Common use of Expiration Date Clause in Contracts

Expiration Date. No Letter of Credit shall have an expiration date (including all rights of the Borrower or the beneficiary to require renewal) later than one (1) Business Day prior to the Revolving Credit Maturity Date. The foregoing notwithstanding, any standby Letter of Credit may, by its terms, be renewable annually upon notice (a “Notice of Renewal”) given to the Issuing Bank and the Agent on or prior to any date for notice of renewal set forth in such Letter of Credit (but in any event at least two (2) Business Days prior to the date of the proposed renewal of such standby Letter of Credit) and upon fulfillment of the applicable conditions set forth in Article III unless the Issuing Bank shall have notified the Borrower (with a copy to the Agent) on or prior to the date for notice of termination set forth in such Letter of Credit (but in any event at least thirty (30) Business Days prior to the date of automatic renewal) of its election not to renew such standby Letter of Credit (a “Notice of Termination”); provided that the terms of each standby Letter of Credit that is automatically renewable annually shall not permit the expiration date (after giving effect to any renewal) of such standby Letter of Credit in any event to be extended to a date later than one (1) Business Day before the Revolving Credit Maturity Date. If either a Notice of Renewal is not given by the Borrower or a Notice of Termination is given by the Issuing Bank pursuant to the immediately preceding sentence, such standby Letter of Credit shall expire on the date on which it otherwise would have been automatically renewed; provided, however, that even in the absence of receipt of a Notice of Renewal, the Issuing Bank may, in its discretion unless instructed to the contrary by the Agent or the Borrower, deem that a Notice of Renewal had been timely delivered and, in such case, a Notice of Renewal shall be deemed to have been so delivered for all purposes under this Agreement.

Expiration Date. No Each Letter of Credit shall have an expiration expire at or prior to the close of business on the earlier of (i) the date (including all rights that is one year after the date of the Borrower or issuance of such Letter of Credit (or, in the beneficiary case of any extension thereof, the date to require renewalwhich it has been extended (not in excess of one year from the last applicable expiry date)) later than one and (1ii) the date that is the fifth (5th) Business Day prior to the Revolving Credit Maturity Date. The foregoing notwithstanding; provided that if such expiry date is not a Business Day, such Letter of Credit shall expire at or prior to the close of business on the next succeeding Business Day; provided, further, that any standby Letter of Credit may, by its termsupon the request of a Revolving Borrower, include a provision whereby such Letter of Credit shall be renewable annually upon notice renewed or extended automatically for additional consecutive periods of one year or less (a “Notice of Renewal”but not beyond the date that is the fifth (5th) given Business Day prior to the Revolving Maturity Date) unless the applicable Issuing Bank and notifies the Agent on or prior to any date for notice of renewal set forth beneficiary thereof within the time period specified in such Letter of Credit (but in any event at least two (2) Business Days prior to the date of the proposed renewal of or, if no such standby Letter of Credit) and upon fulfillment of the applicable conditions set forth in Article III unless the Issuing Bank shall have notified the Borrower (with a copy to the Agent) on or prior to the date for notice of termination set forth in such Letter of Credit (but in any event time period is specified, at least thirty (30) Business Days days prior to the date of automatic renewal) of its election not to renew then-applicable expiration date, that such standby Letter of Credit (will not be renewed or extended; provided, further, that a “Notice of Termination”); provided that the terms of each standby Letter of Credit that is automatically renewable annually shall not permit the expiration date (after giving effect to any renewal) of such standby Letter of Credit in any event to be extended to a date later than one (1) Business Day before the Revolving Credit Maturity Date. If either a Notice of Renewal is not given by the Borrower or a Notice of Termination is given by the Issuing Bank pursuant to the immediately preceding sentence, such standby Letter of Credit shall not be required to expire on such fifth (5th) Business Day prior to the date on which it Revolving Maturity Date if such Letter of Credit is cash collateralized or backstopped in an amount, by an institution and otherwise would have been automatically renewed; providedpursuant to arrangements, howeverin each case reasonably acceptable to the applicable Issuing Bank. For the avoidance of doubt, that even if the Revolving Maturity Date occurs prior to the expiration of any Letter of Credit as a result of the last proviso in the absence foregoing sentence, then upon the taking of receipt of a Notice of Renewal, the Issuing Bank may, in its discretion unless instructed to the contrary by the Agent or the Borrower, deem that a Notice of Renewal had been timely delivered and, actions described in such caseproviso with respect to such Letter of Credit, a Notice all participations in such Letter of Renewal Credit under the terminated Revolving Commitments shall be deemed to have been so delivered for all purposes under this Agreementterminate.

Expiration Date. No Letter of Credit shall have an expiration date (including all rights of the Borrower or the beneficiary to require renewal) later than one (1) Business Day prior to the Revolving Credit Maturity Date. The foregoing notwithstanding, any standby Letter of Credit may, by its terms, be renewable annually upon notice (a “Notice of Renewal”) given to the Issuing Bank and the Agent on or prior to any date for notice of renewal set forth in such Letter of Credit (but in any event at least two (2) Business Days prior to the date of the proposed renewal of such standby Letter of Credit) and upon fulfillment of the applicable conditions set forth in Article III unless the Issuing Bank shall have notified the Borrower (with a copy to the Agent) on or prior to the date for notice of termination set forth in such Letter of Credit (but in any event at least thirty (30) Business Days prior to the date of automatic renewal) of its election not to renew such standby Letter of Credit (a “Notice of Termination”); provided that the terms of each standby Letter of Credit that is automatically renewable annually shall not permit the expiration date (after giving effect to any renewal) of such standby Letter of Credit in any event to be extended to a date later than one (1) Business Day before the Revolving Credit Maturity Date. If either a Notice of Renewal is not given by the Borrower or a Notice of Termination is given by the Issuing Bank pursuant to the immediately preceding sentence, such standby Each Letter of Credit shall expire at or prior to the close of business on the date on which it otherwise would have been automatically renewed; provided, however, that even earlier of (1) in the absence of receipt case of a Notice Standby Letter of RenewalCredit, unless otherwise consented to by the Issuing Bank in its sole discretion, (x) (i) the date one year after the date of the issuance of such Standby Letter of Credit (or, in the case of any renewal or extension thereof, one year after such renewal or extension) or (ii) such later date as requested by Borrower in the relevant application and (y) the date that is five days prior to the Revolving Maturity Date and (2) in the case of a Commercial Letter of Credit, (x) the date that is 180 days after the date of issuance of such Commercial Letter of Credit (or, in the case of any renewal or extension thereof, one year after such renewal or extension) and (y) the date that is five days prior to the Revolving Maturity Date. If Borrower so requests in any Letter of Credit Request, the Issuing Bank may, in its discretion unless instructed sole and absolute discretion, agree to issue a Letter of Credit that has automatic renewal provisions (each, an “Auto-Renewal Letter of Credit”); provided that (i) any such Auto-Renewal Letter of Credit must permit the Issuing Bank to prevent any such renewal at least once in each twelve-month period (commencing with the date of issuance of such Letter of Credit) by giving prior notice to the contrary beneficiary thereof not later than a day in each such twelve-month period to be agreed upon at the time such Letter of Credit is issued and (ii) the Issuing Bank will not permit the renewal of any Letter of Credit that would result in the expiration date of such Letter of Credit being later than the date that is five days prior to the Revolving Maturity Date. Unless otherwise directed by the Agent or Issuing Bank, Borrower shall not be required to make a specific request to the BorrowerIssuing Bank for any such renewal. Once an Auto-Renewal Letter of Credit has been issued, deem that a Notice of Renewal had been timely delivered and, in such case, a Notice of Renewal the Revolving Lenders shall be deemed to have authorized (but may not require) the Issuing Bank to permit the renewal of such Letter of Credit at any time to an expiry date not later than the earlier of (i) one year from the date of such renewal and (ii) the date that is five days prior to the Revolving Maturity Date; provided that the Issuing Bank shall not permit any such renewal if (x) the Issuing Bank has determined that it would have no obligation at such time to issue such Letter of Credit in its renewed form under the terms hereof (by reason of the provisions of Section 2.18(l) or otherwise), or (y) it has received notice on or before the day that is two Business Days before the date which has been so delivered for all purposes under agreed upon pursuant to the proviso of the first sentence of this Agreementparagraph, (1) from the Administrative Agent that any Revolving Lender directly affected thereby has elected not to permit such renewal or (2) from the Administrative Agent, any Lender or Borrower that one or more of the applicable conditions specified in Section 4.01 are not then satisfied.

Expiration Date. No Letter of Credit In no event shall have an the expiration date (including all rights of the Borrower or the beneficiary to require renewal) later than one (1) Business Day prior to the Revolving Credit Maturity Date. The foregoing notwithstanding, any standby Letter of Credit may, by its terms, be renewable annually upon notice (a “Notice of Renewal”) given to the Issuing Bank and the Agent on or prior to any date for notice of renewal set forth in such Letter of Credit (but i) be more than one year after the date of issuance thereof (or, in the case of any event at least two renewal or extension thereof, one year after such renewal or extension) or (2ii) be less than five Business Days prior to the date Initial Scheduled Maturity Date (or, with respect to any Letter of Credit Issued by any Issuer that has consented to an Extension Request, if each of the proposed renewal of such standby Letter of Credit) and upon fulfillment of the applicable conditions set forth in Article III unless the Issuing Bank Section 2.21(b) with respect to such Extension Request shall have notified been satisfied, the Borrower (with a copy to the Agent) on applicable extended Maturity Date), unless cash collateralized or backstopped prior to the relevant date for notice of termination set forth in such Letter of Credit (but in any event at least thirty (30) Business Days prior issuance pursuant to arrangements satisfactory to the date of automatic renewal) of its election not to renew such standby Letter of Credit (a “Notice of Termination”); provided that the terms of each standby Letter of Credit that is automatically renewable annually shall not permit the expiration date (after giving effect to any renewal) of such standby Letter of Credit in any event to be extended to a date later than one (1) Business Day before the Revolving Credit Maturity Date. If either a Notice of Renewal is not given by the Borrower or a Notice of Termination is given by the Issuing Bank pursuant to the immediately preceding sentence, such standby Letter of Credit shall expire on the date on which it otherwise would have been automatically renewedapplicable Issuer; provided, however, that even any Letter of Credit may provide, in the absence sole discretion of receipt the applicable Issuer, for the renewal thereof for additional periods less than or equal to one year, as long as, (x) on or before the expiration of a Notice each such term and each such period, each of Renewalthe Applicant and the Issuer of such Letter of Credit shall have the option to prevent such renewal and (y) neither the Applicant nor the Issuer shall permit any such renewal to extend the expiration date of any Letter of Credit beyond the date set forth in clause (ii) above, unless cash collateralized or backstopped prior to the date of such renewal pursuant to arrangements satisfactory to the applicable Issuer. Subject to the foregoing clauses (x) and (y), if any Letter of Credit providing for the automatic renewal thereof has been Issued by any Issuer, the Issuing Bank may, in its discretion unless instructed to the contrary by the Agent or the Borrower, deem that a Notice of Renewal had been timely delivered and, in such case, a Notice of Renewal Lenders shall be deemed to have been so delivered for all purposes under this Agreementauthorized (but may not require) such Issuer to permit the extension of such Letter of Credit.

Expiration Date. No Each Letter of Credit (other than the Bond Letter of Credit) shall have an expiration date (including all rights of the Borrower expire at or the beneficiary to require renewal) later than one (1) Business Day prior to the Revolving Credit Maturity Date. The foregoing notwithstanding, any standby Letter close of Credit may, by its terms, be renewable annually upon notice business on the earlier of (a “Notice i) the date one year after the date of Renewal”) given to the Issuing Bank and the Agent on or prior to any date for notice issuance of renewal set forth in such Letter of Credit (but unless the Issuing Bank issuing such Letter of Credit otherwise agrees in any event at least two its sole discretion) and (2ii) five Business Days prior to the date of Stated Maturity Date (except to the proposed renewal of such standby Letter of Credit) and upon fulfillment of extent Cash Collateralized or backstopped pursuant to arrangements satisfactory to the applicable conditions set forth in Article III unless the relevant Issuing Bank shall have notified when required in accordance with Section 2.05(l)). If the Borrower (with a copy to the Agent) on or prior to the date for notice of termination set forth so requests in such any applicable Letter of Credit (but in any event at least thirty (30) Business Days prior to the date of automatic renewal) of its election not to renew such standby Letter of Credit (a “Notice of Termination”); provided that the terms of each standby Letter of Credit that is automatically renewable annually shall not permit the expiration date (after giving effect to any renewal) of such standby Letter of Credit in any event to be extended to a date later than one (1) Business Day before the Revolving Credit Maturity Date. If either a Notice of Renewal is not given by the Borrower or a Notice of Termination is given by the Issuing Bank pursuant to the immediately preceding sentence, such standby Letter of Credit shall expire on the date on which it otherwise would have been automatically renewed; provided, however, that even in the absence of receipt of a Notice of RenewalRequest, the Issuing Bank may, in its discretion unless instructed sole and absolute discretion, agree to issue a Letter of Credit that has automatic extension provisions (each, an “Auto-Extension Letter of Credit”); provided that any such Auto-Extension Letter of Credit must permit the Issuing Bank to prevent any such extension at least once in each twelve-month period (commencing with the date of issuance of such Letter of Credit) by giving prior notice to the contrary beneficiary thereof not later than a day (the “Non-Extension Notice Date”) in each such twelve-month period to be agreed upon at the time such Letter of Credit is issued. Unless otherwise directed by the Agent or Issuing Bank, the BorrowerBorrower shall not be required to make a specific request to the Issuing Bank for any such extension. Once an Auto-Extension Letter of Credit has been issued, deem that a Notice of Renewal had been timely delivered and, in such case, a Notice of Renewal the Lenders shall be deemed to have been so delivered for all purposes authorized (but may not require) the Issuing Bank to permit the extension of such Letter of Credit at any time to an expiry date not later than the five Business Days prior to the Stated Maturity Date; provided, however, that (i) the Issuing Bank shall not permit any such extension if the Issuing Bank has determined that it would not be permitted, or would have no obligation, at such time to issue such Letter of Credit in its revised form (as extended) under the terms hereof (by reason of the provisions of clause (e) of this AgreementSection 2.05 or otherwise pursuant to the terms hereof) and (ii) an Issuing Bank may permit the extension of such Letter of Credit to an expiry date that is later than the five Business Days prior to the Stated Maturity Date (but in any case to a date that is no later than twelve months since the expiry date as of the last auto-extension), provided that such Letter of Credit is Cash Collateralized or otherwise backstopped pursuant to arrangements satisfactory to the relevant Issuing Bank when required in accordance with Section 2.05(l).

Expiration Date. No Letter of Credit shall have an expiration date (including all rights of the Borrower or the beneficiary to require renewal) later than one (1) Business Day prior to the Revolving Credit Maturity Date. The foregoing notwithstanding, any standby Letter of Credit may, by its terms, be renewable annually upon notice (a “Notice of Renewal”) given to the Issuing Bank and the Agent on or prior to any date for notice of renewal set forth in such Letter of Credit (but in any event at least two (2) Business Days prior to the date of the proposed renewal of such standby Letter of Credit) and upon fulfillment of the applicable conditions set forth in Article III unless the Issuing Bank shall have notified the Borrower (with a copy to the Agent) on or prior to the date for notice of termination set forth in such Letter of Credit (but in any event at least thirty (30) Business Days prior to the date of automatic renewal) of its election not to renew such standby Letter of Credit (a “Notice of Termination”); provided that the terms of each standby Letter of Credit that is automatically renewable annually shall not permit the expiration date (after giving effect to any renewal) of such standby Letter of Credit in any event to be extended to a date later than one (1) Business Day before the Revolving Credit Maturity Date. If either a Notice of Renewal is not given by the Borrower or a Notice of Termination is given by the Issuing Bank pursuant to the immediately preceding sentence, such standby Each Letter of Credit shall expire at or prior to the close of business on the date on which it otherwise would have been automatically renewedspecified therein; provided, however, provided that even in the absence of receipt of a Notice of Renewal, the no Issuing Bank mayshall be required to issue, amend, extend or renew any Letter of Credit if the expiration date of such Letter of Credit extends beyond the date that is five Business Days prior to any Latest Maturity Date applicable to the RC Facility Commitments of any Class unless (i) the aggregate amount of the LC Exposure attributable to Letters of Credit expiring after any earlier arising Latest Maturity Date does not exceed the aggregate amount of the RC Facility Commitments then in effect that are scheduled to remain in effect until any applicable later arising Latest Maturity Date, (ii) all RC Facility Lenders and such Issuing Bank have consented to such later maturity or (iii) the Borrower shall have caused such Letter of Credit to be (x) backstopped by a “back to back” letter of credit reasonably satisfactory to such Issuing Bank or (y) Cash Collateralized in accordance with Section 2.04(j), in its discretion each case, on or before the latest arising applicable Latest Maturity Date. No Issuing Bank shall be required to issue, amend, extend or renew any Letter of Credit if the expiration date of such Letter of Credit extends beyond one year after the date of such issuance, amendment, extension or renewal unless instructed such Issuing Bank otherwise agrees; provided that any Letter of Credit may provide for the automatic extension thereof for any number of additional periods each of up to one or two years in duration (pursuant to arrangements reasonably satisfactory to the contrary by the Agent or the Borrower, deem that a Notice of Renewal had been timely delivered and, in such case, a Notice of Renewal shall be deemed to have been so delivered for all purposes under this Agreementrelevant Issuing Bank).

Expiration Date. No Each Letter of Credit shall have an expiration expire at or prior to the close of business on the earlier of (i) the date (including all rights that is one year after the date of the Borrower issuance of such Letter of Credit (or, in the case of any renewal or extension thereof, one year after such renewal or extension) and (ii) the beneficiary to require renewal) later than one (1) date that is five Business Day Days prior to the Revolving Maturity Date (unless such Letters of Credit Maturity Date. The foregoing notwithstanding, have been cash collateralized or backstopped on or prior to such fifth Business Day pursuant to arrangements reasonably satisfactory to the applicable Issuing Bank); provided that (x) any standby Letter of Credit may, by its termsupon the request of the Borrower, be renewable annually upon notice (include a “Notice of Renewal”) given to the Issuing Bank and the Agent on or prior to any date for notice of renewal set forth in provision whereby such Letter of Credit shall be renewed automatically for additional periods (but in any event at least two (2) not beyond the date that is five Business Days prior to the date Revolving Maturity Date (unless such Letters of the proposed renewal of such standby Letter of Credit) and upon fulfillment of the applicable conditions set forth in Article III unless the Issuing Bank shall Credit have notified the Borrower (with a copy to the Agent) been cash collateralized or backstopped on or prior to such fifth Business Day pursuant to arrangements reasonably satisfactory to the applicable Issuing Bank)) unless the applicable Issuing Bank notifies the beneficiary thereof at least 30 days prior to the then-applicable expiration date for notice of termination set forth in that such Letter of Credit will not be renewed and (but in any event at least thirty y) clause (30c)(i) Business Days prior above shall not apply to the date of automatic renewal) of its election not to renew such standby a Letter of Credit (a “Notice of Termination”); provided that the terms of each standby if such long-dated Letter of Credit that is automatically renewable annually consented to by the applicable Issuing Bank. For the avoidance of doubt, if the Revolving Maturity Date in respect of any Class of Revolving Commitments shall not permit be extended pursuant to Section 2.22, “Revolving Maturity Date” as referenced in this paragraph shall refer, with respect to the expiration date Class of Letters of Credit associated with such Class of Revolving Commitments, to the Revolving Maturity Date in respect of any Class of Revolving Commitments as extended pursuant to Section 2.22; provided that, notwithstanding anything in this Agreement (after giving effect including Section 2.22 hereof) or any other Loan Document to the contrary, the Revolving Maturity Date, as such term is used in reference to any renewal) of such standby Issuing Bank or any Letter of Credit in any event to issued thereby, may not be extended with respect to a date later than one (1) Business Day before the Revolving Credit Maturity Date. If either a Notice of Renewal is not given by the Borrower or a Notice of Termination is given by the any Issuing Bank pursuant to without the immediately preceding sentence, prior written consent of such standby Letter of Credit shall expire on the date on which it otherwise would have been automatically renewed; provided, however, that even in the absence of receipt of a Notice of Renewal, the Issuing Bank may, in its discretion unless instructed to the contrary by the Agent or the Borrower, deem that a Notice of Renewal had been timely delivered and, in such case, a Notice of Renewal shall be deemed to have been so delivered for all purposes under this AgreementBank.

