuer applicable Issuing Bank by such time, the L/C Issuer shall promptly notify the Administrative Agent thereof, and upon receipt of such notice, the Administrative Agent shall promptly notify each Lender of the Honor Date, the amount of the unreimbursed drawing (expressed in Dollars in the amount of the Dollar Equivalent thereof in the case of a Letter of Credit denominated in an Alternative L/C Currency) (the “Unreimbursed Amount”), and the amount of such LenderXxxxxx’s Applicable Percentage Commitment Ratio thereof. In such event, the Borrower Company shall be deemed to have requested a Borrowing an Advance of Base Rate Loans Advances to be disbursed on the Honor Date in an amount equal to the Unreimbursed Amount, without regard to the minimum and multiples specified in Section 2.02 for the principal amount of Base Rate LoansAdvances, but subject to the amount of the Available Revolving Loan Commitments and the conditions set forth in Section 5.02 3.3 (other than the delivery of a Loan Notice) and provided that, after giving effect to such Borrowing, the Total Revolving Outstandings shall not exceed the Aggregate Revolving CommitmentsRequest for Advance). Any notice given by the L/C Issuer an Issuing Bank or the Administrative Agent pursuant to this Section 2.03(c)(i2.13(c)(i) may be given by telephone if immediately confirmed in writing; provided that the lack of such an immediate confirmation shall not affect the conclusiveness or binding effect of such notice.

Drawings and Reimbursements; Funding of Participations. (i) Upon receipt from the beneficiary of any Letter of Credit of any notice of a drawing or, with respect to any Acceptance Credit, presentation of documents under such Letter of Credit, or any presentation for payment of a Bankers’ Acceptance, the L/C C-BA Issuer shall notify the Borrower Borrowing Agent (for itself and the applicable Borrower) and the Administrative Agent thereof. In the case of any such reimbursement of a drawing under a Letter of Credit denominated in an Alternative L/C Currency, the L/C Issuer shall notify the Borrower of the Dollar Equivalent of the amount of the drawing promptly following the determination thereof. Not later than 11:00 a.m. 12:00 noon on the date of any payment by the an L/C C-BA Issuer under a Letter of Credit or Bankers’ Acceptance (each such date, an “Honor Date”), the applicable Borrower shall reimburse the L/C C-BA Issuer directly in Dollars and in an amount equal to the Dollar Equivalent of the amount of such drawingdrawing or Bankers’ Acceptance, as applicable; provided, however, that WFS Europe and WFS Singapore shall have no reimbursement obligations in connection with Letters of Credit or Bankers’ Acceptances issued solely for the account of WFS or any Domestic Subsidiary. If the applicable Borrower fails to so reimburse the L/C C-BA Issuer by such time, the L/C C-BA Issuer shall promptly notify the Administrative Agent thereof, and upon receipt of such notice, the Administrative Agent shall promptly thereafter notify each Lender of the Honor Date, the amount of the unreimbursed drawing (expressed in Dollars in the amount of the Dollar Equivalent thereof in the case of a Letter of Credit denominated in an Alternative L/C Currency) (the “Unreimbursed Amount”), and the amount of such Lender’s Applicable Percentage thereof. In such event, the Borrower Borrowing Agent shall be deemed to have requested on behalf of such applicable Borrower a Committed Borrowing of Base Rate Loans to be disbursed on the Honor Date in an amount equal to the Unreimbursed Amount, without regard to the minimum and multiples specified in Section 2.02 for the principal amount of Base Rate Loans, but subject to the amount of the unutilized portion of the Aggregate Commitments and the conditions set forth in Section 5.02 4.02 (other than the delivery of a Committed Loan Notice) and provided that, after giving effect to such Borrowing, the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments). Any notice given by the L/C C-BA Issuer or the Administrative Agent pursuant to this Section 2.03(c)(i2.03(d)(i) may be given by telephone if immediately confirmed in writing; provided that the lack of such an immediate confirmation shall not affect the conclusiveness or binding effect of such notice.

Drawings and Reimbursements; Funding of Participations. (i) Upon receipt from the beneficiary of any Letter of Credit of any notice of drawing under such any Letter of Credit, the L/C Issuer shall notify the applicable Borrower and the Administrative Agent thereof. In the case of any such reimbursement of a drawing under a Letter of Credit denominated in an Alternative L/C Currency, the L/C Issuer shall notify the Borrower of the Dollar Equivalent of the amount of the drawing promptly following the determination thereof. Not later than 11:00 a.m. 12:00 noon on the date of any payment by the L/C Issuer under a Letter of Credit (each such date, an “Honor Date”), the applicable Borrower shall reimburse the L/C Issuer directly in Dollars and through the Administrative Agent in an amount equal to the Dollar Equivalent of the amount of such drawingdrawing in the applicable currency. If the applicable Borrower fails to so reimburse the L/C Issuer by such time, the L/C Issuer shall promptly notify the Administrative Agent thereof, and upon receipt of such notice, the Administrative Agent shall promptly notify each Target Revolving Lender of the Honor Date, the amount of the unreimbursed drawing (expressed in Dollars the currency in which the amount of the Dollar Equivalent thereof respective drawing was paid and, in the case of a Letter of Credit denominated in an Alternative L/C a Foreign Currency) , the Dollar Equivalent thereof (the “Unreimbursed Amount”), and the amount of such Lender’s Applicable Target Revolving Commitment Percentage thereof. In such eventthe case of any Letter of Credit denominated in a Foreign Currency, the Borrower Unreimbursed Amount shall be redenominated into Dollars and equal the Dollar Equivalent amount thereof, and the Administrative Agent shall notify the Target Revolving Lenders thereof. If for any reason whatsoever APP has not made the reimbursement referenced in the first sentence of this clause (i) by 12:00 noon on the Honor Date, APP shall be deemed to have requested a Borrowing of Target Revolving Loans that are Base Rate Loans to be disbursed on the Honor Date in an amount equal to the Unreimbursed Amount, without regard to the minimum and multiples specified in Section 2.02 for the principal amount of Base Rate Loans, but subject to the amount of the unutilized portion of the Aggregate Target Revolving Committed Amount, or the conditions set forth in Section 5.02 (other than the delivery of a Loan Notice) and provided that, after giving effect to such Borrowing, the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments. Any notice given by the L/C Issuer or the Administrative Agent pursuant to this Section 2.03(c)(i) may be given by telephone if immediately confirmed in writing; provided that the lack of such an immediate confirmation shall not affect the conclusiveness or binding effect of such notice5.02.

Drawings and Reimbursements; Funding of Participations. (i) Upon receipt from the beneficiary of any Letter of Credit of any notice of a drawing under such Letter of Credit together with, in the case of a commercial Letter of Credit, a sight draft from the beneficiary, the L/C Issuer shall examine such drawing documents within the period specified by the terms and conditions of such Letter of Credit, and after such examination, the L/C Issuer shall notify the Borrower and the Administrative Agent thereof. In the case of any such reimbursement of a drawing under a Letter of Credit denominated in an Alternative L/C Currency, the L/C Issuer shall notify the Borrower of the Dollar Equivalent of the amount of the drawing promptly following the determination thereof. Not later than 11:00 a.m. on the date of any payment by the L/C Issuer under a Letter of Credit (each such date, an “Honor Date”), the Borrower shall reimburse the L/C Issuer directly in Dollars and through the Administrative Agent in an amount equal to the Dollar Equivalent of the amount of such drawingdrawing as determined by the L/C Issuer. If the Borrower fails to so reimburse the L/C Issuer by such time, the L/C Issuer shall promptly notify the Administrative Agent thereof, and upon receipt of such notice, the Administrative Agent shall promptly notify each Lender of the Honor Date, the amount of the unreimbursed drawing (expressed in Dollars in the amount of the Dollar Equivalent thereof in the case of a Letter of Credit denominated in an Alternative L/C Currency) (the “Unreimbursed Amount”), and the amount of such LenderLxxxxx’s Applicable Percentage thereof. In such event, the Borrower shall be deemed to have requested a Committed Borrowing of Base Rate Loans to be disbursed on the Honor Date in an amount equal to the Unreimbursed Amount, without regard to the minimum and multiples specified in Section 2.02 for the principal amount of Base Rate Loans, but subject to the amount of the unutilized portion of the Aggregate Commitments and the conditions set forth in Section 5.02 4.02 (other than the delivery of a Committed Loan Notice) and provided that, after giving effect to such Borrowing, as determined by the Total Revolving Outstandings shall not exceed the Aggregate Revolving CommitmentsAdministrative Agent. Any notice given by the L/C Issuer or the Administrative Agent pursuant to this Section 2.03(c)(i2.04(c)(i) may be given by telephone if immediately confirmed in writing; provided that the lack of such an immediate confirmation shall not affect the conclusiveness or binding effect of such notice.

Drawings and Reimbursements; Funding of Participations. (i) Upon receipt from the beneficiary of any Letter of Credit of any notice of a drawing under such Letter of Credit, the applicable L/C Issuer shall notify the Borrower and the Administrative Agent thereof. In the case of a Letter of Credit denominated in an Alternative Currency, the Borrower shall reimburse the applicable L/C Issuer in such Alternative Currency, unless (A) such L/C Issuer (at its option) shall have specified in such notice that it will require reimbursement in Dollars or (B) in the absence of any such requirement for reimbursement in Dollars, the Borrower shall have notified such L/C Issuer promptly following receipt of the notice of drawing that the Borrower will reimburse the applicable L/C Issuer in Dollars. In the case of any such reimbursement in Dollars of a drawing under a Letter of Credit denominated in an Alternative L/C Currency, the applicable L/C Issuer shall notify the Borrower of the Dollar Equivalent of the amount of the drawing (converted into Dollars at the Spot Rate) promptly following the determination thereof. Not later than 11:00 a.m. If the Borrower shall have received notice of such drawing, (A) prior to 12:00 Noon on the date of any payment by the applicable L/C Issuer under a Letter of Credit (each such date, an “Honor Date”), the Borrower shall reimburse the such L/C Issuer directly in Dollars through the Administrative Agent by not later than 3:00 p.m. on the Honor Date and (B) after 12:00 Noon on the Honor Date, the Borrower shall reimburse such L/C Issuer through the Administrative Agent in an amount equal to the Dollar Equivalent of the amount of such drawing. If the Borrower fails to so reimburse the L/C Issuer drawing by such time, the L/C Issuer shall promptly notify the Administrative Agent thereof, and upon receipt of such notice, the Administrative Agent shall promptly notify each Lender of the Honor Date, the amount of the unreimbursed drawing (expressed in Dollars in the amount of the Dollar Equivalent thereof in the case of a Letter of Credit denominated in an Alternative L/C Currency) (the “Unreimbursed Amount”), and the amount of such Lender’s Applicable Percentage thereof. In such event, the Borrower shall be deemed to have requested a Borrowing of Base Rate Loans to be disbursed not later than 3:00 p.m. on the Honor Date in an amount equal to Business Day after the Unreimbursed Amount, without regard to the minimum and multiples specified in Section 2.02 for the principal amount of Base Rate Loans, but subject to the conditions set forth in Section 5.02 (other than the delivery of a Loan Notice) and provided that, after giving effect to such Borrowing, the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments. Any notice given by the L/C Issuer or the Administrative Agent pursuant to this Section 2.03(c)(i) may be given by telephone if immediately confirmed in writing; provided that the lack of such an immediate confirmation shall not affect the conclusiveness or binding effect of such notice.Honor

Drawings and Reimbursements; Funding of Participations. (i) Upon receipt from the beneficiary of any Letter of Credit of any notice of drawing under such Letter of Credit, the L/C Issuer shall notify the Borrower and the Administrative Agent thereof. In the case of any such reimbursement of a drawing under a Letter of Credit denominated in an Alternative L/C Currency, the L/C Issuer shall notify the Borrower of the Dollar Equivalent of the amount of the drawing promptly following the determination thereof. Not later than 11:00 a.m. on the date of any payment by the L/C Issuer under a Letter of Credit (each such date, an “Honor Date”), the Borrower shall reimburse the L/C Issuer directly in Dollars and through the Administrative Agent in an amount equal to the Dollar Equivalent of the amount of such drawing; provided that the Borrower has received notice of such payment by 11:00 a.m. on such Honor Date, and if the Borrower receives notice of such payment after such time, the Borrower shall make such payment not later than 11:00 a.m. on the Business Day following receipt of such notice (together with interest thereon). If the Borrower fails to so reimburse the L/C Issuer by such time, the L/C Issuer shall promptly notify the Administrative Agent thereof, and upon receipt of such notice, the Administrative Agent shall promptly notify each Lender of the Honor Date, the amount of the unreimbursed drawing (expressed in Dollars in the amount of the Dollar Equivalent thereof in the case of a Letter of Credit denominated in an Alternative L/C Currency) (the “Unreimbursed Amount”), and the amount of such Lender’s Applicable Percentage thereof. In such event, the Borrower shall be deemed to have requested a Borrowing of Base Rate Loans to be disbursed on the Honor Date in an amount equal to the Unreimbursed Amount, without regard to the minimum and multiples specified in Section 2.02 for the principal amount of Base Rate Loans, but subject to the unutilized portion of the Aggregate Revolving Commitments and the conditions set forth in Section 5.02 (other than the delivery of a Loan Notice) and provided that, after giving effect to such Borrowing, the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments). Any notice given by the L/C Issuer or the Administrative Agent pursuant to this Section 2.03(c)(i) may be given by telephone if immediately confirmed in writing; provided that the lack of such an immediate confirmation shall not affect the conclusiveness or binding effect of such notice. (ii) Each Lender shall upon any notice pursuant to Section 2.03(c)(i) make funds available (and the Administrative Agent may apply Cash Collateral provided for this purpose) for the account of the L/C Issuer at the Administrative Agent’s Office in an amount equal to its Applicable Percentage of the Unreimbursed Amount not later than 2:00 p.m. on the Business Day specified in such notice by the Administrative Agent, whereupon, subject to the provisions of Section 2.03(c)(iii), each Lender that so makes funds available shall be deemed to have made a Revolving Loan that is a Base Rate Loan to the Borrower in such amount. The Administrative Agent shall remit the funds so received to the L/C Issuer. (iii) With respect to any Unreimbursed Amount that is not fully refinanced by a Borrowing of Base Rate Loans because the conditions set forth in Section 5.02 (other than delivery of a Loan Notice) cannot be satisfied or for any other reason, the Borrower shall be deemed to have incurred from the L/C Issuer an L/C Borrowing in the amount of the Unreimbursed Amount that is not so refinanced, which L/C Borrowing shall be due and payable on demand (together with interest) and shall bear interest at the Default Rate. In such event, each Lender’s payment to the Administrative Agent for the account of the L/C Issuer pursuant to Section 2.03(c)(ii) shall be deemed payment in respect of its participation in such L/C Borrowing and shall constitute an L/C Advance from such Lender in satisfaction of its participation obligation under this Section 2.03.

Drawings and Reimbursements; Funding of Participations. (i) Upon receipt by the L/C Issuer from the beneficiary of any a Letter of Credit of any notice of drawing demand for payment under such Letter of Credit, the L/C Issuer shall notify the Borrower and the Administrative Agent thereof. In the case of any such reimbursement of a drawing under a Letter of Credit denominated in an Alternative L/C Currency, the L/C Issuer shall promptly notify the Borrower of the Dollar Equivalent of the amount of the drawing promptly following the determination thereof. Not later than 11:00 a.m. on the date of any payment to be paid by the L/C Issuer under as a Letter result of Credit (each such datedemand and the date on which payment is to be made by the L/C Issuer to such beneficiary in respect of such demand; provided, an “Honor Date”)however, the L/C Issuer’s failure to give, or delay in giving, such notice shall not discharge the Borrower shall in any respect from its obligation to reimburse the L/C Issuer directly in Dollars for any drawing made with respect to such Letter of Credit. The Borrower hereby unconditionally and in an amount equal irrevocably agrees to pay and reimburse the Dollar Equivalent of L/C Issuer for the amount of each demand for payment under such drawingLetter of Credit on or prior to the date on which payment is to be made by the L/C Issuer to the beneficiary thereunder, without presentment, demand, protest or other formalities of any kind (other than notice as provided in this subsection). If the Borrower fails to so reimburse the L/C Issuer by such timetime (which reimbursement may be made by a Borrowing, the L/C Issuer shall promptly notify the Administrative Agent thereof, and upon receipt of such noticeif permitted under this Agreement), the Administrative Agent shall promptly notify each Lender of the Honor Date, the amount of the unreimbursed drawing (expressed in Dollars in the amount of the Dollar Equivalent thereof in the case of a Letter of Credit denominated in an Alternative L/C Currency) (the “Unreimbursed Amount”), and the amount of such Lender’s Applicable Percentage Pro Rata Share thereof. In such event, the Borrower shall be deemed to have requested a Committed Borrowing of Base Rate Loans to be disbursed on the Honor Date in an amount equal to the Unreimbursed Amount, without regard to the minimum and multiples specified in Section 2.02 for the principal amount of Base Rate Loans, but subject to the amount of the unutilized portion of the Aggregate Commitments and the conditions set forth in Section 5.02 4.02 (other than the delivery of a Committed Loan Notice) and provided that, after giving effect to such Borrowing, the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments). Any notice given by the L/C Issuer or the Administrative Agent pursuant to this Section 2.03(c)(i2.04(c)(i) may be given by telephone if immediately confirmed in writing; provided that the lack of such an immediate confirmation shall not affect the conclusiveness or binding effect of such notice.

Drawings and Reimbursements; Funding of Participations. (i) Upon receipt from the beneficiary of any Letter of Credit of any notice of a drawing under such Letter of Credit, the applicable L/C Issuer shall notify the Borrower and the Administrative Agent thereof. In the case of any such reimbursement of a drawing under a Letter of Credit denominated in an Alternative L/C Currency, the L/C Issuer shall notify the Borrower of the Dollar Equivalent of the amount of the drawing promptly following the determination thereof. Not later than 11:00 a.m. on the date of any payment by the such L/C Issuer under a Letter of Credit (each such date, an “Honor Date”), the Borrower shall reimburse the such L/C Issuer directly in Dollars and through the Administrative Agent in an amount equal to the Dollar Equivalent amount of such drawing in the amount currency of such drawing. If the Borrower fails to so reimburse the such L/C Issuer by such time, the L/C Issuer shall promptly notify the Administrative Agent thereof, and upon receipt of such notice, the Administrative Agent shall promptly notify each Dollar Lender or Multicurrency Lender, as the case may be, of the Honor Date, the amount and the currency of the unreimbursed drawing (expressed in Dollars in the amount of the Dollar Equivalent thereof in the case of a Letter of Credit denominated in an Alternative L/C Currency) (the “Unreimbursed Amount”), and the amount of such Dollar Lender’s Applicable Dollar Percentage or Multicurrency Lender’s Applicable Multicurrency Percentage thereof, as the case may be. In such event, the Borrower shall be deemed to have requested a Revolving Credit Borrowing of (i) Base Rate Loans Loans, in the case of any Letter of Credit denominated in Dollars, to be disbursed on the Honor Date in an amount equal to the Unreimbursed Amount, without regard to the minimum and multiples specified in Section 2.02 for the principal amount of Base Rate Loans, but subject to the amount of the unutilized portion of the Dollar Commitments and the conditions set forth in Section 5.02 4.03 (other than the delivery of a Committed Loan Notice) or (ii) Eurocurrency Rate Loans with an Interest Period of one month, in the case of any Letter of Credit denominated in any Foreign Currency, to be disbursed on the Honor Date in an amount equal to the Unreimbursed Amount, without regard to the minimum and provided thatmultiples specified in Section 2.02 for the principal amount of Eurocurrency Rate Loans, after giving effect but subject to such Borrowing, the Total Revolving Outstandings shall not exceed amount of the Aggregate Revolving Commitmentsunutilized portion of the Multicurrency Commitments and the conditions set forth in Section 4.03 (other than the delivery of a Committed Loan Notice). Any notice given by The failure of the Borrower to reimburse an L/C Issuer or for the Administrative Agent pursuant to this Section 2.03(c)(i) may be given amount of a drawing under a Letter of Credit issued by telephone if immediately confirmed in writing; provided that the lack of such an immediate confirmation L/C Issuer shall not affect result in a Default or Event of Default if the conclusiveness unutilized portion of the Revolving Credit Commitments and the conditions set forth in Section 4.03 (other than the delivery of a Committed Loan Notice) would permit the Borrower to borrow Base Rate Loans or binding effect Eurocurrency Rate Loans, as the case may be, in the amount of such noticethe applicable Unreimbursed Amount.

Drawings and Reimbursements; Funding of Participations. (i) Upon receipt from the beneficiary of any Letter of Credit of any notice of drawing under such Letter of Credit, the L/C Issuer shall notify the Borrower and the Administrative Agent thereof. In the case of any such reimbursement of a drawing under a Letter of Credit denominated in an Alternative L/C Currency, the L/C Issuer shall notify the Borrower of the Dollar Equivalent of the amount of the drawing promptly following the determination thereof. Not later than 11:00 a.m. on the date of any payment by the L/C Issuer under a Letter of Credit if the L/C Issuer has so notified the Borrower of such payment no later than 10:00 a.m. on such day, and otherwise prior to 10:00 a.m. on the next Business Day, together with accrued interest, (each such date, an “Honor Date”), the Borrower shall reimburse the L/C Issuer directly in Dollars and through the Administrative Agent in an amount equal to the Dollar Equivalent of the amount of such drawing. If the Borrower fails to so reimburse the L/C Issuer by such time, the L/C Issuer shall promptly notify the Administrative Agent thereof, and upon receipt of such notice, the Administrative Agent shall promptly notify each Lender of the Honor Date, the amount of the unreimbursed drawing (expressed in Dollars in the amount of the Dollar Equivalent thereof in the case of a Letter of Credit denominated in an Alternative L/C Currency) (the “Unreimbursed Amount”), and the amount of such Lender’s Applicable Percentage thereof. In such event, the Borrower shall be deemed to have requested a Borrowing of Revolving Loans that are Base Rate Loans to be disbursed on the Honor Date in an amount equal to the Unreimbursed Amount, without regard to the minimum and multiples specified in Section 2.02 for the principal amount of Base Rate Loans, but subject to the conditions set forth in Section 5.02 (other than the delivery of a Loan Notice) and provided that, after giving effect to such Borrowing, the Total Revolving Outstandings shall not exceed the Available Aggregate Revolving Commitments. Any notice given by the L/C Issuer or the Administrative Agent pursuant to this Section 2.03(c)(i) may be given by telephone if immediately confirmed in writing; provided that the lack of such an immediate confirmation shall not affect the conclusiveness or binding effect of such notice.

Drawings and Reimbursements; Funding of Participations. (i) Upon receipt from the beneficiary of any Letter of Credit of any notice of a drawing under such Letter of Credit, the L/C Issuer shall notify the Lead Borrower and the Administrative Agent thereof. In ; provided, however, that any failure to give or delay in giving such notice shall not relieve the case Borrowers of any such reimbursement of a drawing under a Letter of Credit denominated in an Alternative L/C Currency, their obligation to reimburse the L/C Issuer shall notify and the Lenders with respect to any such payment. If the L/C Issuer notifies the Lead Borrower of the Dollar Equivalent any such notice of the amount of the a drawing promptly following the determination thereof. Not not later than 11:00 a.m. 12:00 noon on the date of any payment by the L/C Issuer under a Letter of Credit (each such date, an “Honor Date”), the Borrower Borrowers shall reimburse the L/C Issuer directly in Dollars and through the Administrative Agent on the same day in an amount equal to the Dollar Equivalent of the amount of such drawing. If the L/C Issuer notifies the Lead Borrower fails of any such notice of a drawing later than 12:00 noon on any Honor Date, the Borrowers shall reimburse the L/C Issuer through the Administrative Agent by 3:00 p.m. on the next day in an amount equal to the amount of such drawing and such extension of time shall be reflected in computing fees in respect of any such Letter of Credit. If the Borrowers fail to so reimburse the L/C Issuer by such time, the L/C Issuer shall promptly notify the Administrative Agent thereof, and upon receipt of such notice, the Administrative Agent shall promptly notify each Lender of the Honor Date, the amount of the unreimbursed drawing (expressed in Dollars in the amount of the Dollar Equivalent thereof in the case of a Letter of Credit denominated in an Alternative L/C Currency) (the “Unreimbursed Amount”), and the amount of such Lender’s Applicable Percentage thereof. In such event, the Borrower Borrowers shall be deemed to have requested a Committed Borrowing of Base Prime Rate Loans to be disbursed on the Honor Date in an amount equal to the Unreimbursed Amount, without regard to the minimum and multiples specified in Section 2.02 for the principal amount of Base Prime Rate Loans, but subject to the amount of the unutilized portion of the Aggregate Commitments and the conditions set forth in Section 5.02 4.02 (other than the delivery of a Committed Loan Notice) and provided that, after giving effect to such Borrowing, the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments). Any notice given by the L/C Issuer or the Administrative Agent pursuant to this Section 2.03(c)(i) may be given by telephone if immediately confirmed in writing; provided that the lack of such an immediate confirmation shall not affect the conclusiveness or binding effect of such notice.