Expiration Date. No Each Letter of Credit shall have an expiration date shall, except as provided below in this paragraph, expire (including all rights of or be subject to termination by notice from the Borrower or applicable Issuing Lender to the beneficiary to require renewalthereof) later than one (1) Business Day at or prior to the Revolving Credit Maturity Date. The foregoing notwithstanding, any standby Letter close of Credit may, by its terms, be renewable annually upon notice business on the earlier of (a “Notice i) the date one year after the date of Renewal”) given to the Issuing Bank and the Agent on or prior to any date for notice issuance of renewal set forth in such Letter of Credit (but or, in the case of any event at least two renewal or extension thereof, one year after such renewal or extension) and (2ii) the date that is five Business Days prior to the date of the proposed renewal of such standby Letter of Credit) and upon fulfillment of the applicable conditions set forth in Article III unless the Issuing Bank shall have notified the Borrower (with a copy to the Agent) on or prior to the date for notice of termination set forth in such Maturity Date. Any Letter of Credit (but may provide by its terms that it may be extended for additional successive one-year periods under customary “evergreen” provisions on terms reasonably acceptable to the applicable Issuing Lender; provided that, except as provided below in any event at least thirty (30) this paragraph, no Letter of Credit may be extended automatically or otherwise beyond the date that is five Business Days prior to the Maturity Date. Notwithstanding the foregoing, any Issuing Lender in respect of any outstanding Letter of Credit may extend the date of automatic renewal) expiration of its election not such Letter of Credit to renew a date after the date that is five Business Days prior to the Maturity Date on such standby terms and subject to such conditions as may be agreed to between such Issuing Lender and the Company, and any agreement made by the Company to induce an Issuing Lender so to extend the date of expiration of any Letter of Credit (i) shall be set forth in a “Notice notice delivered by the Company to the Administrative Agent promptly after the extension of Termination”); provided that the terms date of each standby expiration of such Letter of Credit that is automatically renewable annually and (ii) shall not permit for all purposes of this Agreement be deemed to be a covenant contained in Article V hereof. Each Issuing Lender, by extending the date of expiration date (after giving effect to of any renewal) of such standby Letter of Credit in any event to be extended to a date later than one (1) Business Day before beyond the Revolving Credit Maturity Date. If either a Notice of Renewal is not given by the Borrower or a Notice of Termination is given by the Issuing Bank pursuant to the immediately preceding sentence, such standby Letter of Credit shall expire on the date on which it otherwise would have been automatically renewed; provided, however, that even in the absence of receipt of a Notice of Renewal, the Issuing Bank may, in its discretion unless instructed to the contrary by the Agent or the Borrower, deem that a Notice of Renewal had been timely delivered and, in such case, a Notice of Renewal shall will be deemed to have been so delivered for all purposes agreed that no Lender shall have any obligation under this AgreementSection 2.04(d) in respect of any LC Disbursement resulting from a drawing made under such Letter of Credit after the Maturity Date.

Expiration Date. No Each Letter of Credit shall have an expiration date (including all rights expire at the close of business on the earlier of the Borrower or date one year after the beneficiary to require renewal) later than one (1) date of the issuance of such Letter of Credit and the date that is five Business Day Days prior to the Revolving Credit Maturity Date. The foregoing notwithstanding, any standby Letter of Credit may, by its terms, be renewable annually upon notice (a “Notice of Renewal”) given to the Issuing Bank and the Agent on or prior to any date for notice of renewal set forth in unless such Letter of Credit (but in any event at least two (2) Business Days prior to the date of the proposed renewal of such standby Letter of Credit) and upon fulfillment of the applicable conditions set forth in Article III unless the Issuing Bank shall have notified the Borrower (with a copy to the Agent) expires by its terms on or prior to the date for notice of termination set forth in such Letter of Credit (but in any event at least thirty (30) Business Days prior to the date of automatic renewal) of its election not to renew such standby Letter of Credit (a “Notice of Termination”); provided that the terms of each standby Letter of Credit that is automatically renewable annually shall not permit the expiration date (after giving effect to any renewal) of such standby Letter of Credit in any event to be extended to a date later than one (1) Business Day before the Revolving Credit Maturity Date. If either a Notice of Renewal is not given by the Borrower or a Notice of Termination is given by the Issuing Bank pursuant to the immediately preceding sentence, such standby Letter of Credit shall expire on the date on which it otherwise would have been automatically renewedan earlier date; provided, however, that even in a Letter of Credit may, upon the absence request of receipt the U.S. Borrower, include a provision whereby such Letter of a Notice Credit shall be renewed automatically for additional consecutive periods of Renewal, 12 months or less (but not beyond the date that is five Business Days prior to the Revolving Credit Maturity Date) unless the Issuing Bank may, notifies the beneficiary thereof at least 30 days (or such longer period as may be specified in its discretion unless instructed such Letter of Credit) prior to the contrary by then-applicable expiration date that such Letter of Credit will not be renewed; provided, further, that any such Letter of Credit may expire after the Agent or Revolving Credit Maturity Date so long as it is a condition to the issuance of such Letter of Credit that the U.S. Borrower, deem that a Notice at least 10 days prior to the Revolving Credit Maturity Date, collateralizes (by means of Renewal had been timely delivered cash or letters of credit) such Letter of Credit on terms reasonably acceptable to the Issuing Bank and, in such caseevent, a Notice acceptance by the Issuing Bank of Renewal shall be deemed collateral in respect of such Letter of Credit will relieve each Revolving Credit Lender of its obligation to have been so delivered for all purposes under participate in such Letter of Credit after the termination of the Revolving Credit Commitments in accordance with this Agreement.

Expiration Date. No Each Letter of Credit shall have an expiration date expire (including all rights of or be subject to termination by notice from the Borrower or Issuing Bank to the beneficiary to require renewalthereof) later than one (1) Business Day at or prior to the Revolving Credit Maturity Date. The foregoing notwithstanding, any standby Letter close of Credit may, by its terms, be renewable annually upon notice business on the earlier of (a “Notice i) the date one year after the date of Renewal”) given to the Issuing Bank and the Agent on or prior to any date for notice issuance of renewal set forth in such Letter of Credit (but or, in the case of any event at least two renewal or extension thereof, one year after such renewal or extension) and (2ii) the date that is five Business Days prior to the Revolving Maturity Date; provided that any Letter of Credit with a one-year term may provide for the automatic renewal thereof for additional one-year periods (which shall in no event extend beyond the date referred to in clause (ii) above) so long as such Letter of Credit permits the Issuing Bank to prevent any such extension at least once in each twelve-month period (commencing with the date of the proposed renewal issuance of such standby Letter of Credit) and upon fulfillment of the applicable conditions set forth in Article III unless the Issuing Bank shall have notified the Borrower (with a copy by giving prior notice to the Agentbeneficiary thereof not later than a day (the “Non-Extension Notice Date”) on or prior in each such twelve-month period to be agreed upon at the date for notice of termination set forth in time such Letter of Credit (but in any event at least thirty (30) Business Days prior to the date of is issued. Once an automatic renewal) of its election not to renew such standby renewal Letter of Credit (a “Notice has been issued, the Revolving Lenders shall be deemed to have authorized the Issuing Bank to permit the extension of Termination”); provided that the terms of each standby such Letter of Credit that is automatically renewable annually shall at any time to an expiry date not permit the expiration date (after giving effect to any renewal) of such standby Letter of Credit in any event to be extended to a date later than one (1) Business Day before the Revolving Credit Maturity Date. If either a Notice of Renewal is not given by the Borrower or a Notice of Termination is given by the Issuing Bank pursuant to the immediately preceding sentence, such standby Letter of Credit shall expire on the date on which it otherwise would have been automatically renewedreferred to in clause (ii) above; provided, however, that even in the absence of receipt of a Notice of Renewal, the Issuing Bank mayshall not permit any such extension if it has received written notice on or before the day that is seven Business Days before the Non-Extension Notice Date from any Lender or the Administrative Agent that a Default or Event of Default has occurred and is continuing directing the Issuing Bank not to permit such extension. Notwithstanding the foregoing, in its discretion unless instructed a Letter of Credit may have an expiration date that is not more than twelve (12) months after the Revolving Maturity Date so long as (x) the Borrower shall provide cash collateral to the contrary Administrative Agent pursuant to and in accordance with Section 2.06(j) on or prior to sixty (60) days before the Revolving Maturity Date in an amount equal to 102% of the LC Exposure with respect to all such Letters of Credit with expiry dates after the Revolving Maturity Date, (y) the obligations of the Borrower under this Section 2.06 in respect of such Letters of Credit shall survive the Revolving Maturity Date and shall remain in effect until no such Letters of Credit remain outstanding and (z) each Lender shall remain obligated hereunder, to the extent any such cash collateral, the application thereof or reimbursement in respect thereof is required to be returned to the Borrower by the Administrative Agent or after the Borrower, deem that a Notice Revolving Maturity Date until no such Letters of Renewal had been timely delivered and, in such case, a Notice of Renewal shall be deemed to have been so delivered for all purposes under this AgreementCredit remain outstanding.

Expiration Date. No Each Letter of Credit shall have an expiration date expire (including all rights of the Borrower upon non-renewal or the beneficiary to require renewalotherwise) later than one (1) Business Day at or prior to the Revolving Credit Maturity Date. The foregoing notwithstanding, any standby Letter close of Credit may, by its terms, be renewable annually upon notice business on the earlier of (a “Notice of Renewal”i) given subject to the Issuing Bank and next sentence, the Agent on or prior to any date for notice which is one year after the date of renewal set forth in the issuance of such Letter of Credit (but or, in the case of any renewal or extension thereof, one year after such renewal or extension) and (ii) the Letter of Credit Expiration Date. If Borrower so requests in any event at least two (2) Business Days prior to the date of the proposed renewal of such standby Letter of Credit) and upon fulfillment of the applicable conditions set forth in Article III unless Credit Request, the Issuing Bank shall have notified the Borrower (with issue a copy to the Agent) on or prior to the date for notice of termination set forth in such Letter of Credit that has automatic renewal provisions (but in any event at least thirty (30) Business Days prior to the date of automatic renewal) of its election not to renew such standby each, an “Auto-Renewal Letter of Credit (a “Notice of TerminationCredit”); provided that the terms of each standby any such Auto-Renewal Letter of Credit that is automatically renewable annually shall not must permit the expiration Issuing Bank to prevent any such renewal at least once in each twelve-month period (commencing with the date (after giving effect to any renewal) of issuance of such standby Letter of Credit) by giving prior notice to the beneficiary thereof not later than a day in each such twelve-month period to be agreed upon at the time such Letter of Credit in any event to be extended to a date later than one (1) Business Day before the Revolving Credit Maturity Dateis issued. If either a Notice of Renewal is not given by the Borrower or a Notice of Termination is given Unless otherwise directed by the Issuing Bank pursuant Bank, Borrower shall not be required to make a specific request to the immediately preceding sentence, Issuing Bank for any such standby renewal. Once an Auto-Renewal Letter of Credit shall expire on the date on which it otherwise would have has been automatically renewed; provided, however, that even in the absence of receipt of a Notice of Renewalissued, the Issuing Bank may, in its discretion unless instructed to the contrary by the Agent or the Borrower, deem that a Notice of Renewal had been timely delivered and, in such case, a Notice of Renewal Revolving Lenders shall be deemed to have been so delivered for all purposes authorized (but may not require) the Issuing Bank to permit the renewal of such Letter of Credit at any time to an expiry date not later than the earlier of (i) one year from the date of such renewal and (ii) the Letter of Credit Expiration Date; provided that the Issuing Bank shall not permit any such renewal if the Issuing Bank has determined that it would have no obligation at such time to issue such Letter of Credit in its renewed form under this Agreementthe terms hereof (by reason of the provisions of Section 2.18(l) or otherwise).

Expiration Date. No Each Letter of Credit shall have an expiration date expire (including all rights or be subject to termination by notice from the Issuing Bank that issued such Letter of the Borrower or Credit to the beneficiary thereof) at or prior to require renewalthe close of business on the earlier of (i) later than the date one (1) Business Day prior to year after the Revolving Credit Maturity Date. The foregoing notwithstanding, any standby Letter date of Credit may, by its terms, be renewable annually upon notice (a “Notice the issuance of Renewal”) given to the Issuing Bank and the Agent on or prior to any date for notice of renewal set forth in such Letter of Credit (but or, in the case of any event at least two renewal or extension thereof, one (21) Business Days year after such renewal or extension) and (ii) the date that is thirty (30) days prior to the Maturity Date of the Revolving Facility (unless fully cash collateralized in a manner satisfactory to the Administrative Agent in compliance with the terms and conditions of Section 2.05(j) and such Issuing Bank not less than thirty (30) days prior to the then-current Maturity Date of the Revolving Facility); provided that any Letter of Credit with a one (1)-year term may provide for the automatic renewal thereof for additional one (1)-year periods (which shall in no event extend beyond the date referred to in clause (ii) above) so long as such Letter of Credit permits such Issuing Bank to prevent any such extension at least once in each twelve (12)-month period (commencing with the date of the proposed renewal issuance of such standby Letter of Credit) and upon fulfillment by giving prior notice of the applicable conditions set forth in Article III unless the Issuing Bank shall have notified the Borrower (with a copy non-renewal to the Agentbeneficiary thereof not later than thirty (30) on or days prior to the then-applicable expiration date for notice of termination set forth in such Letter of Credit (but in any event at least thirty (30) Business Days prior to the date of “Non-Extension Notice Date”). Once an automatic renewal) of its election not to renew such standby renewal Letter of Credit (a “Notice of Termination”); provided that the terms of each standby Letter of Credit that is automatically renewable annually shall not permit the expiration date (after giving effect to any renewal) of such standby Letter of Credit in any event to be extended to a date later than one (1) Business Day before the Revolving Credit Maturity Date. If either a Notice of Renewal is not given by the Borrower or a Notice of Termination is given by the Issuing Bank pursuant to the immediately preceding sentence, such standby Letter of Credit shall expire on the date on which it otherwise would have has been automatically renewed; provided, however, that even in the absence of receipt of a Notice of Renewalissued, the Issuing Bank may, in its discretion unless instructed to the contrary by the Agent or the Borrower, deem that a Notice of Renewal had been timely delivered and, in such case, a Notice of Renewal other Revolving Lenders shall be deemed to have been so delivered for all purposes under this Agreementauthorized Issuing Bank that issued such Letter of Credit to permit the extension of such Letter of Credit at any time to an expiry date not later than the date referred to in clause (ii) above; provided that such Issuing Bank shall not permit any such extension if it has received written notice on or before the day that is five (5) Business Days before the Non-Extension Notice Date from any Lender or the Administrative Agent that a Default or Event of Default has occurred and is continuing directing the Issuing Bank not to permit such extension.

Expiration Date. No Each Letter of Credit shall have an expire at or prior to the close of business on the earlier of (i) the date one year after the date of the issuance of such Letter of Credit (or, in the case of any renewal or extension thereof, one year after such renewal or extension) and (ii) the date that is five Business Days prior to the Revolving Maturity Date; provided that any Letter of Credit may contain customary automatic renewal provisions agreed upon by the Borrower and the applicable Issuing Bank pursuant to which the expiration date of such Letter of Credit shall automatically be extended for a period of up to 12 months (including all rights but not to a date later than the date set forth in clause (ii) above), subject to a right on the part of such Issuing Bank to prevent any such renewal from occurring by giving notice to the beneficiary in advance of any such renewal; and provided further that if there exist any Incremental Revolving Commitments having a maturity date later than the Revolving Maturity Date (the “Subsequent Maturity Date”), then, so long as the aggregate LC Exposure in respect of Letters of Credit expiring after the Revolving Maturity will not exceed the lesser of $25,000,000 and the aggregate amount of such Incremental Revolving Commitments, the Borrower may request the issuance of a Letter of Credit that shall expire at or prior to the close of business on the earlier of (A) the date one year after the date of the Borrower issuance of such Letter of Credit (or, in the case of any renewal or extension thereof, one year after such renewal or extension) and (B) the beneficiary date that is five Business Days prior to require renewal) later than one (1) the Subsequent Maturity Date. Notwithstanding the foregoing, any Letter of Credit issued hereunder may, in the sole discretion of the applicable Issuing Bank, expire after the fifth Business Day prior to the Revolving Credit Maturity Date (or the Subsequent Maturity Date. The foregoing notwithstanding) but on or before the date that is 90 days after the Maturity Date (or the Subsequent Maturity Date), provided that the Borrower hereby agrees that it shall provide cash collateral in an amount equal to 102% (or such other percentage as may be agreed with the applicable Issuing Bank) of the LC Exposure in respect of any standby such outstanding Letter of Credit may, by its terms, be renewable annually upon notice (a “Notice of Renewal”) given to the applicable Issuing Bank and the Agent on or prior to any date for notice of renewal set forth in such Letter of Credit (but in any event at least two (2) five Business Days prior to the date Maturity Date (or Subsequent Maturity Date, if applicable), which such amount shall be (A) deposited by the Borrower in an account with and in the name of such Issuing Bank and (B) held by such Issuing Bank for the satisfaction of the proposed renewal Borrower’s reimbursement obligations in respect of such standby Letter of Credit) and upon fulfillment of the applicable conditions set forth in Article III unless the Issuing Bank shall have notified the Borrower (with a copy to the Agent) on or prior to the date for notice of termination set forth in such Letter of Credit (but in any event at least thirty (30) until the expiration of such Letter of Credit. Any Letter of Credit issued with an expiration date beyond the fifth Business Days Day prior to the date Maturity Date (or the Subsequent Maturity Date, as applicable) shall, to the extent of automatic renewal) of its election not any undrawn amount remaining thereunder on the Maturity Date (or the Subsequent Maturity Date, if applicable), cease to renew such standby be a “Letter of Credit (a “Notice Credit” outstanding under this Agreement for purposes of Termination”); provided that the terms of each standby Letter Revolving Lenders’ obligations to participate in Letters of Credit that is automatically renewable annually shall not permit the expiration date (after giving effect to any renewal) of such standby Letter of Credit in any event to be extended to a date later than one (1) Business Day before the Revolving Credit Maturity Date. If either a Notice of Renewal is not given by the Borrower or a Notice of Termination is given by the Issuing Bank pursuant to the immediately preceding sentence, such standby Letter of Credit shall expire on the date on which it otherwise would have been automatically renewed; provided, however, that even in the absence of receipt of a Notice of Renewal, the Issuing Bank may, in its discretion unless instructed to the contrary by the Agent or the Borrower, deem that a Notice of Renewal had been timely delivered and, in such case, a Notice of Renewal shall be deemed to have been so delivered for all purposes under this Agreementparagraph (d) below.

Expiration Date. No Each Letter of Credit shall have an expiration date (including all rights of the Borrower expire at or the beneficiary to require renewal) later than one (1) Business Day prior to the Revolving Credit Maturity Date. The foregoing notwithstanding, any standby Letter close of Credit may, by its terms, be renewable annually upon notice business on the earlier of (a “Notice i) the date one year after the date of Renewal”) given to the Issuing Bank and the Agent on or prior to any date for notice issuance of renewal set forth in such Letter of Credit (but or, in the case of any event at least two renewal or extension thereof, one year after such renewal or extension) and (2ii) the date that is five Business Days prior to the date of the proposed renewal of such standby Revolving Maturity Date; provided any Letter of Credit) and upon fulfillment Credit may expire after such date with the consent of the applicable conditions Issuing Bank and if such Letter of Credit is cash collateralized or backstopped from and after such date in a manner reasonably agreed to by the applicable Issuing Bank and the Administrative Agent (it being understood that each Lender’s participation obligations with respect to any Letter of Credit shall terminate upon the latest Revolving Maturity Date applicable to such Lender unless otherwise consented to by such Lender); provided that any Letter of Credit may contain customary automatic renewal provisions agreed upon by the applicable Borrower and the applicable Issuing Bank pursuant to which the expiration date of such Letter of Credit shall automatically be extended for a period of up to 12 months (but not to a date later than the date set forth in Article III unless clause (ii) above), subject to a right on the part of such Issuing Bank shall have notified to prevent any such renewal from occurring by giving notice to the beneficiary in advance of any such renewal; and provided further that if there exist any Extended Revolving Commitments having a maturity date later than the Revolving Maturity Date (the “Subsequent Maturity Date”), then, so long as the aggregate LC Exposure in respect of Letters of Credit expiring after the Revolving Maturity Date will not exceed the lesser of the Letter of Credit Sublimit and the aggregate amount of such Extended Revolving Commitments, the Borrower (with Representative may request the issuance of a copy to the Agent) on Letter of Credit that shall expire at or prior to the close of business on the earlier of (A) the date for notice one year after the date of termination set forth in the issuance of such Letter of Credit (but or, in the case of any event at least thirty renewal or extension thereof, one year after such renewal or extension) and (30B) the date that is five Business Days prior to the date of automatic renewal) of its election not to renew such standby Letter of Credit (a “Notice of Termination”); provided that the terms of each standby Letter of Credit that is automatically renewable annually shall not permit the expiration date (after giving effect to any renewal) of such standby Letter of Credit in any event to be extended to a date later than one (1) Business Day before the Revolving Credit Subsequent Maturity Date. If either a Notice of Renewal is not given by the Borrower or a Notice of Termination is given by the Issuing Bank pursuant to the immediately preceding sentence, such standby Letter of Credit shall expire on the date on which it otherwise would have been automatically renewed; provided, however, that even in the absence of receipt of a Notice of Renewal, the Issuing Bank may, in its discretion unless instructed to the contrary by the Agent or the Borrower, deem that a Notice of Renewal had been timely delivered and, in such case, a Notice of Renewal shall be deemed to have been so delivered for all purposes under this Agreement.

Expiration Date. No Each Letter of Credit shall have an expiration date (including all rights of the Borrower expire at or the beneficiary to require renewal) later than one (1) Business Day prior to the Revolving Credit Maturity Date. The foregoing notwithstanding, any standby Letter close of Credit may, by its terms, be renewable annually upon notice business on the earlier of (a “Notice i) the date that is one year after the date of Renewal”) given to the Issuing Bank and the Agent on or prior to any date for notice issuance of renewal set forth in such Letter of Credit subject to the provisions of this Section 2.05(c), and (but in any event at least two (2ii) the date that is five Business Days prior to the date Revolving Maturity Date (applicable to the Class of Revolving Commitments with the proposed renewal of Latest Maturity Date held by the Issuing Bank which issued such standby Letter of Credit) and upon fulfillment ). If the Borrower so requests in any applicable letter of credit application, the applicable conditions set forth in Article III unless the Issuing Bank shall have notified the Borrower (with may, in its discretion, agree to issue a copy to the Agent) on or prior to the date for notice of termination set forth in such Letter of Credit that has automatic extension provisions (but in any event at least thirty (30) Business Days prior to the date of automatic renewal) of its election not to renew such standby each, an “Auto-Extension Letter of Credit (a “Notice of TerminationCredit”); provided that the terms of each standby any such Auto-Extension Letter of Credit that is automatically renewable annually shall not must permit the expiration applicable Issuing Bank to prevent any such extension at least once in each twelve-month period (commencing with the date (after giving effect to any renewal) of issuance of such standby Letter of Credit) by giving prior notice to the beneficiary thereof not later than a day (the “Non-Extension Notice Date”) in each such twelve-month period to be agreed upon at the time such Letter of Credit in any event is issued, but not less than 30 days prior to be extended to a date later than one (1) Business Day before the Revolving Credit Maturity Datescheduled expiration or renewal thereof. If either a Notice of Renewal is not given by the Borrower or a Notice of Termination is given Unless otherwise directed by the Issuing Bank pursuant Bank, the Borrower shall not be required to make a specific request to the immediately preceding sentence, Issuing Bank for any such standby extension. Once an Auto-Extension Letter of Credit has been issued, the Revolving Lenders shall expire on be deemed to have authorized (but may not require) the Issuing Bank to permit the extension of such Letter of Credit at any time to an expiry date not later than the date on which it otherwise would have been automatically renewedset forth in clause (ii) above; provided, however, that even the applicable Issuing Bank shall not permit any such extension if (A) such Issuing Bank has determined that it would not be permitted, or would have no obligation at such time to issue such Letter of Credit in its revised form (as extended) under the absence terms hereof, or (B) it has received notice (which may be by telephone or in writing) on or before the day that is seven Business Days before the Non-Extension Notice Date (1) from the Administrative Agent that the Required Revolving Lenders have elected not to permit such extension or (2) from the Administrative Agent, any Revolving Lender or the Borrower that one or more of receipt of a Notice of Renewalthe applicable conditions specified in Section 4.02 is not then satisfied, and in each such case directing the Issuing Bank may, in its discretion unless instructed not to the contrary by the Agent or the Borrower, deem that a Notice of Renewal had been timely delivered and, in permit such case, a Notice of Renewal shall be deemed to have been so delivered for all purposes under this Agreementextension.

Expiration Date. No Each Letter of Credit shall have an expiration date (including all rights of the Borrower expire at or the beneficiary to require renewal) later than one (1) Business Day prior to the Revolving Credit Maturity Date. The foregoing notwithstandingclose of business on the earlier of (i) in the case of Standby Letters of Credit, any standby Letter the date one year after the date of Credit may, by its terms, be renewable annually upon notice (a “Notice the issuance of Renewal”) given to the Issuing Bank and the Agent on or prior to any date for notice of renewal set forth in such Letter of Credit (but or, in the case of any event at least two extension thereof, one year after such renewal or extension), (2ii) in the case of Trade Letters of Credit, the date 180 days after the date of issuance thereof and (iii) the date that is five Business Days prior to the date of the proposed renewal of such standby applicable Revolving Facility Maturity Date; provided, that any Standby Letter of Credit) and upon fulfillment of the applicable conditions set forth in Article III unless the Issuing Bank shall have notified the Borrower (Credit with a copy to the Agent) on one year tenor may provide for automatic renewal or prior to extension thereof for additional one year periods (which, in no event, shall extend beyond the date for notice referred to in clause (iii) of termination set forth in this paragraph (c)) so long as such Letter of Credit (but in any event such Letter of Credit, an “Auto Renewal Letter of Credit”) permits the Issuing Bank to prevent any such extension at least thirty once in each twelve-month period (30) Business Days prior to commencing with the date of automatic renewalissuance of such Auto Renewal Letter of Credit) of its election not by giving prior notice to renew the beneficiary thereof within a time period during such standby twelve-month period to be agreed upon at the time such Auto Renewal Letter of Credit (is issued. Unless otherwise directed by the Issuing Bank, the respective Borrower shall not be required to make a “Notice of Termination”); provided that specific request to the terms of each standby Issuing Bank for any such renewal. Once an Auto Renewal Letter of Credit that is automatically renewable annually shall not permit the expiration date (after giving effect to any renewal) of such standby Letter of Credit in any event to be extended to a date later than one (1) Business Day before the Revolving Credit Maturity Date. If either a Notice of Renewal is not given by the Borrower or a Notice of Termination is given by the Issuing Bank pursuant to the immediately preceding sentence, such standby Letter of Credit shall expire on the date on which it otherwise would have has been automatically renewed; provided, however, that even in the absence of receipt of a Notice of Renewalissued, the Issuing Bank may, in its discretion unless instructed to the contrary by the Agent or the Borrower, deem that a Notice of Renewal had been timely delivered and, in such case, a Notice of Renewal Lenders shall be deemed to have been so delivered for all purposes under this Agreementauthorized (but may not require) the Issuing Bank to permit the renewal of such Letter of Credit at any time to an expiry date not later than such Revolving Facility Maturity Date.

Expiration Date. No Each Letter of Credit shall have an expiration expire at or prior to the close of business on the earlier of (i) the date (including all rights that is one year after the date of the Borrower issuance of such Letter of Credit (or, in the case of any renewal or extension thereof, one year after such renewal or extension) and (ii) the beneficiary to require renewal) later than one (1) date that is five Business Day Days prior to the Revolving Maturity Date (unless such Letters of Credit Maturity Date. The foregoing notwithstanding, have been cash collateralized or backstopped on or prior to such fifth Business Day pursuant to arrangements reasonably satisfactory to the applicable Issuing Bank); provided that (x) any standby Letter of Credit may, by its termsupon the request of the Borrower, be renewable annually upon notice (include a “Notice of Renewal”) given to the Issuing Bank and the Agent on or prior to any date for notice of renewal set forth in provision whereby such Letter of Credit shall be renewed automatically for additional periods (but in any event at least two (2) not beyond the date that is five Business Days prior to the date Revolving Maturity Date (unless such Letters of Credit have been cash collateralized or backstopped on or prior to such fifth Business Day pursuant to arrangements reasonably satisfactory to the proposed renewal of applicable Issuing Bank)) unless the applicable Issuing Bank notifies the beneficiary thereof at least 30 days (or such standby other longer period specified in the applicable Letter of Credit) and upon fulfillment of the applicable conditions set forth in Article III unless the Issuing Bank shall have notified the Borrower (with a copy to the Agent) on or prior to the then-applicable expiration date for notice of termination set forth in that such Letter of Credit will not be renewed and (but in any event at least thirty y) clause (30c)(i) Business Days prior above shall not apply to the date of automatic renewal) of its election not to renew such standby a Letter of Credit (a “Notice of Termination”); provided that the terms of each standby if such long-dated Letter of Credit that is automatically renewable annually consented to by the applicable Issuing Bank. For the avoidance of doubt, if the Revolving Maturity Date in respect of any Class of Revolving Commitments shall not permit be extended pursuant to Section 2.22, “Revolving Maturity Date” as referenced in this paragraph shall refer, with respect to the expiration date Class of Letters of Credit associated with such Class of Revolving Commitments, to the Revolving Maturity Date in respect of any Class of Revolving Commitments as extended pursuant to Section 2.22; provided that, notwithstanding anything in this Agreement (after giving effect including Section 2.22 hereof) or any other Loan Document to the contrary, the Revolving Maturity Date, as such term is used in reference to any renewal) of such standby Issuing Bank or any Letter of Credit in any event to issued thereby, may not be extended with respect to a date later than one (1) Business Day before the Revolving Credit Maturity Date. If either a Notice of Renewal is not given by the Borrower or a Notice of Termination is given by the any Issuing Bank pursuant to without the immediately preceding sentence, prior written consent of such standby Letter of Credit shall expire on the date on which it otherwise would have been automatically renewed; provided, however, that even in the absence of receipt of a Notice of Renewal, the Issuing Bank may, in its discretion unless instructed to the contrary by the Agent or the Borrower, deem that a Notice of Renewal had been timely delivered and, in such case, a Notice of Renewal shall be deemed to have been so delivered for all purposes under this AgreementBank.

Expiration Date. No Each Letter of Credit shall have expire at or prior to the close of business on the earlier of (i) the date one year after the date of the issuance of such Letter of Credit (or, in the case of any renewal or extension thereof, one year after such renewal or extension) and (ii) the date that is five Business Days prior to the Termination Date; provided that any Letter of Credit may provide for the renewal thereof for additional periods not to exceed one year (which in no event extend beyond the date referred to in clause (ii) above). Notwithstanding the foregoing, the Issuing Bank, in its sole discretion, may issue one or more Letters of Credit, each with an expiration date extending beyond the Termination Date (including all rights each a “Designated Letter of Credit” and, collectively, the Borrower “Designated Letters of Credit”); provided that on or before the beneficiary to require renewal) later than one (1) Business Day prior Termination Date, to the Revolving Credit Maturity Date. The foregoing notwithstanding, extent that any standby Designated Letter of Credit mayremains outstanding, by its termsthe applicable Borrower shall Cash Collateralize the aggregate then undrawn and unexpired amount of all Designated Letters of Credit outstanding at such time. For purposes hereof, be renewable annually upon notice (a “Notice Cash Collateralize” means to pledge and deposit with or deliver to the Administrative Agent, until the cause for such cash collateral no longer exists, for the benefits of Renewal”) given to the Issuing Bank and the Agent on Lenders, as collateral for the outstanding Designated Letters of Credit, cash or prior deposit accounts balances in an amount equal to any date for notice the aggregate then undrawn and unexpired amount of renewal set forth in such Letter all Designated Letters of Credit (but outstanding at such time pursuant to documentation in any event at least two (2) Business Days prior form and substance reasonable satisfactory to the date of Administrative Agent and the proposed renewal of such standby Letter of Credit) and upon fulfillment of Issuing Bank. In the event that the applicable conditions set forth in Article III unless Borrower fails to Cash Collateralize the Issuing Bank shall have notified the Borrower (with a copy to the Agent) on or prior to the date for notice of termination set forth in such Letter outstanding Designated Letters of Credit (but in any event at least thirty (30) Business Days prior to the date of automatic renewal) of its election not to renew such standby Letter of Credit (a “Notice of Termination”); provided that the terms of each standby Letter of Credit that is automatically renewable annually shall not permit the expiration date (after giving effect to any renewal) of such standby Letter of Credit in any event to be extended to a date later than one (1) Business Day before the Revolving Credit Maturity Date. If either a Notice of Renewal is not given by the Borrower or a Notice of Termination is given by the Issuing Bank pursuant to the immediately preceding sentenceDate, each such standby outstanding Designated Letter of Credit shall expire on the date on which it otherwise would have been automatically renewed; provided, however, that even be deemed drawn in the absence of receipt of a Notice of Renewal, the Issuing Bank may, in its discretion unless instructed to the contrary by the Agent or the Borrower, deem that a Notice of Renewal had been timely delivered and, in full and such case, a Notice of Renewal Borrower shall be deemed to have been so delivered for all purposes under this Agreementrequested a Revolving Credit Advance to be funded by the Lenders on the Termination Date to reimburse such drawing (with the proceeds of such Revolving Credit Advance being used to Cash Collateralize outstanding Designated Letters of Credit as set forth above) in accordance with Section 2.03(d). The funding by a Lender of its pro rata share of such Revolving Credit Advance to Cash Collateralize the outstanding Designated Letters of Credit on the Termination Date shall be deemed payment by such Lender in respect of its participation in each such Designated Letter of Credit.

Expiration Date. No Each Letter of Credit shall have an expiration date (including all rights of the Borrower expire at or the beneficiary to require renewal) later than one (1) Business Day prior to the Revolving Credit Maturity Date. The foregoing notwithstanding, any standby Letter close of Credit may, by its terms, be renewable annually upon notice business on the earlier of (a “Notice i) the date one year after the date of Renewal”) given to the Issuing Bank and the Agent on or prior to any date for notice issuance of renewal set forth in such Letter of Credit (but or, in the case of any event at least two renewal or extension thereof, one year after such renewal or extension) and (2ii) the date that is five Business Days prior to the date of the proposed renewal of such standby Letter of CreditMaturity Date for Revolving Loans; provided that (A) and upon fulfillment of the applicable conditions set forth in Article III unless the Issuing Bank shall have notified the Borrower (with a copy to the Agent) on or prior to the date for notice of termination set forth in such any Letter of Credit (but in any event at least thirty (30) Business Days prior may contain customary automatic renewal provisions agreed upon by the Borrower and the applicable Issuing Bank pursuant to the date of automatic renewal) of its election not to renew such standby Letter of Credit (a “Notice of Termination”); provided that the terms of each standby Letter of Credit that is automatically renewable annually shall not permit which the expiration date shall be automatically extended for a period of up to 12 months (after giving effect to any renewal) of such standby Letter of Credit in any event to be extended but not to a date later than one the date set forth in clause (ii) above), subject to a right on the part of such Issuing Bank to prevent any such renewal from occurring by giving notice to the beneficiary by a specified time in advance of any such renewal; provided, further, that (1) Business Day before the Revolving applicable Issuing Bank shall not be obligated to extend any such Letter of Credit Maturity Date. If either if it has received written notice that a Notice Default or an Event of Renewal Default has occurred and is not given by continuing at the Borrower or a Notice of Termination is given by time the Issuing Bank pursuant must elect to the immediately preceding sentenceallow such extension, such standby Letter of Credit shall expire on the date on which it otherwise would have been automatically renewed; provided, however, that even or (2) in the absence of receipt of event there is a Notice of RenewalRevolving Lender that is a Defaulting Lender, the Issuing Bank mayshall not be required to issue, in its discretion unless instructed renew or extend any Letter of Credit to the contrary extent (x) the Defaulting Lender’s Applicable Aggregate Revolving Percentage of the aggregate amount available to be drawn under the Letter of Credit may not be reallocated pursuant to Section 2.21(a) or (y) the Issuing Bank has not otherwise entered into arrangements satisfactory to it and the Borrower (including pursuant to Section 2.21(b)) to eliminate the Issuing Bank’s risk with respect to the participation in Letters of Credit of the Defaulting Lender, including by cash collateralizing such Defaulting Lender’s Applicable Aggregate Revolving Percentage of such LC Disbursement; and (B) any Letter of Credit may expire after the applicable date referred to in clause (ii) above if such Letter of Credit is, no later than 30 days before the Maturity Date for Revolving Loans, cash collateralized in an amount and manner and pursuant to documentation approved in writing by the Agent or applicable Issuing Bank (any such Letter of Credit being referred to as the Borrower, deem that a Notice “Cash Collateralized Letter of Renewal had been timely delivered and, in such case, a Notice of Renewal shall be deemed to have been so delivered for all purposes under this AgreementCredit”).

Expiration Date. No Each Letter of Credit shall have an expiration date (including all rights of the Borrower expire at or the beneficiary to require renewal) later than one (1) Business Day prior to the Revolving close of business on the earlier of (i) the date one year after the date of the issuance of such Letter of Credit (or, in the case of any renewal or extension thereof, one year after such renewal or extension) and (ii) except as set forth below with respect to Collateralized Letters of Credit, the date that is five Business Days prior to the Maturity Date (the “LC Expiration Date”); provided that at the request of the Borrower, any Letter of Credit may provide for automatic renewals for additional periods of up to one year subject to a right on the part of the applicable Issuing Bank to prevent any such renewal from occurring by giving notice to the beneficiary during a specified period in advance of any such renewal, and the failure of such Issuing Bank to give such notice by the end of such period shall for all purposes hereof be deemed an extension of such Letter of Credit; provided further that in no event shall any Letter of Credit, as extended from time to time, expire on any date following the LC Expiration Date. The foregoing notwithstandingNotwithstanding clause (ii) of the preceding sentence, (A) any standby Collateralized Letter of Credit may, by its terms, be renewable annually upon notice (a “Notice with the consent of Renewal”) given to the Issuing Bank and the Agent that issued such Collateralized Letter of Credit, expire on or prior to any date for notice following the LC Expiration Date and (B) any Letter of renewal set forth in Credit that contains a customary “evergreen” provision may renew pursuant to such evergreen provision to an expiration date following the LC Expiration Date if such Letter of Credit (but in any event becomes a Collateralized Letter of Credit at least two (2) 15 Business Days prior to the latest date of the proposed renewal of such standby Letter of Credit) and upon fulfillment of which the applicable conditions set forth in Article III unless the Issuing Bank shall have notified the Borrower (with a copy would be entitled to the Agent) on or prior to the date for notice of termination set forth in terminate such Letter of Credit (but in any event at least thirty (30) Business Days prior to the date of its automatic renewal) of its election not to renew such standby Letter of Credit (a “Notice of Termination”); provided that the terms of each standby Letter of Credit that is automatically renewable annually shall not permit the expiration date (after giving effect to any renewal) of such standby Letter of Credit in any event to be extended to a date later than one (1) Business Day before the Revolving Credit Maturity Date. If either a Notice of Renewal is not given by the Borrower or a Notice of Termination is given by the Issuing Bank renewal pursuant to the immediately preceding sentence, such standby Letter of Credit shall expire on the date on which it otherwise would have been automatically renewed; provided, however, that even in the absence of receipt of a Notice of Renewal, the Issuing Bank may, in its discretion unless instructed to the contrary by the Agent or the Borrower, deem that a Notice of Renewal had been timely delivered and, in such case, a Notice of Renewal shall be deemed to have been so delivered for all purposes under this Agreement“evergreen” provision.