Drawings and Reimbursements; Funding of Participations. (i) Upon receipt from the beneficiary of any Letter of Credit of any notice of a drawing under such Letter of Credit, the relevant L/C Issuer shall examine such documents within the period stipulated by terms and conditions of Letter of Credit. After such examination, the relevant L/C Issuer shall notify the Borrower (through the Administrative Agent) and the Administrative Agent thereof. In the case of any such reimbursement of a drawing under a Letter of Credit denominated in an Alternative L/C Currency, the L/C Issuer shall notify the Borrower of the Dollar Equivalent of the amount of the drawing promptly following the determination thereof. Not later than 11:00 a.m. 3:00 p.m. on the date of any payment by the relevant L/C Issuer under a Letter of Credit (each such date, an “Honor Date”), the Borrower shall reimburse the L/C Issuer directly in Dollars and through the Administrative Agent in an amount equal to the Dollar Equivalent amount of such drawing and in Dollars or the applicable Alternate Currency; provided that if notice of such drawing is not provided to the Borrower prior to 12:00 noon on the Honor Date, then the Borrower shall reimburse such L/C Issuer through the Administrative Agent in an amount equal to the amount of such drawingdrawing and in Dollars on the next succeeding Business Day and such extension of time shall be reflected in computing fees in respect of any such Letter of Credit. If the Borrower fails to so reimburse the relevant L/C Issuer by such time, the L/C Issuer shall promptly notify the Administrative Agent thereof, and upon receipt of such notice, the Administrative Agent shall promptly notify each Initial Revolving Credit Lender of the Honor Date, the amount of the unreimbursed drawing (expressed in Dollars in the amount of the Dollar Equivalent thereof in the case of a Letter of Credit denominated in an Alternative L/C Currency) (the “Unreimbursed Amount”), and the amount of such Initial Revolving Credit Lender’s Applicable Percentage Pro Rata Share thereof. In such event, the Borrower shall be deemed to have requested a an Initial Revolving Credit Borrowing of (x) in the case of a Letter of Credit denominated in Dollars, a Base Rate Loans Loan denominated in Dollars in an equivalent amount and (y) in the case of a Letter of Credit denominated in an Alternate Currency, a Eurocurrency Rate Loan denominated in such Alternate Currency to be disbursed on the Honor Date in an amount equal to the Unreimbursed Amount, without regard to the minimum and multiples specified in Section 2.02 ‎Section 2.02(a) for the principal amount of Base Rate Loans, but subject to the conditions set forth in Section 5.02 (other than amount of the delivery unutilized portion of a Loan Notice) and provided that, after giving effect to such Borrowing, the Total Initial Revolving Outstandings shall not exceed the Aggregate Revolving Credit Commitments. Any notice given by the relevant L/C Issuer or the Administrative Agent pursuant to this Section 2.03(c)(i‎Section 2.04(c)(i) may be given by telephone if immediately confirmed in writing; provided that the lack of such an immediate confirmation shall not affect the conclusiveness or binding effect of such notice.. (ii) Each Initial Revolving Credit Lender (including the Lender acting as the relevant L/C Issuer) shall upon any notice pursuant to ‎Section 2.04(c)(i) make funds available to the Administrative Agent for the account of the relevant L/C Issuer at the Administrative Agent’s Office in an amount equal to its Pro Rata Share of the Unreimbursed Amount not later than 1:00 p.m. on the Business Day specified in such notice by the Administrative Agent (if such notice is provided to the Initial Revolving Credit Lenders prior to 11:00 a.m. on such date, and otherwise, by no later than two hours after receipt of such notice), whereupon, subject to the provisions of ‎Section 2.04(c)(ii), each Initial Revolving Credit Lender that so makes funds available shall be deemed to have made a Base Rate Loan to the Borrower in such amount. The Administrative Agent shall remit the funds so received to the relevant L/C Issuer in Dollars. (iii) With respect to any Unreimbursed Amount that is not fully refinanced by an Initial Revolving Credit Borrowing of Base Rate Loans, the Borrower shall be deemed to have incurred from the relevant L/C Issuer an L/C Borrowing in the amount of the Unreimbursed Amount that is not so refinanced, which L/C Borrowing shall be due and payable on demand (together with interest) and shall bear interest at the Default Rate. In such event, each Initial Revolving Credit Lender’s payment to the Administrative Agent for the account of the relevant L/C Issuer pursuant to ‎Section 2.04(c)(i) shall be deemed payment in respect of its participation in such L/C Borrowing and shall constitute an L/C Advance from such Lender in satisfaction of its participation obligation under this ‎Section 2.04. 80

Drawings and Reimbursements; Funding of Participations. (i) Upon receipt from the beneficiary of any Letter of Credit of any notice of a drawing under such Letter of Credit, the applicable L/C Issuer shall notify the applicable Borrower and the Administrative applicable Agent thereof. In the case of any such reimbursement of a drawing under a Letter of Credit denominated in an Alternative L/C Currency, the L/C Issuer shall notify the Borrower of the Dollar Equivalent of the amount of the drawing promptly following the determination thereof. Not later than 11:00 a.m. on the date of any payment by the U.S. L/C Issuer under a Letter of Credit to be reimbursed in Dollars, or the Applicable Time on the date of any payment by the Australian L/C Issuer under a Letter of Credit to be reimbursed in Australian Dollars (each such date, an “Honor Date”), the applicable Borrower shall reimburse the applicable L/C Issuer directly in Dollars and in an amount equal to the Dollar Equivalent of the amount of such drawingdrawing and in the applicable currency. If the applicable Borrower fails to so reimburse the L/C Issuer by such time, the applicable L/C Issuer shall promptly notify the Administrative Agent thereofapplicable Agent, and upon receipt of such notice, the Administrative applicable Agent shall promptly notify each applicable Lender of the Honor Date, the amount of the unreimbursed drawing (expressed in Dollars in the amount case of the Dollar Equivalent thereof a U.S. Letter of Credit or in Australian Dollars in the case of a an Australian Letter of Credit denominated in an Alternative L/C CurrencyCredit) (the “Unreimbursed Amount”), and the amount of such Lender’s Applicable Percentage thereof. In such event, the applicable Borrower shall be deemed to have requested a Committed Borrowing of Base Rate Loans or BBSY Loans, as the case may be, to be disbursed on the Honor Date in an amount equal to the Unreimbursed Amount, without regard to the minimum and multiples specified in Section 2.02 for the principal amount of Base Rate Loans or BBSY Loans, as the case may be, but subject to the amount of the unutilized portion of the Aggregate Commitments and the conditions set forth in Section 5.02 4.02 (other than the delivery of a Committed Loan Notice) and provided that, after giving effect to such Borrowing, the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments). Any notice given by the an L/C Issuer or the Administrative Agent pursuant to this Section 2.03(c)(i) may be given by telephone if immediately confirmed in writing; provided that the lack of such an immediate confirmation shall not affect the conclusiveness or binding effect of such notice.

Drawings and Reimbursements; Funding of Participations. (i) Upon receipt from the beneficiary of any Letter of Credit of any notice of drawing under such Letter of Credit, the L/C Issuer shall notify the Borrower and the Administrative Agent thereof. In the case of any such reimbursement of a drawing under a Letter of Credit denominated in an Alternative L/C Currency, the L/C Issuer shall notify the Borrower of the Dollar Equivalent of the amount of the drawing promptly following the determination thereof. Not later than 11:00 a.m. (x) if such notice of drawing is received by the Borrower by 12:00 noon on the date of any payment by the L/C Issuer under a Letter of Credit Credit, 4:00 p.m. on such payment date, or (y) if such notice of drawing is not received by the Borrower by 12:00 noon on the date of any payment by the L/C Issuer under a Letter of Credit, 12:00 noon on the first Business Day occurring after such payment date (each such date, an “Honor Date”), the Borrower shall reimburse the L/C Issuer directly in Dollars and through the Administrative Agent in an amount equal to the Dollar Equivalent of the amount of such drawingdrawing (together with interest). If the Borrower fails to so reimburse the L/C Issuer by such time, the L/C Issuer shall promptly notify the Administrative Agent thereof, and upon receipt of such notice, the Administrative Agent shall promptly notify each Lender of the Honor Date, the amount of the unreimbursed drawing (expressed in Dollars in the amount of the Dollar Equivalent thereof in the case of a Letter of Credit denominated in an Alternative L/C Currency) (the “Unreimbursed Amount”), and the amount of such Lender’s Applicable Percentage thereof. In such event, the Borrower shall be deemed to have requested a Borrowing of Revolving Loans that are Base Rate Loans to be disbursed on the Honor Date in an amount equal to the Unreimbursed Amount, without regard to the minimum and multiples specified in Section 2.02 for the principal amount of Base Rate Loans, but subject to the unutilized portion of the Aggregate Revolving Commitments and the conditions set forth in Section 5.02 (other than the delivery of a Loan Notice) and provided that, after giving effect to such Borrowing, the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments. Any notice given by the L/C Issuer or the Administrative Agent pursuant to this Section 2.03(c)(i) may be given by telephone if immediately confirmed in writing; provided that the lack of such an immediate confirmation shall not affect the conclusiveness or binding effect of such notice.in

Drawings and Reimbursements; Funding of Participations. (i) Upon receipt from the beneficiary of any Letter of Credit of any notice of a drawing under such Letter of Credit, the applicable L/C Issuer shall notify the Borrower and the Administrative Agent thereof. In the case of any such reimbursement of a drawing under a Letter of Credit denominated in an Alternative L/C Currency, the L/C Issuer shall notify the Borrower of the Dollar Equivalent of the amount of the drawing promptly following the determination thereof. Not later than 11:00 a.m. on the date of any payment by the applicable L/C Issuer under a Letter of Credit (each such date, an “"Honor Date”") (provided that such L/C Issuer notifies the Borrower of the related drawing prior to 10:00 a.m. on such Honor Date), the Borrower shall reimburse the such L/C Issuer directly in Dollars and through the Administrative Agent in an amount equal to the Dollar Equivalent of the amount of such drawing; if such notice is received by the Borrower after 10:00 a.m. on the Honor Date, the Borrower shall make such reimbursement to such L/C Issuer on or before 11:00 a.m. on the next succeeding Business Day after the Honor Date together with interest on such amount accrued from the Honor Date at the Base Rate. If the Borrower fails to so reimburse the applicable L/C Issuer by such time, the L/C Issuer shall promptly notify the Administrative Agent thereof, and upon receipt of such notice, the Administrative Agent shall promptly notify each Lender of the Honor Date, the amount of the unreimbursed drawing (expressed in Dollars in the amount of the Dollar Equivalent thereof in the case of a Letter of Credit denominated in an Alternative L/C Currency) (the “"Unreimbursed Amount”"), and the amount of such Lender’s Applicable Percentage 's Pro Rata Share thereof. In the case of any Letter of Credit denominated in a Permitted Foreign Currency, the Unreimbursed Amount shall be redenominated into Dollars and equal the Dollar Equivalent amount thereof, and the Administrative Agent shall so notify the Lenders in the notice described in the preceding sentence. In such event, the Borrower shall be deemed to have requested a Borrowing of Revolving Loans that are Base Rate Loans to be disbursed on the Honor Date in an amount equal to the Unreimbursed Amount, without regard to the minimum and multiples specified in Section 2.02 for the principal amount of Base Rate Loans, but subject to the amount of the unutilized portion of the Aggregate Revolving Commitments and the conditions set forth in Section 5.02 (other than the delivery of a Loan Notice) and provided that, after giving effect to such Borrowing, the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments). Any notice given by the an L/C Issuer or the Administrative Agent pursuant to this Section 2.03(c)(i) may be given by telephone if immediately confirmed in writing; provided that the lack of such an immediate confirmation shall not affect the conclusiveness or binding effect of such notice.

Drawings and Reimbursements; Funding of Participations. (i) Upon receipt from the beneficiary of any Letter of Credit of any notice of drawing under such Letter of Credit, the L/C Issuer shall notify the Borrower and the Administrative Agent thereof. In the case of any such reimbursement of a drawing under a Letter of Credit denominated in an Alternative L/C Currency, the L/C Issuer shall notify the Borrower of the Dollar Equivalent of the amount of the drawing promptly following the determination thereof. Not later than 11:00 a.m. on the date of any payment by the L/C Issuer under a Letter of Credit (each such date, an “Honor Date”), the Borrower shall reimburse the L/C Issuer directly in Dollars and through the Administrative Agent in an amount equal to the Dollar Equivalent of the amount of such drawing. If the Borrower fails to so reimburse the L/C Issuer by such time, the L/C Issuer shall promptly notify the Administrative Agent thereof, and upon receipt of such notice, the Administrative Agent shall promptly notify each Tranche B Lender of the Honor Date, the amount of the unreimbursed drawing (expressed in Dollars in the amount of the Dollar Equivalent thereof in the case of a Letter of Credit denominated in an Alternative L/C Currency) (the “Unreimbursed Amount”), and the amount of such Tranche B Lender’s Applicable Percentage thereof. In such event, the Borrower shall be deemed to have requested a Borrowing of a Tranche B Revolving Loan that is a Base Rate Loans Loan to be disbursed on the Honor Date in an amount equal to the Unreimbursed Amount, without regard to the minimum and multiples specified in Section 2.02 for the principal amount of Base Rate Loans, but subject to the conditions set forth in Section 5.02 (other than the delivery of a Loan Notice) and provided that, after giving effect to such Borrowing, (x) the Total Revolving Outstandings shall not exceed the Aggregate Revolving CommitmentsCommitments and (y) the Outstanding Amount of all Tranche B Revolving Loans and L/C Obligations shall not exceed the Aggregate Tranche B Revolving Commitment. Any notice given by the L/C Issuer or the Administrative Agent pursuant to this Section 2.03(c)(i) may be given by telephone if immediately confirmed in writing; provided that the lack of such an immediate confirmation shall not affect the conclusiveness or binding effect of such notice.

Drawings and Reimbursements; Funding of Participations. (i) Upon receipt from the beneficiary of any Letter of Credit of any notice of a drawing under such Letter of Credit, the L/C LC Issuer shall notify the Borrower Borrowers and the Administrative Agent thereof. In the case of any such reimbursement of a drawing under a Letter of Credit denominated in an Alternative L/C Currency, the L/C Issuer shall notify the Borrower of the Dollar Equivalent of the amount of the drawing promptly following the determination thereof. Not later than 11:00 a.m. 12:00 p.m. on the date of any payment by the L/C LC Issuer under a Letter of Credit Credit, the Borrowers shall reimburse the LC Issuer through the Administrative Agent in an amount equal to the amount of such drawing, if the Borrowers shall have received notice of such payment by the LC Issuer prior to 10:00 a.m., or, if such notice has not been received by the Borrowers prior to such time on such date, then not later than 12:00 p.m. on (1) the Business Day that the Borrowers receive such notice, if such notice is received prior to 10:00 a.m. on the day of receipt, or (2) the Business Day immediately following the day that the Borrowers receives such notice, if such notice is not received prior to such time on the day of receipt (each such date, an “"Honor Date”"), the Borrower shall reimburse the L/C Issuer directly in Dollars and in an amount equal to the Dollar Equivalent of the amount of such drawing. If the Borrower fails Borrowers fail to so reimburse the L/C LC Issuer by such time, the L/C Issuer shall promptly notify the Administrative Agent thereof, and upon receipt of such notice, the Administrative Agent shall promptly notify each Lender of the Honor Date, the amount of the unreimbursed drawing (expressed in Dollars in the amount of the Dollar Equivalent thereof in the case of a Letter of Credit denominated in an Alternative L/C Currency) (the “"Unreimbursed Amount”"), and the amount of such Lender’s Applicable Percentage 's Pro Rata Share thereof. In such event, the Borrower Borrowers shall be deemed to have requested a Revolving Credit Loan Borrowing of Base Rate Loans to be disbursed on the Honor Date in an amount equal to the Unreimbursed Amount, without regard to the minimum and multiples specified in Section 2.02 2.03 for the principal amount of Base Rate Loans, but subject to the amount of the unutilized portion of the Revolving Credit Loans and the conditions set forth in Section 5.02 4.02 (other than the delivery of a Loan Notice) and provided that, after giving effect to such Borrowing, the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments). Any notice given by the L/C LC Issuer or the Administrative Agent pursuant to this Section 2.03(c)(i2.11(c)(i) may be given by telephone if immediately confirmed in writing; provided that the lack of such an immediate confirmation shall not affect the conclusiveness or binding effect of such notice.

Drawings and Reimbursements; Funding of Participations. (i) Upon receipt from the beneficiary of any Letter of Credit of any notice of drawing under such any Letter of Credit, the L/C Issuer shall notify the Borrower and the Administrative Agent thereof. In of the case of any such reimbursement of a drawing under a Letter of Credit denominated in an Alternative L/C Currency, amount to be paid by the L/C Issuer as a result of such drawing and the date on which payment is to be made by the L/C Issuer to the beneficiary of such Letter of Credit in respect of such drawing; provided, however, that in the case of Commercial Letters of Credit, subsequent notification by routine methods shall notify the Borrower of the Dollar Equivalent of the amount of the drawing promptly following the determination thereofbe deemed -52- sufficient notice. Not later than 11:00 a.m. a.m., on the date of any payment by the L/C Issuer under a Letter of Credit (each such datedate of payment, an “Honor Date”), the Borrower shall reimburse the L/C Issuer directly in Dollars and through the Administrative Agent in an amount equal to the Dollar Equivalent of the amount of such drawing, which may be effected through the debiting of one or more deposit accounts maintained with the Administrative Agent. If the Borrower fails to so reimburse the L/C Issuer by such time, the L/C Issuer shall promptly notify the Administrative Agent thereof, and upon receipt of such notice, the Administrative Agent shall promptly notify each Revolving Lender of the Honor Date, the amount of the unreimbursed drawing (expressed in Dollars in the amount of the Dollar Equivalent thereof in the case of a Letter of Credit denominated in an Alternative L/C Currency) (the “Unreimbursed Amount”), and the amount of such Revolving Lender’s Applicable Percentage thereofL/C Risk Participation with respect thereto. In such event, the Borrower shall be deemed to have requested a Revolving Loan Borrowing of Base Rate Loans to be disbursed on the Business Day following the Honor Date in an amount equal to the Unreimbursed Amount, without regard to the minimum and multiples specified in Section 2.02 2.01 for the principal amount of Base Rate Loans, but subject to the amount of the unutilized portion of the Total Revolving Loan Commitment and the conditions set forth in Section 5.02 3.02 (other than the delivery of a Notice of Loan Notice) and provided that, after giving effect to such Borrowing, the Total Borrowing for Revolving Outstandings shall not exceed the Aggregate Revolving CommitmentsLoans). Any notice given by the L/C Issuer or the Administrative Agent pursuant to this Section 2.03(c)(i2.02(c)(i) may be given by telephone if immediately confirmed in writing; provided provided, that the lack of such an immediate confirmation shall not affect the conclusiveness or binding effect of such notice.

Drawings and Reimbursements; Funding of Participations. (i) Upon receipt from the beneficiary of any Letter of Credit of any notice of drawing under such Letter of Credit, the L/C Issuer shall notify the Borrower Company and the Administrative Agent thereof. In the case of a Letter of Credit denominated in an Alternative Currency, the Company shall reimburse the L/C Issuer in such Alternative Currency, unless (A) the L/C Issuer (at its option) shall have specified in such notice that it will require reimbursement in Dollars, or (B) in the absence of any such requirement for reimbursement in Dollars, the Company shall have notified the L/C Issuer promptly following receipt of the notice of drawing that the Company will reimburse the L/C Issuer in Dollars. In the case of any such reimbursement in Dollars of a drawing under a Letter of Credit denominated in an Alternative L/C Currency, the L/C Issuer shall notify the Borrower Company of the Dollar Equivalent of the amount of the drawing promptly following the determination thereof. Not later than 11:00 a.m. (i) 12:00 p.m. on the date of any payment by the L/C Issuer under a Letter of Credit to be reimbursed in Dollars, if the L/C Issuer delivers notice of such payment by 10:00 a.m. on such day, or, if notice of any such payment is made after 10:00 a.m., not later than 10:00 a.m. the next succeeding Business Day, or (ii) the Applicable Time on the date of any payment by the L/C Issuer under a Letter of Credit to be reimbursed in an Alternative Currency if the L/C Issuer delivers notice of such payment two hours prior to the Applicable Time on such day, or, if notice of any such payment is made later than two hours prior to the Applicable Time, not later than 10:00 a.m. the next succeeding Business Day (each such date, an “Honor Date”), the Borrower Company shall reimburse the L/C Issuer directly in Dollars and through the Administrative Agent in an amount equal to the Dollar Equivalent of the amount of such drawingdrawing and in the applicable currency. If the Borrower Company fails to so reimburse the L/C Issuer by such time, the L/C Issuer shall promptly notify the Administrative Agent thereof, and upon receipt of such notice, the Administrative Agent shall promptly notify each Lender of the Honor Date, the amount of the unreimbursed drawing (expressed in Dollars in the amount of the Dollar Equivalent thereof in the case of a Letter of Credit denominated in an Alternative L/C Currency) (the “Unreimbursed Amount”), and the amount of such Lender’s Applicable Percentage Pro Rata Share thereof. In such event, the Borrower Company shall be deemed to have requested a Borrowing of Base Rate Loans to be disbursed on the Honor Date in an amount equal to the Unreimbursed Amount, without regard to the minimum and multiples specified in Section 2.02 for the principal amount of Base Rate Loans, but subject to the amount of the unutilized portion of the Aggregate Revolving Commitments and the conditions set forth in Section 5.02 (other than the delivery of a Loan Notice) and provided that, after giving effect to such Borrowing, the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments. Any notice given by the L/C Issuer or the Administrative Agent pursuant to this Section 2.03(c)(i) may be given by telephone if immediately confirmed in writing; provided that the lack of such an immediate confirmation shall not affect the conclusiveness or binding effect of such notice.#89182136v12

Drawings and Reimbursements; Funding of Participations. (i) Upon receipt from the beneficiary of any Letter of Credit of any notice of a drawing under such Letter of Credit, the applicable L/C Issuer shall notify the Borrower and the Administrative Agent thereof. In the case of any such reimbursement of a drawing under a Letter of Credit denominated in an Alternative L/C Currency, the L/C Issuer shall notify the Borrower of the Dollar Equivalent of the amount of the drawing promptly following the determination thereof. Not later than 11:00 a.m. on the date of any payment by the applicable L/C Issuer under a Letter of Credit (each such date, an “"Honor Date”") (provided that such L/C Issuer notifies the Borrower of the related drawing prior to 10:00 a.m. on such Honor Date), the Borrower shall reimburse the such L/C Issuer directly in Dollars and through the Administrative Agent in an amount equal to the Dollar Equivalent of the amount of such drawing; if such notice is received by the Borrower after 10:00 a.m. on the Honor Date, the Borrower shall make such reimbursement to such L/C Issuer on or before 11:00 a.m. on the next succeeding Business Day after the Honor Date together with interest on such amount accrued from the Honor Date at the Base Rate. If the Borrower fails to so reimburse the applicable L/C Issuer by such time, the L/C Issuer shall promptly notify the Administrative Agent thereof, and upon receipt of such notice, the Administrative Agent shall promptly notify each Lender of the Honor Date, the amount of the unreimbursed drawing (expressed in Dollars in the amount of the Dollar Equivalent thereof in the case of a Letter of Credit denominated in an Alternative L/C Currency) (the “"Unreimbursed Amount”"), and the amount of such Lender’s Applicable Percentage 's Pro Rata Share thereof. In the case of any Letter of Credit denominated in a Permitted Foreign Currency, the Unreimbursed Amount shall be redenominated into Dollars and equal the Dollar Equivalent amount thereof, and the Administrative Agent shall so notify the Lenders in the notice described in the preceding sentence. In such event, the Borrower shall be deemed to have requested a Borrowing of Revolving Loans that are Base Rate Loans to be disbursed on the Honor Date in an amount equal to the Unreimbursed Amount, without regard to the minimum and multiples specified in Section 2.02 for the principal amount of Base Rate Loans, but subject to the amount of the unutilized portion of the Aggregate Revolving Commitments and the conditions set forth in Section 5.02 (other than the delivery of a Loan Notice) and provided that, after giving effect to such Borrowing, the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments. Any notice given by the an L/C Issuer or the Administrative Agent pursuant to this Section 2.03(c)(i) may be given by telephone if immediately confirmed in writing; provided that the lack of such an immediate confirmation shall not affect the conclusiveness or binding effect of such notice.

Drawings and Reimbursements; Funding of Participations. (i) Upon receipt from the beneficiary of any Letter of Credit of any notice of a drawing under such Letter of Credit, the applicable L/C Issuer shall notify the Borrower and the Administrative Agent thereof. In the case of any such reimbursement of (A) examine all documents purporting to represent a drawing demand for payment under a Letter of Credit denominated in an Alternative L/C Currency, within the L/C Issuer shall period stipulated by the terms and conditions of such Letter of Credit and (B) notify the Administrative Agent and the Borrower by email (confirmed by telephone) of the Dollar Equivalent of the amount of the drawing promptly following the determination thereofsuch demand for payment. Not later than 11:00 a.m. noon on the date of any payment by the applicable L/C Issuer under a Letter of Credit (each such date, an “Honor Date”), the Borrower shall reimburse the such L/C Issuer directly in Dollars and through the Administrative Agent in an amount equal to the Dollar Equivalent of the amount of such drawing. If the Borrower fails to so reimburse the applicable L/C Issuer by such time, the L/C Issuer shall promptly notify the Administrative Agent thereof, and upon receipt of such notice, the Administrative Agent shall promptly notify each Revolving Credit Lender of the Honor Date, the amount of the unreimbursed drawing (expressed in Dollars in the amount of the Dollar Equivalent thereof in the case of a Letter of Credit denominated in an Alternative L/C Currency) (the “Unreimbursed Amount”), and the amount of such Revolving Credit Lender’s Applicable Revolving Credit Percentage thereof. In such event, the Borrower shall be deemed to have requested a Revolving Credit Borrowing of Base Rate Loans to be disbursed on the Honor Date in an amount equal to the Unreimbursed Amount, without regard to the minimum and multiples specified in Section 2.02 for the principal amount of Base Rate Loans, but subject to the amount of the unutilized portion of the Revolving Credit Commitments and the conditions set forth in Section 5.02 4.02 (other than the delivery of a Committed Loan Notice) and provided that, after giving effect to such Borrowing, the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments). Any notice given by the an L/C Issuer or the Administrative Agent pursuant to this Section 2.03(c)(i) may be given by telephone if immediately confirmed in writing; provided that the lack of such an immediate confirmation shall not affect the conclusiveness or binding effect of such notice.

Drawings and Reimbursements; Funding of Participations. (i) Upon receipt from the beneficiary of any Letter of Credit of any notice of drawing under such Letter of Credit, the L/C Issuer shall notify the Borrower and the Administrative Agent thereof. In the case of any such reimbursement of a drawing under a Letter of Credit denominated in an Alternative L/C Currency, the L/C Issuer shall notify the Borrower of the Dollar Equivalent of the amount of the drawing promptly following the determination thereof. Not later than 11:00 a.m. on the date of any payment by the L/C Issuer under a Letter of Credit (each such date, an “Honor Date”), the Borrower shall reimburse the L/C Issuer directly in Dollars and through the Administrative Agent in an amount equal to the Dollar Equivalent of the amount of such drawing. If the Borrower fails to so reimburse the L/C Issuer by such time, the L/C Issuer shall promptly notify the Administrative Agent thereof, and upon receipt of such notice, the Administrative Agent shall promptly notify each Lender of the Honor Date, the amount of the unreimbursed drawing (expressed in Dollars in the amount of the Dollar Equivalent thereof in the case of a Letter of Credit denominated in an Alternative L/C Currency) (the “Unreimbursed Amount”), and the amount of such Lender’s Applicable Commitment Percentage thereof. In such event, the Borrower shall be deemed to have requested a Borrowing of Base Rate Loans to be disbursed on the Honor Date in an amount equal to the Unreimbursed Amount, without regard to the minimum and multiples specified in Section 2.02 2.2 for the principal amount of Base Rate Loans, but subject to the conditions set forth in Section 5.02 5.2 (other than the delivery of a Loan Notice) and provided that, after giving effect to such Borrowing, the Total aggregate principal amount of the Revolving Outstandings Obligations shall not exceed the Aggregate Revolving Commitments. If the Unreimbursed Amount is repaid in full on the Honor Date by a Borrowing of Base Rate Loans, then no Default or Event of Default shall be deemed to exist as a result of the failure of the Borrower to so reimburse the L/C Issuer with other funds. Any notice given by the L/C Issuer or the Administrative Agent pursuant to this Section 2.03(c)(i2.3(c)(i) may be given by telephone if immediately confirmed in writing; provided that the lack of such an immediate confirmation shall not affect the conclusiveness or binding effect of such notice.

Drawings and Reimbursements; Funding of Participations. (i) Upon receipt from the beneficiary of any Euro Letter of Credit of any notice of a drawing under such Euro Letter of Credit, the L/C Issuer shall notify the Euro Borrower and the Administrative Agent thereof. In the case of any such reimbursement of a drawing under a Letter of Credit denominated in an Alternative L/C Currency, If the L/C Issuer shall notify notifies the Euro Borrower of the Dollar Equivalent of the amount of the drawing promptly following the determination thereof. Not later than such payment prior to 11:00 a.m. on the date of any payment by the L/C Issuer under a Euro Letter of Credit (each such date, an “a "Euro Honor Date”"), the Euro Borrower shall reimburse the L/C Issuer directly in Dollars and through the Administrative Agent in an amount equal to the Dollar Equivalent of the amount of such drawing. On such Euro Honor Date; provided that if such notice is not provided to the Euro Borrower prior to 11:00 a.m. on the Euro Honor Date, then the Euro Borrower shall reimburse the L/C Issuer through the Administrative Agent in an amount equal to the amount of such drawing on the next succeeding Business Day and such extension of time shall be reflected in computing fees in respect of any such Euro Letter of Credit. If the Euro Borrower fails to so reimburse the L/C Issuer by such time, the L/C Issuer shall promptly notify the Administrative Agent thereof, and upon receipt of such notice, the Administrative Agent shall promptly notify each Euro Revolving Credit Lender of the Euro Honor Date, the amount of the unreimbursed drawing (expressed in Dollars in the amount of the Dollar Equivalent thereof in the case of a Letter of Credit denominated in an Alternative L/C Currency) (the “"Unreimbursed Euro Amount”"), and the amount of such Euro Revolving Credit Lender’s 's Applicable Euro Revolving Credit Percentage thereof. In such event, the Euro Borrower shall be deemed to have requested a Euro Revolving Credit Borrowing of Base Eurocurrency Rate Loans with an Interest Period of one month to be disbursed on the Euro Honor Date in an amount equal to the Unreimbursed Euro Amount, without regard to the minimum and multiples specified in Section 2.02 for the principal amount of Base Eurocurrency Rate Loans, but subject to the amount of the unutilized portion of the Euro Revolving Credit Commitments and the conditions set forth in Section 5.02 4.02 (other than the delivery of a Committed Loan Notice) and provided that, after giving effect to such Borrowing, the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments). Any notice given by the L/C Issuer or the Administrative Agent pursuant to this Section 2.03(c)(i2.04(c)(i) may be given by telephone if immediately confirmed in writing; provided that the lack of such an immediate confirmation shall not affect the conclusiveness or binding effect of such notice.