Expiration Date. No Each Letter of Credit shall have an expiration date (including all rights of the Borrower expire at or the beneficiary to require renewal) later than one (1) Business Day prior to the Revolving close of business on the earlier of (i) the date one year after the date of the issuance of such Letter of Credit (or, in the case of any renewal or extension thereof, one year after such renewal or extension) and (ii) except as set forth below with respect to Collateralized Letters of Credit, the date that is five Business Days prior to the Maturity Date (the “LC Expiration Date”); provided that at the request of the applicable Borrower, any Letter of Credit may provide for automatic renewals for additional periods of up to one year subject to a right on the part of the applicable Issuing Bank to prevent any such renewal from occurring by giving notice to the beneficiary during a specified period in advance of any such renewal, and the failure of such Issuing Bank to give such notice by the end of such period shall for all purposes hereof be deemed an extension of such Letter of Credit; provided further that in no event shall any Letter of Credit, as extended from time to time, expire on any date following the LC Expiration Date. The foregoing notwithstandingNotwithstanding clause (ii) of the preceding sentence, (A) any standby Collateralized Letter of Credit may, by its terms, be renewable annually upon notice (a “Notice with the consent of Renewal”) given to the Issuing Bank and the Agent that issued such Collateralized Letter of Credit, expire on or prior to any date for notice following the LC Expiration Date and (B) any Letter of renewal set forth in Credit that contains a customary “evergreen” provision may renew pursuant to such evergreen provision to an expiration date following the LC Expiration Date if such Letter of Credit (but in any event becomes a Collateralized Letter of Credit at least two (2) 15 Business Days prior to the latest date of the proposed renewal of such standby Letter of Credit) and upon fulfillment of which the applicable conditions set forth in Article III unless the Issuing Bank shall have notified the Borrower (with a copy would be entitled to the Agent) on or prior to the date for notice of termination set forth in terminate such Letter of Credit (but in any event at least thirty (30) Business Days prior to the date of its automatic renewal) of its election not to renew such standby Letter of Credit (a “Notice of Termination”); provided that the terms of each standby Letter of Credit that is automatically renewable annually shall not permit the expiration date (after giving effect to any renewal) of such standby Letter of Credit in any event to be extended to a date later than one (1) Business Day before the Revolving Credit Maturity Date. If either a Notice of Renewal is not given by the Borrower or a Notice of Termination is given by the Issuing Bank renewal pursuant to the immediately preceding sentence, such standby Letter of Credit shall expire on the date on which it otherwise would have been automatically renewed; provided, however, that even in the absence of receipt of a Notice of Renewal, the Issuing Bank may, in its discretion unless instructed to the contrary by the Agent or the Borrower, deem that a Notice of Renewal had been timely delivered and, in such case, a Notice of Renewal shall be deemed to have been so delivered for all purposes under this Agreement“evergreen” provision.

Expiration Date. No Each Letter of Credit shall have an expiration date (including all rights of the Borrower expire at or the beneficiary to require renewal) later than one (1) Business Day prior to the Revolving Credit Maturity Date. The foregoing notwithstanding, any standby Letter close of Credit may, by its terms, be renewable annually upon notice business on the earlier of (a “Notice i) one year after the date of Renewal”) given to the Issuing Bank and the Agent on or prior to any date for notice issuance of renewal set forth in such Letter of Credit (but or, in the case of any renewal or extension thereof, one year after such renewal or extension) and (ii) 365 days (such 365th day, the “LC Outside Date”) after the Maturity Date; provided that any Letter of Credit with a one-year term may provide for the renewal thereof for additional one-year periods (which shall in no event at least two extend beyond the date referred to in clause (2ii) Business Days prior to above). Notwithstanding the foregoing, if the date of the proposed renewal required notification of intent to or not to renew or extend a Letter of Credit for an additional year (the “LC Notification Date”) occurs prior to the Maturity Date, but such standby Letter of Credit, if extended or renewed for an additional year, would expire after the LC Outside Date, such notification may be given (in the case of any Letter of Credit that requires affirmative notification of intent to extend or renew) or withheld (in the case of any Letter of Credit that requires notification of intent not to extend or renew), and upon fulfillment the maturity of such Letter of Credit may extend for a period of up to one year following the applicable conditions set forth in Article III unless the Issuing Bank shall have notified the Borrower date of such renewal or extension, provided that (with a copy to the AgentA) on or prior to the date for notice LC Notification Date, the Borrower shall deposit cash in the Letter of termination set forth Credit Account in an amount equal to 105% of such Letter of Credit as collateral security for the Borrower’s reimbursement obligations in connection therewith, such cash to be remitted to the Borrower upon and to the extent of the expiration, cancellation or other termination or satisfaction of such reimbursement obligations and (B) if requested by the Issuing Lender, the Borrower shall promptly (but in any no event at least thirty (30later than the Maturity Date) Business Days prior execute and deliver a letter of credit reimbursement agreement in form and substance satisfactory to the date of automatic renewal) of its election not to renew Issuing Lender in connection with such standby Letter of Credit (a “Notice of Termination”); provided that the terms of each standby Letter of Credit that is automatically renewable annually shall not permit the expiration date (after giving effect to any renewal) of such standby Letter of Credit in any event to be extended to a date later than one (1) Business Day before the Revolving Credit Maturity Date. If either a Notice of Renewal is not given by the Borrower renewal or a Notice of Termination is given by the Issuing Bank pursuant to the immediately preceding sentence, such standby Letter of Credit shall expire on the date on which it otherwise would have been automatically renewed; provided, however, that even in the absence of receipt of a Notice of Renewal, the Issuing Bank may, in its discretion unless instructed to the contrary by the Agent or the Borrower, deem that a Notice of Renewal had been timely delivered and, in such case, a Notice of Renewal shall be deemed to have been so delivered for all purposes under this Agreementextension.

Expiration Date. No Each Letter of Credit shall have an expiration date expire (including all rights or be subject to termination by notice from the Issuing Bank that issued such Letter of the Borrower or Credit to the beneficiary to require renewalthereof) later than one (1) Business Day at or prior to the Revolving Credit Maturity Date. The foregoing notwithstanding, any standby Letter close of Credit may, by its terms, be renewable annually upon notice business on the earlier of (a “Notice i) the date one year after the date of Renewal”) given to the Issuing Bank and the Agent on or prior to any date for notice issuance of renewal set forth in such Letter of Credit (but or, in the case of any event renewal or extension thereof, one year after such renewal or extension, which renewals or extensions, subject to clause (ii) hereof, may be automatic pursuant to the terms of such Letter of Credit so long as such Issuing Bank shall have the right to prevent such renewal or extension at least two once in each twelve month period) and (2ii) the date that is five Business Days prior to the date of Revolving Maturity Date. Notwithstanding the proposed renewal of such standby foregoing, a Letter of CreditCredit may have an expiration date that is not more than twelve (12) and upon fulfillment of months after the applicable conditions set forth in Article III unless the Issuing Bank shall have notified Revolving Maturity Date so long as (x) the Borrower (with a copy shall provide cash collateral to the AgentAdministrative Agent pursuant to and in accordance with Section 2.06(j) on or prior to forty-five (45) days before the date for notice then-current Revolving Maturity Date in an amount equal to 102% of termination set forth in the LC Exposure with respect to all such Letter Letters of Credit with expiry dates after the Revolving Maturity Date, (but y) the obligations of the Borrower under this Section 2.06 in any event at least thirty (30) Business Days prior to the date of automatic renewal) of its election not to renew such standby Letter of Credit (a “Notice of Termination”); provided that the terms of each standby Letter of Credit that is automatically renewable annually shall not permit the expiration date (after giving effect to any renewal) respect of such standby Letter of Credit in any event to be extended to a date later than one (1) Business Day before the Revolving Credit Maturity Date. If either a Notice of Renewal is not given by the Borrower or a Notice of Termination is given by the Issuing Bank pursuant to the immediately preceding sentence, such standby Letter Letters of Credit shall expire on survive the date on which it otherwise would have been automatically renewed; providedRevolving Maturity Date and shall remain in effect until no such Letters of Credit remain outstanding and (z) each Lender shall remain obligated hereunder, however, that even in to the absence of receipt of a Notice of Renewalextent any such cash collateral, the Issuing Bank may, application thereof or reimbursement in its discretion unless instructed respect thereof is required to be returned to the contrary Borrower by the Administrative Agent or after the Borrower, deem that a Notice Revolving Maturity Date until no such Letters of Renewal had been timely delivered and, in such case, a Notice of Renewal shall be deemed to have been so delivered for all purposes under this AgreementCredit remain outstanding.

Expiration Date. No Each Letter of Credit shall have an expiration expire at or prior to the close of business on the earlier of (i) the date (including all rights that is one year after the date of the issuance of such Letter of Credit (or, in the case of any renewal or extension thereof, one year after such renewal or extension) and (ii) the date that is five Business Days prior to the Revolving Maturity Date. If the Borrower so requests in any applicable Letter of Credit application, the applicable Issuing Bank may, in its sole discretion, agree to issue a Letter of Credit that has automatic extension provisions, whereby such Letter of Credit shall be renewed automatically for additional consecutive periods of one year or less (but not beyond the date that is five Business Days prior to the Revolving Maturity Date) (each, an “Auto-Extension Letter of Credit”); provided that any such Auto-Extension Letter of Credit must permit such Issuing Bank to prevent any such extension at least once in each twelve-month period (commencing with the date of issuance of such Letter of Credit) by giving prior notice to the beneficiary to require renewal) thereof not later than one a day (1the “Non-Extension Notice Date”) in each such twelve-month period to be agreed upon at the time such Letter of Credit is issued. Unless otherwise directed by the applicable Issuing Bank, the Borrower shall not be required to make a specific request to such Issuing Bank for any such extension. Once an Auto-Extension Letter of Credit has been issued, the Lenders shall be deemed to have authorized (but may not require) the applicable Issuing Bank to permit the extension of such Letter of Credit at any time to an expiry date not later than the fifth Business Day prior to the Revolving Credit Maturity Date. The foregoing notwithstanding, any standby Letter of Credit may, by its terms, be renewable annually upon notice (a “Notice of Renewal”) given to the Issuing Bank and the Agent on or prior to any date for notice of renewal set forth in such Letter of Credit (but in any event at least two (2) Business Days prior to the date of the proposed renewal of such standby Letter of Credit) and upon fulfillment of the applicable conditions set forth in Article III unless the Issuing Bank shall have notified the Borrower (with a copy to the Agent) on or prior to the date for notice of termination set forth in such Letter of Credit (but in any event at least thirty (30) Business Days prior to the date of automatic renewal) of its election not to renew such standby Letter of Credit (a “Notice of Termination”); provided that the terms of each standby Letter of Credit that is automatically renewable annually shall not permit the expiration date (after giving effect to any renewal) of such standby Letter of Credit in any event to be extended to a date later than one (1) Business Day before the Revolving Credit Maturity Date. If either a Notice of Renewal is not given by the Borrower or a Notice of Termination is given by the Issuing Bank pursuant to the immediately preceding sentence, such standby Letter of Credit shall expire on the date on which it otherwise would have been automatically renewed; provided, however, that even such Issuing Bank shall not permit any such extension if (A) such Issuing Bank has determined that it would not be permitted, or would have no obligation, at such time to issue such Letter of Credit in its revised form (as extended) under the absence terms hereof (by reason of receipt the provisions of a clause (b) or (c) of this Section 2.04 or otherwise), or (B) it has received notice (which may be by telephone or in writing) on or before the day that is seven Business Days before the Non-Extension Notice Date (1) from the Administrative Agent that the Required Lenders have elected not to permit such extension or (2) from the Administrative Agent, any Lender or the Borrower that one or more of Renewalthe applicable conditions specified in Section 4.02 is not then satisfied, and in each such case directing such Issuing Bank not to permit such extension. For the avoidance of doubt, if the Revolving Maturity Date shall be extended pursuant to Section 2.21, “Revolving Maturity Date” as referenced in this paragraph shall refer to the Revolving Maturity Date as extended pursuant to Section 2.21; provided that, notwithstanding anything in this Agreement (including Section 2.21 hereof) or any other Loan Document to the contrary, the Revolving Maturity Date, as such term is used in reference to any Issuing Bank mayor any Letter of Credit issued thereby, in its discretion unless instructed may not be extended with respect to any Issuing Bank without the contrary by the Agent or the Borrower, deem that a Notice prior written consent of Renewal had been timely delivered and, in such case, a Notice of Renewal shall be deemed to have been so delivered for all purposes under this AgreementIssuing Bank.

Expiration Date. No Each Letter of Credit shall have an expiration date (including all rights of the Borrower expire at or the beneficiary to require renewal) later than one (1) Business Day prior to the Revolving Credit Maturity Date. The foregoing notwithstanding, any standby Letter close of Credit may, by its terms, be renewable annually upon notice business on the earlier of (a “Notice i) the date one year after the date of Renewal”) given to the Issuing Bank and the Agent on or prior to any date for notice issuance of renewal set forth in such Letter of Credit (but or, in the case of any event at least two renewal or extension thereof, one year after such renewal or extension) and (2ii) the date that is five (5) Business Days prior to the date of Maturity Date with respect to the proposed renewal Revolving Commitments pursuant to which issued (or if any Extended Revolving Commitments, Incremental Revolving Commitments or Other Refinancing Revolving Commitments are outstanding, the last Maturity Date applicable thereto (so long as the aggregate amount of such standby Letters of Credit are not in excess of such commitments)); provided that any Letter of Credit) Credit may contain customary automatic renewal provisions agreed upon by the respective Borrower and upon fulfillment of the applicable conditions set forth in Article III unless the Issuing Bank shall have notified pursuant to which the Borrower (with a copy to the Agent) on or prior to the expiration date for notice of termination set forth in such Letter of Credit (but in any event at least thirty (30) Business Days prior to the date of automatic renewal) of its election not to renew such standby an “Auto Renewal Letter of Credit (a “Notice of TerminationCredit”); provided that the terms of each standby Letter of Credit that is ) shall automatically renewable annually shall not permit the expiration date (after giving effect to any renewal) of such standby Letter of Credit in any event to be extended for consecutive periods of up to twelve (12) months (but not to a date later than one the date set forth in clause (1ii) Business Day before above) (it being understood and agreed that no Existing Letter of Credit will be so renewed unless the Revolving respective issuer has agreed to the renewal of such Existing Letter of Credit Maturity prior to the Closing Date); provided that any such Auto Renewal Letter of Credit must permit the Issuing Bank to prevent any such renewal at least once in each twelve month period (commencing with the date of issuance of such Letter of Credit) by giving prior notice to the beneficiary thereof not later than a day in each such twelve month period to be agreed upon at the time such Letter of Credit is issued. If either a Notice of Renewal is not given by the Borrower or a Notice of Termination is given Unless otherwise directed by the Issuing Bank pursuant Bank, the respective Borrower shall not be required to make a specific request to the immediately preceding sentence, Issuing Bank for any such standby renewal. Once an Auto Renewal Letter of Credit shall expire on the date on which it otherwise would have has been automatically renewed; provided, however, that even in the absence of receipt of a Notice of Renewalissued, the Issuing Bank may, in its discretion unless instructed to the contrary by the Agent or the Borrower, deem that a Notice of Renewal had been timely delivered and, in such case, a Notice of Renewal Lenders shall be deemed to have been so delivered for all purposes under this Agreementauthorized (but may not require) the Issuing Bank to permit the renewal of such Letter of Credit at any time to an expiry date not later than such Maturity Date.

Expiration Date. No Each Letter of Credit shall have an expiration date (including all rights of the Borrower expire at or the beneficiary to require renewal) later than one (1) Business Day prior to the close of business on the earlier of (i) the date one year after the date of the issuance of such Letter of Credit (or, in the case of any renewal or extension thereof, one year after such renewal or extension) and (ii) except as set forth below with respect to Collateralized Letters of Credit, the date that is five Business Days prior to the Maturity Date applicable to Revolving Borrowings (the “LC Expiration Date”); provided that at the request of the applicable Borrower, any Letter of Credit Maturity may provide for automatic renewals for additional periods of up to one year subject to a right on the part of the applicable Issuing Bank to prevent any such renewal from occurring by giving notice to the beneficiary during a specified period in advance of any such renewal, and the failure of such Issuing Bank to give such notice by the end of such period shall for all purposes hereof be deemed an extension of such Letter of Credit; provided further that in no event shall any Letter of Credit, as extended from time to time, expire on any date following the LC Expiration Date. The foregoing notwithstandingNotwithstanding clause (ii) of the preceding sentence, (A) any standby Collateralized Letter of Credit may, by its terms, be renewable annually upon notice (a “Notice with the consent of Renewal”) given to the Issuing Bank and the Agent that issued such Collateralized Letter of Credit, expire on or prior to any date for notice following the LC Expiration Date and (B) any Letter of renewal set forth in Credit that contains a customary “evergreen” provision may renew pursuant to such evergreen provision to an expiration date following the LC Expiration Date if such Letter of Credit (but in any event becomes a Collateralized Letter of Credit at least two (2) 15 Business Days prior to the latest date of the proposed renewal of such standby Letter of Credit) and upon fulfillment of which the applicable conditions set forth in Article III unless the Issuing Bank shall have notified the Borrower (with a copy would be entitled to the Agent) on or prior to the date for notice of termination set forth in terminate such Letter of Credit (but in any event at least thirty (30) Business Days prior to the date of its automatic renewal) of its election not to renew such standby Letter of Credit (a “Notice of Termination”); provided that the terms of each standby Letter of Credit that is automatically renewable annually shall not permit the expiration date (after giving effect to any renewal) of such standby Letter of Credit in any event to be extended to a date later than one (1) Business Day before the Revolving Credit Maturity Date. If either a Notice of Renewal is not given by the Borrower or a Notice of Termination is given by the Issuing Bank renewal pursuant to the immediately preceding sentence, such standby Letter of Credit shall expire on the date on which it otherwise would have been automatically renewed; provided, however, that even in the absence of receipt of a Notice of Renewal, the Issuing Bank may, in its discretion unless instructed to the contrary by the Agent or the Borrower, deem that a Notice of Renewal had been timely delivered and, in such case, a Notice of Renewal shall be deemed to have been so delivered for all purposes under this Agreement“evergreen” provision.

Expiration Date. No Each Letter of Credit shall have an expiration date expire (including all rights of or be subject to termination by notice from the Borrower or Issuing Bank to the beneficiary to require renewalthereof) later than one (1) Business Day at or prior to the Revolving Credit Maturity Date. The foregoing notwithstanding, any standby Letter close of Credit may, by its terms, be renewable annually upon notice business on the earlier of (a “Notice i) the date one year after the date of Renewal”) given to the Issuing Bank and the Agent on or prior to any date for notice issuance of renewal set forth in such Letter of Credit (but or, in the case of any event renewal or extension thereof, one year after such renewal or extension, which renewals or extensions, subject to clause (ii) hereof, may be automatic pursuant to the terms of such Letter of Credit so long as the Issuing Bank shall have the right to prevent such renewal or extension at least two once in each twelve month period) and (2ii) the date that is five Business Days prior to the date of Revolving Maturity Date. Notwithstanding the proposed renewal of such standby foregoing, a Letter of CreditCredit may have an expiration date that is not more than twelve (12) and upon fulfillment of months after the Revolving Maturity Date so long as (x) the applicable conditions set forth in Article III unless the Issuing Bank Revolving Borrower shall have notified the Borrower (with a copy provide cash collateral to the AgentAdministrative Agent pursuant to and in accordance with Section 2.06(j) on or prior to the date for notice of termination set forth in such Letter of Credit forty-five (but in any event at least thirty (3045) Business Days prior to the date of automatic renewal) of its election not to renew such standby Letter of Credit (a “Notice of Termination”); provided that the terms of each standby Letter of Credit that is automatically renewable annually shall not permit the expiration date (after giving effect to any renewal) of such standby Letter of Credit in any event to be extended to a date later than one (1) Business Day days before the Revolving Maturity Date in an amount equal to 102% of the LC Exposure with respect to all such Letters of Credit with expiry dates after the Revolving Maturity Date. If either a Notice , (y) the obligations of Renewal is not given by the applicable Revolving Borrower or a Notice under this Section 2.06 in respect of Termination is given by the Issuing Bank pursuant to the immediately preceding sentence, such standby Letter Letters of Credit shall expire on survive the date on which it otherwise would have been automatically renewed; providedRevolving Maturity Date and shall remain in effect until no such Letters of Credit remain outstanding and (z) each Lender shall remain obligated hereunder, however, that even in to the absence of receipt of a Notice of Renewalextent any such cash collateral, the Issuing Bank may, application thereof or reimbursement in its discretion unless instructed respect thereof is required to be returned to the contrary applicable Revolving Borrower by the Administrative Agent or after the Borrower, deem that a Notice Revolving Maturity Date until no such Letters of Renewal had been timely delivered and, in such case, a Notice of Renewal shall be deemed to have been so delivered for all purposes under this AgreementCredit remain outstanding.