Drawings and Reimbursements; Funding of Participations. (i) Upon receipt from the beneficiary of any Letter of Credit of any notice of drawing under such any Letter of Credit, the L/C Issuer shall notify the Borrower and the Administrative Agent thereof. In the case of any such reimbursement of a drawing under a Letter of Credit denominated in an Alternative L/C Currency, the L/C Issuer shall notify the Borrower of the Dollar Equivalent of the amount of the drawing promptly following the determination thereof. Not later than 11:00 a.m. a.m., New York time, on the date of any payment by the L/C Issuer under a Letter of Credit (each such date, an “"Honor Date”"), the Borrower shall reimburse the L/C Issuer directly in Dollars and through the Administrative Agent in an amount equal to the Dollar Equivalent of the amount of such drawingdrawing in Dollars in Same Day Funds. If the Borrower fails to so reimburse the L/C Issuer by such time, the L/C Issuer shall promptly notify the Administrative Agent thereof, and upon receipt of such notice, the Administrative Agent shall promptly notify each Lender of the Honor Date, the amount of the unreimbursed drawing (expressed the "Unreimbursed Amount"), such Lender's Pro Rata Share thereof and, in Dollars accordance with the following sentence, whether a Swing Line Borrowing or a Revolving Borrowing will be made to repay the Unreimbursed Amount or whether, pursuant to Section 2.03(c)(iii), an L/C Borrowing in the amount of the Dollar Equivalent thereof Unreimbursed Amount shall be deemed incurred by the Borrower and that each Lender shall participate in the case of a Letter of Credit denominated in an Alternative such L/C Currency) (the “Unreimbursed Amount”), and the amount of such Lender’s Applicable Percentage thereofBorrowing in accordance with its Pro Rata Share. In such event, the Borrower shall be deemed to have requested a Borrowing of Base Rate Loans Swing Line Borrowing, without regard to the minimum and multiples specified in Section 2.04, or, if the Unreimbursed Amount is greater than the amount available for Swing Line Borrowings under the Swing Line Sublimit, a Revolving Borrowing, without regard to the minimum and multiples specified in Section 2.02, to be disbursed on the Honor Date in an amount equal to the Unreimbursed Amount, without regard but subject, in each case, to the minimum and multiples specified in Section 2.02 for the principal amount of Base Rate Loansthe unutilized portion of the Aggregate Commitments, but subject to and the conditions set forth in Section 5.02 4.02 (other than the delivery of a Revolving Loan Notice) and provided that, after giving effect to such Borrowing, the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments). Any notice given by the L/C Issuer or the Administrative Agent pursuant to this Section 2.03(c)(i) shall constitute a notice under Section 2.04(b) or a Revolving Loan Notice, respectively, and may be given by telephone if immediately confirmed in writing; provided that the lack of such an immediate confirmation shall not affect the conclusiveness or binding effect of such notice.

Drawings and Reimbursements; Funding of Participations. (i) Upon receipt from the beneficiary of any Letter of Credit of any notice of a drawing under such Letter of Credit, the L/C Issuer shall notify the Borrower and the Administrative Agent thereof. Not later than 11:00 a.m. on the date of any payment by the L/C Issuer under a Letter of Credit to be reimbursed in Dollars, or the Applicable Time on the date of any payment by the L/C Issuer under a Letter of Credit to be reimbursed in an Alternative Currency (each such date, an “Honor Date”), the Borrower shall reimburse the L/C Issuer through the Administrative Agent in an amount equal to the amount of such drawing. In the case of a Letter of Credit denominated in Dollars, the Borrower shall reimburse the L/C Issuer in Dollars. In the case of a Letter of Credit denominated in an Alternative Currency, the Borrower shall reimburse the L/C Issuer in Dollars unless the L/C Issuer (at its option) shall specify in such notice that it will require payment in the currency in which the drawing is made. In the case of any such reimbursement in Dollars of a drawing under a Letter of Credit denominated in an Alternative L/C Currency, the L/C Issuer shall notify the Borrower of the Dollar Equivalent of the amount of the drawing promptly following the determination thereof. Not later than 11:00 a.m. on the date of any payment by the L/C Issuer under a Letter of Credit (each such date, an “Honor Date”), the Borrower shall reimburse the L/C Issuer directly in Dollars and in an amount equal to the Dollar Equivalent of the amount of such drawing. If the Borrower fails to so reimburse the L/C Issuer by such time, the L/C Issuer shall promptly notify the Administrative Agent thereof, and upon receipt of such notice, the Administrative Agent shall promptly notify each Lender of the Honor Date, the amount of the unreimbursed drawing (expressed in Dollars in the amount of the Dollar Equivalent thereof in the case of a Letter of Credit denominated in an Alternative L/C Currency) (the “Unreimbursed Amount”), and the amount of such Lender’s Applicable Percentage Pro Rata Share thereof. In such event, the Borrower shall be deemed to have requested a Committed Borrowing of Base Rate Committed Loans to be disbursed on the Honor Date in an amount equal to the Unreimbursed Amount, without regard to the minimum and multiples specified in Section 2.02 for the principal amount of Base Rate Loans, but subject to the amount of the unutilized portion of the Aggregate Commitments and the conditions set forth in Section 5.02 4.02 (other than the delivery of a Loan Notice) and provided that, after giving effect to such Borrowing, the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments). Any notice given by the L/C Issuer or the Administrative Agent pursuant to this Section 2.03(c)(i) may be given by telephone if immediately confirmed in writing; provided that the lack of such an immediate confirmation shall not affect the conclusiveness or binding effect of such notice.

Drawings and Reimbursements; Funding of Participations. (i) Upon receipt from the beneficiary of any Letter of Credit of any notice of a drawing under such Letter of Credit, the applicable L/C Issuer shall notify the applicable Borrower and the Administrative Agent thereof. If the applicable L/C Issuer shall make any payment in respect of a Letter of Credit, the applicable Borrower shall reimburse such payment through the Administrative Agent by paying to the Administrative Agent an amount equal to such payment and in the applicable currency not later than 2:00 p.m. (New York time) on the date that such payment is made, if the applicable Borrower shall have received notice of such payment prior to 10:00 a.m. (New York time) on such date, or, if such notice has not been received by the applicable Borrower prior to such time, on the Business Day immediately following the day that the applicable Borrower receives such notice (any such date on which the applicable Borrower is required to so reimburse, a “Reimbursement Date”) (subject to the accrual of interest in respect thereof at the Base Rate or the Canadian Prime Rate, as applicable, plus, in each case, the Applicable Rate), unless in each case the applicable Borrower shall be deemed to have requested a Borrowing in accordance with this Section 2.03(b)(i). In the case of a Letter of Credit denominated in a currency other than Dollars, the applicable Borrower shall reimburse the L/C Issuer in such currency, unless (A) the L/C Issuer (at its option) shall have specified in such notice that it will require reimbursement in Dollars, or (B) in the absence of any such requirement for reimbursement in Dollars, such Borrower shall have notified the L/C Issuer promptly following receipt of the notice of drawing that such Borrower will reimburse the L/C Issuer in Dollars. In the case of any such reimbursement in Dollars of a drawing under a Letter of Credit denominated in an Alternative L/C Currencya currency other than Dollars, the L/C Issuer shall notify the applicable Borrower of the Dollar Equivalent of the amount of the drawing promptly following the determination thereof. Not later than 11:00 a.m. on the date of any payment by the L/C Issuer under a Letter of Credit (each If such date, an “Honor Date”), the Borrower shall reimburse the L/C Issuer directly in Dollars and in an amount equal to the Dollar Equivalent of the amount of such drawing. If the Borrower fails to so reimburse the applicable L/C Issuer by such time, the L/C Issuer shall promptly notify the Administrative Agent thereof, and upon receipt of such notice, the Administrative Agent shall promptly notify each Lender under the applicable Revolving Credit Facility of the Honor Reimbursement Date, the amount and currency of the unreimbursed drawing (expressed in Dollars in the amount of the Dollar Equivalent thereof in the case of a Letter of Credit denominated in an Alternative L/C Currency) (the “Unreimbursed Amount”), and the amount of such Lender’s Applicable Revolving Credit Percentage thereof. In such event, the such Borrower shall be deemed to have requested a Borrowing under the applicable Revolving Credit Facility of, in the case of Letters of Credit denominated in a currency other than Canadian Dollars, Base Rate Loans or U.S. Base Rate Loans, as applicable, or, in the case of Letters of Credit denominated in Canadian Dollars, Canadian Prime Rate Loans, to be disbursed on the Honor Reimbursement Date in an amount equal to the Unreimbursed Amount, without regard to the minimum and multiples specified in Section 2.02 for the principal amount of Base Rate Loans, U.S. Base Rate Loans or Canadian Prime Rate Loans, as applicable, but subject to the amount of the unutilized portion of the Revolving Credit Commitments and the conditions set forth in Section 5.02 4.02 (other than the delivery of a Committed Loan Notice) and provided that, after giving effect to such Borrowing, the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments). Any notice given by the an L/C Issuer or the Administrative Agent pursuant to this Section 2.03(c)(i2.03(b)(i) may be given by telephone if immediately confirmed in writing; provided that the lack of such an immediate confirmation shall not affect the conclusiveness or binding effect of such notice.

Drawings and Reimbursements; Funding of Participations. (i) Upon receipt from the beneficiary of any Letter of Credit of any notice of a drawing under such Letter of Credit, the L/C Issuer shall notify the Borrower and the Administrative Agent thereof. In the case of any such reimbursement of a drawing under a Letter of Credit denominated in an Alternative L/C Currency, the L/C Issuer shall notify the Borrower of the Dollar Equivalent of the amount of the drawing promptly following the determination thereof. Not later than 11:00 a.m. 12:00 noon on the later of (i) the date of any payment by the L/C Issuer under a Letter of Credit and (ii)(A) the date upon which the Borrower receives notice from the L/C Issuer of such payment by the L/C Issuer, if such notice is received by the Borrower prior to 10:00 a.m. on a Business Day or (B) the Business Day immediately following the date upon which the Borrower received such notice, if such notice is received on a day that is not a Business Day or after 10:00 a.m. on a Business Day (each such date, an “Honor Date”), the Borrower shall reimburse the L/C Issuer directly in Dollars and through the Administrative Agent in an amount equal to the Dollar Equivalent of the amount of such drawing. If the Borrower fails to so reimburse the L/C Issuer by such time, the L/C Issuer shall promptly notify the Administrative Agent thereof, and upon receipt of such notice, the Administrative Agent shall promptly notify each Revolving Lender of the Honor Date, the amount of the unreimbursed drawing (expressed in Dollars in the amount of the Dollar Equivalent thereof in the case of a Letter of Credit denominated in an Alternative L/C Currency) (the “Unreimbursed Amount”), and the amount of such Revolving Lender’s Applicable Percentage thereof. In such event, the Borrower shall be deemed to have requested a Borrowing of Base Rate Loans to be disbursed on the Honor Date in an amount equal to the Unreimbursed Amount, without regard to the minimum and multiples specified in Section 2.02 for the principal amount of Base Rate Loans, but subject to the conditions set forth in Section 5.02 5.03 (other than the delivery of a Loan NoticeRequest for Credit Extension) and provided that, after giving effect to such Borrowing, the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments. Any notice given by the L/C Issuer or the Administrative Agent pursuant to this Section 2.03(c)(i) may be given by telephone if immediately confirmed in writing; provided that the lack of such an immediate confirmation shall not affect the conclusiveness or binding effect of such notice.

Drawings and Reimbursements; Funding of Participations. (i) Upon receipt from the beneficiary of any Letter of Credit of any notice of a drawing under such Letter of Credit, the L/C Issuer Issuing Bank shall notify the applicable Borrower and the Administrative Agent thereof. In The Borrowers shall reimburse the case of any such reimbursement of a drawing under a Letter of Credit denominated Issuing Bank through the Administrative Agent in an Alternative L/C Currency, the L/C Issuer shall notify the Borrower of the Dollar Equivalent of amount equal to the amount of the such drawing promptly following the determination thereof. Not not later than 11:00 a.m. 12:00 noon on the date of any payment by the L/C Issuer Issuing Bank under a Letter of Credit (each such date, an “"Honor Date”"), if the Borrower shall reimburse the L/C Issuer directly in Dollars Borrowers have received notice of such drawing (and in an amount equal to the Dollar Equivalent of the amount of such drawing) prior to 10:00 a.m. on such Honor Date, or, if such notice has not been received by the Borrowers prior to such time on such Honor Date, then not later than 12:00 noon on (A) the Business Day that the Borrowers receive such notice, if such notice is received prior to 10:00 a.m. on the day of receipt, or (B) the Business Day immediately following the day that such Borrower receives such notice, if such notice is not received prior to 10:00 a.m. on the day of receipt. If the Borrower fails Borrowers fail to so reimburse the L/C Issuer Issuing Bank by such time, the L/C Issuer shall promptly notify the Administrative Agent thereof, and upon receipt of such notice, the Administrative Agent shall promptly notify each Revolving Lender of the Honor Date, the amount of the unreimbursed drawing (expressed in Dollars in the amount of the Dollar Equivalent thereof in the case of a Letter of Credit denominated in an Alternative L/C Currency) (the “Unreimbursed Amount”)LC Disbursement, and the amount of such Revolving Lender’s 's Applicable Percentage thereof. In such event, the applicable Borrower shall be deemed to have requested a an ABR Revolving Borrowing of Base Rate Loans to be disbursed on the Honor Date in an amount equal to the Unreimbursed AmountLC Disbursement, without regard to the minimum and multiples specified in Section 2.02 2.02(c) for the principal amount of Base Rate LoansABR Revolving Borrowings, but subject to the amount of the unutilized portion of the Total Revolving Commitment and the conditions set forth in Section 5.02 4.01 (other than the delivery of a Loan Notice) and provided that, after giving effect to such Borrowing, the Total Revolving Outstandings shall not exceed the Aggregate Revolving CommitmentsBorrowing Request). Any notice given by the L/C Issuer Issuing Bank or the Administrative Agent pursuant to this Section 2.03(c)(i2.04(c)(i) may be given by telephone if immediately confirmed in writing; provided that the lack of such an immediate confirmation shall not affect the conclusiveness or binding effect of such notice.

Drawings and Reimbursements; Funding of Participations. (i) Upon receipt from the beneficiary of any Letter of Credit of any notice of drawing under such Letter of Credit, the L/C Issuer shall notify the Borrower Borrowers and the Administrative Agent thereof. In the case of any such reimbursement of a drawing under a Letter of Credit denominated in an Alternative L/C Currency, the L/C Issuer shall notify the Borrower of the Dollar Equivalent of the amount of the drawing promptly following the determination thereof. Not later than 11:00 a.m. on the date of any payment by the L/C Issuer under a Letter of Credit to be reimbursed in Dollars or at the Applicable Time on the date of any payment by the L/C Issuer under a Letter of Credit to be reimbursed in Alternative Currency (each such date, an “Honor Date”), the Borrowers shall reimburse the L/C Issuer through the Administrative Agent in an amount equal to the amount of such drawing. In the case of a Letter of Credit denominated in Dollars, the applicable Borrower shall reimburse the L/C Issuer directly in Dollars. In the case of a Letter of Credit denominated in Alternative Currency, the applicable Borrower shall reimburse the L/C Issuer in Dollars and unless the L/C Issuer (at its option) shall specify in an amount equal to such notice that it will require payment in Alternative Currency. In the case of any such reimbursement in Dollars of a drawing under a Letter of Credit denominated in Alternative Currency, the L/C Issuer shall notify the applicable Borrower of the Dollar Equivalent of the amount of such drawingthe drawing promptly following the determination thereof. If the Borrower Borrowers fails to so reimburse the L/C Issuer by such time, the L/C Issuer shall promptly notify the Administrative Agent thereof, and upon receipt of such notice, the Administrative Agent shall promptly notify each Revolving Lender of the Honor Date, the amount of the unreimbursed drawing (expressed in Dollars in the amount of the Dollar Equivalent thereof in the case of a Letter of Credit denominated in an Alternative L/C Currency) (the “Unreimbursed Amount”), and the amount of such Revolving Lender’s Applicable Percentage thereof. In such event, the Borrower Borrowers shall be deemed to have requested a Borrowing of Base Rate Loans to be disbursed on the Honor Date in an amount equal to the Unreimbursed Amount, without regard to the minimum and multiples specified in Section 2.02 for the principal amount of Base Rate Loans, but subject to the amount of the unutilized portion of the Aggregate Revolving Commitments and the conditions set forth in Section 5.02 (other than the delivery of a Loan Notice) and provided that, after giving effect to such Borrowing, the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments). Any notice given by the L/C Issuer or the Administrative Agent pursuant to this Section 2.03(c)(i) may be given by telephone if immediately confirmed in writing; provided that the lack of such an immediate written confirmation shall not affect the conclusiveness or binding effect of such notice.

Drawings and Reimbursements; Funding of Participations. (i) Upon receipt from the beneficiary of any Letter of Credit of any notice of a drawing under such Letter of Credit, the relevant L/C Issuer shall notify promptly the Borrower and the Administrative Agent thereof. In On the case of any such reimbursement of a drawing under a Letter of Credit denominated in an Alternative L/C Currency, the L/C Issuer shall notify Business Day on which the Borrower of the Dollar Equivalent of the amount of the drawing promptly following the determination thereof. Not later than 11:00 a.m. on the date shall have received notice of any payment by the an L/C Issuer under a Letter of Credit (or, if the Borrower shall have received such notice later than 12:00 noon on any Business Day, on the immediately following Business Day) (each such date, an “Honor Date”), the Borrower shall reimburse the such L/C Issuer directly in Dollars and through the Administrative Agent in an amount equal to the Dollar Equivalent of the amount of such drawing. If the Borrower fails to so reimburse the such L/C Issuer by such time, the L/C Issuer shall promptly notify the Administrative Agent thereof, and upon receipt of such notice, the Administrative Agent shall promptly notify each Appropriate Lender of the Honor Date, the amount of the unreimbursed drawing (expressed in Dollars in the amount of the Dollar Equivalent thereof in the case of a Letter of Credit denominated in an Alternative L/C Currency) (the “Unreimbursed Amount”), and the amount of such Appropriate Lender’s Applicable Percentage Pro Rata Share thereof. In such event, the Borrower shall be deemed to have requested a Revolving Credit Borrowing of Base Rate Loans or Canadian Prime Rate Loans (as applicable) to be disbursed on the Honor Date in an amount equal to the Unreimbursed Amount, without regard to the minimum and multiples specified in Section 2.02 for the principal amount of Base Rate LoansLoans or Canadian Prime Rate Loans (as applicable), but subject to the amount of the unutilized portion of the Revolving Credit Commitments of the Appropriate Lenders, and subject to the conditions set forth in Section 5.02 4.02 (other than the delivery of a Committed Loan Notice) and provided that, after giving effect to such Borrowing, the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments). Any notice given by the an L/C Issuer or the Administrative Agent pursuant to this Section 2.03(c)(i2.04(c)(i) may be given by telephone if immediately confirmed in writing; provided that the lack of such an immediate confirmation shall not affect the conclusiveness or binding effect of such notice.

Drawings and Reimbursements; Funding of Participations. (i) Upon receipt from the beneficiary of any Letter of Credit of any notice of a drawing under such Letter of Credit, the L/C such Issuer shall notify the Borrower and the Administrative Agent thereof. In the case of any such reimbursement of a drawing under a Letter of Credit denominated in an Alternative L/C Currency, the L/C Issuer shall notify the Borrower of the Dollar Equivalent of the amount of the drawing promptly following the determination thereof. Not later than 11:00 a.m. on the date of any payment by the L/C such Issuer under a Letter of Credit (each such date, an “Honor Date”), the Borrower shall reimburse the L/C such Issuer directly in Dollars and in an amount equal to the amount of such drawing (in the case of a Letter of Credit denominated in an Alternative Currency, the Borrower shall reimburse the Issuer in the Dollar Equivalent of such Alternative Currency as determined by the Issuer); provided that such drawing may be reimbursed the following Business Day if the Borrower does not receive notice thereof prior to 10:00 a.m. on such Business Day (but for the avoidance of doubt the amount of such drawingdrawing shall bear interest at the rate applicable to Base Rate Loans that are Revolving Credit Loans if not reimbursed on the Honor Date). If the Borrower fails to so reimburse the L/C such Issuer by such time, the L/C Issuer shall promptly notify the Administrative Agent thereof, and upon receipt from such Issuer of notice of such noticefailure, the Administrative Agent shall promptly notify each Revolving Credit Lender of the Honor Date, the amount of the unreimbursed drawing (expressed in Dollars in the amount of the Dollar Equivalent thereof in the case of a Letter of Credit denominated in an Alternative L/C Currency) (the “Unreimbursed Amount”), and the amount of such Lender’s Applicable Percentage Pro Rata Share thereof. In such event, the Borrower shall be deemed to have requested a Borrowing of Revolving Credit Loans that are Base Rate Loans to be disbursed on the Honor Date in an amount equal to the Unreimbursed Amount, without regard to the minimum and multiples specified in Section 2.02 for the principal amount of Base Rate Loans, but subject to the amount of the unutilized portion of the Aggregate Commitments and the conditions set forth in Section 5.02 4.02(b) (other than the delivery of a Loan Borrowing Notice) and provided that, after giving effect to such Borrowing, the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments). Any notice given by the L/C such Issuer or the Administrative Agent 52-52- pursuant to this Section 2.03(c)(i) may be given by telephone if immediately confirmed in writing; provided that the lack of such an immediate confirmation shall not affect the conclusiveness or binding effect of such notice.

Drawings and Reimbursements; Funding of Participations. (i) Upon receipt from the beneficiary of any Letter of Credit of any notice of a drawing under such Letter of Credit, the L/C Issuer shall notify the applicable Borrower and the Administrative Agent thereof. In the case of any such reimbursement of a drawing under a Letter of Credit denominated in an Alternative L/C Currency, the L/C Issuer shall notify the Borrower of the Dollar Equivalent of the amount of the drawing promptly following the determination thereof. Not later than 11:00 a.m. on the date of any payment by Business Day following the L/C Issuer under a Letter of Credit Honor Date (each such datedate of notice, an a “Honor Notice Date”), the applicable Borrower shall reimburse the L/C Issuer directly in Dollars and through the Agent in an amount equal to the Dollar Equivalent of the amount of such drawingdrawing (together with any interest thereon for such period from the Honor Date to the date such reimbursement is made). If the applicable Borrower fails to so reimburse the L/C Issuer by such time, the L/C Issuer shall promptly notify the Administrative Agent thereof, and upon receipt of such notice, the Administrative Agent shall promptly notify each Lender of the Honor Date, the amount of the unreimbursed drawing (expressed in Dollars in the amount of the Dollar Equivalent thereof in the case of a Letter of Credit denominated in an Alternative L/C Currency) including any applicable interest thereon (the “Unreimbursed Amount”), and the amount of such LenderXxxxxx’s Applicable Percentage thereof. In such event, and in lieu of the obligation of the applicable Borrower to reimburse the L/C Issuer as provided in the two immediately preceding sentences such Borrower shall be deemed to have requested a Committed Borrowing of Base BaseDaily SOFR Rate Loans to be disbursed on the Honor Notice Date in an amount equal to the Unreimbursed Amount, without regard to the minimum and multiples specified in Section 2.02 for the principal amount of Base BaseDaily SOFR Rate Loans, but subject to the amount of the unutilized portion of the Aggregate Commitments and the conditions set forth in Section 5.02 4.02 (other than the delivery of a Committed Loan Notice) and provided that, after giving effect to such Borrowing, the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments). Any notice given by the L/C Issuer or the Administrative Agent pursuant to this Section 2.03(c)(i) may be given by telephone if immediately confirmed in writing; provided that the lack of such an immediate confirmation shall not affect the conclusiveness or binding effect of such notice.. (ii) Each Lender shall upon any notice pursuant to Section 2.03(c)(i) make funds available (and the Agent may apply Cash Collateral provided for this purpose) for the account of the L/C Issuer at the Agent’s Office in an amount equal to its Applicable Percentage of the Unreimbursed Amount not later than 12:00 noon on the Business Day specified in such notice by the Agent, whereupon, subject to the provisions of Section 2.03(c)(iii), each Lender that so makes funds available shall be deemed to have made a BaseDaily SOFR Rate Loan to the applicable Borrower in such amount. The Agent shall remit the funds so received to the L/C Issuer. (iii) With respect to any Unreimbursed Amount that is not fully refinanced by a Committed Borrowing of BaseDaily SOFR Rate Loans because the conditions set forth in Section 4.02 cannot be satisfied or for any other reason, the applicable Borrower shall be deemed to have incurred from the L/C Issuer an L/C Borrowing in the amount of the Unreimbursed Amount that is not so refinanced, which L/C Borrowing shall be due and payable on demand (together with interest) and shall bear interest at the Default Rate. In

Drawings and Reimbursements; Funding of Participations. (i) Upon receipt from the beneficiary of any Letter of Credit of any notice of a drawing under such Letter of Credit, the L/C Issuer shall notify the Borrower and the Administrative Agent thereof. Not later than 11:00 a.m. on the date of any payment by the L/C Issuer under a Letter of Credit to be reimbursed in Dollars, or the Applicable Time on the date of any payment by the L/C Issuer under a Letter of Credit to be reimbursed in an Alternative Currency (each such date, an "Honor Date"), the Borrower shall reimburse the L/C Issuer through the Administrative Agent in an amount equal to the amount of such drawing. In the case of a Letter of Credit denominated in Dollars, the Borrower shall reimburse the L/C Issuer in Dollars. In the case of a Letter of Credit denominated in an Alternative Currency, the Borrower shall reimburse the L/C Issuer in Dollars unless the L/C Issuer (at its option) shall specify in such notice that it will require payment in the currency in which the drawing is made. In the case of any such reimbursement in Dollars of a drawing under a Letter of Credit denominated in an Alternative L/C Currency, the L/C Issuer shall notify the Borrower of the Dollar Equivalent of the amount of the drawing promptly following the determination thereof. Not later than 11:00 a.m. on the date of any payment by the L/C Issuer under a Letter of Credit (each such date, an “Honor Date”), the Borrower shall reimburse the L/C Issuer directly in Dollars and in an amount equal to the Dollar Equivalent of the amount of such drawing. If the Borrower fails to so reimburse the L/C Issuer by such time, the L/C Issuer shall promptly notify the Administrative Agent thereof, and upon receipt of such notice, the Administrative Agent shall promptly notify each Lender of the Honor Date, the amount of the unreimbursed drawing (expressed in Dollars in the amount of the Dollar Equivalent thereof in the case of a Letter of Credit denominated in an Alternative L/C Currency) (the “"Unreimbursed Amount”"), and the amount of such Lender’s Applicable Percentage 's Pro Rata Share thereof. In such event, the Borrower shall be deemed to have requested a Borrowing of Base Rate Revolving Loans to be disbursed on the Honor Date in an amount equal to the Unreimbursed Amount, without regard to the minimum and multiples specified in Section 2.02 for the principal amount of Base Rate Loans, but subject to the amount of the unutilized portion of the Aggregate Revolving Commitments and the conditions set forth in Section 5.02 (other than the delivery of a Loan Notice) and provided that, after giving effect to such Borrowing, the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments). Any notice given by the L/C Issuer or the Administrative Agent pursuant to this Section 2.03(c)(i) may be given by telephone if immediately confirmed in writing; provided that the lack of such an immediate confirmation shall not affect the conclusiveness or binding effect of such notice.

Drawings and Reimbursements; Funding of Participations. (i) Upon receipt from the beneficiary of any Letter of Credit of any notice of a drawing under such Letter of Credit, the L/C Issuer shall notify the Borrower and the Administrative Agent thereof. In the case of any such reimbursement of a drawing under a Letter of Credit denominated in an Alternative L/C Currency, the L/C Issuer shall notify thereof and (y) if the Borrower of the Dollar Equivalent of the amount of the drawing promptly following the determination thereof. Not later than 11:00 a.m. is notified on or before 12:00 p.m. on the date of any payment by the L/C Issuer under a Letter of Credit (each such date, an “"Honor Date”"), the Borrower shall reimburse the L/C Issuer directly in Dollars and through the Administrative Agent in an amount equal to the Dollar Equivalent amount of such drawing, on or before 2 p.m. on the Honor Date, and (z) if the Borrower is notified that a payment has been made under a Letter of Credit after 12:00 p.m. on the Honor Date, the Borrower shall reimburse the L/C Issuer through the Administrative Agent in an amount equal to the amount of such drawing, on or before 2 p.m. on the day after the Honor Date (provided, however, that interest shall accrue on the Unreimbursed Amount at the Applicable Rate for Base Rate Loans from the Honor Date to the date of such repayment by the Borrower). If the Borrower fails to so reimburse the L/C Issuer by such time, the L/C Issuer shall promptly notify time specified in the Administrative Agent thereof, and upon receipt of such noticeforegoing clause (y) or (z) (as applicable), the Administrative Agent shall promptly notify each Lender of the Honor Date, the amount of the unreimbursed drawing (expressed in Dollars in the amount of the Dollar Equivalent thereof in the case of a Letter of Credit denominated in an Alternative L/C Currency) (the “"Unreimbursed Amount”"), and the amount of such Lender’s 's Applicable Percentage thereof. In such event, such failure shall not, in and of itself, constitute an Event of Default hereunder (provided no other Event of Default under Section 8.01(a) has occurred and is continuing, including an Event of Default based upon a violation of Section 2.03(c)(ii)), and the Borrower shall be deemed to have requested a Committed Borrowing of Base Rate Loans to be disbursed on the Honor Date in an amount equal to the Unreimbursed Amount, without regard to the minimum and multiples specified in Section 2.02 for the principal amount of Base Rate Loans, but subject to the conditions set forth in Section 5.02 (other than the delivery of a Loan Notice4.02(a) and provided that, after giving effect to such Borrowing, the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments(b). Any notice given by the L/C Issuer or the Administrative Agent pursuant to this Section 2.03(c)(i) may be given by telephone if immediately confirmed in writing; provided that the lack of such an immediate confirmation shall not affect the conclusiveness or binding effect of such notice.

Drawings and Reimbursements; Funding of Participations. (i) Upon Each Letter of Credit Issuer agrees to exercise commercially reasonable efforts to notify Borrower of its receipt from of a request for a drawing under any Letter of Credit; provided that the beneficiary failure of any Letter of Credit Issuer to provide such notice in respect of any notice Letter of drawing under Credit shall not: (x) affect the validity of such request for a drawing, (y) give rise to any defense to Borrower’s obligations with respect to such Letter of Credit, or (z) give rise to any liability on the L/C part of such Letter of Credit Issuer. Upon any drawing under any Letter of Credit, the applicable Letter of Credit Issuer shall notify the Borrower and the Administrative Agent thereof. In the case of any such reimbursement of a drawing under a Letter of Credit denominated in an Alternative L/C Currency, the L/C Issuer shall notify the Borrower of the Dollar Equivalent of the amount of the drawing promptly following the determination thereof. Not later than 11:00 a.m. on the next Business Day following the date of notice of any payment by the L/C applicable Letter of Credit Issuer under a Letter of Credit (each such date, an “Honor Date”), the Borrower shall reimburse the L/C such Letter of Credit Issuer directly in Dollars and through Administrative Agent in an amount equal to the Dollar Equivalent amount of such drawing, together with interest on the amount of such drawingdrawing from the date of such drawing until reimbursed at the rate per annum equal to the Applicable Rate (determined as if such amount were an Advance consisting of Eurodollar Rate Loans). If the Borrower fails to so reimburse the L/C such Letter of Credit Issuer by such time, the L/C Issuer shall promptly notify the Administrative Agent thereof, and upon receipt of such notice, the then Administrative Agent shall promptly notify each Lender of the Honor Date, the amount of the unreimbursed drawing (expressed in Dollars in the amount of the Dollar Equivalent thereof in the case of a Letter of Credit denominated in an Alternative L/C Currency) and any interest thereon (the “Unreimbursed Amount”), and the amount of such Lender’s Applicable Percentage Commitment Ratio thereof. In such event, the Borrower shall be deemed to have requested a Borrowing an Advance consisting of Base Eurodollar Rate Loans to be disbursed on the Honor Date in an amount equal to the Unreimbursed Amount, without regard to the minimum and multiples specified in Section 2.02 for the principal amount of Base Rate Loans2.2, but subject to the conditions set forth in Section 5.02 4.2 (other than the delivery of a Loan Notice) and provided that, after giving effect to such Borrowing, the Total Revolving Outstandings shall not exceed the Aggregate Revolving CommitmentsRequest for Advance). Any notice given by the L/C a Letter of Credit Issuer or the Administrative Agent pursuant to this Section 2.03(c)(i2.4(c)(i) may be given by telephone if immediately confirmed in writing; provided that the lack of such an immediate confirmation shall not affect the conclusiveness or binding effect of such notice.

Drawings and Reimbursements; Funding of Participations. (i) Upon receipt from the beneficiary of any Letter of Credit of any notice of a drawing under such Letter of Credit, the applicable L/C Issuer shall notify the Borrower Borrowing Agent (for itself and the applicable Borrower) and the Administrative Agent thereof. In the case of any such reimbursement of a drawing under a Letter of Credit denominated in an Alternative L/C Currency, the L/C Issuer shall notify the Borrower of the Dollar Equivalent of the amount of the drawing promptly following the determination thereof. Not later than 11:00 a.m. 2:00 p.m. on the date of any payment by the an L/C Issuer under a Letter of Credit (each such date, an “Honor Date”), the applicable Borrower shall reimburse the such L/C Issuer directly in Dollars and in an amount equal to the Dollar Equivalent of the amount of such drawing; provided, however, that WFS Europe and WFS Singapore shall have no reimbursement obligations in connection with Letters of Credit issued solely for the account of WFS or any Domestic Subsidiary. If the applicable Borrower fails to so reimburse the applicable L/C Issuer by such time, the such L/C Issuer shall promptly notify the Administrative Agent thereof, and upon receipt of such notice, the Administrative Agent shall promptly thereafter notify each Lender of the Honor Date, the amount of the unreimbursed drawing (expressed in Dollars in the amount of the Dollar Equivalent thereof in the case of a Letter of Credit denominated in an Alternative L/C Currency) (the “Unreimbursed Amount”), and the amount of such Lender’s Applicable Percentage thereof. In such event, the Borrower Borrowing Agent shall be deemed to have requested on behalf of such applicable Borrower a Revolving Borrowing of Base Rate Loans to be disbursed on the Honor Date in an amount equal to the Unreimbursed Amount, without regard to the minimum and multiples specified in Section 2.02 for the principal amount of Base Rate Loans, but subject to the amount of the unutilized portion of the Aggregate Commitments and the conditions set forth in Section 5.02 4.02 (other than the delivery of a Revolving Loan Notice) and provided that, after giving effect to such Borrowing, the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments). Any notice given by the an L/C Issuer or the Administrative Agent pursuant to this Section 2.03(c)(i) may be given by telephone if immediately confirmed in writing; provided that the lack of such an immediate confirmation shall not affect the conclusiveness or binding effect of such notice.

Drawings and Reimbursements; Funding of Participations. (i) Upon receipt from the beneficiary of any Letter of Credit of any complaint notice of a drawing under such Letter of Credit, the relevant L/C Issuer shall notify promptly the Borrower and the Revolver Administrative Agent thereof. In the case of any such reimbursement of a drawing under a Letter of Credit denominated in an Alternative L/C Currency, the L/C Issuer shall notify the Borrower of the Dollar Equivalent of the amount of the drawing promptly following the determination thereof. Not later than 11:00 a.m. 3:00 p.m. on the date of Business Day immediately following any payment by the an L/C Issuer under a Letter of Credit with notice to the Borrower (each such date, an “Honor Date”), the Borrower shall reimburse the reimburse, such L/C Issuer through the Revolver Administrative Agent (or directly in Dollars and to such L/C Issuer with a written notice to the Revolver Administrative Agent) in an amount equal to the Dollar Equivalent of the amount of such drawingdrawing in Dollars. If the Borrower fails to so reimburse the such L/C Issuer by such time, the L/C Issuer shall promptly notify the Revolver Administrative Agent thereof, and upon receipt of such notice, the Revolver Administrative Agent shall promptly notify each Revolving Credit Lender of the Honor Date, the amount of the unreimbursed drawing (expressed in Dollars in the amount of the Dollar Equivalent thereof in the case of a Letter of Credit denominated in an Alternative L/C Currency) (the “Unreimbursed Amount”), and the amount of such Revolving Credit Lender’s Applicable Percentage Pro Rata Share thereof. In such event, the Borrower shall be deemed to have requested a Revolving Credit Borrowing of Base Rate Loans to be disbursed on the Honor Date in an amount equal to the Unreimbursed Amount, without regard to the minimum and multiples specified in Section 2.02 for the principal amount of Base Rate Loans, Loans but subject to the amount of the unutilized portion of the Revolving Credit Commitments of the Revolving Credit Lenders and the conditions set forth in Section 5.02 4.02 (other than the delivery of a Committed Loan Notice) and provided that, after giving effect ). The Borrower’s failure to such Borrowing, the Total Revolving Outstandings reimburse an L/C Issuer shall not exceed the Aggregate Revolving Commitmentsconstitute a Default so long as such L/C Issuer is repaid with proceeds of Loans as provided in this Section 2.01(c). Any notice given by the an L/C Issuer or the Revolver Administrative Agent pursuant to this Section 2.03(c)(i) may be given by telephone if immediately confirmed in writing; provided provided, that the lack of such an immediate confirmation shall not affect the conclusiveness or binding effect of such notice.

Drawings and Reimbursements; Funding of Participations. (i) Upon receipt from the beneficiary of any Letter of Credit of any notice of drawing under such any Letter of Credit, the L/C Issuer shall notify the Borrower and the Administrative Agent thereof. In of the case of any such reimbursement of a drawing under a Letter of Credit denominated in an Alternative L/C Currency, amount to be paid by the L/C Issuer as a result of such drawing and the date on which payment is to be made by the L/C Issuer to the beneficiary of such Letter of Credit in respect of such drawing; provided, however, that in the case of Commercial Letters of Credit, subsequent notification by routine methods shall notify the Borrower of the Dollar Equivalent of the amount of the drawing promptly following the determination thereofbe deemed sufficient notice. Not later than 11:00 a.m. a.m., on the date of any payment by the L/C Issuer under a Letter of Credit (each such datedate of payment, an “Honor Date”), the Borrower shall reimburse the L/C Issuer directly in Dollars and through the Administrative Agent in an amount equal to the Dollar Equivalent of the amount of such drawing, which may be effected through the debiting of one or more deposit accounts maintained with the Administrative Agent. If the Borrower fails to so reimburse the L/C Issuer by such time, the L/C Issuer shall promptly notify the Administrative Agent thereof, and upon receipt of such notice, the Administrative Agent shall promptly notify each Revolving Lender of the Honor Date, the amount of the unreimbursed drawing (expressed in Dollars in the amount of the Dollar Equivalent thereof in the case of a Letter of Credit denominated in an Alternative L/C Currency) (the “Unreimbursed Amount”), and the amount of such Revolving Lender’s Applicable Percentage thereofL/C Risk Participation with respect thereto. In such event, the Borrower shall be deemed to have requested a Revolving Loan Borrowing of Base Rate Loans to be disbursed on the Business Day following the Honor Date in an amount equal to the Unreimbursed Amount, without regard to the minimum and multiples specified in Section 2.02 2.01 for the principal amount of Base Rate Loans, but subject to the amount of the unutilized portion of the Total Revolving Loan Commitment and the conditions set forth in Section 5.02 3.02 (other than the delivery of a Notice of Loan Notice) and provided that, after giving effect to such Borrowing, the Total Borrowing for Revolving Outstandings shall not exceed the Aggregate Revolving CommitmentsLoans). Any notice given by the L/C Issuer or the Administrative Agent pursuant to this Section 2.03(c)(i2.02(c)(i) may be given by telephone if immediately confirmed in writing; provided provided, that the lack of such an immediate confirmation shall not affect the conclusiveness or binding effect of such notice.

Drawings and Reimbursements; Funding of Participations. (i) Upon receipt from the beneficiary of any Letter of Credit of any notice of a drawing under such Letter of Credit, the L/C Issuer shall notify the Borrower and the Administrative Agent thereof. In Not later than (1) 1:00 p.m., Local Time, on the case of any such reimbursement of a drawing under a Letter of Credit denominated in an Alternative L/C Currency, date that the L/C Issuer shall notify provides notice to the Borrower of the Dollar Equivalent of the amount of the drawing promptly following the determination thereof. Not later than 11:00 a.m. on the date of any payment by the L/C Issuer under a Letter of Credit denominated in Dollars (if such notice is provided by 10:00 a.m., Local Time, on such date) or (2) 11:00 a.m., Local Time, on the next succeeding Business Day (if such notice is provided after 10:00 a.m., Local Time, on the date such notice is given) (each such applicable date, an “Honor Date”), the Borrower shall reimburse the L/C Issuer directly in Dollars (and the L/C Issuer shall promptly notify the Administrative Agent of any failure by the Borrower to so reimburse the L/C Issuer by such time) in an amount equal to the Dollar Equivalent of the amount of such drawingdrawing and in the applicable currency. If the Borrower fails to so reimburse the L/C Issuer by such time, the L/C Issuer shall promptly notify the Administrative Agent thereof, and upon receipt of such notice, the Administrative Agent shall promptly notify each Revolving Facility Lender of the Honor Date, the amount of the unreimbursed drawing (expressed in Dollars in the amount of the Dollar Equivalent thereof in the case of a Letter of Credit denominated in an Alternative L/C Currency) (the “Unreimbursed Amount”), and the amount of such Lender’s Applicable Revolving Facility Percentage thereof. In such event, the Borrower shall be deemed to have requested a Borrowing of Base Rate ABR Revolving Loans to be disbursed on the Honor Date in an amount equal to the Unreimbursed Amount, without regard to the minimum and multiples specified in Section 2.02 for the principal amount of Base Rate LoansBorrowing Minimums or Borrowing Multiples, but subject to the amount of the unutilized portion of the Revolving Facility Commitments and the conditions set forth in Section 5.02 4.01 (other than the delivery of a Loan Notice) and provided that, after giving effect to such Borrowing, the Total Revolving Outstandings shall not exceed the Aggregate Revolving CommitmentsBorrowing Request). Any notice given by the L/C Issuer or the Administrative Agent pursuant to this Section 2.03(c)(i2.05(c)(i) may be given by telephone if immediately confirmed in writing; provided that the lack of such an immediate confirmation shall not affect the conclusiveness or binding effect of such notice.

Drawings and Reimbursements; Funding of Participations. (i) Upon receipt from the beneficiary of any Letter of Credit of any notice of a drawing under such Letter of Credit, the L/C Issuer shall notify the Borrower Company and the Administrative Agent thereof. In the case of a Letter of Credit denominated in an Alternative Currency, the Company shall reimburse the L/C Issuer in such Alternative Currency, unless the Company shall have notified the L/C Issuer promptly following receipt of the notice of drawing that the Company will reimburse the L/C Issuer in Dollars. In the case of any such reimbursement in Dollars of a drawing under a Letter of Credit denominated in an Alternative L/C Currency, the L/C Issuer shall notify the Borrower Company of the Dollar Equivalent of the amount of the drawing promptly following the determination thereof. Not later than 11:00 a.m. 3:00 p.m. on the date of any payment by the L/C Issuer under a Letter of Credit to be reimbursed in Dollars if the L/C Issuer delivers notice of such payment by 11:00 a.m. on such date (or, if notice of such payment by the L/C Issuer is made after 11:00 a.m., not later than 10:00 a.m. on the succeeding Business Day), or the Applicable Time on the date of any payment by the L/C Issuer (or the next succeeding Business Day, as the case may be) under a Letter of Credit to be reimbursed in an Alternative Currency (each such date, an “Honor Date”), the Borrower Company shall reimburse the L/C Issuer directly in Dollars and through the Administrative Agent in an amount equal to the Dollar Equivalent of the amount of such drawingdrawing and in the applicable currency. If the Borrower Company fails to so reimburse the L/C Issuer by such time, the L/C Issuer shall promptly notify the Administrative Agent thereof, and upon receipt of such notice, the Administrative Agent shall promptly notify each Lender of the Honor Date, the amount of the unreimbursed drawing (expressed in Dollars in the amount of the Dollar Equivalent thereof in the case of a Letter of Credit denominated in an Alternative L/C Currency) (the “Unreimbursed Amount”), and the amount of such Lender’s Applicable Percentage thereof. In such event, the Borrower Company shall be deemed to have requested a Committed Borrowing of Base Rate Loans to be disbursed on the Honor Date in an amount equal to the Unreimbursed Amount, without regard to the minimum and multiples specified in Section 2.02 for the principal amount of Base Rate Loans, but subject to the amount of the unutilized portion of the Aggregate Commitments and the conditions set forth in Section 5.02 (other than the delivery of a Committed Loan Notice) and provided that, after giving effect to such Borrowing, the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments). Any notice given by the L/C Issuer or the Administrative Agent pursuant to this Section 2.03(c)(i) may be given by telephone if immediately confirmed in writing; provided that the lack of such an immediate confirmation shall not affect the conclusiveness or binding effect of such notice.

Drawings and Reimbursements; Funding of Participations. (i) Upon receipt from the beneficiary of any Letter of Credit of any notice of a drawing under such Letter of Credit, the L/C Issuer shall notify the Revolving Borrower and the Administrative Agent thereof. In of (A) the case receipt of any such reimbursement of a drawing under a Letter of Credit denominated in an Alternative L/C Currencynotice, (B) the date on which the L/C Issuer shall notify the Borrower expects to make a payment under such Letter of the Dollar Equivalent of Credit and (C) the amount of the drawing promptly following the determination thereofsuch drawing. Not later than 11:00 a.m. on the date of any payment by the L/C Issuer under a Letter of Credit (each such date, an “"Honor Date”"), the Revolving Borrower shall reimburse the L/C Issuer directly in Dollars and ---------- through the Administrative Agent in an amount equal to the Dollar Equivalent of the amount of such drawing. If the Revolving Borrower fails to so reimburse the L/C Issuer by such time, the L/C Issuer shall promptly notify the Administrative Agent thereof, and upon receipt of such notice, the Administrative Agent shall promptly notify each Lender of the Honor Date, the amount of the unreimbursed drawing (expressed in Dollars in the amount of the Dollar Equivalent thereof in the case of a Letter of Credit denominated in an Alternative L/C Currency) (the “"Unreimbursed Amount”"), and the amount of such Lender’s 's --------------------- Applicable Percentage thereof. In such event, the Revolving Borrower shall be deemed to have requested a Committed Borrowing of Base Rate Loans to be disbursed on the Honor Date in an amount equal to the Unreimbursed Amount, without regard to the minimum and multiples specified in Section 2.02 for the principal amount of Base Rate Loans, ------------ but subject to the amount of the unutilized portion of the Aggregate Commitments and the conditions set forth in Section 5.02 4.02 (other than ------------ the delivery of a Committed Loan Notice) and provided that, after giving effect to such Borrowing, the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments). Any notice given by the L/C Issuer or the Administrative Agent pursuant to this Section 2.03(c)(i) ------------------ may be given by telephone if immediately confirmed in writing; provided that the lack of such an immediate confirmation shall not -------- affect the conclusiveness or binding effect of such notice.

Drawings and Reimbursements; Funding of Participations. (i) Upon receipt from the beneficiary of any Letter of Credit of any notice of a drawing under such Letter of Credit, the affected L/C Issuer shall notify the Borrower and the Administrative Agent thereof. In the case of any such reimbursement of a drawing under a Letter of Credit denominated in an Alternative L/C Currency, the L/C Issuer shall notify the Borrower of the Dollar Equivalent of the amount of the drawing promptly following the determination thereof. Not later than 11:00 a.m. on the date of any payment by the affected L/C Issuer under a Letter of Credit (each such date, an “Honor Date”), the Borrower shall reimburse the such L/C Issuer directly (in Dollars and accordance with the terms of such L/C Issuer’s Letter of Credit documentation) in an amount equal to the Dollar Equivalent of the amount of such drawing. If the Borrower fails to so reimburse the such L/C Issuer by such time, the such L/C Issuer shall promptly notify the Administrative Agent thereofof the Honor Date, the amount of the unreimbursed drawing (the “Unreimbursed Amount”), and upon receipt of such notice, the Administrative Agent shall promptly notify each Lender of the Honor Date, the amount of the unreimbursed drawing (expressed in Dollars in the amount of the Dollar Equivalent thereof in the case of a Letter of Credit denominated in an Alternative L/C Currency) (the “Unreimbursed Amount”), and the amount of such Lender’s Applicable Percentage thereof. Bank of America/BJ’s Restaurants, Inc./Amended and Restated Credit Agreement (9-3-14.3) In such event, the Borrower shall be deemed to have requested a Committed Borrowing of Base Rate Loans to be disbursed on the Honor Date in an amount equal to the Unreimbursed Amount, without regard to the minimum and multiples specified in Section 2.02 for the principal amount of Base Rate Loans, but subject to the amount of the unutilized portion of the Aggregate Commitments and the conditions set forth in Section 5.02 4.02 (other than the delivery of a Committed Loan Notice) and provided that, after giving effect to such Borrowing, the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments). Any notice given by the an L/C Issuer or the Administrative Agent pursuant to this Section 2.03(c)(i) may be given by telephone if immediately confirmed in writing; provided that the lack of such an immediate confirmation shall not affect the conclusiveness or binding effect of such notice.

Drawings and Reimbursements; Funding of Participations. (i) Upon receipt from the beneficiary of any Letter of Credit of any notice of a drawing under such Letter of Credit, the L/C Issuer shall notify the Borrower and the Administrative Agent thereof. In the case of any such reimbursement of a drawing under a Letter of Credit denominated in an Alternative L/C Currency, the L/C Issuer shall notify the Borrower of the Dollar Equivalent of the amount of the drawing promptly following the determination thereof. Not later than 11:00 a.m. on the date of any payment by the L/C Issuer under a Letter of Credit (each such date, an “Honor Date”), the The Borrower shall reimburse the L/C Issuer directly in Dollars and in through the Administrative Agent by paying an amount equal to the Dollar Equivalent of the amount of any drawing under a Letter of Credit not later than (i) if the Borrower shall have received notice of such drawingdrawing prior to 10:00 a.m. on any Business Day, then 2:00 p.m. on such Business Day or (ii) otherwise, 11:00 a.m. on the Business Day immediately following the day that the Borrower receives such notice (each such date for reimbursement, a “Reimbursement Date”). If the Borrower fails to so reimburse the L/C Issuer by such time, the L/C Issuer shall promptly notify the Administrative Agent thereof, and upon receipt of such notice, the Administrative Agent shall promptly notify each Revolving Lender of the Honor Reimbursement Date, the amount of the unreimbursed drawing (expressed in Dollars in the amount of the Dollar Equivalent thereof in the case of a Letter of Credit denominated in an Alternative L/C Currency) (the “Unreimbursed Amount”), and the amount of such Revolving Lender’s Applicable Percentage Pro Rata Share thereof. In such event, the Borrower shall be deemed to have requested a Committed Borrowing of Base Rate Loans to be disbursed on the Honor Reimbursement Date in an amount equal to the Unreimbursed Amount, without regard to the minimum and multiples specified in Section 2.02 for the principal amount of Base Rate Loans, but subject to the amount of the unutilized portion of the Aggregate Revolving Commitments and the conditions set forth in Section 5.02 4.03 (other than the delivery of a Loan Notice) and provided that, after giving effect to such Borrowing, the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments). Any notice given by the L/C Issuer or the Administrative Agent pursuant to this Section 2.03(c)(i) may be given by telephone if immediately confirmed in writing; provided that the lack of such an immediate confirmation shall not affect the conclusiveness or binding effect of such notice.

Drawings and Reimbursements; Funding of Participations. (i) Upon receipt from the beneficiary of any Letter of Credit of any notice of a drawing under such Letter of Credit, the L/C Issuer shall notify the Borrower and the Administrative Agent thereof. In the case of any such reimbursement of a drawing under a Letter of Credit denominated in an Alternative L/C Currency, the L/C Issuer shall notify the Borrower of the Dollar Equivalent of the amount of the drawing promptly following the determination thereof. Not later than 11:00 a.m. on the date of any payment by the L/C Issuer under a Letter of Credit (each such date, an “Honor Date”), the The Borrower shall reimburse the L/C Issuer directly in Dollars and through the Administrative Agent in an amount equal to the Dollar Equivalent of the amount of such drawing (A) within one Business Day of the date of such drawing, if the L/C Issuer provides notice to the Borrower of such drawing prior to 11:00 a.m. (New York City time) on such next succeeding Business Day after the date of such drawing or (B) if such notice is received after such time, on the next Business Day following the date of receipt of such notice (each such required date for reimbursement under clause (A) or (B), as applicable, an "Honor Date"). If the Borrower fails to so reimburse the L/C Issuer by such time, the L/C Issuer shall promptly notify the Administrative Agent thereof, and upon receipt of such notice, the Administrative Agent shall promptly notify each Revolving Credit Lender of the Honor Date, the amount of the unreimbursed drawing (expressed in Dollars in the amount of the Dollar Equivalent thereof in the case of a Letter of Credit denominated in an Alternative L/C Currency) (the “"Unreimbursed Amount”"), and the amount of such Revolving Credit Lender’s 's Applicable Revolving Credit Percentage thereof. In such event, the Borrower shall be deemed to have requested a Revolving Credit Borrowing of Base Rate Loans to be disbursed on the Honor Date in an amount equal to the Unreimbursed Amount, without regard to the minimum and multiples specified in Section 2.02 for the principal amount of Base Rate Loans, but subject to the amount of the unutilized portion of the Revolving Credit Commitments and the conditions set forth in Section 5.02 4.02 (other than the delivery of a Committed Loan Notice) and provided that, after giving effect to such Borrowing, the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments). Any notice given by the L/C Issuer or the Administrative Agent pursuant to this Section 2.03(c)(i) may be given by telephone if immediately confirmed in writing; provided that the lack of such an immediate confirmation shall not affect the conclusiveness or binding effect of such notice.