Expiration Date. No Each Letter of Credit shall have an expiration expire at or prior to the close of business on the date (including all rights that is five Business Days prior to the Maturity Date. Notwithstanding the foregoing, any Letter of Credit issued hereunder may, in the sole discretion of the Borrower or applicable Issuing Bank, expire after the beneficiary to require renewal) later than one (1) fifth Business Day prior to the Revolving Credit Maturity Date but on or before the date that is 180 days after the Maturity Date. The foregoing notwithstanding, ; provided that the Borrower hereby agrees that it shall provide cash collateral in an amount equal to 102% of the LC Exposure in respect of any standby such outstanding Letter of Credit may, by its terms, be renewable annually upon notice (a “Notice of Renewal”) given to the applicable Issuing Bank and the Agent on or at least 10 days prior to any the Maturity Date (or, if such outstanding Letter of Credit is a Letter of Credit which provides for automatic renewals thereof pursuant to customary evergreen provisions, no later than the date for on which the applicable Issuing Bank would be required to give notice of renewal set forth in its intention to not renew such Letter of Credit (but in any event at least two (2) Business Days prior pursuant to the date terms thereof), which such amount shall be (i) deposited by the Borrower in an account with and in the name of such Issuing Bank and (ii) held by such Issuing Bank for the satisfaction of the proposed renewal Borrower’s reimbursement obligations in respect of such standby Letter of Credit) and upon fulfillment of the applicable conditions set forth in Article III unless the Issuing Bank shall have notified the Borrower (with a copy to the Agent) on or prior to the date for notice of termination set forth in such Letter of Credit (but in any event at least thirty (30) until the expiration of such Letter of Credit. Any Letter of Credit issued with an expiration date beyond the fifth Business Days Day prior to the date Maturity Date shall, to the extent of automatic renewalany undrawn amount remaining thereunder on the Maturity Date, cease to be a “Letter of Credit” outstanding under this Agreement for purposes of the Lenders’ obligations to participate in Letters of Credit pursuant to clause (d) below. For the avoidance of its election not doubt, if the Maturity Date shall be extended pursuant to renew Section 2.21, “Maturity Date” as referenced in this sentence shall refer to the Maturity Date as extended pursuant to Section 2.21; provided that, notwithstanding anything in this Agreement (including Section 2.21 hereof) or any other Loan Document to the contrary, the Maturity Date and the LC Availability Period, as such standby terms are used in reference to any Issuing Bank or any Letter of Credit (a “Notice of Termination”); provided that the terms of each standby Letter of Credit that is automatically renewable annually shall issued thereby, may not permit the expiration date (after giving effect be extended with respect to any renewal) Issuing Bank without the prior written consent of such standby Letter of Credit in any event to be extended to a date later than one (1) Business Day before the Revolving Credit Maturity Date. If either a Notice of Renewal is not given by the Borrower or a Notice of Termination is given by the Issuing Bank pursuant to the immediately preceding sentence, such standby Letter of Credit shall expire on the date on which it otherwise would have been automatically renewed; provided, however, that even in the absence of receipt of a Notice of Renewal, the Issuing Bank may, in its discretion unless instructed to the contrary by the Agent or the Borrower, deem that a Notice of Renewal had been timely delivered and, in such case, a Notice of Renewal shall be deemed to have been so delivered for all purposes under this AgreementBank.

Expiration Date. No Each Letter of Credit shall have an expiration date (including all rights of the Borrower expire at or the beneficiary to require renewal) later than one (1) Business Day prior to the Revolving close of business on the earlier of (i) the date that is one year after the date of the issuance of such Letter of Credit Maturity (or, in the case of any renewal or extension thereof, one year after such renewal or extension) (or such other date as reasonably agreed to by the Issuing Bank; provided that such date is not beyond the LC Expiration Date. The foregoing notwithstanding, unless the applicable Issuing Bank agrees and such Letter of Credit has been cash collateralized or backstopped (or the Borrower has entered into separate undertakings to deliver cash collateral or a backstop letter of credit) in a manner acceptable to the applicable Issuing Bank) and (ii) the LC Expiration Date; provided that if such expiry date is not a Business Day, such Letter of Credit shall expire at or prior to the close of business on the next succeeding Business Day; provided, further, that any standby Letter of Credit may, by its termsupon the request of the Borrower, include a provision whereby such Letter of Credit shall be renewable annually upon notice renewed automatically for additional consecutive periods of one year or less (but not beyond the LC Expiration Date, unless the applicable Issuing Bank agrees and such Letter of Credit has been cash collateralized or backstopped (or the Borrower has entered into separate undertakings to deliver cash collateral or a “Notice backstop letter of Renewal”credit) given in a manner acceptable to the applicable Issuing Bank) unless the applicable Issuing Bank and notifies the Agent on or prior to any date for notice of renewal set forth beneficiary thereof within the time period specified in such Letter of Credit (but in any event or, if no such time period is specified, at least two (2) Business Days 30 days prior to the date of the proposed renewal of such standby Letter of Credit) and upon fulfillment of the then-applicable conditions set forth in Article III unless the Issuing Bank shall have notified the Borrower (with a copy to the Agent) on or prior to the date for notice of termination set forth in expiration date, that such Letter of Credit (but in any event at least thirty (30) Business Days prior to the date of automatic renewal) of its election will not to renew such standby Letter of Credit (a “Notice of Termination”); provided that the terms of each standby Letter of Credit that is automatically renewable annually shall not permit the expiration date (after giving effect to any renewal) of such standby Letter of Credit in any event to be extended to a date later than one (1) Business Day before the Revolving Credit Maturity Date. If either a Notice of Renewal is not given by the Borrower or a Notice of Termination is given by the Issuing Bank pursuant to the immediately preceding sentence, such standby Letter of Credit shall expire on the date on which it otherwise would have been automatically renewed; provided, however, that even in the absence of receipt of a Notice of Renewal, the Issuing Bank may, in its discretion unless instructed to the contrary by the Agent or the Borrower, deem that a Notice of Renewal had been timely delivered and, in such case, a Notice of Renewal shall be deemed to have been so delivered for all purposes under this Agreement.

Expiration Date. No Each Letter of Credit shall have an expiration date expire (including all rights of or be subject to termination or non-renewal by notice from the Borrower or applicable Issuing Bank to the beneficiary to require renewalthereof) later than one (1) Business Day at or prior to the Revolving Credit Maturity Date. The foregoing notwithstanding, any standby Letter close of Credit may, by its terms, be renewable annually upon notice business on the earlier of (a “Notice i) the date one year after the date of Renewal”) given to the Issuing Bank and the Agent on or prior to any date for notice issuance of renewal set forth in such Letter of Credit (but or, in the case of any event at least two one-time renewal or extension thereof, including any automatic renewal provision, one year after such renewal or extension) and (2ii) the date that is five (5) Business Days prior to the date of Maturity Date; provided, that, upon the proposed renewal of such standby Letter of Credit) and upon fulfillment of the applicable conditions set forth in Article III unless the Issuing Bank shall have notified the Borrower (with a copy to the Agent) on or prior to the date for notice of termination set forth in Borrower’s request, any such Letter of Credit (but which is issued in any event the final year prior the Maturity Date may have an expiry date which is up to one year after the Maturity Date if, at least thirty five (305) Business Days prior to the date of automatic renewalMaturity Date, the Borrower (A) of its election not to renew deposits with the Administrative Agent cash collateral (which cash collateral shall be in Dollars or, if such standby Letter of Credit was issued in an Alternate Currency, such currency as determined by the Administrative Agent and the applicable Issuing Bank) in an amount equal to 103% of the amount of the LC Exposure as of such date plus accrued and unpaid interest thereon or (B) provides a “Notice backup standby letter of Termination”); provided that credit, in each case, reasonably satisfactory to the relevant Issuing Bank. Each Letter of Credit with automatic extension or renewal provisions shall, subject to the right of the respective Issuing Bank to terminate such automatic renewal in accordance with the terms of each standby such Letter of Credit that is upon the occurrence of an Event of Default, be automatically renewable annually shall not permit renewed for a successive one-year period on each anniversary of the expiration date (after giving effect to any renewal) of the issuance of such standby Letter of Credit, until cancelled by the Borrower by notice to the applicable Issuing Bank in accordance with the terms of such Letter of Credit in any event to be extended to a date later than one (1) Business Day before agreed upon at the Revolving time such Letter of Credit Maturity Date. If either a Notice of Renewal is not given by the Borrower or a Notice of Termination is given by the Issuing Bank pursuant to the immediately preceding sentenceissued; provided, that such standby Letter of Credit shall expire at or prior to the close of business on the date on which it that is five (5) Business Days prior to the Maturity Date if not earlier cancelled, unless otherwise would have been automatically renewed; provided, however, that even in agreed with the absence of receipt of a Notice of Renewal, the relevant Issuing Bank may, in its discretion unless instructed and subject to the contrary by the Agent or the Borrower, deem that a Notice of Renewal had been timely delivered and, in such case, a Notice of Renewal shall be deemed to have been so delivered for all purposes under this Agreementsatisfactory arrangements with respect thereto as contemplated above.

Expiration Date. No Each Letter of Credit shall have an expiration expire at or prior to the close of business on the earlier of (i) the date (including all rights that is one year after the date of the Borrower issuance of such Letter of Credit (or, in the case of any renewal or extension thereof, one year after such renewal or extension) and (ii) the beneficiary to require renewal) later than one (1) date that is five Business Day Days prior to the Revolving Maturity Date (unless such Letters of Credit Maturity Date. The foregoing notwithstanding, have been cash collateralized or backstopped on or prior to such fifth Business Day pursuant to arrangements reasonably satisfactory to the applicable Issuing Bank); provided that (x) any standby Letter of Credit may, by its termsupon the request of the Swiss Borrower, be renewable annually upon notice (include a “Notice of Renewal”) given to the Issuing Bank and the Agent on or prior to any date for notice of renewal set forth in provision whereby such Letter of Credit shall be renewed automatically for additional periods (but in any event at least two (2) not beyond the date that is five Business Days prior to the date Revolving Maturity Date (unless such Letters of the proposed renewal of such standby Letter of Credit) and upon fulfillment of the applicable conditions set forth in Article III unless the Issuing Bank shall Credit have notified the Borrower (with a copy to the Agent) been cash collateralized or backstopped on or prior to such fifth Business Day pursuant to arrangements reasonably satisfactory to the applicable Issuing Bank)) unless the applicable Issuing Bank notifies the beneficiary thereof at least 30 days prior to the then-applicable expiration date for notice of termination set forth in that such Letter of Credit will not be renewed and (but in any event at least thirty y) clause (30c)(i) Business Days prior above shall not apply to the date of automatic renewal) of its election not to renew such standby a Letter of Credit (a “Notice of Termination”); provided that the terms of each standby if such long-dated Letter of Credit that is automatically renewable annually consented to by the applicable Issuing Bank. For the avoidance of doubt, if the Revolving Maturity Date in respect of any Class of Revolving Commitments shall not permit be extended pursuant to Section 2.22, “Revolving Maturity Date” as referenced in this paragraph shall refer, with respect to the expiration date Class of Letters of Credit associated with such Class of Revolving Commitments, to the Revolving Maturity Date in respect of any Class of Revolving Commitments as extended pursuant to Section 2.22; provided that, notwithstanding anything in this Agreement (after giving effect including Section 2.22 hereof) or any other Loan Document to the contrary, the Revolving Maturity Date, as such term is used in reference to any renewal) of such standby Issuing Bank or any Letter of Credit in any event to issued thereby, may not be extended with respect to a date later than one (1) Business Day before the Revolving Credit Maturity Date. If either a Notice of Renewal is not given by the Borrower or a Notice of Termination is given by the any Issuing Bank pursuant to without the immediately preceding sentence, prior written consent of such standby Letter of Credit shall expire on the date on which it otherwise would have been automatically renewed; provided, however, that even in the absence of receipt of a Notice of Renewal, the Issuing Bank may, in its discretion unless instructed to the contrary by the Agent or the Borrower, deem that a Notice of Renewal had been timely delivered and, in such case, a Notice of Renewal shall be deemed to have been so delivered for all purposes under this AgreementBank.

Expiration Date. No Each Letter of Credit (other than the Existing Letters of Credit) shall have an expiration date (including all rights of the Borrower expire at or the beneficiary to require renewal) later than one (1) Business Day prior to the Revolving Credit Maturity Date. The foregoing notwithstanding, any standby close of business on the earlier of (i) the date one year after the date of the issuance of such Letter of Credit may(or, in the case of any renewal or extension thereof, one year after such renewal or extension) and (ii) the Maturity Date, provided, however, that a Letter of Credit (other than an Existing Letter of Credit) may provide by its terms, be renewable annually upon notice (a “Notice of Renewal”) given and on terms acceptable to the applicable Issuing Bank, for renewal for successive periods of one year or less (but not beyond the Maturity Date) unless and until the applicable Issuing Bank and the Agent on or shall have delivered prior to any date for written notice of renewal set forth nonrenewal to the beneficiary of such Letter of Credit no later than the time specified in such Letter of Credit (but in any event at least two (2) Business Days prior to which the date of the proposed renewal of such standby Letter of Credit) and upon fulfillment applicable Issuing Bank shall do only if one or more of the applicable conditions set forth in Article III under Section 4.02 is not then satisfied). Notwithstanding the foregoing, any Existing Letter of Credit may provide by its terms, and on terms acceptable to applicable Issuing Bank, for renewal for successive periods of thirteen months or less unless and until the applicable Issuing Bank shall have notified the Borrower (with delivered a copy notice of nonrenewal to the Agent) on or prior to beneficiary of such Existing Letter of Credit no later than the date for notice of termination set forth time specified in such Existing Letter of Credit (but in any event at least thirty (30) Business Days prior to the date of automatic renewal) of its election not to renew such standby or applicable Letter of Credit (a “Notice of Termination”Document); provided that the terms applicable Issuing Bank may deliver such notice of each standby nonrenewal in its sole discretion and no course of dealing or other circumstance shall require such Issuing Bank to extend or renew any Existing Letter of Credit that is automatically renewable annually shall not permit the expiration date (after giving effect to any renewal) of such standby Letter of Credit in any event to be extended to a date later than one (1) Business Day before the Revolving Credit Maturity Date. If either a Notice of Renewal is not given by the Borrower or a Notice of Termination is given by the Issuing Bank pursuant to the immediately preceding sentence, such standby Letter of Credit shall expire on the date on which it otherwise would have been automatically renewed; provided, however, that even in the absence of receipt of a Notice of Renewal, the Issuing Bank may, in its discretion unless instructed to the contrary by the Agent or the Borrower, deem that a Notice of Renewal had been timely delivered and, in such case, a Notice of Renewal shall be deemed to have been so delivered for all purposes under this AgreementCredit.

Expiration Date. No Each Letter of Credit shall have an expiration date (including all rights of the Borrower expire at or the beneficiary to require renewal) later than one (1) Business Day prior to the Revolving Credit Maturity Date. The foregoing notwithstanding, any standby Letter close of Credit may, by its terms, be renewable annually upon notice business on the earlier of (a “Notice i) the date that is 18 months after the date of Renewal”) given to the Issuing Bank and the Agent on or prior to any date for notice issuance of renewal set forth in such Letter of Credit (but or, in the case of any event at least two renewal or extension thereof, 18 months after such renewal or extension) and (2ii) the date that is five Domestic Business Days prior to the date of the proposed renewal of such standby Letter of Credit) and upon fulfillment of the applicable conditions set forth in Article III unless the Issuing Bank shall have notified the Borrower (with a copy to the Agent) on or prior to the date for notice of termination set forth in such Letter of Credit (but in any event at least thirty (30) Business Days prior to the date of automatic renewal) of its election not to renew such standby Letter of Credit (a “Notice of Termination”); provided that the terms of each standby Letter of Credit that is automatically renewable annually shall not permit the expiration date (after giving effect to any renewal) of such standby Letter of Credit in any event to be extended to a date later than one (1) Business Day before the Revolving Credit Maturity Date. If either a Notice of Renewal is not given by the Borrower or a Notice of Termination is given by the Issuing Bank pursuant to the immediately preceding sentence, such standby Letter of Credit shall expire on the date on which it otherwise would have been automatically renewed; provided, however, that even any Letter of Credit may, upon the request of the applicable Borrower or Additional Borrower, include a provision whereby such Letter of Credit shall be renewed automatically for additional consecutive periods of 18 months or less (but not beyond the date that is five Domestic Business Days prior to the Revolving Maturity Date) unless the applicable Issuing Bank notifies the beneficiary thereof at least 30 days prior to the then-applicable expiration date that such Letter of Credit will not be renewed. For the avoidance of doubt, if the Revolving Maturity Date in respect of any Class of Revolving Commitments shall be extended pursuant to Section 2.22, “Revolving Maturity Date” as referenced in this paragraph shall refer, with respect to the absence Class of receipt Letters of a Notice Credit associated with such Class of RenewalRevolving Commitments, to the Revolving Maturity Date in respect of any Class of Revolving Commitments as extended pursuant to Section 2.22; provided that, notwithstanding anything in this Agreement (including Section 2.22 hereof) or any other Loan Document to the contrary, the Revolving Maturity Date, as such term is used in reference to any Issuing Bank mayor any Letter of Credit issued thereby, in its discretion unless instructed may not be extended with respect to any Issuing Bank without the contrary by the Agent or the Borrower, deem that a Notice prior written consent of Renewal had been timely delivered and, in such case, a Notice of Renewal shall be deemed to have been so delivered for all purposes under this AgreementIssuing Bank.

Expiration Date. No In all cases, payment for Rights purchased pursuant to the Offer will be made only after timely receipt by the Depositary of a properly completed and duly executed Letter of Credit shall have an expiration date Assignment (including all rights or facsimile thereof) and any other documents required by the Letter of Assignment. Since the Rights are not transferable (except pursuant to the Offer), the Rights may only be assigned as provided in the Letter of Assignment. The Company and the Purchaser intend to file a Notification and Report Form with respect to the issuance of the Borrower or Shares by the beneficiary to require renewal) later than one (1) Business Day prior Company to the Revolving Credit Maturity Date. The foregoing notwithstanding, any standby Letter of Credit may, Purchaser in exchange for the Rights acquired by its terms, be renewable annually upon notice (a “Notice of Renewal”) given the Purchaser pursuant to the Issuing Bank and Offer under the Agent H-S-R Act on or prior to any before June 17, 1997 and, accordingly, the waiting period under the H-S-R Act applicable thereto will expire at 11:59 p.m., New York City time, on the date for notice of renewal set forth in such Letter of Credit (but in any event at least two (2) Business Days prior to which is 30 days from the date of such filing. However, prior to such time, the proposed renewal of such standby Letter of CreditFederal Trade Commission (the "FTC") and upon fulfillment or the Antitrust Division of the applicable conditions set forth in Article III unless Department of Justice (the Issuing Bank shall have notified "Antitrust Division") may extend the Borrower (with a copy to waiting period by requesting additional information or documentary material from the Agent) on or prior to the date for notice of termination set forth in such Letter of Credit (but in any event at least thirty (30) Business Days prior to the date of automatic renewal) of its election not to renew such standby Letter of Credit (a “Notice of Termination”); provided that the terms of each standby Letter of Credit that is automatically renewable annually shall not permit the expiration date (after giving effect to any renewal) of such standby Letter of Credit in any event to be extended to a date later than one (1) Business Day before the Revolving Credit Maturity DatePurchaser. If either such a Notice of Renewal request is not given by made, the Borrower or a Notice of Termination is given by the Issuing Bank pursuant to the immediately preceding sentence, such standby Letter of Credit shall waiting period would expire on the date on which it otherwise would have been automatically renewed; providedtenth day after substantial compliance by the Purchaser with such request. For additional information regarding the H-S-R Act, however, that even in see Section 12. For purposes of the absence of receipt of a Notice of RenewalOffer, the Issuing Bank may, in its discretion unless instructed to the contrary by the Agent or the Borrower, deem that a Notice of Renewal had been timely delivered and, in such case, a Notice of Renewal Purchaser shall be deemed to have accepted for payment (and thereby purchased) assigned Rights as, if and when the Purchaser gives oral or written notice to the Depositary of the Purchaser's acceptance of such Rights for payment. Payment for Rights purchased pursuant to the Offer will be made by deposit of the purchase price with the Depositary, which will act as agent for Holders choosing to assign their Rights for the purpose of receiving payment from the Purchaser and transmitting payments to such Holders. Under no circumstances will interest be paid on the purchase price by the Purchaser by reason of any delay in making such payment. IF ANY ASSIGNED RIGHTS ARE NOT PURCHASED FOR ANY REASON, THE ASSIGNMENT OF SUCH RIGHTS WILL NOT BE EFFECTIVE. If, prior to the Expiration Date, the Purchaser increases the consideration offered to Holders of the Rights pursuant to the Offer, such increased consideration shall be paid to all Holders whose assignments of Rights have previously been so delivered accepted for all purposes payment pursuant to the Offer. The Purchaser reserves the right to transfer or assign to one or more direct or indirect affiliates of the Purchaser the right to purchase Rights assigned pursuant to the Offer, but any such transfer or assignment shall not relieve the Purchaser of its obligations under this Agreementthe Offer or prejudice the rights of Holders assigning their Rights to receive payment for Rights properly assigned and accepted for payment.