Drawings and Reimbursements; Funding of Participations. (i) Upon receipt from the beneficiary of any Letter of Credit of any notice of a drawing under such Letter of Credit, the L/C Issuer shall notify promptly the Borrower and the Administrative Agent thereof. In Not later than 1:00 P.M. (x) on the case first Business Day following receipt by the Borrower of any such reimbursement notice of a drawing under a Letter of Credit denominated in an Alternative L/C Currency, the L/C Issuer shall notify if such notice is received prior to 10:00 a.m. or (ii) two Business Days following receipt by the Borrower of notice of a drawing if such notice is not received prior to the Dollar Equivalent of the amount of the drawing promptly following the determination thereof. Not later than 11:00 a.m. on the date of any payment by the L/C Issuer under a Letter of Credit specified time in clause (x) (each such date, an “Honor Date”), the Borrower shall reimburse the L/C Issuer directly in Dollars and through the Administrative Agent in an amount equal to the Dollar Equivalent of the amount of such drawing; provided that if such reimbursement is not made on the date of drawing, the Borrower shall pay interest to the L/C Issuer on such amount at the rate applicable to Base Rate Loans under the applicable Revolving Credit Commitments (without duplication of interest payable on L/C Borrowings). If the Borrower fails to so reimburse the L/C Issuer by such time, the L/C Issuer shall promptly notify the Administrative Agent thereof, and upon receipt of such notice, the Administrative Agent shall promptly notify each Appropriate Lender of the Honor Date, the amount of the unreimbursed drawing (expressed in Dollars in the amount of the Dollar Equivalent thereof in the case of a Letter of Credit denominated in an Alternative L/C Currency) (the “Unreimbursed Amount”), and the amount of such Appropriate Lender’s Applicable Percentage Pro Rata Share or other applicable share provided for under this Agreement thereof. In such event, the Borrower shall be deemed to have requested a Revolving Credit Borrowing of Base Rate Loans under the Revolving Credit Commitments to be disbursed on the Honor Date in an amount equal to the Unreimbursed Amount, without regard to the minimum and multiples specified in Section 2.02 for the principal amount of Base Rate Loans, Loans but subject to the amount of the unutilized portion of the Revolving Credit Commitments of the Appropriate Lenders and the conditions set forth in Section 5.02 4.02 (other than the delivery of a Committed Loan Notice) and provided that, after giving effect to such Borrowing, the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments). Any notice given by the L/C Issuer or the Administrative Agent pursuant to this Section 2.03(c)(i) may be given by telephone if immediately confirmed in writing; provided that the lack of such an immediate confirmation shall not affect the conclusiveness or binding effect of such notice.. CHAR1\1970297v6

Drawings and Reimbursements; Funding of Participations. (i) Upon receipt from the beneficiary of any Letter of Credit of any notice of a drawing under such Letter of Credit, the L/C Issuer applicable Issuing Bank shall notify the Borrower Company and the Administrative Agent thereof. In the case of any such reimbursement of a drawing under a Letter of Credit denominated in an Alternative L/C Currency, the L/C Issuer shall notify the Borrower of the Dollar Equivalent of the amount of the drawing promptly following the determination thereof. Not later than 11:00 a.m. on the date of any payment by the L/C Issuer applicable Issuing Bank under a Letter of Credit (each such date, an “Honor Date”), the Borrower Company shall reimburse such Issuing Bank through the L/C Issuer directly in Dollars and Administrative Agent in an amount equal to the amount of such drawing; provided, however, that in the case of a Letter of Credit denominated in an Alternative Currency, the Company shall reimburse such Issuing Bank in Dollars, and such Issuing Bank shall notify the Company of the Dollar Equivalent of the amount of such drawingthe drawing promptly following the determination thereof. If the Borrower Company fails to so reimburse the L/C Issuer applicable Issuing Bank by such time, the L/C Issuer shall promptly notify the Administrative Agent thereof, and upon receipt of such notice, the Administrative Agent shall promptly notify each Lender of the Honor Date, the amount of the unreimbursed drawing (expressed in Dollars in the amount of the Dollar Equivalent thereof in the case of a Letter of Credit denominated in an Alternative L/C Currency) (the “Unreimbursed Amount”), and the amount of such LenderLexxxx’s Applicable Percentage Commitment Ratio thereof. In such event, the Borrower Company shall be deemed to have requested a Borrowing an Advance of Base Rate Loans Advances to be disbursed on the Honor Date in an amount equal to the Unreimbursed Amount, without regard to the minimum and multiples specified in Section 2.02 for the principal amount of Base Rate LoansAdvances, but subject to the amount of the Available Revolving Loan Commitments and the conditions set forth in Section 5.02 3.3 (other than the delivery of a Loan Notice) and provided that, after giving effect to such Borrowing, the Total Revolving Outstandings shall not exceed the Aggregate Revolving CommitmentsRequest for Advance). Any notice given by the L/C Issuer an Issuing Bank or the Administrative Agent pursuant to this Section 2.03(c)(i2.13(c)(i) may be given by telephone if immediately confirmed in writing; provided that the lack of such an immediate confirmation shall not affect the conclusiveness or binding effect of such notice.

Drawings and Reimbursements; Funding of Participations. (i) Upon receipt from the beneficiary of any Letter of Credit of any notice of a drawing under such Letter of Credit, the applicable L/C Issuer shall notify the Borrower and the Administrative Agent thereof. In thereof and of the case of any such reimbursement of a drawing under a Letter of Credit denominated in an Alternative L/C Currency, date that the L/C Issuer shall notify is to make payment under the Borrower applicable Letter of Credit (such payment date, the Dollar Equivalent of the amount of the drawing promptly following the determination thereof"Honor Date"). Not later than 11:00 12:00 noon on the Honor Date (if the Borrower has received notice of such drawing prior to 10:00 a.m. on the date of any payment by the L/C Issuer under a Letter of Credit (each such date, an “Honor Date”), the Borrower shall reimburse the applicable L/C Issuer directly in Dollars and through the Administrative Agent in an amount equal to the Dollar Equivalent of the amount of such drawing; provided, however, if such notice has not been received by the Borrower prior to 10:00 a.m. on the Honor Date, the Borrower shall so reimburse the applicable L/C Issuer through the Administrative Agent not later than 12:00 noon on the Business Day immediately following the day that the Borrower receives such notice. If the Borrower fails to so reimburse the applicable L/C Issuer by such time, the L/C Issuer shall promptly notify the Administrative Agent thereof, and upon receipt of such notice, the Administrative Agent shall promptly notify each Lender of the Honor Date, the amount of the unreimbursed drawing (expressed in Dollars in the amount of the Dollar Equivalent thereof in the case of a Letter of Credit denominated in an Alternative L/C Currency) (the “"Unreimbursed Amount”"), and the amount of such Lender’s 's Applicable Percentage thereof. In such event, the Borrower shall be deemed to have requested a Borrowing of Base Rate Revolving Loans to be disbursed on the Honor Date in an amount equal to the Unreimbursed Amount, without regard to the minimum and multiples specified in Section 2.02 for the principal amount of Base Rate Committed Loans, but subject to the amount of the unutilized portion of the Aggregate Revolving Commitments and the conditions set forth in Section 5.02 (other than the delivery of a Committed Loan Notice) and provided that, after giving effect to such Borrowing, the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments). Any notice given by the applicable L/C Issuer or the Administrative Agent pursuant to this Section 2.03(c)(i) may be given by telephone if immediately confirmed in writing; provided that the lack of such an immediate confirmation shall not affect the conclusiveness or binding effect of such notice.

Drawings and Reimbursements; Funding of Participations. (i) Upon receipt from the beneficiary of any Letter of Credit of any notice of a drawing under such Letter of Credit, the relevant L/C Issuer shall notify promptly the Borrower and the Administrative Agent thereof. In On the case of any such reimbursement of a drawing under a Letter of Credit denominated in an Alternative L/C Currency, the L/C Issuer shall notify Business Day on which the Borrower of the Dollar Equivalent of the amount of the drawing promptly following the determination thereof. Not later than 11:00 a.m. on the date shall have received notice of any payment by the an L/C Issuer under a Letter of Credit (or, if the Borrower shall have received such notice later than 12:00 noon on any Business Day, on the immediately following Business Day) (each such date, an “Honor Date”), the Borrower shall reimburse the such L/C Issuer directly in Dollars and through the Administrative Agent in an amount equal to the Dollar Equivalent of the amount of such drawingdrawing in the currency in which such Letter of Credit was issued. If the Borrower fails to so reimburse the such L/C Issuer by such time, the L/C Issuer shall promptly notify the Administrative Agent thereof, and upon receipt of such notice, the Administrative Agent shall promptly notify each Appropriate Lender of the Honor Date, the amount of the unreimbursed drawing (expressed in Dollars in the amount of the Dollar Equivalent thereof in the case of a Letter of Credit denominated in an Alternative L/C Currency) (the “Unreimbursed Amount”), ) and the amount of such Appropriate Lender’s Applicable Percentage Pro Rata Share thereof. In such event, the Borrower shall be deemed to have requested a Revolving Credit Borrowing of Base Rate Loans to be disbursed on the Honor Date in an amount equal to the Unreimbursed Amount, without regard to the minimum and multiples specified in Section 2.02 for the principal amount of Base Rate LoansLoans but subject to the amount of the unutilized portion of the Revolving Credit Commitments of the Appropriate Lenders, but and subject to the conditions set forth in Section 5.02 4.02 (other than the delivery of a Committed Loan Notice) and provided that, after giving effect to such Borrowing, the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments). Any notice given by the an L/C Issuer or the Administrative Agent pursuant to this Section 2.03(c)(i) may be given by telephone if immediately confirmed in writing; provided that provided, that, the lack of such an immediate confirmation shall not affect the conclusiveness or binding effect of such notice.

Drawings and Reimbursements; Funding of Participations. (i) Upon receipt from the beneficiary of any Letter of Credit of any notice of drawing under such Letter of Credit, the L/C Issuer shall notify the Borrower Company and the Administrative Agent thereof. In the case of a Letter of Credit denominated in an Alternative Currency, the Company shall reimburse the L/C Issuer in such Alternative Currency, unless (A) the L/C Issuer (at its option) shall have specified in such notice that it will require reimbursement in Dollars, or (B) in the absence of any such requirement for reimbursement in Dollars, the Company shall have notified the L/C Issuer promptly following receipt of the notice of drawing that the Company will reimburse the L/C Issuer in Dollars. In the case of any such reimbursement in Dollars of a drawing under a Letter of Credit denominated in an Alternative L/C Currency, the L/C Issuer shall notify the Borrower Company of the Dollar Equivalent of the amount of the drawing promptly following the determination thereof. Not later than 11:00 a.m. (i) 12:00 p.m. on the date of any payment by the L/C Issuer under a Letter of Credit to be reimbursed in Dollars, if the L/C Issuer delivers notice of such payment by 10:00 a.m. on such day, or, if notice of any such payment is made after 10:00 a.m., not later than 10:00 a.m. the next succeeding Business Day, or (ii) the Applicable Time on the date of any payment by the L/C Issuer under a Letter of Credit to be reimbursed in an Alternative Currency if the L/C Issuer delivers notice of such payment two hours prior to the Applicable Time on such day, or, if notice of any such payment is made later than two hours prior to the Applicable Time, not later than 10:00 a.m. the next succeeding Business Day (each such date, an “Honor Date”), the Borrower Company shall reimburse the L/C Issuer directly in Dollars and through the Administrative Agent in an amount equal to the Dollar Equivalent of the amount of such drawingdrawing and in the applicable currency. If the Borrower Company fails to so reimburse the L/C Issuer by such time, the L/C Issuer shall promptly notify the Administrative Agent thereof, and upon receipt of such notice, the Administrative Agent shall promptly notify each Lender of the Honor Date, the amount of the unreimbursed drawing (expressed in Dollars in the amount of the Dollar Equivalent thereof in the case of a Letter of Credit denominated in an Alternative L/C Currency) (the “Unreimbursed Amount”), and the amount of such LenderXxxxxx’s Applicable Percentage Pro Rata Share thereof. In such event, the Borrower Company shall be deemed to have requested a Borrowing of Base Rate Loans to be disbursed on the Honor Date in an amount equal to the Unreimbursed Amount, without regard to the minimum and multiples specified in Section 2.02 for the principal amount of Base Rate Loans, but subject to the amount of the unutilized portion of the Aggregate Revolving Commitments and the conditions set forth in Section 5.02 (other than the delivery of a Loan Notice) and provided that, after giving effect to such Borrowing, the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments). Any notice given by the L/C Issuer or the Administrative Agent pursuant to this Section 2.03(c)(i) may be given by telephone if immediately confirmed in writing; provided that the lack of such an immediate confirmation shall not affect the conclusiveness or binding effect of such notice.

Drawings and Reimbursements; Funding of Participations. (i) (i) Upon receipt from the beneficiary of any Letter of Credit of any notice of a drawing under such Letter of Credit, the relevant L/C Issuer shall notify promptly the Borrower and the Administrative Agent thereof. In the case of any such reimbursement of a drawing under a Letter of Credit denominated in an Alternative L/C Currency, the L/C Issuer shall notify the Borrower of the Dollar Equivalent of the amount of the drawing promptly following the determination thereof. Not later than 11:00 a.m. 2:00 p.m. (New York City time) on the date of Business Day immediately following any payment by the an L/C Issuer under a Letter of Credit with notice to the Borrower (each such date, an “Honor Date”), the Borrower shall reimburse the such L/C Issuer directly in Dollars and through the Administrative Agent in an amount equal to the Dollar Equivalent amount of such drawing in Dollars. The L/C Issuer shall notify the Borrower of the amount of such drawingthe drawing promptly following the determination or revaluation thereof. If the Borrower fails to so reimburse the such L/C Issuer by such time, the L/C Issuer shall promptly notify the Administrative Agent thereof, and upon receipt of such notice, the Administrative Agent shall promptly notify each Appropriate Lender of the Honor Date, the amount of the unreimbursed drawing (expressed in Dollars in the amount of the Dollar Equivalent thereof in the case of a Letter of Credit denominated in an Alternative L/C Currency) (the “Unreimbursed Amount”), and the amount of such Appropriate Lender’s Applicable Percentage Pro Rata Share thereof. In such event, the Borrower shall be deemed to have requested a Revolving Credit Borrowing of Base Rate Loans to be disbursed on the Honor Date in an amount equal to the Unreimbursed Amount, without regard to the minimum and multiples specified in Section 2.02 for the principal amount of Base Rate Loans, Loans but subject to the amount of the unutilized portion of the Revolving Credit Commitments of the Appropriate Lenders and the conditions set forth in Section 5.02 4.01 (other than the delivery of a Committed Loan Notice) and provided that, after giving effect to such Borrowing, the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments). Any notice given by the an L/C Issuer or the Administrative Agent pursuant to this Section 2.03(c)(i) may be given by telephone if immediately confirmed in writing; provided that the lack of such an immediate confirmation shall not affect the conclusiveness or binding effect of such notice.

Drawings and Reimbursements; Funding of Participations. (i) Upon receipt from the beneficiary of any Letter of Credit of any notice of a drawing under such Letter of Credit, the L/C Issuer shall notify the Lead Borrower and the Administrative Agent thereof. In ; provided, however, that any failure to give or delay in giving such notice shall not relieve the case Borrowers of any such reimbursement of a drawing under a Letter of Credit denominated in an Alternative L/C Currency, their obligation to reimburse the L/C Issuer shall notify and the Borrower of the Dollar Equivalent of the amount of the drawing promptly following the determination thereofRevolving Lenders with respect to any such payment. Not later than 11:00 a.m. on the date of any payment by the L/C Issuer under a Letter of Credit (each such date, an “Honor Date”), the Borrower Borrowers shall reimburse the L/C Issuer directly in Dollars and through the Administrative Agent in an amount equal to the Dollar Equivalent of the amount of such drawing. If the Borrower fails Borrowers fail to so reimburse the L/C Issuer by such time, the L/C Issuer shall promptly notify the Administrative Agent thereof, and upon receipt of such notice, the Administrative Agent shall promptly notify each Revolving Lender of the Honor Date, the amount of the unreimbursed drawing (expressed in Dollars in the amount of the Dollar Equivalent thereof in the case of a Letter of Credit denominated in an Alternative L/C Currency) (the “Unreimbursed Amount”), and the amount of such Revolving Lender’s Revolving Applicable Percentage thereof. In such event, the Borrower Borrowers shall be deemed to have requested a Revolving Borrowing of Base Rate Loans to be disbursed on the Honor Date in an amount equal to the Unreimbursed Amount, without regard to the minimum and multiples specified in Section 2.02 for the principal amount of Base Rate Loans, but subject to the amount of the unutilized portion of the Aggregate Revolving Commitments and the conditions set forth in Section 5.02 4.02 (other than the delivery of a Revolving Loan Notice) and provided that, after giving effect to such Borrowing, the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments). Any notice given by the L/C Issuer or the Administrative Agent pursuant to this Section 2.03(c)(i) may be given by telephone if immediately confirmed in writing; provided that the lack of such an immediate confirmation shall not affect the conclusiveness or binding effect of such notice.

Drawings and Reimbursements; Funding of Participations. (i) Upon receipt from the beneficiary of any Dollar Letter of Credit of any notice of a drawing under such Dollar Letter of Credit, the L/C Issuer shall notify the U.S. Borrower and the Administrative Agent thereof. In the case of any such reimbursement of a drawing under a Letter of Credit denominated in an Alternative L/C Currency, If the L/C Issuer shall notify notifies the U.S. Borrower of the Dollar Equivalent of the amount of the drawing promptly following the determination thereof. Not later than such payment prior to 11:00 a.m. on the date of any payment by the L/C Issuer under a Dollar Letter of Credit (each such date, an “a "Dollar Honor Date”"), the U.S. Borrower shall reimburse the L/C Issuer directly in Dollars and through the Administrative Agent in an amount equal to the amount of such drawing on such Dollar Equivalent of Honor Date; provided, that if such notice is not provided to the U.S. Borrower prior to 11:00 a.m. on the Dollar Honor Date, then the U.S. Borrower shall reimburse the L/C Issuer through the Administrative Agent in an amount equal to the amount of such drawingdrawing on the next succeeding Business Day and such extension of time shall be reflected in computing fees in respect of any such Dollar Letter of Credit. If the U.S. Borrower fails to so reimburse the L/C Issuer by such time, the L/C Issuer shall promptly notify the Administrative Agent thereof, and upon receipt of such notice, the Administrative Agent shall promptly notify each Revolving Credit Lender of the Dollar Honor Date, the amount of the unreimbursed drawing (expressed in Dollars in the amount of the "Unreimbursed Dollar Equivalent thereof in the case of a Letter of Credit denominated in an Alternative L/C Currency) (the “Unreimbursed Amount”"), and the amount of such U.S. Revolving Credit Lender’s 's Applicable U.S. Revolving Credit Percentage thereof. In such event, the U.S. Borrower shall be deemed to have requested a U.S. Revolving Credit Borrowing of Base Rate Loans to be disbursed on the Dollar Honor Date in an amount equal to the Unreimbursed Amount, without regard to the minimum and multiples specified in Section 2.02 for the principal amount of Base Rate Loans, but subject to the amount of the unutilized portion of the U.S. Revolving Credit Commitments and the conditions set forth in Section 5.02 4.02 (other than the delivery of a Committed Loan Notice) and provided that, after giving effect to such Borrowing, the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments). Any notice given by the L/C Issuer or the Administrative Agent pursuant to this Section 2.03(c)(i) may be given by telephone if immediately confirmed in writing; provided that the lack of such an immediate confirmation shall not affect the conclusiveness or binding effect of such notice.

Drawings and Reimbursements; Funding of Participations. (i) Upon receipt from the beneficiary of any Letter of Credit of any notice of a drawing under such Letter of Credit, the applicable L/C Issuer shall notify the Borrower Representative (on behalf of the Borrowers) and the Administrative Agent thereof. In the case of any such reimbursement of a drawing under a Letter of Credit denominated in an Alternative L/C Currency, the Each L/C Issuer shall notify the Borrower Representative (on behalf of the Dollar Equivalent of the amount of the drawing promptly following the determination thereof. Not later than 11:00 a.m. Borrowers) on the date of any payment by the such L/C Issuer Issu- er under a Letter of Credit (each such date, an “Honor Date”), and the Borrower Borrowers shall reimburse the such L/C Issuer directly in Dollars and through the Administrative Agent in an amount equal to the Dollar Equivalent of the amount of such drawing. If drawing (and in the same currency in which such drawing was made) no later than on the next succeeding Business Day (and any reimbursement made on such next Business Day shall be taken into account in computing interest and fees in respect of any such Letter of Credit) after the Borrower fails Representative shall have received notice of such payment with interest on the amount so paid or disbursed by such L/C Issuer, to so reimburse the extent not reimbursed prior to 3:00 p.m. in the case of drawings in Dol- lars or 2:00 p.m. (London time) (or, if earlier, 9:00 a.m. New York city time) in the case of drawings in an Alterna- tive Currency, in each case, on the respective Honor Date, from and including the date paid or disbursed to but ex- cluding the date such L/C Issuer was reimbursed by the Borrowers therefor at a rate per annum equal to the Base Rate as in effect from time to time plus the Applicable Rate as in effect from time to time for Revolving Credit Loans that are maintained as Base Rate Loans. If the Borrowers fail to so reimburse such time, the L/C Issuer shall promptly notify the Administrative Agent thereof, and upon receipt of on such noticenext Business Day, the Administrative Agent shall promptly notify each Revolving Credit Lender of the applicable Tranche of the Honor Date, the amount of the unreimbursed drawing (expressed in Dollars in the amount of the Dollar Equivalent Amount thereof in the case of a Letter of Credit denominated in an Alternative L/C Currency) (the “Unreimbursed Amount”), and the amount of such Revolving Credit Lender’s Applicable Percentage Pro Rata Share thereof. In such event, (x) in the Borrower case of an Unreimbursed Amount denominated in Dollars, the Borrowers shall be deemed to have requested a Revolving Credit Borrowing of Base Rate Loans and (y) in the case of an Unreimbursed Amount denominated in an Alternative Currency, the Borrowers shall be deemed to have requested a Revolving Credit Borrowing of Eurocurrency Rate Loans, in each case, under the applicable Tranche and to be disbursed on the Honor Date such date in an amount equal to the Unreimbursed Amount, without regard to the minimum and multiples specified in Section 2.02 for the principal amount of Base Rate Loans or Eurocurrency Rate Loans, as the case may be, but subject to the amount of the unutilized portion of the Revolving Credit Commitments under the applicable Tranche and the conditions set forth in Section 5.02 4.02 (other than the delivery of a Committed Loan Notice) and provided that, after giving effect to such Borrowing, the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments). Any notice given by the an L/C Issuer or the Administrative Agent pursuant to this Section 2.03(c)(i2.03(d)(i) may be given by telephone if immediately promptly confirmed in writing; provided that the lack of such an immediate a prompt confirmation shall not affect the conclusiveness or binding effect of such notice.

Drawings and Reimbursements; Funding of Participations. (ia) Upon receipt from the beneficiary of any Letter of Credit of any notice of drawing under such Letter of Credit, the L/C Issuer relevant Issuing Bank that issued such Letter of Credit shall notify promptly the Borrower and the Administrative Agent thereof. In the case of any such reimbursement of a drawing under a Letter of Credit denominated in an Alternative L/C Currency, the L/C Issuer shall notify the Borrower of the Dollar Equivalent of the amount of the drawing promptly following the determination thereof. Not later than 11:00 a.m. Noon (New York City time) on the Business Day immediately following the date of any payment by the L/C Issuer any Issuing Bank under a Letter of Credit (each such date, an “"Honor Date”"), the Borrower shall reimburse such Issuing Bank through the L/C Issuer directly in Dollars and Administrative Agent in an amount equal to the Dollar Equivalent of the amount of such drawing. If the Borrower fails to so reimburse the L/C Issuer any Issuing Bank by such time, the L/C Issuer time (it being acknowledged and agreed that any such failure shall promptly notify the Administrative Agent thereof, and upon receipt of such noticenot be a Default hereunder), the Administrative Agent shall promptly notify each applicable Lender of the Honor Date, the amount of the unreimbursed drawing (expressed in Dollars in the amount of the Dollar Equivalent thereof in the case of a Letter of Credit denominated in an Alternative L/C Currency) (the “"Unreimbursed Amount”"), and the amount of such applicable Lender’s Applicable Percentage 's Pro Rata Share thereof. In such event, (i) in the case of an Unreimbursed Amount under a Working Capital Letter of Credit, the Borrower shall be deemed to have requested a Working Capital LC Borrowing of Base Rate Loans (without limitation of Borrower's rights pursuant to Section 2.1.6 to convert such Loan to a Loan of another Type) and (ii) in the case of an Unreimbursed Amount under a Synthetic Letter of Credit, the Borrower shall be deemed to have requested a Synthetic LC Loan which shall be made as a Base Rate Loan as described in clause (h) below (without limitation of Borrower's rights pursuant to Section 2.1.6 to convert such Loan to a Loan of another Type), in each case to be disbursed on the Business Day immediately following the Honor Date in an amount equal not to exceed the Unreimbursed Amount thereof subject to the Unreimbursed amount of the Unused Working Capital Commitments or the Synthetic LC Available Amount, as applicable (without regard to the minimum and multiples specified regard, in Section 2.02 for the principal amount of Base Rate Loanseach case, but subject to the conditions set forth in Section 5.02 (other than the delivery of a Loan Notice) Sections 3.1 and provided that, after giving effect to such Borrowing, the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments3.2). Any notice given by the L/C Issuer an Issuing Bank or the Administrative Agent pursuant to this Section 2.03(c)(i2.2.6(a) may be given by telephone if immediately confirmed in writing; provided that the lack of such an immediate confirmation shall not affect the conclusiveness or binding effect of such notice.

Drawings and Reimbursements; Funding of Participations. (i) Upon receipt from the beneficiary of any Letter of Credit of any notice of a drawing under such Letter of Credit, the L/C Issuer shall notify the Borrower Borrowers and the Administrative Agent thereof. In Not later than (1) 1:00 p.m., Local Time, on the case of any such reimbursement of a drawing under a Letter of Credit denominated in an Alternative L/C Currency, date that the L/C Issuer shall notify provides notice to the Borrower of the Dollar Equivalent of the amount of the drawing promptly following the determination thereof. Not later than 11:00 a.m. on the date Borrowers of any payment by the L/C Issuer under a Letter of Credit denominated in Dollars (if such notice is provided by 10:00 a.m., Local Time, on such date) or (2) 11:00 a.m., Local Time, on the next succeeding Business Day (if such notice is provided after 10:00 a.m., Local Time, on the date such notice is given) (each such applicable date, an “Honor Date”), the Borrower Borrowers shall reimburse the L/C Issuer directly in Dollars (and the L/C Issuer shall promptly notify the Administrative Agent of any failure by the Borrowers to so reimburse the L/C Issuer by such time) in an amount equal to the Dollar Equivalent of the amount of such drawingdrawing and in the applicable currency. If the Borrower fails Borrowers fail to so reimburse the L/C Issuer by such time, the L/C Issuer shall promptly notify the Administrative Agent thereof, and upon receipt of such notice, the Administrative Agent shall promptly notify each Incremental Revolving Facility Lender of the Honor Date, the amount of the unreimbursed drawing (expressed in Dollars in the amount of the Dollar Equivalent thereof in the case of a Letter of Credit denominated in an Alternative L/C Currency) (the “Unreimbursed Amount”), and the amount of such Lender’s Applicable Incremental Revolving Facility Percentage thereof. In such event, the Borrower Borrowers shall be deemed to have requested a Borrowing of Base Rate ABR Incremental Revolving Loans to be disbursed on the Honor Date in an amount equal to the Unreimbursed Amount, without regard to the minimum and multiples specified in Section 2.02 for the principal amount of Base Rate LoansBorrowing Minimums or Borrowing Multiples, but subject to the amount of the unutilized portion of the Incremental Revolving Facility Commitments and the conditions set forth in Section 5.02 4.01 (other than the delivery of a Loan Notice) and provided that, after giving effect to such Borrowing, the Total Revolving Outstandings shall not exceed the Aggregate Revolving CommitmentsBorrowing Request). Any notice given by the L/C Issuer or the Administrative Agent pursuant to this Section 2.03(c)(i2.05(c)(i) may be given by telephone if immediately confirmed in writing; provided that the lack of such an immediate confirmation shall not affect the conclusiveness or binding effect of such notice.

Drawings and Reimbursements; Funding of Participations. (i) Upon receipt from the beneficiary of any Letter of Credit of any notice of a drawing under such Letter of Credit, the relevant L/C Issuer shall notify promptly the Borrower and the Administrative Agent thereof. In the case of any such reimbursement of a drawing under a Letter of Credit denominated in an Alternative L/C Currency, the L/C Issuer shall notify the Borrower of the Dollar Equivalent of the amount of the drawing promptly following the determination thereof. Not later than 11:00 a.m. (local time in New York City) on (1) the date of next Business Day immediately following any payment by the an L/C Issuer under a Letter of Credit that the Borrower receives notice thereof (each such date, an “Honor Date”), the Borrower shall reimburse the such L/C Issuer directly in Dollars and through the Administrative Agent in an amount equal to the Dollar Equivalent of the amount of such drawingdrawing in Dollars; provided that the Borrower may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 that such payment be financed with a Revolving Credit Borrowing under the Revolving Credit Facility in an equivalent amount and, to the extent so financed, the Borrower’s obligation to make such payment shall be discharged and replaced by the resulting Revolving Credit Borrowing. If the Borrower fails to so reimburse the such L/C Issuer by such time, the L/C Issuer shall promptly notify the Administrative Agent thereof, and upon receipt of such notice, the Administrative Agent shall promptly notify each Appropriate Lender of the Honor Date, the amount of the unreimbursed drawing (expressed in Dollars in the amount of the Dollar Equivalent thereof in the case of a Letter of Credit denominated in an Alternative L/C Currency) (the “Unreimbursed Amount”), and the amount of such Appropriate Lender’s Applicable Percentage Pro Rata Share or other applicable share provided for under this Agreement thereof. In such event, the Borrower shall be deemed to have requested a Revolving Credit Borrowing of Base Rate Loans to be disbursed on the Honor Date in an amount equal to the Unreimbursed Amount, without regard to the minimum and multiples specified in Section 2.02 for the principal amount of Base Rate Loans or Eurocurrency Rate Loans, as applicable, but subject to the amount of the unutilized portion of the Revolving Credit Commitments of the Appropriate Lenders and the conditions set forth in Section 5.02 4.02 (other than the delivery of a Committed Loan Notice) and provided that, after giving effect to such Borrowing, the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments). Any notice given by the an L/C Issuer or the Administrative Agent pursuant to this Section 2.03(c)(i) may be given by telephone if immediately confirmed in writing; provided that the lack of such an immediate confirmation shall not affect the conclusiveness or binding effect of such notice.

Drawings and Reimbursements; Funding of Participations. (i) Upon receipt from the beneficiary of any Letter of Credit of any notice of a drawing under such Letter of Credit, the L/C Issuer shall notify the Borrower and the Administrative Agent thereof. In the case of any such reimbursement of a drawing under a Letter of Credit denominated in an Alternative L/C Currency, the L/C Issuer shall notify the Borrower of the Dollar Equivalent of the amount of the drawing promptly following the determination thereof. Not later than 11:00 a.m. on the date of any payment by the L/C Issuer under a Letter of Credit (each such date, an “Honor Date”), if Borrower shall have received notice of the applicable drawing prior to 10:00 a.m. on the Honor Date (or, if such notice is received later than 10:00 a.m. on the Honor Date, then not later than 11:00 a.m. on (x) the Business Day that Borrower receives such notice, if such notice is received prior to 10:00 a.m., or (y) the Business Day immediately following the day that Borrower receives such notice, if such notice is received after 10:00 a.m.), Borrower shall reimburse the L/C Issuer directly in Dollars and through Agent in an amount equal to the Dollar Equivalent of the amount of such drawing. If the Borrower fails to so reimburse the L/C Issuer by such time, the L/C Issuer shall promptly notify the Administrative Agent thereof, and upon receipt of such notice, the Administrative Agent shall promptly notify each Lender of the Honor Date, the amount of the unreimbursed drawing (expressed in Dollars in the amount of the Dollar Equivalent thereof in the case of a Letter of Credit denominated in an Alternative L/C Currency) (the “Unreimbursed Amount”), and the amount of such Lender’s Applicable Percentage thereof. In such event, the Borrower shall be deemed to have requested a Borrowing of Base Rate Loans to be disbursed on the Honor Date in an amount equal to the Unreimbursed Amount, without regard to the minimum and multiples specified in Section 2.02 for the principal amount of Base Rate Loans, but subject to the amount of the unutilized portion of the Aggregate Commitments and the conditions set forth in Section 5.02 4.02 (other than the delivery of a Loan Notice) and provided that, after giving effect to such Borrowing, the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments). Any notice given by the L/C Issuer or the Administrative Agent pursuant to this Section 2.03(c)(i) may be given by telephone if immediately confirmed in writing; provided that the lack of such an immediate confirmation shall not affect the conclusiveness or binding effect of such notice.

Drawings and Reimbursements; Funding of Participations. (i) Upon receipt from the beneficiary of any Letter of Credit of any notice of a drawing under such Letter of Credit, the relevant L/C Issuer shall notify promptly the Borrower Company and the Administrative Agent thereof. In the case of any such reimbursement of a drawing under a Letter of Credit denominated in an Alternative L/C Currency, the L/C Issuer shall notify the Borrower of the Dollar Equivalent of the amount of the drawing promptly following the determination thereof. Not later than 11:00 a.m. on the date of Business Day immediately following any payment by the an L/C Issuer under a Letter of Credit (each such date, an “Honor Date”), the Borrower Company shall reimburse the such L/C Issuer directly in Dollars and through the Administrative Agent in an amount equal to the Dollar Equivalent of the amount of such drawing; provided that if such reimbursement is not made on the respective date of payment by the L/C Issuer, the Company shall pay interest on such amount at a rate per annum equal to the Applicable Rate then in effect in respect of Base Rate Loans from the date of such payment until such Business Day. If the Borrower Company fails to so reimburse the such L/C Issuer by such time, unless the Company shall have notified the Administrative Agent and the relevant L/C Issuer prior to 11:00 a.m. on the Honor Date that the Company intends to reimburse the L/C Issuer shall promptly notify for the Administrative Agent thereof, and upon receipt amount of such noticethe unreimbursed drawing (the “Unreimbursed Amount”) with funds other than proceeds of Revolving Credit Loans, the Administrative Agent shall promptly notify each Appropriate Lender of the Honor Date, the amount of the unreimbursed drawing (expressed in Dollars in the amount of the Dollar Equivalent thereof in the case of a Letter of Credit denominated in an Alternative L/C Currency) (the “Unreimbursed Amount”), and the amount of such Appropriate Lender’s Applicable Percentage Pro Rata Share thereof. In such event, the Borrower Company shall be deemed to have requested a Revolving Credit Borrowing of Base Rate Loans to be disbursed on the Honor Date in an amount equal to the Unreimbursed Amount, without regard to the minimum and multiples specified in Section 2.02 for the principal amount of Base Rate Loans, Loans but subject to the amount of the unutilized portion of the Revolving Credit Commitments of the Appropriate Lenders and the conditions set forth in Section 5.02 4.02 (other than the delivery of a Loan Notice) and provided that, after giving effect to such Borrowing, the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments). Any notice given by the an L/C Issuer or the Administrative Agent pursuant to this Section 2.03(c)(i) may be given by telephone if immediately confirmed in writing; provided that the lack of such an immediate confirmation shall not affect the conclusiveness or binding effect of such notice.

Drawings and Reimbursements; Funding of Participations. (i) Upon receipt from the beneficiary of any Letter of Credit of any notice of a drawing under such Letter of Credit, the applicable L/C Issuer shall notify the Borrower and the Administrative Agent thereof. In the case of any such reimbursement of a drawing under a Letter of Credit denominated in an Alternative L/C Currency, the L/C Issuer shall notify If the Borrower shall have received notice of the Dollar Equivalent of the amount of the drawing promptly following the determination thereof. Not later than 11:00 a.m. such drawing, (A) prior to 12:00 Noon on the date of any payment by the applicable L/C Issuer under a Letter of Credit (each such date, an “Honor Date”), the Borrower shall reimburse the such L/C Issuer directly in Dollars and through the Administrative Agent in an amount equal to the Dollar Equivalent amount of such drawing by not later than 3:00 p.m. on the Honor Date, and (B) after 12:00 Noon on the Honor Date, the Borrower shall reimburse such L/C Issuer through the Administrative Agent in an amount equal to the amount of such drawingdrawing by not later than 3:00 p.m. on the Business Day after the Honor Date. If the Borrower fails to so reimburse the such L/C Issuer by such time, the L/C Issuer shall promptly notify the Administrative Agent thereof, and upon receipt of such notice, the Administrative Agent shall promptly notify each Revolving Credit Lender of the Honor Date, the amount of the unreimbursed drawing (expressed in Dollars in the amount of the Dollar Equivalent thereof in the case of a Letter of Credit denominated in an Alternative L/C Currency) (the “Unreimbursed Amount”), and the amount of such Revolving Credit Lender’s Applicable Percentage Pro Rata Share thereof. In such event, the Borrower shall be deemed to have requested a Revolving Credit Borrowing of Base Rate Loans to be disbursed on the Honor Date in an amount equal to the Unreimbursed Amount, without regard to the minimum and multiples specified in Section 2.02 for the principal amount of Base Rate Loans, but subject to the amount of the unutilized portion of the Revolving Credit Commitments and the conditions set forth in Section 5.02 4.02 (other than the delivery of a Committed Loan Notice) and provided that, after giving effect to such Borrowing, the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments). Any notice given by the an L/C Issuer or the Administrative Agent pursuant to this Section 2.03(c)(i) may be given by telephone if immediately confirmed in writing; provided that the lack of such an immediate confirmation shall not affect the conclusiveness or binding effect of such notice.

Drawings and Reimbursements; Funding of Participations. (i) Upon receipt from the beneficiary of any Letter of Credit of any notice of a drawing under such Letter of Credit, the L/C Issuer shall notify the Applicable Borrower and the Administrative Agent thereof. In , and the case of any such reimbursement of a drawing will not be paid under a the Letter of Credit denominated until at least one Business Day after such notice is given to the Applicable Borrower and the Administrative Agent thereof unless such delay would cause the financial institution honoring the Letter of Credit to be in an Alternative L/C Currency, default with respect to its obligations pursuant to the L/C Issuer shall notify the Borrower Letter of the Dollar Equivalent of the amount of the drawing promptly following the determination thereofCredit. Not later than 11:00 a.m. on the date of any payment by the L/C Issuer under a Letter of Credit (each such date, an “Honor Date”), the Applicable Borrower shall reimburse the L/C Issuer directly through the Administrative Agent in Dollars and in an amount equal to the Dollar Equivalent amount of such drawing determined as of the amount date of such drawing. If the Applicable Borrower fails to so reimburse the L/C Issuer by such time, the L/C Issuer shall promptly notify the Administrative Agent thereof, and upon receipt of such notice, the Administrative Agent shall promptly notify each Lender of the Honor Date, the Dollar Equivalent amount of the unreimbursed drawing (expressed in Dollars in the amount of the Dollar Equivalent thereof in the case of a Letter of Credit denominated in an Alternative L/C Currency) (the “Unreimbursed Amount”), and the amount of such Lender’s Applicable Percentage Pro Rata Share thereof. In such event, the Applicable Borrower shall be deemed to have requested at 11:00 a.m. on the Honor Date a Committed Borrowing of Base Rate Loans to be disbursed on the Honor Date in an amount equal to the Unreimbursed Amount, without regard to the minimum and multiples specified in Section 2.02 for the principal amount of Base Rate Loans, but subject to the amount of the unutilized portion of the Aggregate Commitments and the conditions set forth in Section 5.02 4.02 (other than the delivery of a 42 Committed Loan Notice) and provided that, after giving effect to such Borrowing, the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments). Any notice given by the L/C Issuer or the Administrative Agent pursuant to this Section 2.03(c)(i) may be given by telephone if immediately confirmed in writing; provided that the lack of such an immediate confirmation shall not affect the conclusiveness or binding effect of such notice.

Drawings and Reimbursements; Funding of Participations. (i) Upon receipt from the beneficiary of any Letter of Credit of any notice of drawing under such any Letter of Credit, the L/C Issuer shall notify the Borrower and the Administrative Agent thereof. In of the case of any such reimbursement of a drawing under a Letter of Credit denominated in an Alternative L/C Currency, amount to be paid by the L/C Issuer as a result of such drawing and the date on which payment is to be made by the L/C Issuer to the beneficiary of such Letter of Credit in respect of such drawing; provided, however, that in the case of Commercial Letters of Credit, subsequent notification by routine methods shall notify the Borrower of the Dollar Equivalent of the amount of the drawing promptly following the determination thereofbe deemed sufficient notice. Not later than 11:00 a.m. a.m., on the date of any payment by the L/C Issuer under a Letter of Credit (each such datedate of payment, an “Honor Date”), the Borrower shall reimburse the L/C Issuer directly in Dollars and through the Administrative Agent in an amount equal to the Dollar Equivalent of the amount of such drawing, which may be effected through the debiting of one or more deposit accounts maintained with the Administrative Agent. If the Borrower fails to so reimburse the L/C Issuer by such time, the L/C Issuer shall promptly notify the Administrative Agent thereof, and upon receipt of such notice, the Administrative Agent shall promptly notify each Revolving Lender of the Honor Date, the amount of the unreimbursed drawing (expressed in Dollars in the amount of the Dollar Equivalent thereof in the case of a Letter of Credit denominated in an Alternative L/C Currency) (the “Unreimbursed Amount”), and the amount of such LenderRevolving Xxxxxx’s Applicable Percentage thereofL/C Risk Participation with respect thereto. In such event, the Borrower shall be deemed to have requested a Revolving Loan Borrowing of Base Rate Loans to be disbursed on the Business Day following the Honor Date in an amount equal to the Unreimbursed Amount, without regard to the minimum and multiples specified in Section 2.02 2.01 for the principal amount of Base Rate Loans, but subject to the amount of the unutilized portion of the Total Revolving Loan Commitment and the conditions set forth in Section 5.02 3.02 (other than the delivery of a Notice of Loan Notice) and provided that, after giving effect to such Borrowing, the Total Borrowing for Revolving Outstandings shall not exceed the Aggregate Revolving CommitmentsLoans). Any notice given by the L/C Issuer or the Administrative Agent pursuant to this Section 2.03(c)(i2.02(c)(i) may be given by telephone if immediately confirmed in writing; provided provided, that the lack of such an immediate confirmation shall not affect the conclusiveness or binding effect of such notice.

Drawings and Reimbursements; Funding of Participations. (i) Upon receipt from the beneficiary of any Letter of Credit of any notice of a drawing under such Letter of Credit, the applicable L/C Issuer shall notify the Borrower and the Administrative Agent thereof. In the case of any such reimbursement of a drawing under a Letter of Credit denominated in an Alternative L/C Currency, the Each L/C Issuer shall notify the Borrower of the Dollar Equivalent of the amount of the drawing promptly following the determination thereof. Not later than 11:00 a.m. on the date of any payment by the such L/C Issuer under a Letter of Credit (each such date, an “Honor Date”), and the Borrower shall reimburse the such L/C Issuer directly in Dollars and through the Administrative Agent in an amount equal to the Dollar Equivalent of the amount of such drawingdrawing no later than on the next succeeding Business Day (and any reimbursement made on such next Business Day shall be taken into account in computing interest and fees in respect of any such Letter of Credit). If the Borrower fails to so reimburse the such L/C Issuer by on such time, the L/C Issuer shall promptly notify the Administrative Agent thereof, and upon receipt of such noticenext Business Day, the Administrative Agent shall promptly notify each Revolving Credit Lender of the Honor Date, the amount of the unreimbursed drawing (expressed in Dollars in the amount of the Dollar Equivalent thereof in the case of a Letter of Credit denominated in an Alternative L/C Currency) (the “Unreimbursed Amount”), and the amount of such Revolving Credit Lender’s Applicable Percentage Pro Rata Share thereof. In such event, the Borrower shall be deemed to have requested a Revolving Credit Borrowing of Base Rate Loans to be disbursed on the Honor Date such date in an amount equal to the Unreimbursed Amount, without regard to the minimum and multiples specified in Section 2.02 for the principal amount of Base Rate Loans, but subject to the amount of the unutilized portion of the Revolving Credit Commitments and the conditions set forth in Section 5.02 4.02 (other than the delivery of a Committed Loan Notice) and provided that, after giving effect to such Borrowing, the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments). Any notice given by the an L/C Issuer or the Administrative Agent pursuant to this Section 2.03(c)(i) may be given by telephone if immediately promptly confirmed in writing; provided that the lack of such an immediate a prompt confirmation shall not affect the conclusiveness or binding effect of such notice. For the avoidance of doubt, the parties hereto agree that each L/C Borrowing shall be made on a ratable basis among all Tranches of Revolving Credit Commitments then in effect.

Drawings and Reimbursements; Funding of Participations. (i) (A) Upon receipt from the beneficiary of any Domestic Letter of Credit of any notice of a drawing under such Domestic Letter of Credit, the Domestic L/C Issuer shall notify the Borrower EMS and the Domestic Administrative Agent thereof. In , including, in the case of any such reimbursement of a drawing under a Domestic Letter of Credit denominated in an Alternative L/C Currency, both the Alternative Currency amount of such drawing and the U.S. Dollar Equivalent thereof. In the case of a Domestic Letter denominated in an Alternative Currency, the EMS shall reimburse the Domestic L/C Issuer shall notify in U.S. Dollars in the Borrower of the U.S. Dollar Equivalent of the amount of the drawing promptly following the determination thereofapplicable drawing. Not later than 11:00 a.m. on the date of any payment by the Domestic L/C Issuer under a Domestic Letter of Credit (each such date, an a “Domestic Honor Date”), the Borrower EMS shall reimburse the Domestic L/C Issuer directly through the Domestic Administrative Agent in U.S. Dollars and in an amount equal to the U.S. Dollar Equivalent of the amount of such drawingdrawing (expressed in U.S. Dollars in the amount of the U.S. Dollar Equivalent thereof). If the Borrower EMS fails to so reimburse the Domestic L/C Issuer by such time, the Domestic L/C Issuer shall promptly notify the Domestic Administrative Agent thereof, of the Domestic Honor Date and upon receipt the amount of such notice, the unreimbursed drawing shall become the unreimbursed amount (the “Domestic Unreimbursed Amount”). The Domestic Administrative Agent shall promptly notify each Domestic Lender of the Domestic Honor Date, the amount of the unreimbursed drawing (expressed in Dollars in the amount of the Dollar Equivalent thereof in the case of a Letter of Credit denominated in an Alternative L/C Currency) (the “Domestic Unreimbursed Amount”), and the amount of such Domestic Lender’s Applicable Percentage thereof. In such event, the Borrower EMS shall be deemed to have requested a Domestic Revolving Borrowing of Base Rate Loans to be disbursed on the Domestic Honor Date in an amount equal to the Domestic Unreimbursed Amount, without regard to the minimum and multiples specified in Section 2.02 for the principal amount of Base Rate Loans, but subject to the conditions set forth in Section 5.02 (other than the delivery of a Loan Notice) and provided that, after giving effect to such Domestic Revolving Borrowing, the Total Domestic Revolving Outstandings shall not exceed the Aggregate Domestic Revolving Commitments. Any notice given by the Domestic L/C Issuer or the Domestic Administrative Agent pursuant to this Section 2.03(c)(i2.03(c)(i)(A) may be given by telephone if immediately confirmed in writing; provided that the lack of such an immediate confirmation shall not affect the conclusiveness or binding effect of such notice.

Drawings and Reimbursements; Funding of Participations. (i) Upon receipt from the beneficiary of any Letter of Credit of any notice of drawing under such Letter of Credit, the Applicable L/C Issuer shall notify the Borrower Company and the Revolving Facility Administrative Agent thereof. In the case of a Letter of Credit denominated in an Alternative Currency, the Company shall reimburse the Applicable L/C Issuer in such Alternative Currency, unless (A) the Applicable L/C Issuer (at its option) shall have specified in such notice that it will require reimbursement in Dollars, or (B) in the absence of any such requirement for reimbursement in Dollars, the Company shall have notified the Applicable L/C Issuer promptly following receipt of the notice of drawing that the Company will reimburse the Applicable L/C Issuer in Dollars. In the case of any such reimbursement in Dollars of a drawing under a Letter of Credit denominated in an Alternative L/C Currency, the Applicable L/C Issuer shall notify the Borrower Company of the Dollar Equivalent of the amount of the drawing promptly following the determination thereof. Not later than If 105 #95537764v15AMERICAS/2023466857.21 #96465179v1 the Company is notified prior to 11:00 a.m. on the date of any payment by the Applicable L/C Issuer under a Letter of Credit to be reimbursed in Dollars, then no later than 1:00 p.m. on such Business Day or the Applicable Time on the date of any payment by the Applicable L/C Issuer under a Letter of Credit to be reimbursed in an Alternative Currency (or if notified after such time, then no later than 11:00 a.m. on the next succeeding Business Day or the Applicable Time on the date of any payment by the Applicable L/C Issuer under a Letter of Credit to be reimbursed in an Alternative Currency) (each such date, an “Honor Date”), the Borrower Company shall reimburse the Applicable L/C Issuer directly in Dollars and through the Revolving Facility Administrative Agent in an amount equal to the Dollar Equivalent of the amount of such drawingdrawing and in the applicable currency. If the Borrower Company fails to so reimburse the Applicable L/C Issuer by such time, the L/C Issuer shall promptly notify the Administrative Agent thereof, and upon receipt of such notice, the Revolving Facility Administrative Agent shall promptly notify each Revolving Lender of the Honor Date, the amount of the unreimbursed drawing (expressed in Dollars in the amount of the Dollar Equivalent thereof in the case of a Letter of Credit denominated in an Alternative L/C Currency) (the “Unreimbursed Amount”), and the amount of such Revolving Lender’s Applicable Percentage thereof. In such event, the Borrower Company shall be deemed to have requested a Borrowing of Revolving Loans that are Base Rate Loans to be disbursed on the Honor Date in an amount equal to the Unreimbursed Amount, without regard to the minimum and multiples specified in Section 2.02 for the principal amount of Base Rate Loans, but subject to the conditions set forth in Section 5.02 (other than the delivery of a Loan Notice) and provided that, after giving effect to such Borrowing, the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments. Any notice given by the Applicable L/C Issuer or the Revolving Facility Administrative Agent pursuant to this Section 2.03(c)(i) may be given by telephone if immediately confirmed in writing; provided that the lack of such an immediate confirmation shall not affect the conclusiveness or binding effect of such notice.

Drawings and Reimbursements; Funding of Participations. (i) Upon receipt from the beneficiary of any Letter of Credit of any notice of a drawing under such Letter of Credit, the L/C Issuer Administrative Agent shall notify the Lead Borrower and thereof; provided, however, that any failure to give or delay in giving such notice shall not relieve the Administrative Agent thereof. In the case Borrowers of any such reimbursement of a drawing under a Letter of Credit denominated in an Alternative L/C Currency, their obligation to reimburse the L/C Issuer shall notify and the Borrower of the Dollar Equivalent of the amount of the drawing promptly following the determination thereofRevolving Lenders with respect to any such payment. Not later than 11:00 a.m. on the date of any payment by the L/C Issuer under a Letter of Credit (each such date, an “Honor Date”), the Borrower Borrowers shall reimburse the L/C Issuer directly in Dollars and through the Administrative Agent on the same day in an amount equal to the Dollar Equivalent of the amount of such drawing, less the amount of any funds withdrawn by the L/C Issuer from account number 0000000000, maintained at Xxxxx Fargo Bank (or such other account maintained at Xxxxx Fargo Bank as the Borrowers shall designate from time to time in writing), that the L/C Issuer used to repay such drawing, provided, that the Administrative Agent has received written notice of such withdrawal and the amount thereof. If the Borrower fails Borrowers fail to so fully reimburse the L/C Issuer by such time, the L/C Issuer shall promptly notify the Administrative Agent thereof, and upon receipt of such notice, the Administrative Agent shall promptly notify each Revolving Lender of the Honor Date, the amount of the unreimbursed drawing (expressed in Dollars in the amount of the Dollar Equivalent thereof in the case of a Letter of Credit denominated in an Alternative L/C Currency) (the “Unreimbursed Amount”), and the amount of such Revolving Lender’s Applicable Percentage thereof. In such event, the Borrower Borrowers shall be deemed to have requested a Committed Borrowing of Base Rate Loans to be disbursed on the Honor Date in an amount equal to the Unreimbursed Amount, without regard to the minimum and multiples specified in Section 2.02 for the principal amount of Base Rate Loans, but subject to the amount of the unutilized portion of the Aggregate Commitments and the conditions set forth in Section 5.02 4.02 (other than the delivery of a Loan Committed Loan/Conversion Notice) and provided that, after giving effect to such Borrowing, the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments). Any notice given by the L/C Issuer or the Administrative Agent pursuant to this Section 2.03(c)(i) may be given by telephone if immediately confirmed in writing; provided that the lack of such an immediate confirmation shall not affect the conclusiveness or binding effect of such noticeelectronic means.