Expiration Date. No Each Letter of Credit shall have an expiration date (including all rights of the Borrower expire at or the beneficiary to require renewal) later than one (1) Business Day prior to the Revolving Credit Maturity Date. The foregoing notwithstanding, any standby Letter close of Credit may, by its terms, be renewable annually upon notice business on the earlier of (a “Notice i) the date one year after the date of Renewal”) given to the Issuing Bank and the Agent on or prior to any date for notice issuance of renewal set forth in such Letter of Credit (but or, in the case of any event at least two extension thereof, one year after such extension) and (2ii) the date that is five (5) Business Days prior to the date of Maturity Date with respect to the proposed renewal Revolving Commitments pursuant to which issued (or if any Extended Revolving Commitments, Incremental Revolving Commitments or Other Refinancing Revolving Commitments are outstanding, the last Maturity Date applicable thereto (so long as the aggregate amount of such standby Letters of Credit are not in excess of such commitments)); provided that any Letter of Credit) Credit may contain customary automatic extension provisions agreed upon by the respective Borrower and upon fulfillment of the applicable conditions set forth in Article III unless the Issuing Bank shall have notified pursuant to which the Borrower (with a copy to the Agent) on or prior to the expiration date for notice of termination set forth in such Letter of Credit (but in any event at least thirty (30) Business Days prior to the date of automatic renewal) of its election not to renew such standby an “Auto-Extension Letter of Credit (a “Notice of TerminationCredit”); provided that the terms of each standby Letter of Credit that is ) shall automatically renewable annually shall not permit the expiration date (after giving effect to any renewal) of such standby Letter of Credit in any event to be extended for consecutive periods of up to twelve (12) months (but not to a date later than one the date set forth in clause (1ii) Business Day before above); provided that any such Auto-Extension Letter of Credit must permit the Revolving Issuing Bank to prevent any such extension at least once in each twelve month period (commencing with the date of issuance of such Letter of Credit) by giving prior notice to the beneficiary thereof not later than a day in each such twelve month period to be agreed upon at the time such Letter of Credit Maturity Dateis issued. If either a Notice of Renewal is not given by the Borrower or a Notice of Termination is given Unless otherwise directed by the Issuing Bank pursuant Bank, the respective Borrower shall not be required to make a specific request to the immediately preceding sentence, Issuing Bank for any such standby extension. Once an Auto-Extension Letter of Credit shall expire on the date on which it otherwise would have has been automatically renewed; provided, however, that even in the absence of receipt of a Notice of Renewalissued, the Issuing Bank may, in its discretion unless instructed to the contrary by the Agent or the Borrower, deem that a Notice of Renewal had been timely delivered and, in such case, a Notice of Renewal Lenders shall be deemed to have been so delivered for all purposes under this Agreementauthorized (but may not require) the Issuing Bank to permit the extension of such Letter of Credit at any time to an expiry date not later than such Maturity Date.

Expiration Date. No Each Letter of Credit shall have an expiration date (including all rights of the Borrower expire at or the beneficiary to require renewal) later than one (1) Business Day prior to the Revolving Credit Maturity Date. The foregoing notwithstanding, any standby Letter close of Credit may, by its terms, be renewable annually upon notice business on the earlier of (a “Notice i) the date one year after the date of Renewal”) given to the Issuing Bank and the Agent on or prior to any date for notice issuance of renewal set forth in such Letter of Credit (but or, in the case of any event at least two renewal or extension of a Letter of Credit, one year after such renewal or extension), in each case unless consented to by the relevant Issuing Bank and the Administrative Agent, and (2ii) the date that is five Business Days prior to the date of Maturity Date. If the proposed renewal of such standby Letter of Credit) and upon fulfillment of the applicable conditions set forth in Article III unless Borrower so requests, the Issuing Bank shall have notified agree to issue a Letter of Credit that has automatic extension provisions (each, an “Auto-Extension Letter of Credit”); provided that any such Auto-Extension Letter of Credit must permit the Borrower relevant Issuing Bank to prevent any such extension at least once in each 12-month period (commencing with a copy to the Agent) on or prior to the date for notice of termination set forth in issuance of such Letter of Credit (but and in any no event at least thirty (30) extending beyond the date that is five Business Days prior to the date of automatic renewalMaturity Date unless Cash Collateralized or backstopped in a manner reasonably acceptable to the Administrative Agent and the applicable Issuing Bank) of its election by giving prior notice to the beneficiary thereof not later than a day (the “Non-extension Notice Date”) in each such 12-month period to renew be mutually agreed upon at the time such standby Letter of Credit (is issued. Unless otherwise directed by the relevant Issuing Bank, the Borrower shall not be required to make a “Notice of Termination”); provided that specific request to the terms of each standby relevant Issuing Bank for any such extension. Once an Auto-Extension Letter of Credit that is automatically renewable annually shall not permit the expiration date (after giving effect to any renewal) of such standby Letter of Credit in any event to be extended to a date later than one (1) Business Day before the Revolving Credit Maturity Date. If either a Notice of Renewal is not given by the Borrower or a Notice of Termination is given by the Issuing Bank pursuant to the immediately preceding sentence, such standby Letter of Credit shall expire on the date on which it otherwise would have has been automatically renewed; provided, however, that even in the absence of receipt of a Notice of Renewalissued, the Issuing Bank may, in its discretion unless instructed to the contrary by the Agent or the Borrower, deem that a Notice of Renewal had been timely delivered and, in such case, a Notice of Renewal Lenders shall be deemed to have been so delivered for all purposes authorized (but may not require) the relevant Issuing Bank to permit the extension of such Letter of Credit at any time to an expiry date not later than the date that is five Business Days prior to the Maturity Date; provided that the relevant Issuing Bank shall not permit any such extension if (A) the relevant Issuing Bank has determined that it would have no obligation at such time to issue such Letter of Credit in its extended form under this Agreementthe terms hereof, or (B) it has received notice (which may be by telephone or in writing) on or before the day that is seven Business Days before the Non-extension Notice Date from the Administrative Agent any Lender or the Borrower that one or more of the applicable conditions specified in Section 6.02 is not then satisfied or waived.

Expiration Date. No Each Letter of Credit shall have an expiration date (including all rights of the Borrower expire at or the beneficiary to require renewal) later than one (1) Business Day prior to the close of business on the earlier of (i) the date that is one year after the date of the issuance of such Letter of Credit (or, in the case of any renewal or extension thereof, one year after such renewal or extension) and (ii) the Letter of Credit Expiration Date, provided if the Borrower so requests in any applicable Letter of Credit Application, the Issuing Bank shall agree to issue a standby Letter of Credit that has automatic renewal provisions (each, an “Auto-Renewal Letter of Credit”); provided that any such Auto-Renewal Letter of Credit must permit the Issuing Bank to prevent any such renewal at least once in each twelve-month period (commencing with the date of issuance of such Letter of Credit) by giving prior notice to the beneficiary thereof not later than a day (the “Nonrenewal Notice Date”) in each such twelve-month period to be agreed upon at the time such Letter of Credit is issued. Unless otherwise directed by the Issuing Bank, the Borrower shall not be required to make a specific request to the Issuing Bank for any such renewal. Once an Auto-Renewal Letter of Credit has been issued, the Revolving Lenders shall be deemed to have authorized (but may not require) the Issuing Bank to permit the renewal of such Letter of Credit Maturity at any time to an expiry date not later than the Letter of Credit Expiration Date. The foregoing notwithstanding; provided that the Issuing Bank shall not permit any such renewal if (A) the Issuing Bank has determined that it would have no obligation at such time to issue such Letter of Credit in its renewed form under the terms hereof (by reason of the provisions of Section 2.05(b)(ii) or otherwise), or (B) it has received notice (which may be by telephone, followed promptly in writing, or in writing) on or before the day that is thirty (30) days before the Nonrenewal Notice Date from the Revolving Facility Administrative Agent or any standby Revolving Lender, as applicable, or the Borrower that one or more of the applicable express conditions specified in Section 4.02 is not then satisfied (or waived), and provided further that, if agreed to by the Issuing Bank in its sole discretion, a Letter of Credit may, by its termsupon the request of the Borrower, be renewable annually upon notice (renewed for a “Notice period beyond the date that is the Revolving Maturity Date if, at the time of Renewal”) given to such request or such other time as may be agreed by the Issuing Bank and the Agent on or prior to any date for notice of renewal set forth in Bank, such Letter of Credit (but in any event at least two (2) Business Days prior has become subject to Cash Collateralization or other arrangements satisfactory to the date of the proposed renewal of such standby Letter of Credit) and upon fulfillment of the applicable conditions set forth in Article III unless the Issuing Bank shall have notified the Borrower (with a copy to the Agent) on or prior to the date for notice of termination set forth in such Letter of Credit (but in any event at least thirty (30) Business Days prior to the date of automatic renewal) of its election not to renew such standby Letter of Credit (a “Notice of Termination”); provided that the terms of each standby Letter of Credit that is automatically renewable annually shall not permit the expiration date (after giving effect to any renewal) of such standby Letter of Credit in any event to be extended to a date later than one (1) Business Day before the Revolving Credit Maturity Date. If either a Notice of Renewal is not given by the Borrower or a Notice of Termination is given by the Issuing Bank pursuant to the immediately preceding sentence, such standby Letter of Credit shall expire on the date on which it otherwise would have been automatically renewed; provided, however, that even in the absence of receipt of a Notice of Renewal, the Issuing Bank may, in its discretion unless instructed to the contrary by the Agent or the Borrower, deem that a Notice of Renewal had been timely delivered and, in such case, a Notice of Renewal shall be deemed to have been so delivered for all purposes under this AgreementBank.

Expiration Date. No Each Letter of Credit shall have an expiration date expire (including all rights or be subject to termination by notice from the relevant Letter of the Borrower or Credit Issuer to the beneficiary to require renewalthereof) later than one (1) Business Day at or prior to the Revolving Credit Maturity Date. The foregoing notwithstanding, any standby Letter close of Credit may, by its terms, be renewable annually upon notice business on the earlier of (a “Notice i) the date one year after the date of Renewal”) given to the Issuing Bank and the Agent on or prior to any date for notice issuance of renewal set forth in such Letter of Credit (but or, in the case of any event at least two renewal or extension thereof, including, without limitation, any automatic renewal provision, one year after such renewal or extension) or such longer period as may be expressly agreed in writing by the relevant letter of Credit Issuer and (2ii) the date that is five Business Days prior to the date of the proposed renewal of such standby Letter of Credit) and upon fulfillment of the applicable conditions set forth in Article III unless the Issuing Bank shall have notified the Borrower (with a copy Maturity Date. With respect to the Agent) on or prior to the date for notice of termination set forth in such any Letter of Credit (but in which contains any event at least thirty (30) Business Days prior to the date of “evergreen” or automatic renewal) of its election not to renew such standby Letter of Credit (a “Notice of Termination”); provided that the terms of renewal provision, each standby Letter of Credit that is automatically renewable annually shall not permit the expiration date (after giving effect to any renewal) of such standby Letter of Credit in any event to be extended to a date later than one (1) Business Day before the Revolving Credit Maturity Date. If either a Notice of Renewal is not given by the Borrower or a Notice of Termination is given by the Issuing Bank pursuant to the immediately preceding sentence, such standby Letter of Credit shall expire on the date on which it otherwise would have been automatically renewed; provided, however, that even in the absence of receipt of a Notice of Renewal, the Issuing Bank may, in its discretion unless instructed to the contrary by the Agent or the Borrower, deem that a Notice of Renewal had been timely delivered and, in such case, a Notice of Renewal applicable Lender shall be deemed to have consented to any such extension or renewal, unless any such Lender shall have provided to the applicable Administrative Agent written notice that it declines to consent to any such extension or renewal at least thirty days prior to the date on which the applicable Letter of Credit Issuer is entitled to decline to extend or renew such Letter of Credit. If all of the requirements of this Section 2.6 are met and no Default or Event of Default has occurred and is continuing, no Lender shall decline to consent to any such extension or renewal. For the avoidance of doubt, the relevant Letter of Credit Issuer shall decline any such extension or renewal if, at the time of such extension or renewal, the requirements of this Section 2.6 (including compliance with the Borrowing Limits at such time) have not been so delivered for all purposes under this Agreementmet and/or a Default or Event of Default is continuing. If the “evergreen” or other automatic renewal provisions of any Letter of Credit permit the expiry date or next renewal date of that Letter of Credit to extend beyond the Maturity Date, the Obligors shall fully cash collateralize such letter of Credit on terms satisfactory to the applicable Letter of Credit Issuer(s) by or on the date being 5 Business Days before the Maturity Date.

Expiration Date. No Each Letter of Credit shall have an expiration date (including all rights of the Borrower expire at or the beneficiary to require renewal) later than one (1) Business Day prior to the Revolving Credit Maturity Date. The foregoing notwithstanding, any standby Letter close of Credit may, by its terms, be renewable annually upon notice business on the earlier of (a “Notice i) one year after the date of Renewal”) given to the Issuing Bank and the Agent on or prior to any date for notice issuance of renewal set forth in such Letter of Credit (but or, in the case of any renewal or extension thereof, one year after such renewal or extension) and (ii) 365 days (such 365th day, the LC Outside Date ) after the Maturity Date; provided that any Letter of Credit with a one-year term may provide for the renewal thereof for additional one-year periods (which shall in no event at least two extend beyond the date referred to in clause (2ii) Business Days prior to above). Notwithstanding the foregoing, if the date of the proposed renewal required notification of intent to or not to renew or extend a Letter of Credit for an additional year (the LC Notification Date ) occurs prior to the Maturity Date, but such standby Letter of Credit, if extended or renewed for an additional year, would expire after the LC Outside Date, such notification may be given (in the case of any Letter of Credit that requires affirmative notification of intent to extend or renew) or withheld (in the case of any Letter of Credit that requires notification of intent not to extend or renew), and upon fulfillment the maturity of such Letter of Credit may extend for a period of up to one year following the applicable conditions set forth in Article III unless the Issuing Bank shall have notified the Borrower date of such renewal or extension, provided that (with a copy to the AgentA) on or prior to the date for notice LC Notification Date, the Borrower shall deposit cash in the Letter of termination set forth Credit Account in an amount equal to 105% of such Letter of Credit as collateral security for the Borrower s reimbursement obligations in connection therewith, such cash to be remitted to the Borrower upon and to the extent of the expiration, cancellation or other termination or satisfaction of such reimbursement obligations and (B) if requested by the Issuing Lender, the Borrower shall promptly (but in any no event at least thirty (30later than the Maturity Date) Business Days prior execute and deliver a letter of credit reimbursement agreement in form and substance satisfactory to the date of automatic renewal) of its election not to renew Issuing Lender in connection with such standby Letter of Credit (a “Notice of Termination”); provided that the terms of each standby Letter of Credit that is automatically renewable annually shall not permit the expiration date (after giving effect to any renewal) of such standby Letter of Credit in any event to be extended to a date later than one (1) Business Day before the Revolving Credit Maturity Date. If either a Notice of Renewal is not given by the Borrower renewal or a Notice of Termination is given by the Issuing Bank pursuant to the immediately preceding sentence, such standby Letter of Credit shall expire on the date on which it otherwise would have been automatically renewed; provided, however, that even in the absence of receipt of a Notice of Renewal, the Issuing Bank may, in its discretion unless instructed to the contrary by the Agent or the Borrower, deem that a Notice of Renewal had been timely delivered and, in such case, a Notice of Renewal shall be deemed to have been so delivered for all purposes under this Agreementextension.

Expiration Date. No Each Letter of Credit shall have an expiration expire at or prior to the close of business on the earlier of (i) the date (including all rights of the Borrower or the beneficiary to require renewal) later than one (1) Business Day prior to year after the Revolving Credit Maturity Date. The foregoing notwithstanding, any standby Letter date of Credit may, by its terms, be renewable annually upon notice (a “Notice the issuance of Renewal”) given to the Issuing Bank and the Agent on or prior to any date for notice of renewal set forth in such Letter of Credit (but or, in the case of any event at least two renewal or extension thereof, one year after such renewal or extension) and (2ii) the date that is five (5) Business Days prior to the Maturity Date. If the Borrower so requests in any applicable notice given pursuant to Section 2.08(b) and an Issuing Bank agrees to do so, such Issuing Bank may issue a Letter of Credit that has automatic renewal provisions; provided, however, that any Letter of Credit that has automatic renewal provisions must permit such Issuing Bank to prevent any such renewal at least once in each twelve-month period (commencing with the date of the proposed renewal issuance of such standby Letter of Credit) by giving prior notice to the beneficiary thereof not later than a day in each such twelve-month period to be agreed upon by the Borrower and upon fulfillment of the applicable conditions set forth in Article III unless the such Issuing Bank shall have notified at the Borrower (with a copy to the Agent) on or prior to the date for notice of termination set forth in time such Letter of Credit is issued. Once any such Letter of Credit that has automatic renewal provisions has been issued, the Lenders shall be deemed to have authorized (but in may not require) such Issuing Bank to permit the renewal of such Letter of Credit at any event at least time to an expiry date not later than thirty (30) Business Days prior to the date of automatic renewal) of its election not to renew such standby Letter of Credit (a “Notice of Termination”); provided that the terms of each standby Letter of Credit that is automatically renewable annually shall not permit the expiration date (after giving effect to any renewal) of such standby Letter of Credit in any event to be extended to a date later than one (1) Business Day before the Revolving Credit Maturity Date. If either a Notice of Renewal is not given by the Borrower or a Notice of Termination is given by the Issuing Bank pursuant to the immediately preceding sentence, such standby Letter of Credit shall expire on the date on which it otherwise would have been automatically renewed; provided, however, that even in the absence of receipt of a Notice of Renewal, the such Issuing Bank may, shall not permit any such renewal if (i) such Issuing Bank has determined that it would have no obligation at such time to issue such Letter of Credit in its discretion unless instructed renewed form under the terms hereof, or (ii) it has received notice (which may be by telephone or in writing) on or before the day that is two (2) Business Days before the date that such Issuing Bank is permitted to send a notice of non-renewal from the contrary by the Agent Administrative Agent, any Lender or the Borrower, deem Borrower that a Notice one or more of Renewal had been timely delivered and, the applicable conditions specified in such case, a Notice of Renewal shall be deemed to have been so delivered for all purposes under this AgreementSection 6.02 is not then satisfied.

Expiration Date. No Each Letter of Credit shall have an expire at or prior to the close of business on the earlier of (i) the date one year after the date of the issuance of such Letter of Credit (or, in the case of any renewal or extension thereof, one year after such renewal or extension) and (ii) the date that is five Business Days prior to the Revolving Maturity Date; provided that any Letter of Credit may contain customary automatic renewal provisions agreed upon by the Borrower and the applicable Issuing Bank pursuant to which the expiration date of such Letter of Credit shall automatically be extended for a period of up to 12 months (including all rights but not to a date later than the date set forth in clause (ii) above), subject to a right on the part of such Issuing Bank to prevent any such renewal from occurring by giving notice to the beneficiary in advance of any such renewal; and provided further that if there exist any Incremental Revolving Commitments having a maturity date later than the Revolving Maturity Date (the “Subsequent Maturity Date”), then, so long as the aggregate LC Exposure in respect of Letters of Credit expiring after the Revolving Maturity will not exceed the lesser of $10,000,000 and the aggregate amount of such Incremental Revolving Commitments, the Borrower may request the issuance of a Letter of Credit that shall expire at or prior to the close of business on the earlier of (A) the date one year after the date of the Borrower issuance of such Letter of Credit (or, in the case of any renewal or extension thereof, one year after such renewal or extension) and (B) the beneficiary date that is five Business Days prior to require renewal) later than one (1) the Subsequent Maturity Date. Notwithstanding the foregoing, any Letter of Credit issued hereunder may, in the sole discretion of the applicable Issuing Bank, expire after the fifth Business Day prior to the Revolving Credit Maturity Date (or the Subsequent Maturity Date. The foregoing notwithstanding) but on or before the date that is 90 days after the Maturity Date (or the Subsequent Maturity Date), provided that the Borrower hereby agrees that it shall provide cash collateral in an amount equal to 102% (or such other percentage as may be agreed with the applicable Issuing Bank) of the LC Exposure in respect of any standby such outstanding Letter of Credit may, by its terms, be renewable annually upon notice (a “Notice of Renewal”) given to the applicable Issuing Bank and the Agent on or prior to any date for notice of renewal set forth in such Letter of Credit (but in any event at least two (2) five Business Days prior to the date Maturity Date (or Subsequent Maturity Date, if applicable), which such amount shall be (A) deposited by the Borrower in an account with and in the name of such Issuing Bank and (B) held by such Issuing Bank for the satisfaction of the proposed renewal Borrower’s reimbursement obligations in respect of such standby Letter of Credit) and upon fulfillment of the applicable conditions set forth in Article III unless the Issuing Bank shall have notified the Borrower (with a copy to the Agent) on or prior to the date for notice of termination set forth in such Letter of Credit (but in any event at least thirty (30) until the expiration of such Letter of Credit. Any Letter of Credit issued with an expiration date beyond the fifth Business Days Day prior to the date Maturity Date (or the Subsequent Maturity Date, as applicable) shall, to the extent of automatic renewal) of its election not any undrawn amount remaining thereunder on the Maturity Date (or the Subsequent Maturity Date, if applicable), cease to renew such standby be a “Letter of Credit (a “Notice Credit” outstanding under this Agreement for purposes of Termination”); provided that the terms of each standby Letter Revolving Lenders’ obligations to participate in Letters of Credit that is automatically renewable annually shall not permit the expiration date (after giving effect to any renewal) of such standby Letter of Credit in any event to be extended to a date later than one (1) Business Day before the Revolving Credit Maturity Date. If either a Notice of Renewal is not given by the Borrower or a Notice of Termination is given by the Issuing Bank pursuant to the immediately preceding sentence, such standby Letter of Credit shall expire on the date on which it otherwise would have been automatically renewed; provided, however, that even in the absence of receipt of a Notice of Renewal, the Issuing Bank may, in its discretion unless instructed to the contrary by the Agent or the Borrower, deem that a Notice of Renewal had been timely delivered and, in such case, a Notice of Renewal shall be deemed to have been so delivered for all purposes under this Agreementparagraph (d) below.