Drawings and Reimbursements; Funding of Participations. (i) Upon receipt from the beneficiary of any Letter of Credit of any notice of drawing under such Letter of Credit, the L/C Issuer shall notify the Borrower and the Administrative Agent thereof. In the case of any such reimbursement of a drawing under a Letter of Credit denominated in an Alternative L/C Currency, the L/C Issuer shall notify the Borrower of the Dollar Equivalent of the amount of the drawing promptly following the determination thereof. Not later than 11:00 a.m. on the date of any payment by the L/C Issuer under a Letter of Credit (each such date, an “Honor Date”), the Borrower shall reimburse the L/C Issuer directly in Dollars and through the Administrative Agent in an amount equal to the Dollar Equivalent of the amount of such drawing. If the Borrower fails to so does not reimburse the L/C Issuer by such time, the L/C Issuer shall promptly notify the Administrative Agent thereof, and upon receipt of such notice, the Administrative Agent shall promptly notify each Lender of the Honor Date, the amount of the unreimbursed drawing (expressed in Dollars in the amount of the Dollar Equivalent thereof in the case of a Letter of Credit denominated in an Alternative L/C Currency) (the “Unreimbursed Amount”), and the amount of such Lender’s Applicable Percentage thereof. In such event, the Borrower shall be deemed to have requested a Borrowing of Base Rate Loans to be disbursed on the Honor Date in an amount equal to the Unreimbursed Amount, without regard to the minimum and multiples specified in Section 2.02 for the principal amount of Base Rate Loans, but subject to the conditions set forth in Section 5.02 4.02 (other than the delivery of a Loan Notice) and provided that, after giving effect to such Borrowing, the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments. Any notice given by the L/C Issuer or the Administrative Agent pursuant to this Section 2.03(c)(i) may be given by telephone if immediately confirmed in writing; provided that the lack of such an immediate confirmation shall not affect the conclusiveness or binding effect of such notice.. (ii) Each Lender shall upon any notice pursuant to Section 2.03(c)(i) make funds available (and the Administrative Agent may apply Cash Collateral provided for this purpose) to the Administrative Agent for the account of the L/C Issuer at the Administrative Agent’s Office in an amount equal to its Applicable Percentage of the Unreimbursed Amount not later than 1:00 p.m. on the Business Day specified in such notice by the Administrative Agent, whereupon, subject to the provisions of Section 2.03(c)(iii), each Lender that so makes funds available shall be deemed to have made a Base Rate Loan to the Borrower in such amount. The Administrative Agent shall remit the funds so received to the L/C Issuer. (iii) With respect to any Unreimbursed Amount that is not (x) fully refinanced by a Borrowing of Base Rate Loans because the conditions set forth in Section 4.02 cannot be satisfied or for any other reason or (y) otherwise reimbursed by the Borrower on the Honor Date, the Borrower shall be deemed to have incurred from the L/C Issuer an L/C Borrowing in the amount of the Unreimbursed Amount that is not so refinanced, which L/C Borrowing shall be due and payable on demand (together with interest) and shall bear interest at the Default Rate. In such event, each Lender’s payment to the Administrative Agent for the account of the L/C Issuer pursuant to Section 2.03(c)(ii) shall be deemed payment in respect of its participation in such 32

Drawings and Reimbursements; Funding of Participations. (i) Upon receipt from the beneficiary of any Letter of Credit of any notice of a drawing under such Letter of Credit, the relevant L/C Issuer shall notify promptly the Borrower and the Administrative Agent thereof. In the case of any such reimbursement of a drawing under a Letter of Credit denominated in an Alternative L/C Currency, the L/C Issuer shall notify the Borrower of the Dollar Equivalent of the amount of the drawing promptly following the determination thereof. Not later than 11:00 a.m. 1:00 p.m. on the date of second Business Day immediately following any payment by the an L/C Issuer under a Letter of Credit (each such date, an “Honor Date”), the Borrower shall reimburse the such L/C Issuer directly in Dollars and through the Administrative Agent in an amount equal to the Dollar Equivalent of the amount of such drawing. If the Borrower fails In order to so reimburse the L/C Issuer by any such time, the L/C Issuer shall promptly notify the Administrative Agent thereof, and upon receipt of such notice, the Administrative Agent shall promptly notify each Lender of the Honor Date, the amount of the unreimbursed drawing (expressed in Dollars in the amount of the Dollar Equivalent thereof in the case of a Letter of Credit denominated in an Alternative L/C Currency) (the “Unreimbursed Amount”), and the amount of such Lender’s Applicable Percentage thereof. In such eventdrawing, the Borrower shall be deemed have the option to have requested request in accordance with Section 2.02 a Revolving Credit Borrowing of Base Rate Loans to be disbursed on the Honor Date in an amount equal to the Unreimbursed Amount(“Refunding Loans”), without regard to the minimum and multiples specified in Section 2.02 for the principal amount of Base Rate Loans, Loans but subject to the amount of the unutilized portion of the Revolving Credit Commitments of the Appropriate Lenders and the conditions set forth in Section 5.02 (other than 4.02. If the delivery of a Loan Notice) and provided that, after giving effect Borrower fails to so reimburse such BorrowingL/C Issuer by such time, the Total Revolving Outstandings Administrative Agent shall not exceed promptly notify each Appropriate Lender of the Aggregate Revolving CommitmentsHonor Date, the amount of the unreimbursed drawing (the “Unreimbursed Amount”), and the amount of such Appropriate Lender’s Pro Rata Share thereof. Any notice given by the an L/C Issuer or the Administrative Agent pursuant to this Section 2.03(c)(i) may be given by telephone if immediately confirmed in writing; provided that the lack of such an immediate confirmation shall not affect the conclusiveness or binding effect of such notice. Each Appropriate Lender (including any Lender acting as an L/C Issuer) shall, upon any notice pursuant to Section 2.03(c)(i) make a Refunding Loan to the Borrower, make such funds available to the Administrative Agent for the account of the relevant L/C Issuer, in Dollars, at the Administrative Agent’s Office for payments not later than 1:00 p.m. on the Business Day specified in such notice by the Borrower. The Administrative Agent shall remit the funds so received to the relevant L/C Issuer. With respect to any Unreimbursed Amount, the Borrower shall be deemed to have incurred from the relevant L/C Issuer an L/C Borrowing in the amount of the Unreimbursed Amount that is not so refinanced, which L/C Borrowing shall be due and payable on demand (together with interest) and shall bear interest at the Default Rate. In such event, upon demand by the relevant L/C Issuer (through the Administrative Agent), each Appropriate Lender shall make funds available to the Administrative Agent for the account of the relevant L/C Issuer, in Dollars, at the Administrative Agent’s Office for payments in an amount equal to its Pro Rata Share of the Unreimbursed Amount not later than 1:00 p.m. on the Business Day following the date of such demand, and such payment to the Administrative Agent for the account of the relevant L/C Issuer shall be deemed payment in respect of its participation in such L/C Borrowing and shall constitute an L/C Advance from such Lender in satisfaction of its participation obligation under this Section 2.03. Until an Appropriate Lender funds its L/C Advance pursuant to this Section 2.03(c) to reimburse the relevant L/C Issuer for any amount drawn under any Letter of Credit, interest in respect of such Lender’s Pro Rata Share of such amount shall be solely for the account of the relevant L/C Issuer. Each Revolving Credit Lender’s obligation to make Refunding Loans or L/C Advances to reimburse an L/C Issuer for amounts drawn under Letters of Credit, as contemplated by this Section 2.03(c), shall be absolute and unconditional and shall not be affected by any circumstance, including (A) any setoff, counterclaim, recoupment, defense or other right which such Lender may have against the relevant L/C Issuer, the Borrower or any other Person for any reason whatsoever; (B) except for the obligation to make Refunding Loans, the occurrence or continuance of a Default or the failure to satisfy any of the other conditions specified in Section 4.02, or (C) any other occurrence, event or condition, whether or not similar to any of the foregoing. No such making of an L/C Advance shall relieve or otherwise impair the obligation of the Borrower to reimburse the relevant L/C Issuer for the amount of any payment made by such L/C Issuer under any Letter of Credit, together with interest as provided herein. If any Revolving Credit Lender fails to make available to the Administrative Agent for the account of the relevant L/C Issuer any amount required to be paid by such Lender pursuant to the foregoing provisions of this Section 2.03(c) by the time specified in Section 2.03(c)(iii), such L/C Issuer shall be entitled to recover from such Lender (acting through the Administrative Agent), on demand, such amount with interest thereon for the period from the date such payment is required to the date on which such payment is immediately available to such L/C Issuer at a rate per annum equal to the Federal Funds Rate from time to time in effect. A certificate of the relevant L/C Issuer submitted to any Revolving Credit Lender (through the Administrative Agent) with respect to any amounts owing under this Section 2.03(c)(vi) shall be conclusive absent manifest error.

Drawings and Reimbursements; Funding of Participations. (i) Upon receipt from the beneficiary of any Letter of Credit of any notice of a drawing under such Letter of Credit, the applicable L/C Issuer shall notify the Borrower and the Administrative Agent thereof. In the case of any such reimbursement of a drawing under a Letter of Credit denominated in an Alternative L/C Currency, the L/C Issuer shall notify the Borrower of the Dollar Equivalent of the amount of the drawing promptly following the determination thereof. Not later than 11:00 a.m. 1:00 p.m. on the date of Business Day immediately following any payment by the such L/C Issuer under a Letter of Credit Credit, provided that the Borrower received notice of such payment from such L/C Issuer or the Administrative Agent on or prior to 4:00 p.m. on the date of such payment, and if not, on the second succeeding Business Day (each such date, an “Honor Date”), the Borrower shall reimburse the such L/C Issuer directly in Dollars and in an amount equal to the Dollar Equivalent of the amount of such drawing. Interest shall be payable on any such amounts from the date on which the relevant drawing is made until reimbursement in full at a rate equal to (i) until the second succeeding Business Day following the date of the relevant notice, the rate applicable to Base Rate Loans under the Revolving Credit Facility and (ii) thereafter, the rate set forth in Section 2.07(b). If the Borrower fails to so reimburse the such L/C Issuer by such time, the such L/C Issuer shall promptly notify the Administrative Agent thereofAgent, and upon receipt of such notice, the Administrative Agent shall promptly notify each Revolving Credit Lender of the Honor Date, the amount of the unreimbursed drawing (expressed in Dollars in the amount of the Dollar Equivalent thereof in the case of a Letter of Credit denominated in an Alternative L/C Currency) (the “Unreimbursed Amount”), and the amount of such Revolving Credit Lender’s Applicable Revolving Credit Percentage thereof. In such event, the Borrower shall be deemed to have requested a Revolving Credit Borrowing of Base Rate Loans to be disbursed on the Honor Date in an amount equal to the Unreimbursed Amount, without regard to the minimum and multiples specified in Section 2.02 for the principal amount of Base Rate Loans, but subject to the amount of the unutilized portion of the Revolving Credit Commitment and the conditions set forth in Section 5.02 4.02 (other than the delivery of a Committed Loan Notice); provided, however, that no Default or Event of Default shall result as a result of the Borrower failing to reimburse the relevant L/C Issuer to the extent of Revolving Credit Loans available to be provided pursuant to this Section 2.03(c) (and provided that, after giving effect to such Borrowing, the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitmentsactually so provided). Any notice given by the any L/C Issuer or the Administrative Agent pursuant to this Section 2.03(c)(i) may be given by telephone if immediately confirmed in writing; provided that the lack of such an immediate confirmation shall not affect the conclusiveness or binding effect of such notice.

Drawings and Reimbursements; Funding of Participations. (i) Upon receipt from the beneficiary of any Letter of Credit of any notice of a drawing under such Letter of Credit, the L/C Issuer Issuing Bank shall notify the Borrower and the Administrative Agent thereof. In the case of an LC Disbursement under any such reimbursement of a drawing under a Letter of Credit denominated in an Alternative L/C Currency, the L/C Issuer Issuing Bank shall promptly determine the Dollar Equivalent thereof and notify the Borrower of thereof, and the Dollar Equivalent of Borrower shall reimburse the amount of Issuing Bank for such LC Disbursement in Dollars. If the drawing promptly following the determination thereof. Not later than 11:00 a.m. on Issuing Bank shall make an LC Disbursement (the date of any payment by the L/C Issuer under a Letter of Credit (each such datedisbursement, an “Honor Date”), the Borrower shall reimburse the L/C Issuer directly Issuing Bank by paying to the Administrative Agent in Dollars and in an amount equal to the Dollar Equivalent of the amount of such drawingLC Disbursement not later than (A) if the Borrower shall have received notice of such disbursement prior to 10:00 a.m. (New York time) on any Business Day, 3:00 p.m. (New York time) on such Business Day or (B) otherwise, 3:00 p.m. (New York time) on the Business Day immediately following the day that the Borrower receives such notice; provided that the Borrower may, without regard to the minimum and multiples specified in Section 2.02(c), but subject to the proviso set forth in Section 2.01(a) and the conditions set forth in Section 3.03, request that such payment be financed with a Revolving Borrowing and, to the extent so financed, the Borrower’s obligation to make such payment shall be discharged and replaced by the resulting Revolving Advances. If the Borrower fails to so reimburse the L/C Issuer Issuing Bank by such time, the L/C Issuer shall promptly notify the Administrative Agent thereof, and upon receipt of such notice, the Administrative Agent shall promptly notify each Revolving Lender of the Honor Date, the amount of the unreimbursed drawing LC Disbursement (expressed in Dollars in the amount of the Dollar Equivalent thereof in the case of a Letter of Credit denominated in an Alternative L/C Currency) (the “Unreimbursed Amount”), and the amount of such Revolving Lender’s Applicable Percentage thereof. In such event, the Borrower shall be deemed to have requested a Borrowing of Base Rate Loans to be disbursed on the Honor Date in an amount equal to the Unreimbursed Amount, without regard to the minimum and multiples specified in Section 2.02 for the principal amount of Base Rate Loans, but subject to the conditions set forth in Section 5.02 (other than the delivery of a Loan Notice) and provided that, after giving effect to such Borrowing, the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments. Any notice given by the L/C Issuer Issuing Bank or the Administrative Agent pursuant to this Section 2.03(c)(i) may be given by telephone if immediately confirmed in writing; provided that the lack of such an immediate confirmation shall not affect the conclusiveness or binding effect of such notice.

Drawings and Reimbursements; Funding of Participations. (i) Upon receipt from the beneficiary of any Letter of Credit of any notice of a drawing or, with respect to any Acceptance Credit, presentation of documents, under such Letter of Credit, or any presentation for payment of a Bankers' Acceptance, the L/C Issuer shall notify the Borrower Company and the Administrative Agent thereof. In the case of a Letter of Credit or Bankers' Acceptance denominated in an Alternative Currency, the Company shall reimburse the L/C Issuer in such Alternative Currency, unless (A) the L/C Issuer (at its option) shall have specified in such notice that it will require reimbursement in Dollars, or (B) in the absence of any such requirement for reimbursement in Dollars, the Company shall have notified the L/C Issuer promptly following receipt of the notice of drawing that the Company will reimburse the L/C Issuer in Dollars. In the case of any such reimbursement in Dollars of a drawing under a Letter of Credit denominated in an Alternative L/C Currency, the L/C Issuer shall notify the Borrower Company of the Dollar Equivalent of the amount of the drawing promptly following the determination thereof. Not later than 11:00 a.m. on the date of any payment by the L/C Issuer under a Letter of Credit or Bankers' Acceptance to be reimbursed in Dollars, or the Applicable Time on the date of any payment by the L/C Issuer under a Letter of Credit or Bankers' Acceptance to be reimbursed in an Alternative Currency (each such date, an “"Honor Date”"), the Borrower Company shall reimburse the L/C Issuer directly in Dollars and through the Administrative Agent in an amount equal to the Dollar Equivalent of the amount of such drawingdrawing on such Letter of Credit or such payment on such Bankers' Acceptance, as applicable, and in the applicable currency. If the Borrower Company fails to so reimburse the L/C Issuer by such time, the L/C Issuer shall promptly notify the Administrative Agent thereof, and upon receipt of such notice, the Administrative Agent shall promptly notify each Lender of the Honor Date, the amount of the unreimbursed drawing or payment (expressed in Dollars in the amount of the Dollar Equivalent thereof in the case of a Letter of Credit or Bankers' Acceptance denominated in an Alternative L/C Currency) (the “"Unreimbursed Amount”"), and the amount of such Lender’s 's Applicable Percentage thereof. In such event, the Borrower Company shall be deemed to have requested a Committed Borrowing of Base Rate Loans to be disbursed on the Honor Date in an amount equal to the Unreimbursed Amount, without regard to the minimum and multiples specified in Section 2.02 for the principal amount of Base Rate Loans, but subject to the amount of the unutilized portion of the Aggregate Commitments and the conditions set forth in Section 5.02 4.02 (other than the delivery of a Committed Loan Notice) and provided that, after giving effect to such Borrowing, the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments). Any notice given by the L/C Issuer or the Administrative Agent pursuant to this Section 2.03(c)(i) may be given by telephone if immediately confirmed in writing; provided that the lack of such an immediate confirmation shall not affect the conclusiveness or binding effect of such notice.

Drawings and Reimbursements; Funding of Participations. (i) Upon receipt from Subject to the beneficiary of provisions below, not later than 2:30 p.m. on the date (the “Honor Date”) that any Letter of Credit of Issuing Bank makes any notice of payment on a drawing under such on any Letter of Credit, the L/C Issuer shall notify if the Borrower and the Administrative Agent thereof. In the case shall have received notice of any such reimbursement of a drawing under a Letter of Credit denominated in an Alternative L/C Currency, the L/C Issuer shall notify the Borrower of the Dollar Equivalent of the amount of the drawing promptly following the determination thereof. Not later than 11:00 payment prior to 11:30 a.m. on the date of any payment by the L/C Issuer under a Letter of Credit (each such date, an “Honor Date”)or, if such notice has not been received by the Borrower prior to such time on such date, then not later than 2:30 p.m. on the next Business Day, the Borrower shall reimburse such Issuing Bank through the L/C Issuer directly in Dollars and Agent in an amount equal to the Dollar Equivalent of the amount of such drawingdrawing together with interest thereon. If the Borrower fails to so reimburse the L/C Issuer such Issuing Bank by such time, unless the L/C Issuer Borrower shall promptly notify have advised the Administrative Agent thereof, and upon receipt of such noticethat it does not meet the conditions specified in clause (B) below, the Administrative Agent shall promptly notify each Lender of the Honor Date, the amount of the unreimbursed drawing (expressed in Dollars in the amount of the Dollar Equivalent thereof in the case of a Letter of Credit denominated in an Alternative L/C Currency) (the “Unreimbursed Amount”), and the amount of such LenderXxxxxx’s Applicable Percentage Ratable Share thereof. In such event, the Borrower shall be deemed to have requested a Borrowing of Base Rate Loans Advance to be disbursed on the Honor Date in an amount equal to the Unreimbursed Amount, without regard to the minimum and multiples specified in Section 2.02 for the principal amount of Base Rate Loans, but subject to the conditions set forth in Section 5.02 (other than 2.01(a) or the delivery of a Loan NoticeNotice of Borrowing but subject to (A) the amount of the aggregate Unused Commitments and provided that(B) no Event of Default having occurred and be continuing, after giving effect or resulting therefrom and, to such Borrowingthe extent so financed, the Total Revolving Outstandings Borrower's obligation to satisfy the reimbursement obligation created by such payment by the Issuing Bank on the Honor Date shall not exceed be discharged and replaced by the Aggregate Revolving Commitmentsresulting Base Rate Advance. Any notice given by the L/C Issuer any Issuing Bank or the Administrative Agent pursuant to this Section 2.03(c)(i) may shall be given by telephone if immediately confirmed in writing; provided that the lack of such an immediate confirmation shall not affect the conclusiveness or binding effect of such notice.

Drawings and Reimbursements; Funding of Participations. (i) Upon receipt from the beneficiary of any Letter of Credit of any notice of drawing under such Letter of Credit, the L/C Issuer shall notify the Borrower and the Administrative Agent thereof. In the case of a Letter of Credit denominated in an Foreign Currency, the Borrower shall reimburse the L/C Issuer in such Foreign Currency, unless (A) the L/C Issuer (at its option) shall have specified in such notice that it will require reimbursement in Dollars, or (B) in the absence of any such requirement for reimbursement in Dollars, the Borrower shall have notified the L/C Issuer promptly following receipt of the notice of drawing that the Borrower will reimburse the L/C Issuer in Dollars. In the case of any such reimbursement in Dollars of a drawing under a Letter of Credit denominated in an Alternative L/C Foreign Currency, the L/C Issuer shall notify the Borrower of the Dollar Equivalent of the amount of the drawing promptly following the determination thereof. Not later than 11:00 a.m. on A.M. (local time in the date of any place where such payment by the L/C Issuer under a Letter of Credit is required to be made pursuant to Section 3.17(b)) (each such date, an “Honor Date”), the Borrower shall reimburse the L/C Issuer directly in Dollars and through the Administrative Agent in an amount equal to the Dollar Equivalent of the amount of such drawingdrawing and in the applicable currency. If the Borrower fails to so reimburse the L/C Issuer by such time, the L/C Issuer shall promptly notify the Administrative Agent thereof, and upon receipt of such notice, the Administrative Agent shall promptly notify each Lender of the Honor Date, the amount of the unreimbursed drawing (expressed in Dollars in the amount of the Dollar Equivalent thereof in the case of a Letter of Credit denominated in an Alternative L/C a Foreign Currency) (the “Unreimbursed Amount”), and the amount of such Lender’s Applicable Revolving Commitment Percentage thereof. In such event, the Borrower shall be deemed to have requested a Borrowing of Revolving Loan that is a Base Rate Loans Loan to be disbursed on the Honor Date in an amount equal to the Unreimbursed Amount, without regard to the minimum and multiples specified in Section 2.02 2.1 for the principal amount of Base Rate Loans, but subject to the conditions set forth in Section 5.02 4.2 (other than the delivery of a Loan NoticeNotice of Borrowing) and provided that, after giving effect to such BorrowingRevolving Loan, the Total aggregate principal Dollar Amount (determined as of the most recent Determination Date) of Revolving Outstandings Obligations outstanding at any time shall not exceed the Aggregate Revolving CommitmentsCommitted Amount. Any notice given by the L/C Issuer or the Administrative Agent pursuant to this Section 2.03(c)(i2.3(c)(i) may be given by telephone if immediately confirmed in writing; provided that the lack of such an immediate confirmation shall not affect the conclusiveness or binding effect of such notice.

Drawings and Reimbursements; Funding of Participations. (i) Upon receipt from the beneficiary of any Letter of Credit of any notice of a drawing under such Letter of Credit, the L/C Issuer shall notify the Borrower and the Administrative Agent thereof. In Not later than (1) 1:00 p.m., Local Time, on the case of any such reimbursement of a drawing under a Letter of Credit denominated in an Alternative L/C Currency, first Business Day after the date that the L/C Issuer shall notify provides notice to the Borrower of the Dollar Equivalent of the amount of the drawing promptly following the determination thereof. Not later than 11:00 a.m. on the date of any payment by the L/C Issuer under a Letter of Credit or (2) 11:00 a.m., Local Time, on the second succeeding Business Day (if such notice is provided after 10:00 a.m., Local Time, on the date such notice is given) (each such applicable date, an “Honor Date”), the Borrower shall reimburse the L/C Issuer directly in Dollars (and the L/C Issuer shall promptly notify the Administrative Agent of any failure by the Borrower to so reimburse the L/C Issuer by such time) in an amount equal to the Dollar Equivalent of the amount of such drawingdrawing in Dollars. If the Borrower fails to so reimburse the L/C Issuer by such time, the L/C Issuer shall promptly notify the Administrative Agent thereof, and upon receipt of such notice, the Administrative Agent shall promptly notify each Revolving Facility Lender under the Revolving Facility pursuant to which such Letter of Credit was issued of the Honor Date, the amount of the unreimbursed drawing (expressed in Dollars in the amount of the Dollar Equivalent thereof in the case of a Letter of Credit denominated in an Alternative L/C Currency) (the “Unreimbursed Amount”), and the amount of such Lender’s Applicable Revolving Facility Percentage thereof. In such event, the Borrower shall be deemed to have requested a Borrowing of Base Rate ABR Revolving Loans under the Revolving Facility under which such Letter of Credit was issued to be disbursed on the Honor Date in an amount equal to the Unreimbursed Amount, without regard to the minimum and multiples specified in Section 2.02 for the principal amount of Base Rate LoansBorrowing Minimums or Borrowing Multiples, but subject to the amount of the unutilized portion of the Revolving Facility Commitments under such Revolving Facility and the conditions set forth in Section 5.02 4.01 (other than the delivery of a Loan Notice) and provided that, after giving effect to such Borrowing, the Total Revolving Outstandings shall not exceed the Aggregate Revolving CommitmentsBorrowing Request). Any notice given by the L/C Issuer or the Administrative Agent pursuant to this Section 2.03(c)(i2.05(c)(i) may be given by telephone if immediately confirmed in writing; provided that the lack of such an immediate confirmation shall not affect the conclusiveness or binding effect of such notice.

Drawings and Reimbursements; Funding of Participations. (i) Upon receipt from the beneficiary of any Letter of Credit of any notice of drawing under such Letter of Credit, the L/C Issuer Agent shall notify Borrower thereof. In the case of a Letter of Credit denominated in an Alternative Currency, Borrower and shall reimburse Agent in such Alternative Currency, unless (i) Agent (at its option) shall have specified in such notice that it will require reimbursement in Dollars, or (ii) in the Administrative absence of any such requirement for reimbursement in Dollars, Borrower shall have notified Agent thereofpromptly following receipt of the notice of drawing that Borrower will reimburse Agent in Dollars. In the case of any such reimbursement in Dollars of a drawing under a Letter of Credit denominated in an Alternative L/C Currency, the L/C Issuer Agent shall notify the Borrower of the Dollar Equivalent of the amount of the drawing promptly following the determination thereof. Not later than 11:00 a.m. 10:00 a.m., Chicago time, on the date of any payment by the L/C Issuer Agent under a Letter of Credit to be reimbursed in Dollars, or the Applicable Time on the date of any payment by Agent under a Letter of Credit to be reimbursed in an Alternative Currency (each such date, an “Honor Date”), the Borrower shall reimburse the L/C Issuer directly in Dollars and Agent in an amount equal to the Dollar Equivalent of the amount of such drawingdrawing and in the applicable currency. If the Borrower fails to so reimburse the L/C Issuer Agent by such time, the L/C Issuer shall promptly notify the Administrative Agent thereof, and upon receipt of such notice, the Administrative Agent shall promptly notify each Lender of the Honor Date, the amount of the unreimbursed drawing (expressed in Dollars in the amount of the Dollar Equivalent thereof in the case of a Letter of Credit denominated in an Alternative L/C Currency) (the “Unreimbursed Amount”), and the amount of such Lender’s Applicable Percentage Pro Rata Share thereof. In such event, the Borrower shall be deemed to have requested a Committed Borrowing of Base Rate Loans to be disbursed on the Honor Date in an amount equal to the Unreimbursed Amount, without regard to the minimum and multiples specified in Section 2.02 for the principal amount of Base Rate Loans, but subject to the amount of the unutilized portion of the Aggregate Commitments and the conditions set forth in Section 5.02 4.02 (other than the delivery of a Committed Loan Notice) and provided that, after giving effect to such Borrowing, the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments). Any notice given by the L/C Issuer or the Administrative Agent pursuant to this Section 2.03(c)(i) may be given by telephone if immediately promptly confirmed in writing; provided that the lack of such an immediate a prompt confirmation shall not affect the conclusiveness or binding effect of such notice.

Drawings and Reimbursements; Funding of Participations. (i) Upon receipt from the beneficiary of any Letter of Credit of any notice of drawing under such Letter of Credit, the L/C Issuer shall notify the Borrower and the Administrative Agent thereof. In the case of any such reimbursement of a drawing under a Letter of Credit denominated in an Alternative L/C Currency, the L/C Issuer shall notify the Borrower of the Dollar Equivalent of the amount of the drawing promptly following the determination thereof. Not later than 11:00 a.m. on the date of any payment by the L/C Issuer under a Letter of Credit (each such date, an “Honor Date”), the Borrower shall reimburse the L/C Issuer directly in Dollars and through the Administrative Agent in an amount equal to the Dollar Equivalent of the amount of such drawing; provided, that the Borrower has received notice of such payment by 10:00 a.m. on such Honor Date, otherwise the Borrower shall make such payment not later than 11:00 a.m. on the following Business Day (together with interest thereon). If the Borrower fails to so reimburse the L/C Issuer by such time, the L/C Issuer shall promptly notify the Administrative Agent thereof, and upon receipt of such notice, the Administrative Agent shall promptly notify each Lender of the Honor Date, the amount of the unreimbursed drawing (expressed in Dollars in the amount of the Dollar Equivalent thereof in the case of a Letter of Credit denominated in an Alternative L/C Currency) (the “Unreimbursed Amount”), and the amount of such Lender’s Lendex’x Applicable Percentage thereof. In such event, the Borrower shall be deemed to have requested a Borrowing of Revolving Loans that are Base Rate Loans to be disbursed on the Honor Date in an amount equal to the Unreimbursed Amount, without regard to the minimum and multiples specified in Section 2.02 for the principal amount of Base Rate Loans, but subject to the unutilized portion of the Aggregate Revolving Commitments and the conditions set forth in Section 5.02 (other than the delivery of a Loan Notice) and provided that). If the Unreimbursed Amount is paid on the Honor Date with a Revolving Loan, after giving effect no Default shall be deemed to such Borrowing, the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitmentshave occurred. Any notice given by the L/C Issuer or the Administrative Agent pursuant to this Section 2.03(c)(i) may be given by telephone if immediately confirmed in writing; provided that the lack of such an immediate confirmation shall not affect the conclusiveness or binding effect of such notice.

Drawings and Reimbursements; Funding of Participations. (i) Upon receipt from the beneficiary of any Letter of Credit of any notice of a drawing under such Letter of Credit, the L/C Issuer that issued such Letter of Credit shall notify the Borrower Borrowers and the Administrative Agent thereof. In the case of any such reimbursement of a drawing under a Letter of Credit denominated in an Alternative L/C Currency, the L/C Issuer shall notify the Borrower of the Dollar Equivalent of the amount of the drawing promptly following the determination thereof. Not later than 11:00 a.m. 2:00 p.m. on the date of any payment by the an L/C Issuer under a Letter of Credit (each such date, an “Honor Date”) (or, if the Borrowers were notified of such drawing on or after the Honor Date, not later than 5:00 p.m. on the following Business Day), the Borrower Borrowers shall reimburse the such L/C Issuer directly in Dollars and through the Administrative Agent in an amount equal to the Dollar Equivalent of the amount of such drawingdrawing (unless the Borrowers elect to reimburse such L/C Issuer through a Revolving Loan, as set forth below). If the Borrower fails Borrowers fail to so reimburse the such L/C Issuer by such time, the L/C Issuer shall promptly notify the Administrative Agent thereof, and upon receipt of such notice, the Administrative Agent shall promptly notify each Lender of the Honor Date, the amount of the unreimbursed drawing (expressed in Dollars in the amount of the Dollar Equivalent thereof in the case of a Letter of Credit denominated in an Alternative L/C Currency) (the “Unreimbursed Amount”), and the amount of such Lender’s Applicable Percentage thereof. In thereof and in such event, the Borrower Borrowers shall be deemed to have requested a Revolving Borrowing of Base Rate Loans to be disbursed on the Honor Date in an amount equal to the Unreimbursed Amount, without regard to the minimum and multiples specified in Section 2.02 for the principal amount of Base Rate Loans, but subject to the amount of the unutilized portion of the Aggregate Commitments and the conditions set forth in Section 5.02 4.02 (other than the delivery of a Revolving Loan Notice) and provided that, after giving effect to such Borrowing, the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments). Any notice given by the an L/C Issuer or the Administrative Agent pursuant to this Section 2.03(c)(i) may be given by telephone if immediately confirmed in writing; provided that the lack of such an immediate confirmation shall not affect the conclusiveness or binding effect of such notice.

Drawings and Reimbursements; Funding of Participations. (i) Upon receipt from the beneficiary of any Letter of Credit of any complaint notice of a drawing under such Letter of Credit, the relevant L/C Issuer shall notify promptly the Borrower and the Administrative Agent thereof. In the case of any such reimbursement of a drawing under a Letter of Credit denominated in an Alternative L/C Currency, the L/C Issuer shall notify the Borrower of the Dollar Equivalent of the amount of the drawing promptly following the determination thereof. Not later than 11:00 a.m. 3:00 p.m. on the date of Business Day immediately following any payment by the an L/C Issuer under a Letter of Credit with notice to the Borrower (each such date, an “Honor Date”), the Borrower shall reimburse the reimburse, such L/C Issuer through the Administrative Agent (or directly in Dollars and to such L/C Issuer with a written notice to the Administrative Agent) in an amount equal to the Dollar Equivalent of the amount of such drawingdrawing in (x) with respect to any Letter of Credit issued in Dollars, in Dollars or (y) with respect to any Letter of Credit issued in an Alternative Currency, in such Alternative Currency (or if requested by the applicable L/C Issuer, the Dollar Equivalent thereof in Dollars). If the Borrower fails to so reimburse the such L/C Issuer by such time, the L/C Issuer shall promptly notify the Administrative Agent thereof, and upon receipt of such notice, the Administrative Agent shall promptly notify each Revolving Credit Lender of the Honor Date, the amount of the unreimbursed drawing (expressed in Dollars in the amount of the Dollar Equivalent thereof in the case of a Letter of Credit denominated in an Alternative L/C Currency) (the “Unreimbursed Amount”), and the amount of such Revolving Credit Lender’s Applicable Percentage Pro Rata Share thereof. In such event, the Borrower shall be deemed to have requested a Revolving Credit Borrowing of Base Rate Loans to be disbursed on the Honor Date in an amount equal to the Unreimbursed Amount, without regard to the minimum and multiples specified in Section 2.02 for the principal amount of Base Rate Loans, Loans but subject to the amount of the unutilized portion of the Revolving Credit Commitments of the Revolving Credit Lenders and the conditions set forth in Section 5.02 4.02 (other than the delivery of a Committed Loan Notice) and provided that, after giving effect ). The Borrower’s failure to such Borrowing, the Total Revolving Outstandings reimburse an L/C Issuer shall not exceed the Aggregate Revolving Commitmentsconstitute a Default so long as such L/C Issuer is repaid with proceeds of Loans as provided in this Section 2.03(c). Any notice given by the an L/C Issuer or the Administrative Agent pursuant to this Section 2.03(c)(i) may be given by telephone if immediately confirmed in writing; provided provided, that the lack of such an immediate confirmation shall not affect the conclusiveness or binding effect of such notice.

Drawings and Reimbursements; Funding of Participations. (i) Upon receipt from the beneficiary of any Letter of Credit of any notice of a drawing under such Letter of Credit, the L/C Issuer shall notify the Borrower and the Administrative Agent thereof. In the case of any such reimbursement of a drawing under a Letter of Credit denominated in an Alternative L/C Currency, the L/C Issuer shall notify the Borrower of the Dollar Equivalent of the amount of the drawing promptly following the determination thereof. Not later than 11:00 a.m. on the date of any payment by the L/C Issuer under a Letter of Credit (each such date, an “Honor Date”), the Borrower shall reimburse the L/C Issuer directly in Dollars and through the Administrative Agent in an amount equal to the Dollar Equivalent of the amount of such drawing. If the Borrower fails to so reimburse the L/C Issuer by such time, the L/C Issuer shall promptly notify the Administrative Agent thereof, and upon receipt of such notice, the Administrative Agent shall promptly notify each Revolving Credit Lender of the Honor Date, the amount of the unreimbursed drawing (expressed in Dollars in the amount of the Dollar Equivalent thereof in the case of a Letter of Credit denominated in an Alternative L/C Currency) (the “Unreimbursed Amount”), and the amount of such Revolving Credit Lender’s Applicable Revolving Credit Percentage thereof. In such event, the Borrower shall be deemed to have requested a Revolving Credit Borrowing of Base Rate Loans to be disbursed on the Honor Date in an amount equal to the Unreimbursed Amount, without regard to the minimum and multiples specified in Section 2.02 for the principal amount of Base Rate Loans, but subject to the amount of the unutilized portion of the Revolving Credit Commitments and the conditions set forth in Section 5.02 4.02 (other than the delivery of a Committed Loan Notice) and provided that, after giving effect to such Borrowing, the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments). Any notice given by the L/C Issuer or the Administrative Agent pursuant to this Section 2.03(c)(i) may be given by telephone if immediately confirmed in writing; provided that the lack of such an immediate confirmation shall not affect the conclusiveness or binding effect of such notice. Each Revolving Credit Lender shall upon any notice pursuant to Section 2.03(c)(i) make funds available to the Administrative Agent for the account of the L/C Issuer at the Administrative Agent’s Office in an amount equal to its Applicable Revolving Credit Percentage of the Unreimbursed Amount not later than 1:00 p.m. on the Business Day specified in such notice by the Administrative Agent, whereupon, subject to the provisions of Section 2.03(c)(iii), each Revolving Credit Lender that so makes funds available shall be deemed to have made a Base Rate Loan to the Borrower in such amount. The Administrative Agent shall remit the funds so received to the L/C Issuer. With respect to any Unreimbursed Amount that is not fully refinanced by a Revolving Credit Borrowing of Base Rate Loans because the conditions set forth in Section 4.02 cannot be satisfied or for any other reason, the Borrower shall be deemed to have incurred from the L/C Issuer an L/C Borrowing in the amount of the Unreimbursed Amount that is not so refinanced, which L/C Borrowing shall be due and payable on demand (together with interest) and shall bear interest at the Default Rate. In such event, each Revolving Credit Lender’s payment to the Administrative Agent for the account of the L/C Issuer pursuant to Section 2.03(c)(ii) shall be deemed payment in respect of its participation in such L/C Borrowing and shall constitute an L/C Advance from such Lender in satisfaction of its participation obligation under this Section 2.03. Until each Revolving Credit Lender funds its Revolving Credit Loan or L/C Advance pursuant to this Section 2.03(c) to reimburse the L/C Issuer for any amount drawn under any Letter of Credit, interest in respect of such Lender’s Applicable Revolving Credit Percentage of such amount shall be solely for the account of the L/C Issuer. Each Revolving Credit Lender’s obligation to make Revolving Credit Loans or L/C Advances to reimburse the L/C Issuer for amounts drawn under Letters of Credit, as contemplated by this Section 2.03(c), shall be absolute and unconditional and shall not be affected by any circumstance, including (A) any setoff, counterclaim, recoupment, defense or other right which such Lender may have against the L/C Issuer, the Borrower or any other Person for any reason whatsoever; (B) the occurrence or continuance of a Default, or (C) any other occurrence, event or condition, whether or not similar to any of the foregoing; provided, however, that each Revolving Credit Lender’s obligation to make Revolving Credit Loans pursuant to this Section 2.03(c) is subject to the conditions set forth in Section 4.02 (other than delivery by the Borrower of a Committed Loan Notice). No such making of an L/C Advance shall relieve or otherwise impair the obligation of the Borrower to reimburse the L/C Issuer for the amount of any payment made by the L/C Issuer under any Letter of Credit, together with interest as provided herein. If any Revolving Credit Lender fails to make available to the Administrative Agent for the account of the L/C Issuer any amount required to be paid by such Lender pursuant to the foregoing provisions of this Section 2.03(c) by the time specified in Section 2.03(c)(ii), then, without limiting the other provisions of this Agreement, the L/C Issuer shall be entitled to recover from such Lender (acting through the Administrative Agent), on demand, such amount with interest thereon for the period from the date such payment is required to the date on which such payment is immediately available to the L/C Issuer at a rate per annum equal to the greater of the Federal Funds Rate and a rate determined by the L/C Issuer in accordance with banking industry rules on interbank compensation, plus any administrative, processing or similar fees customarily charged by the L/C Issuer in connection with the foregoing. If such Lender pays such amount (with interest and fees as aforesaid), the amount so paid shall constitute such Lender’s Revolving Credit Loan included in the relevant Revolving Credit Borrowing or L/C Advance in respect of the relevant L/C Borrowing, as the case may be. A certificate of the L/C Issuer submitted to any Revolving Credit Lender (through the Administrative Agent) with respect to any amounts owing under this Section 2.03(c)(vi) shall be conclusive absent manifest error. If the L/C Issuer shall make any payment or disbursement pursuant to a drawing under a Letter of Credit, then, (x) the unpaid amount thereof shall bear interest, for each day from and including the date such payment or disbursement is made to but excluding the Honor Date, at the Applicable Rate for Revolving Credit Loans that are Base Rate Loans, and (y) unless the Borrower shall reimburse such payment or disbursement in full on the Honor Date, the unpaid amount thereof shall bear interest payable on demand, for each day from and including the Honor Date to but excluding the date that the Borrower reimburses such payment or disbursement, at the rate per annum determined pursuant to Section 2.08(b). Interest accrued pursuant to this paragraph shall be for the account of the L/C Issuer, except that interest accrued on and after the date of payment by any Revolving Credit Lender pursuant to this Section 2.03(c) to reimburse the L/C Issuer shall be for the account of such Lender to the extent of such payment.

Drawings and Reimbursements; Funding of Participations. (i) Upon receipt from the beneficiary of any Letter of Credit of any notice of drawing under such any Letter of Credit, the issuing L/C Issuer shall notify the Borrower and the Administrative Agent thereof. In the case of any such reimbursement of a drawing under a Letter of Credit denominated in an Alternative L/C Currency, If the L/C Issuer shall notify gives notice to the Borrower of the Dollar Equivalent of the amount of the drawing promptly following the determination thereof. Not later than prior to 11:00 a.m. a.m., New York time, on the date of any payment by the L/C Issuer under a Letter of Credit (each such date, an “Honor Date”), the Borrower shall reimburse the L/C Issuer directly in Dollars and through the Administrative Agent, on the Honor Date, in an amount equal to the Dollar Equivalent of the amount of such drawing; and if such L/C Issuer shall give notice to the Borrower at or after such time, the Borrower shall make such reimbursement by 11:00 a.m., New York time on the following Business Day. In the event that reimbursement is made on such following day as permitted by this subsection (c)(i), interest shall be payable by the Borrower at the rate set forth in Section 2.08(a)(ii) on the amount of the drawing from the date on which the relevant draft is paid until the date on which such amount is either paid in full (by payment made by the Borrower or by a Borrowing of Base Rate Loans pursuant to this subsection (c)(i)) or is deemed to be an L/C Borrowing pursuant to Section 2.03(c)(iii). If the Borrower fails to so reimburse the L/C Issuer by such the applicable time, the L/C Issuer shall promptly notify the Administrative Agent thereof, and upon receipt of such notice, the Administrative Agent shall promptly notify each Lender of the Honor Date, the amount of the unreimbursed drawing (expressed in Dollars in the amount of the Dollar Equivalent thereof in the case of a Letter of Credit denominated in an Alternative L/C Currency) (the “Unreimbursed Amount”), and the amount of such Lender’s Applicable Percentage Pro Rata Share thereof. In such event, the Borrower shall be deemed to have requested a Borrowing of Base Rate Loans to be disbursed on the Honor Date in an amount equal to the Unreimbursed Amount, without regard to the minimum and multiples specified in Section 2.02 for the principal amount of Base Rate Loans, but subject to the amount of the unutilized portion of the Commitments and the conditions set forth in Section 5.02 4.02 (other than the delivery of a Loan Notice) and provided that, after giving effect to such Borrowing, the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments). Any notice given by the an L/C Issuer or the Administrative Agent pursuant to this Section 2.03(c)(i) may be given by telephone if immediately confirmed in writing; provided that the lack of such an immediate confirmation shall not affect the conclusiveness or binding effect of such notice.

Drawings and Reimbursements; Funding of Participations. (i1) Upon receipt from the beneficiary of any Letter of Credit of any notice of a drawing under such Letter of Credit, the L/C Issuer Administrative Agent shall notify the Lead Borrower and thereof; provided, however, that any failure to give or delay in giving such notice shall not relieve the Administrative Agent thereof. In the case Borrowers of any such reimbursement of a drawing under a Letter of Credit denominated in an Alternative L/C Currency, their obligation to reimburse the L/C Issuer shall notify and the Borrower of the Dollar Equivalent of the amount of the drawing promptly following the determination thereofLenders with respect to any such payment. Not later than 11:00 a.m. on the date of any payment by the L/C Issuer under a Letter of Credit (each such date, an “Honor Date”), the Borrower Borrowers shall reimburse the L/C Issuer directly in Dollars and through the Administrative Agent on the same day in an amount equal to the Dollar Equivalent of the amount of such drawing, less the amount of any funds withdrawn by the L/C Issuer from account number ***, maintained at Wells Fargo Bank (or such other account maintained at Wells Fargo Bank as the Borrowers shall designate from time to time in writing), that the L/C Issuer used to repay such drawing, provided, that the Administrative Agent has received written notice of such withdrawal and the amount thereof. If the Borrower fails Borrowers fail to so fully reimburse the L/C Issuer by such time, the L/C Issuer shall promptly notify the Administrative Agent thereof, and upon receipt of such notice, the Administrative Agent shall promptly notify each Lender of the Honor Date, the amount of the unreimbursed drawing (expressed in Dollars in the amount of the Dollar Equivalent thereof in the case of a Letter of Credit denominated in an Alternative L/C Currency) (the “Unreimbursed Amount”), and the amount of such Lender’s Applicable Percentage thereof. In such event, the Borrower Borrowers shall be deemed to have requested a Committed Borrowing of Base Rate Loans to be disbursed on the Honor Date in an amount equal to the Unreimbursed Amount, without regard to the minimum and multiples specified in Section 2.02 B for the principal amount of Base Rate Loans, but subject to the amount of the unutilized portion of the Aggregate Commitments and the conditions set forth in Section 5.02 IV.B (other than the delivery of a Loan Committed Loan/Conversion Notice) and provided that, after giving effect to such Borrowing, the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments). Any notice given by the L/C Issuer or the Administrative Agent pursuant to this Section 2.03(c)(iII.C(iii)(1) may be given by telephone if immediately confirmed in writing; provided that the lack of such an immediate confirmation shall not affect the conclusiveness or binding effect of such noticeelectronic means.

Drawings and Reimbursements; Funding of Participations. (i) Upon receipt from the beneficiary of any Letter of Credit of any notice of a drawing under such Letter of Credit, the applicable L/C Issuer shall notify the Borrower and the Administrative Agent thereof. In the case of any If such reimbursement of a drawing under a Letter of Credit denominated in an Alternative L/C Currency, the L/C Issuer shall notify notifies the Borrower of the Dollar Equivalent of the amount of the drawing promptly following the determination thereof. Not later than such payment prior to 11:00 a.m. (New York City time) on the date of any payment by the such L/C Issuer under a Letter of Credit (each such date, an “Honor Date”), the Borrower shall reimburse the such L/C Issuer directly in Dollars and through the Administrative Agent in an amount equal to the Dollar Equivalent amount of such drawing; provided that if such notice is not provided to the Borrower prior to 11:00 a.m. (New York City time) on the Honor Date, then the Borrower shall reimburse such L/C Issuer through the Administrative Agent in an amount equal to the amount of such drawingdrawing on the next succeeding Business Day, and such extension of time shall be reflected in computing fees in respect of any such Letter of Credit. If the Borrower fails to so reimburse the such L/C Issuer by such time, the L/C Issuer shall promptly notify the Administrative Agent thereof, and upon receipt of such notice, the Administrative Agent shall promptly notify each Revolving Credit Lender of the Honor Date, the amount of the unreimbursed drawing (expressed in Dollars in the amount of the Dollar Equivalent thereof in the case of a Letter of Credit denominated in an Alternative L/C Currency) (the “Unreimbursed Amount”), and the amount of such LenderRevolving Credit Xxxxxx’s Applicable Percentage Pro Rata Share thereof. In such event, the Borrower shall be deemed to have requested a Revolving Credit Borrowing of Base Rate Loans to be disbursed on the Honor Date in an amount equal to the Unreimbursed Amount, without regard to the minimum and multiples specified in Section 2.02 for the principal amount of Base Rate Loans, but subject to the amount of the unutilized portion of the Revolving Credit Commitments and the conditions set forth in Section 5.02 4.02 (other than the delivery of a Committed Loan Notice) and provided that, after giving effect to such Borrowing, the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments). Any notice given by the an L/C Issuer or the Administrative Agent pursuant to this Section 2.03(c)(i) may be given by telephone if immediately confirmed in writing; provided that the lack of such an immediate confirmation shall not affect the conclusiveness or binding effect of such notice.

Drawings and Reimbursements; Funding of Participations. (i) Upon receipt from the beneficiary of any Letter of Credit of any notice of a drawing under such Letter of Credit, the L/C Issuer shall notify the Borrower Agent and the Administrative Agent thereof. In the case of a Letter of Credit denominated in Sterling, the Borrowers shall reimburse the L/C Issuer in Sterling, unless (A) the L/C Issuer (at its option) shall have specified in such notice that it will require reimbursement in Dollars, or (B) in the absence of any such requirement for reimbursement in Dollars, the Borrower Agent shall have notified the L/C Issuer promptly following receipt of the notice of drawing that the Borrowers will reimburse the L/C Issuer in Dollars. In the case of any such reimbursement in Dollars of a drawing under a Letter of Credit denominated in an Alternative L/C CurrencySterling, the L/C Issuer shall notify the Borrower Agent of the Dollar Equivalent in Dollars of the amount of the drawing promptly following the determination thereof. Not later than 11:00 a.m. (New York City time) on the date of any next Business Day succeeding payment by the L/C Issuer under a Letter of Credit (each such date, an “Honor Date”), the Borrower Borrowers shall reimburse the L/C Issuer directly in Dollars and through the Administrative Agent in an amount equal to the Dollar Equivalent of the amount of such drawing. If the Borrower fails Borrowers fail to so reimburse the L/C Issuer by such time, the L/C Issuer shall promptly notify the Administrative Agent thereof, and upon receipt of such notice, the Administrative Agent shall promptly notify each Lender of the Honor Date, the amount of the unreimbursed drawing (expressed in the Equivalent in Dollars in the amount of the Dollar Equivalent thereof in the case of a Letter of Credit denominated in an Alternative L/C CurrencySterling) (the “Unreimbursed Amount”), and the amount of such Lender’s Applicable Percentage thereof. In such event, the Borrower shall be deemed to have requested a Borrowing of Base Rate Loans to be disbursed on the Honor Date in an amount equal to the Unreimbursed Amount, without regard to the minimum and multiples specified in Section 2.02 for the principal amount of Base Rate Loans, but subject to the conditions set forth in Section 5.02 (other than the delivery of a Loan Notice) and provided that, after giving effect to such Borrowing, the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments. Any notice given by the L/C Issuer or the Administrative Agent pursuant to this Section 2.03(c)(i) may be given by telephone if immediately confirmed in writing; provided that the lack of such an immediate confirmation shall not affect the conclusiveness or binding effect of such notice.Pro Rata

Drawings and Reimbursements; Funding of Participations. (iiii) Upon receipt from the beneficiary of any Letter of Credit of any notice of drawing under such any Letter of Credit, the L/C Issuer shall notify the Borrower and the Administrative Agent thereof. In of the case of any such reimbursement of a drawing under a Letter of Credit denominated in an Alternative L/C Currency, amount to be paid by the L/C Issuer as a result of such drawing and the date on which payment is to be made by the L/C Issuer to the beneficiary of such Letter of Credit in respect of such drawing; provided, however, that in the case of Commercial Letters of Credit, subsequent notification by routine methods shall notify the Borrower of the Dollar Equivalent of the amount of the drawing promptly following the determination thereofbe deemed sufficient notice. Not later than 11:00 a.m. a.m., on the date of any payment by the L/C Issuer under a Letter of Credit (each such datedate of payment, an “Honor Date”), the Borrower shall reimburse the L/C Issuer directly in Dollars and through the Administrative Agent in an amount equal to the Dollar Equivalent of the amount of such drawing, which may be effected through the debiting of one or more deposit accounts maintained with the Administrative Agent. If the Borrower fails to so reimburse the L/C Issuer by such time, the L/C Issuer shall promptly notify the Administrative Agent thereof, and upon receipt of such notice, the Administrative Agent shall promptly notify each Revolving Lender of the Honor Date, the amount of the unreimbursed drawing (expressed in Dollars in the amount of the Dollar Equivalent thereof in the case of a Letter of Credit denominated in an Alternative L/C Currency) (the “Unreimbursed Amount”), and the amount of such Revolving Lender’s Applicable Percentage thereofL/C Risk Participation with respect thereto. In such event, the Borrower shall be deemed to have requested a Revolving Loan Borrowing of Base Rate Loans to be disbursed on the Business Day following the Honor Date in an amount equal to the Unreimbursed Amount, without regard to the minimum and multiples specified in Section 2.02 2.01 for the principal amount of Base Rate Loans, but subject to the amount of the unutilized portion of the Total Revolving Loan Commitment and the conditions set forth in Section 5.02 3.02 (other than the delivery of a Notice of Loan Notice) and provided that, after giving effect to such Borrowing, the Total Borrowing for Revolving Outstandings shall not exceed the Aggregate Revolving CommitmentsLoans). Any notice given by the L/C Issuer or the Administrative Agent pursuant to this Section 2.03(c)(i2.02(c)(i) may be given by telephone if immediately confirmed in writing; provided provided, that the lack of such an immediate confirmation shall not affect the conclusiveness or binding effect of such notice.

Drawings and Reimbursements; Funding of Participations. (i) Upon receipt from the beneficiary of any Letter of Credit of any notice of a drawing under such Letter of Credit, the L/C Issuer shall notify the Parent Borrower and the Administrative Agent thereof. In the case of any such reimbursement of a drawing under a Letter of Credit denominated in an Alternative L/C Currency, the L/C Issuer shall notify the Borrower of the Dollar Equivalent of the amount of the drawing promptly following the determination thereof. Not later than 11:00 a.m. on the date of any payment by the L/C Issuer under a Letter of Credit (each such date, an “Honor Date”), if the Parent Borrower shall have received notice of such drawing prior to 9:00 a.m. on the Honor Date, or if such notice has not been received by the Parent Borrower prior to such time on the Honor Date, then not later than 11:00 a.m. on (A) the Business Day that the Parent Borrower receives such notice, if such notice is received prior to 9:00 a.m. on the day of receipt or (B) the Business Day immediately following the day that the Parent Borrower receives such notice, if such notice is not received prior to 9:00 a.m. on the day of receipt, the applicable Borrower shall reimburse the L/C Issuer directly in Dollars and through the Administrative Agent in an amount equal to the Dollar Equivalent of the amount of such drawing. If the such Borrower fails to so reimburse the L/C Issuer by such time, the L/C Issuer shall promptly notify the Administrative Agent thereof, and upon receipt of such notice, the Administrative Agent shall promptly notify each Lender of the Honor Date, the amount of the unreimbursed drawing (expressed in Dollars in the amount of the Dollar Equivalent thereof in the case of a Letter of Credit denominated in an Alternative L/C Currency) (the “Unreimbursed Amount”), and the amount of such Lender’s Applicable Percentage thereof. In such event, the such Borrower shall be deemed to have requested a Borrowing of Base Rate Loans to be disbursed on the Honor Date in an amount equal to the Unreimbursed Amount, without regard to the minimum and multiples specified in Section 2.02 for the principal amount of Base Rate Loans, but subject to the amount of the unutilized portion of the Aggregate CommitmentsMaximum Borrowing Amount and the conditions set forth in Section 5.02 4.02 (other than the delivery of a Committed Loan Notice) and provided that, after giving effect to such Borrowing, the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments). Any notice given by the L/C Issuer or the Administrative Agent pursuant to this Section 2.03(c)(i) may be given by telephone if immediately confirmed in writing; provided that the lack of such an immediate confirmation shall not affect the conclusiveness or binding effect of such notice.

Drawings and Reimbursements; Funding of Participations. (i) Upon receipt from the beneficiary of any Letter of Credit of any notice of a drawing under such Letter of Credit, the L/C Issuer shall notify the relevant Borrower and the Administrative Agent thereof. In the case of any such reimbursement of a drawing under a Letter of Credit denominated in an Alternative L/C Currency, the L/C Issuer shall notify the Borrower of the Dollar Equivalent of the amount of the drawing promptly following the determination thereof. Not later than 11:00 a.m. 12:00 p.m. (noon) on the date of Business Day immediately following any payment by the L/C Issuer under a Letter of Credit (each such date, an “Honor Date”), the relevant Borrower shall reimburse the L/C Issuer directly in Dollars and through the Administrative Agent in an amount equal to the Dollar Equivalent of the amount of such drawing, which amount shall be payable in the Committed Currency in which such Letter of Credit was issued. If the anythe Borrower fails to so reimburse the L/C Issuer by such time, the L/C Issuer shall promptly notify the Administrative Agent thereof, and upon receipt of such notice, the Administrative Agent shall promptly notify each Revolving Credit Lender of the Honor Date, the amount of the unreimbursed drawing (expressed in Dollars in the amount of the Dollar Equivalent Amount thereof in the case of a Letter of Credit denominated in an Alternative L/C CurrencyEuros or Sterling) (the “Unreimbursed Amount”), and the amount of such Revolving Credit Lender’s Applicable Percentage Pro Rata Share thereof. In such event, the relevant Borrower shall be deemed to have requested a Revolving Credit Borrowing of Base Rate Loans to be disbursed on the Honor Date in an amount equal to the Unreimbursed Amount, without regard to the minimum and multiples specified in Section 2.02 2.02(a) for the principal amount of Base Rate Loans, Loans but subject to the amount of the unutilized portion of the Revolving Credit Commitments and the conditions set forth in Section 5.02 4.02 (other than the delivery of a Committed Loan Notice) and provided that, after giving effect to such Borrowing, the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments). Any notice given by the L/C Issuer or the Administrative Agent pursuant to this Section 2.03(c)(i) may be given by telephone if immediately promptly confirmed in writing; provided that the lack of such an immediate a prompt confirmation shall not affect the conclusiveness or binding effect of such notice.