Expiration Date. No Each Letter of Credit shall have an expire at or prior to the close of business on the earlier of (i) the date 12 months after the date of the issuance of such Letter of Credit (or, in the case of any renewal or extension thereof, 12 months after the then-current expiration date of such Letter of Credit), and (including all rights of ii) the Borrower or the beneficiary to require renewal) later than one (1) date that is 3 Business Day Days prior to the Revolving Credit Maturity Date. The foregoing notwithstanding; provided, any standby Borrowers may request issuance or renewal of a Letter of Credit maywith an expiry date after the Revolving Credit Maturity Date if, at the time of such issuance or renewal, Borrowers deposit into the Collateral Account an amount in immediately available funds equal to 103% of the face amount of such Letter of Credit. For all purposes of this Agreement, if on any date of determination a Letter of Credit has expired by its termsterms but any amount may still be drawn thereunder by reason of the operation of Article 29(a) of the UCP or Rule 3.13 or Rule 3.14 of the ISP or similar terms in the governing rules or laws or of the Letter of Credit itself, be renewable annually upon notice (a “Notice of Renewal”) given to the Issuing Bank and the Agent on or prior to any date for notice of renewal set forth in if compliant documents have been presented but not yet honored, such Letter of Credit (but in any event at least two (2) Business Days prior to the date of the proposed renewal of such standby Letter of Credit) and upon fulfillment of the applicable conditions set forth in Article III unless the Issuing Bank shall have notified the Borrower (with a copy to the Agent) on or prior to the date for notice of termination set forth in such Letter of Credit (but in any event at least thirty (30) Business Days prior to the date of automatic renewal) of its election not to renew such standby Letter of Credit (a “Notice of Termination”); provided that the terms of each standby Letter of Credit that is automatically renewable annually shall not permit the expiration date (after giving effect to any renewal) of such standby Letter of Credit in any event to be extended to a date later than one (1) Business Day before the Revolving Credit Maturity Date. If either a Notice of Renewal is not given by the Borrower or a Notice of Termination is given by the Issuing Bank pursuant to the immediately preceding sentence, such standby Letter of Credit shall expire on the date on which it otherwise would have been automatically renewed; provided, however, that even in the absence of receipt of a Notice of Renewal, the Issuing Bank may, in its discretion unless instructed to the contrary by the Agent or the Borrower, deem that a Notice of Renewal had been timely delivered and, in such case, a Notice of Renewal shall be deemed to be “outstanding” and “undrawn” in the amount so remaining available to be paid, and the obligations of Borrowers and each Revolving Multicurrency Tranche Lender shall remain in full force and effect until Issuing Lender and the Revolving Multicurrency Tranche Lenders shall have been so delivered for all purposes no further obligations to make any payments or disbursements under this Agreementany circumstances with respect to any Letter of Credit.

Expiration Date. No Each Letter of Credit shall have an expiration date expire (including all rights or be subject to termination by notice from the Issuing Bank that issued such Letter of the Borrower or Credit to the beneficiary to require renewalthereof) later than one (1) Business Day at or prior to the Revolving Credit Maturity Date. The foregoing notwithstanding, any standby Letter close of Credit may, by its terms, be renewable annually upon notice business on the earlier of (a “Notice i) the date one year after the date of Renewal”) given to the Issuing Bank and the Agent on or prior to any date for notice issuance of renewal set forth in such Letter of Credit (but or, in the case of any event renewal or extension thereof, one year after such renewal or extension, which renewals or extensions, subject to clause (ii) hereof, may be automatic pursuant to the terms of such Letter of Credit (each, an “Auto-Extension Letter of Credit”) so long as such Issuing Bank shall have the right to prevent such renewal or extension at least two once in each twelve (212) month period (commencing with the date of issuance of such Letter of Credit) by giving prior notice to the beneficiary thereof not later than a day (the “Non-Extension Notice Date”) in each such twelve (12) month period to be agreed upon by the Borrower and the applicable Issuing Bank at the time such Letter of Credit is issued) and (ii) the date that is five (5) Business Days prior to the date Revolving Maturity Date. Once an Auto-Extension Letter of Credit has been issued, the proposed renewal Lenders shall be deemed to have authorized (but may not require) the applicable Issuing Bank to permit the extension of such standby Letter of CreditCredit at any time to an expiration date not later than the date permitted pursuant to the preceding sentence; provided, that such Issuing Bank shall not (i) and upon fulfillment permit any such extension if (A) such Issuing Bank has determined that it would not be permitted, or would have no obligation, at such time to issue such Letter of Credit in its extended form under the terms hereof (except that the expiration date may be extended to a date that is no more than one year from the then-current expiration date) or (B) it has received notice (which may be in writing or by telephone (if promptly confirmed in writing)) on or before the day that is seven (7) Business Days before the Non-Extension Notice Date from the Administrative Agent that the Required Lenders have elected not to permit such extension or (ii) be obligated to permit such extension if it has received notice (which may be in writing or by telephone (if promptly confirmed in writing)) on or before the day that is seven (7) Business Days before the Non-Extension Notice Date from the Administrative Agent, any Lender or the Borrower that one or more of the applicable conditions set forth in Article III unless the Section 4.02 is not then satisfied, and in each such case directing such Issuing Bank shall not to permit such extension. Notwithstanding the foregoing, a Letter of Credit may have notified an expiration date that is not more than twelve (12) months after the Revolving Maturity Date so long as (x) the Borrower (with a copy shall provide cash collateral to the AgentAdministrative Agent pursuant to and in accordance with Section 2.06(j) on or prior to the date for notice of termination set forth in such Letter of Credit (but in any event at least thirty (30) Business Days prior to the date of automatic renewal) of its election not to renew such standby Letter of Credit (a “Notice of Termination”); provided that the terms of each standby Letter of Credit that is automatically renewable annually shall not permit the expiration date (after giving effect to any renewal) of such standby Letter of Credit in any event to be extended to a date later than one (1) Business Day days before the Revolving Maturity Date in an amount equal to one hundred two percent (102%) of the LC Exposure with respect to all such Letters of Credit with expiry dates after the Revolving Maturity Date. If either a Notice , (y) the obligations of Renewal is not given by the Borrower or a Notice under this Section 2.06 in respect of Termination is given by the Issuing Bank pursuant to the immediately preceding sentence, such standby Letter Letters of Credit shall expire on survive the date on which it otherwise would have been automatically renewed; providedRevolving Maturity Date and shall remain in effect until no such Letters of Credit remain outstanding and (z) each Lender shall remain obligated hereunder, however, that even in to the absence of receipt of a Notice of Renewalextent any such cash collateral, the Issuing Bank may, application thereof or reimbursement in its discretion unless instructed respect thereof is required to be returned to the contrary Borrower by the Administrative Agent or after the Borrower, deem that a Notice Revolving Maturity Date until no such Letters of Renewal had been timely delivered and, in such case, a Notice of Renewal shall be deemed to have been so delivered for all purposes under this AgreementCredit remain outstanding.

Expiration Date. No Letter of Credit shall have an expiration expire later than the earlier of (i) the date (including all rights that is one year after the date of the Borrower or the beneficiary to require renewal) later than one (1) Business Day prior to the Revolving Credit Maturity Date. The foregoing notwithstanding, any standby Letter issuance of Credit may, by its terms, be renewable annually upon notice (a “Notice of Renewal”) given to the Issuing Bank and the Agent on or prior to any date for notice of renewal set forth in such Letter of Credit (but or, in the case of any event at least two renewal or extension thereof, one year after such renewal or extension) or such longer period as may be agreed by the applicable Issuing Bank and (2ii) unless cash collateralized or backstopped pursuant to arrangements reasonably acceptable to the relevant Issuing Bank, the date that is five Business Days prior to the date Latest Revolving Credit Maturity Date; provided that, if the Borrower so requests in any applicable letter of credit application, the proposed renewal relevant Issuing Bank may, in its sole discretion, agree to issue a Letter of such standby Credit that has automatic extension provisions (each, an “Auto-Extension Letter of Credit) and upon fulfillment of the applicable conditions set forth in Article III unless the Issuing Bank shall have notified the Borrower (with a copy to the Agent) on or prior to the date for notice of termination set forth in such Letter of Credit (but in any event at least thirty (30) Business Days prior to the date of automatic renewal) of its election not to renew such standby Letter of Credit (a “Notice of Termination”); provided that the terms of each standby any such Auto-Extension Letter of Credit that is automatically renewable annually shall not must permit the expiration relevant Issuing Bank to prevent any such extension at least once in each twelve-month period (commencing with the date (after giving effect to any renewal) of issuance of such standby Letter of Credit) by giving prior notice to the beneficiary thereof not later than a day (the “Non-Extension Notice Date”) in each such twelve-month period to be agreed upon at the time such Letter of Credit in any event to be extended to a date later than one (1) Business Day before the Revolving Credit Maturity Dateis issued. If either a Notice of Renewal is not given Unless otherwise directed by an Issuing Bank, the Borrower or shall not be required to make a Notice of Termination is given by the specific request to an Issuing Bank pursuant to the immediately preceding sentence, for any such standby extension. Once an Auto-Extension Letter of Credit has been issued, the Lenders shall expire on be deemed to have authorized (but may not require) the relevant Issuing Bank to permit the extension of such Letter of Credit at any time to an expiry date not later than the date on which it otherwise would have been automatically renewedset forth in Section 2.05(c)(ii) (or, if cash collateralized or backstopped pursuant to arrangements reasonably acceptable to the relevant Issuing Bank, a later date); provided, however, that even in the absence of receipt of a Notice of Renewal, the relevant Issuing Bank mayshall not permit any such extension if (A) the relevant Issuing Bank has determined that it would not be permitted, or would have no obligation, at such time to issue such Letter of Credit in its discretion unless instructed revised form (as extended) under the terms hereof (by reason of the provisions of Section 2.05(c) or otherwise), or (B) it has received notice (which may be by telephone or in writing) on or before the day that is seven Business Days before the Non-Extension Notice Date (1) from the Administrative Agent that the Required Lenders have elected not to permit such extension or (2) from the contrary by the Agent Administrative Agent, any Lender or the BorrowerBorrower that one or more of the applicable conditions specified in Section 4.02 is not then satisfied, deem that a Notice of Renewal had been timely delivered and, and in each such case, a Notice of Renewal shall be deemed directing the relevant Issuing Bank not to have been so delivered for all purposes under this Agreementpermit such extension.

Expiration Date. No Each Letter of Credit shall have an expiration date (including all rights of the Borrower expire at or the beneficiary to require renewal) later than one (1) Business Day prior to the Revolving Credit Maturity Date. The foregoing notwithstanding, any standby Letter close of Credit may, by its terms, be renewable annually upon notice business on the earlier of (a “Notice i) the date one year after the date of Renewal”) given to the Issuing Bank and the Agent on or prior to any date for notice issuance of renewal set forth in such Letter of Credit (but or, in the case of any event at least two renewal or extension thereof, one year after such renewal or extension), and (2ii) the date that is five Business Days prior to the Termination Date; provided that any Letter of Credit may provide for the renewal thereof for additional periods not to exceed one year (which in no event extend beyond the date referred to in clause (ii) above). Notwithstanding the foregoing, any Issuing Bank, in its sole discretion, may issue one or more Letters of Credit, each with an expiration date extending beyond the proposed renewal of such standby Termination Date (each a “Designated Letter of Credit) and upon fulfillment ” and, collectively, the “Designated Letters of the applicable conditions set forth in Article III unless the Issuing Bank shall have notified the Borrower (with a copy to the Agent) on or prior to the date for notice of termination set forth in such Letter of Credit (but in any event at least thirty (30) Business Days prior to the date of automatic renewal) of its election not to renew such standby Letter of Credit (a “Notice of TerminationCredit”); provided that on or before the terms of each standby Termination Date, to the extent that any Designated Letter of Credit that is automatically renewable annually remains outstanding, the applicable Borrower shall not permit Cash Collateralize the expiration date (after giving effect to any renewal) aggregate then undrawn and unexpired amount of such standby Letter all Designated Letters of Credit in any outstanding at such time. In the event that the applicable Borrower fails to be extended to a date later than one (1) Business Day before Cash Collateralize the Revolving outstanding Designated Letters of Credit Maturity Date. If either a Notice of Renewal is not given by the Borrower or a Notice of Termination is given by the Issuing Bank pursuant to the immediately preceding sentenceDate, each such standby outstanding Designated Letter of Credit shall expire on the date on which it otherwise would have been automatically renewed; provided, however, that even be deemed drawn in the absence of receipt of a Notice of Renewal, the Issuing Bank may, in its discretion unless instructed to the contrary by the Agent or the Borrower, deem that a Notice of Renewal had been timely delivered and, in full and such case, a Notice of Renewal Borrower shall be deemed to have been so delivered for all purposes under this Agreementrequested a Revolving Credit Advance to be funded by the Lenders on the Termination Date to reimburse such drawing (with the proceeds of such Revolving Credit Advance being used to Cash Collateralize outstanding Designated Letters of Credit as set forth above) in accordance with Section 2.03(d). The funding by a Lender of its pro rata share of such Revolving Credit Advance to Cash Collateralize the outstanding Designated Letters of Credit on the Termination Date shall be deemed payment by such Lender in respect of its participation in each such Designated Letter of Credit.

Expiration Date. No Letter of Credit shall have an expiration date (including all rights of the Borrower or the beneficiary to require renewal) later than one (1) Business Day prior to the Revolving Credit Maturity Date. The foregoing notwithstanding, any standby Letter of Credit may, by its terms, be renewable annually upon notice (a “Notice of Renewal”) given to the Issuing Bank and the Agent on or prior to any date for notice of renewal set forth in such Letter of Credit (but in any event at least two (2) Business Days prior to the date of the proposed renewal of such standby Letter of Credit) and upon fulfillment of the applicable conditions set forth in Article III unless the Issuing Bank shall have notified the Borrower (with a copy to the Agent) on or prior to the date for notice of termination set forth in such Letter of Credit (but in any event at least thirty (30) Business Days prior to the date of automatic renewal) of its election not to renew such standby Letter of Credit (a “Notice of Termination”); provided that the terms of each standby Letter of Credit that is automatically renewable annually shall not permit the expiration date (after giving effect to any renewal) of such standby Letter of Credit in any event to be extended to a date later than one (1) Business Day before the Revolving Credit Maturity Date. If either a Notice of Renewal is not given by the Borrower or a Notice of Termination is given by the Issuing Bank pursuant to the immediately preceding sentence, such standby Each Letter of Credit shall expire at or prior to the close of business on the date on which it otherwise would have been automatically renewedspecified therein; provided, however, provided that even in the absence of receipt of a Notice of Renewal, the no Issuing Bank mayshall be required to issue, amend, extend or renew any Letter of Credit if the expiration date of such Letter of Credit extends beyond the date that is five Business Days prior to any Latest Maturity Date applicable to the Commitments of any Class unless (i) the aggregate amount of the LC Exposure attributable to Letters of Credit expiring after any earlier arising Latest Maturity Date does not exceed the aggregate amount of the Commitments then in effect that are scheduled to remain in effect until any applicable later arising Latest Maturity Date, (ii) all Lenders and such Issuing Bank have consented to such later maturity or (iii) the Lead Borrower shall have caused such Letter of Credit to be (x) backstopped by a “back to back” letter of credit reasonably satisfactory to such Issuing Bank or (y) Cash Collateralized in accordance with Section 2.04(j), in its discretion each case, on or before the latest arising applicable Latest Maturity Date. No Issuing Bank shall be required to issue, amend, extend or renew any Letter of Credit if the expiration date of such Letter of Credit extends beyond one year after the date of such issuance, amendment, extension or renewal unless instructed such Issuing Bank otherwise agrees; provided that any Letter of Credit may provide for the automatic extension thereof for any number of additional periods each of up to one or two years in duration (pursuant to arrangements reasonably satisfactory to the contrary by the Agent or the Borrower, deem that a Notice of Renewal had been timely delivered and, in such case, a Notice of Renewal shall be deemed to have been so delivered for all purposes under this Agreementrelevant Issuing Bank).

Expiration Date. No Each Letter of Credit shall have an expiration date expire (including all rights or be subject to termination by notice from the applicable Issuing Bank that issued such Letter of the Borrower or Credit to the beneficiary to require renewalthereof) later than one (1) Business Day at or prior to the Revolving Credit Maturity Date. The foregoing notwithstanding, any standby Letter close of Credit may, by its terms, be renewable annually upon notice business on the earlier of (a “Notice i) the date one year after the date of Renewal”) given to the Issuing Bank and the Agent on or prior to any date for notice issuance of renewal set forth in such Letter of Credit (but or, in the case of any event renewal or extension thereof, one year after such renewal or extension which renewals or extensions, subject to clause (ii) hereof, may be automatic pursuant to the terms of such Letter of Credit so long as such Issuing Bank shall have the right to prevent such renewal or extension at least two once in each twelve month period) and (2ii) the date that is fifteen (15) Business Days prior to the Revolving Maturity Date. Notwithstanding the foregoing, a Letter of Credit may have an expiration date that is not more than twelve (12) months after the Revolving Maturity Date so long as (x) the Borrower shall provide cash collateral to the Administrative Agent in an amount equal to 102% of the proposed renewal LC Exposure pursuant to and in accordance with Section 2.06(j) with respect to such Letters of such standby Letter of Credit) and upon fulfillment of the applicable conditions set forth in Article III unless the Issuing Bank shall have notified the Borrower (with a copy to the Agent) Credit on or prior to the date for notice of termination set forth in such Letter of Credit fifteen (but in any event at least thirty (3015) Business Days prior to the date of automatic renewal) of its election not to renew such standby Letter of Credit (a “Notice of Termination”); provided that the terms of each standby Letter of Credit that is automatically renewable annually shall not permit the expiration date (after giving effect to any renewal) of such standby Letter of Credit in any event to be extended to a date later than one (1) Business Day days before the Revolving Credit Maturity Date. If either a Notice , (y) the obligations of Renewal is not given by the Borrower or a Notice under this Section 2.06 in respect of Termination is given by the Issuing Bank pursuant to the immediately preceding sentence, such standby Letter Letters of Credit shall expire on survive the date on which it otherwise would have been automatically renewed; providedRevolving Maturity Date and shall remain in effect until no such Letters of Credit remain outstanding and (z) each Revolving Lender shall remain obligated hereunder, however, that even in to the absence of receipt of a Notice of Renewalextent any such cash collateral, the Issuing Bank may, application thereof or reimbursement in its discretion unless instructed respect thereof is required to be returned to the contrary Borrower by the Administrative Agent or after the Borrower, deem that a Notice Revolving Maturity Date until no such Letters of Renewal had been timely delivered and, in such case, a Notice of Renewal shall be deemed to have been so delivered for all purposes under this AgreementCredit remain outstanding.

Expiration Date. No Each Letter of Credit shall have an expiration expire (or be subject to termination or non-renewal by notice from the applicable Issuing Bank to the beneficiary thereof) at or prior to the close of business on the earlier of (i) the date (including all rights one year after the date of the issuance of such Letter of Credit (or, in the case of any renewal or extension thereof, including, without limitation, any automatic renewal provision, one year after such renewal or extension) and (ii) the date that is ten (10) Business Days prior to the Revolving Credit Maturity Date; provided that any Letter of Credit with a one-year tenor may provide for the renewal thereof for additional one-year periods (which shall in no event extend beyond the date referred to in clause (ii) above); provided further that, notwithstanding the foregoing, a Letter of Credit may expire after the Revolving Credit Maturity Date if the Borrower or provides cash collateral acceptable to the beneficiary to require renewalapplicable Issuing Lender in its sole discretion on accordance with Section 2.06(j) no later than one sixty (160) Business Day days prior to the Revolving Credit Maturity Date. The foregoing notwithstandingFor the avoidance of doubt, any standby Letter of if the Revolving Credit mayMaturity Date shall be extended pursuant to Section 2.23, by its terms, be renewable annually upon notice (a “Notice of Renewal”) given Revolving Credit Maturity Date” as referenced in this paragraph shall refer to the Issuing Bank and the Agent on Revolving Credit Maturity Date as extended pursuant to Section 2.23; provided that, notwithstanding anything in this Agreement (including Section 2.23 hereof) or prior to any date for notice of renewal set forth in such Letter of Credit (but in any event at least two (2) Business Days prior other Loan Document to the date of the proposed renewal of such standby Letter of Credit) and upon fulfillment of the applicable conditions set forth in Article III unless the Issuing Bank shall have notified the Borrower (with a copy to the Agent) on or prior to the date for notice of termination set forth in such Letter of Credit (but in any event at least thirty (30) Business Days prior to the date of automatic renewal) of its election not to renew such standby Letter of Credit (a “Notice of Termination”); provided that the terms of each standby Letter of Credit that is automatically renewable annually shall not permit the expiration date (after giving effect to any renewal) of such standby Letter of Credit in any event to be extended to a date later than one (1) Business Day before contrary, the Revolving Credit Maturity Date. If either a Notice of Renewal , as such term is not given by the Borrower or a Notice of Termination is given by the used in reference to any Issuing Bank pursuant to the immediately preceding sentence, such standby or any Letter of Credit shall expire on the date on which it otherwise would have been automatically renewed; providedissued thereby, however, that even in the absence of receipt of a Notice of Renewal, the may not be extended with respect to any Issuing Bank may, in its discretion unless instructed to without the contrary by the Agent or the Borrower, deem that a Notice prior written consent of Renewal had been timely delivered and, in such case, a Notice of Renewal shall be deemed to have been so delivered for all purposes under this AgreementIssuing Bank.

Expiration Date. No Each Letter of Credit shall have an expiration date expire (including all rights of or be subject to termination by notice from the Borrower or applicable Issuing Bank to the beneficiary thereof) at or prior to require renewalthe close of business on the earlier of (i) later than the date one (1) Business Day prior to year after the Revolving Credit Maturity Date. The foregoing notwithstanding, any standby Letter date of Credit may, by its terms, be renewable annually upon notice (a “Notice the issuance of Renewal”) given to the Issuing Bank and the Agent on or prior to any date for notice of renewal set forth in such Letter of Credit (but or, in the case of any event at least two extension of the expiration date thereof, one (21) year after such extension) and (ii) the date that is five (5) Business Days prior to the Maturity Date; provided, that if the Borrower so requests, the relevant Issuing Bank shall agree to issue a Letter of Credit that has automatic renewal provisions (each, an “Auto-Renewal Letter of Credit”); provided that (A) any such Auto-Renewal Letter of Credit must permit such Issuing Bank to prevent any such renewal at least once in each twelve-month period (commencing with the date of the proposed renewal issuance of such standby Letter of Credit) and upon fulfillment of the applicable conditions set forth in Article III unless the Issuing Bank shall have notified the Borrower (with a copy by giving prior notice to the Agent) on or prior beneficiary thereof not later than a day in each such twelve-month period to be agreed upon at the date for notice of termination set forth in time such Letter of Credit is issued (and such Issuing Bank shall give such notice of non-renewal to the beneficiary if so directed by the Borrower) and (B) such Issuing Bank will not permit the renewal of any Letter of Credit that would result in the expiration date of such Letter of Credit being later than the date that is five (5) Business Days prior to Maturity Date. Unless otherwise notified in writing to the Borrower by the applicable Issuing Bank, the Borrower shall not be required to make a specific request to such Issuing Bank for any such renewal. Once an Auto-Renewal Letter of Credit has been issued, the Lenders shall be deemed to have authorized (but in may not require) the applicable Issuing Bank to permit the renewal of such Letter of Credit at any event at least thirty time to an expiry date not later than the earlier of (30x) one (1) year from the date of such renewal and (y) the date that is five (5) Business Days prior to the date of automatic renewal) of its election not to renew such standby Letter of Credit (a “Notice of Termination”)Maturity Date; provided that the terms of each standby Letter of Credit that is automatically renewable annually Issuing Bank shall not permit any such renewal if (i) the expiration date (after giving effect Issuing Bank has determined that it would have no obligation at such time to any renewal) of issue such standby Letter of Credit in its renewed form under the terms hereof (by reason of the provisions of Section 2.06 or otherwise), or (ii) it has received notice from the Administrative Agent, any event to be extended to a date later than one (1) Business Day before the Revolving Credit Maturity Date. If either a Notice of Renewal is not given by Lender or the Borrower that one or a Notice more of Termination is given by the Issuing Bank pursuant to the immediately preceding sentence, such standby Letter of Credit shall expire on the date on which it otherwise would have been automatically renewed; provided, however, that even applicable conditions specified in the absence of receipt of a Notice of Renewal, the Issuing Bank may, in its discretion unless instructed to the contrary by the Agent or the Borrower, deem that a Notice of Renewal had been timely delivered and, in such case, a Notice of Renewal shall be deemed to have been so delivered for all purposes under this Agreement.Section 4.02 are not then satisfied

Expiration Date. No Each Letter of Credit shall have an expiration date (including all rights of the Borrower expire at or the beneficiary to require renewal) later than one (1) Business Day prior to the close of business on the earlier of (i) the date that is one year after the date of the issuance of such Letter of Credit (or, in the case of any renewal or extension thereof, one year after such renewal or extension) and (ii) the Letter of Credit Expiration Date; provided that if the Borrower so requests in any applicable Letter of Credit Application, the applicable Issuing Bank shall agree to issue a standby or commercial Letter of Credit that has automatic renewal provisions (each, an “Auto-Renewal Letter of Credit”); provided that any such Auto-Renewal Letter of Credit must permit the applicable Issuing Bank to prevent any such renewal at least once in each twelve-month period (commencing with the date of issuance of such Letter of Credit) by giving prior notice to the beneficiary thereof not later than a day (the “Nonrenewal Notice Date”) in each such twelve-month period to be agreed upon at the time such Letter of Credit is issued. Unless otherwise directed by the applicable Issuing Bank, the Borrower shall not be required to make a specific request to such Issuing Bank for any such renewal. Once an Auto-Renewal Letter of Credit has been issued, the Revolving Lenders shall be deemed to have authorized (but may not require) the applicable Issuing Bank to permit the renewal of such Letter of Credit Maturity at any time to an expiry date not later than the Letter of Credit Expiration Date. The foregoing notwithstanding; provided that no Issuing Bank shall permit any such renewal if (A) such Issuing Bank has determined that it would have no obligation at such time to issue such Letter of Credit in its renewed form under the terms hereof (by reason of the provisions of Section 2.05(b)(ii) or otherwise), or (B) it has received notice (in writing) on or before the day that is five (5) Business Days before the Nonrenewal Notice Date from the Administrative Agent, any standby Revolving Lender, or the Borrower that one or more of the applicable express conditions specified in Section 4.02 is not then satisfied (or waived), and provided further that, if agreed to by the applicable Issuing Bank in its sole discretion, a Letter of Credit may, by its termsupon the request of the Borrower, be renewable annually upon notice (renewed for a “Notice period beyond the date that is the Revolving Termination Date if, at the time of Renewal”) given to such request or such other time as may be agreed by the Issuing Bank and the Agent on or prior to any date for notice of renewal set forth in Bank, such Letter of Credit (but in any event at least two (2) Business Days prior has become subject to Cash Collateralization or other arrangements satisfactory to the date of the proposed renewal of such standby Letter of Credit) and upon fulfillment of the applicable conditions set forth in Article III unless the Issuing Bank shall have notified the Borrower (with a copy to the Agent) on or prior to the date for notice of termination set forth in such Letter of Credit (but in any event at least thirty (30) Business Days prior to the date of automatic renewal) of its election not to renew such standby Letter of Credit (a “Notice of Termination”); provided that the terms of each standby Letter of Credit that is automatically renewable annually shall not permit the expiration date (after giving effect to any renewal) of such standby Letter of Credit in any event to be extended to a date later than one (1) Business Day before the Revolving Credit Maturity Date. If either a Notice of Renewal is not given by the Borrower or a Notice of Termination is given by the Issuing Bank pursuant to the immediately preceding sentence, such standby Letter of Credit shall expire on the date on which it otherwise would have been automatically renewed; provided, however, that even in the absence of receipt of a Notice of Renewal, the Issuing Bank may, in its discretion unless instructed to the contrary by the Agent or the Borrower, deem that a Notice of Renewal had been timely delivered and, in such case, a Notice of Renewal shall be deemed to have been so delivered for all purposes under this AgreementBank.

Expiration Date. No Letter of Credit shall have an expiration date (including all rights of the Borrower or the beneficiary to require renewal) later than one (1) Business Day prior to the Revolving Credit Maturity Date. The foregoing notwithstanding, any standby Letter of Credit may, by its terms, be renewable annually upon notice (a “Notice of Renewal”) given to the Issuing Bank and the Agent on or prior to any date for notice of renewal set forth in such Letter of Credit (but in any event at least two (2) Business Days prior to the date of the proposed renewal of such standby Letter of Credit) and upon fulfillment of the applicable conditions set forth in Article III unless the Issuing Bank shall have notified the Borrower Representative (with a copy to the Agent) on or prior to the date for notice of termination set forth in such Letter of Credit (but in any event at least thirty (30) Business Days prior to the date of automatic renewal) of its election not to renew such standby Letter of Credit (a “Notice of Termination”); provided that the terms of each standby Letter of Credit that is automatically renewable annually shall not permit the expiration date (after giving effect to any renewal) of such standby Letter of Credit in any event to be extended to a date later than one (1) Business Day before the Revolving Credit Maturity Date. If either a Notice of Renewal is not given by the Borrower Representative or a Notice of Termination is given by the Issuing Bank pursuant to the immediately preceding sentence, such standby Letter of Credit shall expire on the date on which it otherwise would have been automatically renewed; provided, however, provided however that even in the absence of receipt of a Notice of Renewal, the Issuing Bank may, in its discretion unless instructed to the contrary by the Agent or the BorrowerBorrower Representative, deem that a Notice of Renewal had been timely delivered and, in such case, a Notice of Renewal shall be deemed to have been so delivered for all purposes under this Agreement.

Expiration Date. No Each Letter of Credit shall have an expiration date (including all rights of the Borrower expire at or the beneficiary to require renewal) later than one (1) Business Day prior to the Revolving Credit Maturity Date. The foregoing notwithstanding, close of business on the earlier of (i) (A) in the case of any standby Letter of Credit, the date that is one year after the date of the issuance of such Letter of Credit (or, in the case of any renewal or extension thereof, one year after such renewal or extension) and (B) in the case of any commercial Letter of Credit, the date that is one hundred eighty (180) days after the date of the issuance of such Letter of Credit and (ii) the Letter of Credit Expiration Date, provided if the Borrower so requests in any applicable Letter of Credit Application, the Issuing Bank shall agree to issue a standby Letter of Credit that has automatic renewal provisions (each, an “Auto-Renewal Letter of Credit”); provided that any such Auto-Renewal Letter of Credit must permit the Issuing Bank to prevent any such renewal at least once in each twelve-month period (commencing with the date of issuance of such Letter of Credit) by giving prior notice to the beneficiary thereof not later than a day (the “Nonrenewal Notice Date”) in each such twelve-month period to be agreed upon at the time such Letter of Credit is issued. Unless otherwise directed by the Issuing Bank, the Borrower shall not be required to make a specific request to the Issuing Bank for any such renewal. Once an Auto-Renewal Letter of Credit has been issued, the Applicable Participants shall be deemed to have authorized (but may not require) the Issuing Bank to permit the renewal of such Letter of Credit at any time to an expiry date not later than the Letter of Credit Expiration Date; provided that the Issuing Bank shall not permit any such renewal if (A) the Issuing Bank has determined that it would have no obligation at such time to issue such Letter of Credit in its renewed form under the terms hereof (by reason of the provisions of Section 2.05(b)(ii) or otherwise), or (B) it has received written notice on or before the day that is thirty (30) days before the Nonrenewal Notice Date from the Administrative Agent or any Applicable Participant, as applicable, or the Borrower that one or more of the applicable express conditions specified in Section 4.02 is not then satisfied (or waived), and provided further that, if agreed to by the Issuing Bank in its sole discretion, a Letter of Credit may, by its termsupon the request of the Borrower, be renewable annually upon notice (renewed for a “Notice period beyond the date that is the Revolving Maturity Date if, at the time of Renewal”) given to such request or such other time as may be agreed by the Issuing Bank and the Agent on or prior to any date for notice of renewal set forth in Bank, such Letter of Credit has become subject to cash collateralization (but in any event at least two (2) Business Days prior to the date 103% of the proposed renewal face value of such standby Letter of Credit) and upon fulfillment of the applicable conditions set forth in Article III unless or other arrangements satisfactory to the Issuing Bank shall have notified the Borrower (with a copy to the Agent) on or prior to the date for notice of termination set forth in such Letter of Credit (but in any event at least thirty (30) Business Days prior to the date of automatic renewal) of its election not to renew such standby Letter of Credit (a “Notice of Termination”); provided that the terms of each standby Letter of Credit that is automatically renewable annually shall not permit the expiration date (after giving effect to any renewal) of such standby Letter of Credit in any event to be extended to a date later than one (1) Business Day before the Revolving Credit Maturity Date. If either a Notice of Renewal is not given by the Borrower or a Notice of Termination is given by the Issuing Bank pursuant to the immediately preceding sentence, such standby Letter of Credit shall expire on the date on which it otherwise would have been automatically renewed; provided, however, that even in the absence of receipt of a Notice of Renewal, the Issuing Bank may, in its discretion unless instructed to the contrary by the Agent or the Borrower, deem that a Notice of Renewal had been timely delivered and, in such case, a Notice of Renewal shall be deemed to have been so delivered for all purposes under this AgreementBank.

Expiration Date. No Each Letter of Credit shall have an expiration date (including all rights of the Borrower expire at or the beneficiary to require renewal) later than one (1) Business Day prior to the Revolving Credit Maturity Date. The foregoing notwithstanding, any standby Letter close of Credit may, by its terms, be renewable annually upon notice business on the earlier of (a “Notice i) the date one year after the date of Renewal”) given to the Issuing Bank and the Agent on or prior to any date for notice issuance of renewal set forth in such Letter of Credit (but or, in the case of any event at least two renewal or extension thereof, one year after such renewal or extension) and (2ii) Business Days prior to the date of LC Termination Date; provided that, notwithstanding the proposed renewal of such standby foregoing, no Letter of CreditCredit shall be issued (x) and upon fulfillment with an expiration date beyond the then Maturity Date of any Lender if after giving effect thereto the applicable conditions set forth total Revolving Credit Exposures would exceed the Expected Total Commitment in Article III unless the Issuing Bank shall have notified the Borrower (with a copy to the Agent) effect for each day on or prior to the date for notice of termination set forth in which such Letter of Credit is to be outstanding that occurs beyond such Maturity Date or (but y) with an expiration date beyond the Business Day next preceding the then Maturity Date of the Issuing Bank thereof (as to any Issuing Bank, its “LC Issuer Maturity Date”), provided, however, that, at the request of the Borrower, an Issuing Bank may in its sole discretion permit any event at least thirty (30) Business Days prior Letter of Credit to have an expiration date after the LC Termination Date by giving written notice of such permission to the Borrower, so long as upon the date of automatic renewalany request of the respective Issuing Bank the Borrower shall pay to the respective Issuing Bank an amount of cash and/or cash equivalents acceptable to such Issuing Bank (in U.S. Dollars or the applicable Approved Alternate Currency as requested by such Issuing Bank) equal to 105% of its election not the LC Exposure with respect to renew such standby Letter of Credit (a “Notice Credit, such cash and cash equivalents to be held as security for the obligations of Termination”); provided that the terms of each standby Letter of Credit that is automatically renewable annually shall not permit the expiration date (after giving effect to any renewal) Borrower in respect of such standby Letter of Credit in any event to be extended to a date later than one (1) Business Day before the Revolving Credit Maturity Date. If either a Notice of Renewal is not given by the Borrower or a Notice of Termination is given by the Issuing Bank cash collateral account, and pursuant to the immediately preceding sentencecash collateral arrangements, satisfactory to such standby Letter of Credit shall expire on the date on which it otherwise would have been automatically renewed; provided, however, that even in the absence of receipt of a Notice of Renewal, the Issuing Bank may, in its discretion unless instructed to the contrary by the Agent or the Borrower, deem that a Notice of Renewal had been timely delivered and, in such case, a Notice of Renewal shall be deemed to have been so delivered for all purposes under this AgreementBank.

Expiration Date. No Each Letter of Credit shall have an expiration date (including all rights of the Borrower expire at or the beneficiary to require renewal) later than one (1) Business Day prior to the Revolving Credit Maturity Date. The foregoing notwithstanding, any standby Letter close of Credit may, business on the earlier of (i) the date that is twelve months (or such longer period if agreed by its terms, be renewable annually upon notice (a “Notice of Renewal”) given to the Issuing Bank and in its sole discretion) after the Agent on or prior to any date for notice of renewal set forth in the issuance of such Letter of Credit (but or, in the case of any event at least two extension thereof, twelve months (2or such longer period if agreed by the Issuing Bank in its sole discretion) after such extension) and (ii) the date that is five (5) Business Days prior to the date of the proposed renewal of such standby Letter of Credit) and upon fulfillment of the applicable conditions set forth in Article III unless the Issuing Bank shall have notified the Borrower Revolving Maturity Date (with a copy except to the Agent) on extent cash collateralized or prior to backstopped not later than the date for notice of termination set forth in such Letter of Credit that is five (but in any event at least thirty (305) Business Days prior to the date of automatic renewal) of its election not Revolving Maturity Date pursuant to renew such standby Letter of Credit (a “Notice of Termination”an arrangement reasonably acceptable to the Issuing Bank); provided that the terms of each standby Letter of Credit that is automatically renewable annually shall not permit the expiration if such expiry date (after giving effect to any renewal) of such standby Letter of Credit in any event to be extended to a date later than one (1) Business Day before the Revolving Credit Maturity Date. If either a Notice of Renewal is not given by the Borrower or a Notice of Termination is given by the Issuing Bank pursuant to the immediately preceding sentenceBusiness Day, such standby Letter of Credit shall expire at or prior to the close of business on the date on which it otherwise would have been automatically renewednext succeeding Business Day; provided, howeverfurther, that even in any Letter of Credit may, upon the absence request of receipt the Borrower, include a provision whereby such Letter of a Notice Credit shall be auto-extended automatically for additional consecutive periods of Renewal, twelve months (or such longer period if agreed by the Issuing Bank may, in its discretion unless instructed sole discretion) or less (but not beyond the date that is five (5) Business Days prior to the contrary by Revolving Maturity Date except to the Agent extent cash collateralized or backstopped pursuant to an arrangement reasonably acceptable to the Borrower, deem that a Notice of Renewal had been timely delivered and, Issuing Bank) unless the applicable Issuing Bank sends written notice to the beneficiary via courier thereof within the time period specified in such caseLetter of Credit or, if no such time period is specified, at least 30 days prior to the then-applicable expiration date, that such Letter of Credit will not be extended. If the Borrower decides not to automatically extend any Letter of Credit, it shall notify the applicable Issuing Bank not less than fifteen days prior to the time period specified in such Letter of Credit by which such Issuing Bank must send a Notice notice of Renewal shall be deemed to have been so delivered for all purposes under this Agreementnon-extension.

Expiration Date. No Letter of Credit shall have an expiration date (including all rights of the any Borrower or the beneficiary to require renewal) later than one (1) Business Day prior to the Revolving Credit Maturity Date. The foregoing notwithstanding, any standby Letter of Credit may, by its terms, be renewable annually upon notice (a “Notice of Renewal”) given to the Issuing Bank and the Administrative Agent on or prior to any date for notice of renewal set forth in such Letter of Credit (but in any event at least two three (23) Business Days prior to the date of the proposed renewal of such standby Letter of Credit) and upon fulfillment of the applicable conditions set forth in Article III unless the Issuing Bank shall have notified the Borrower Company (with a copy to the Administrative Agent) on or prior to the date for notice of termination set forth in such Letter of Credit (but in any event at least thirty (30) Business Days prior to the date of automatic renewal) of its election not to renew such standby Letter of Credit (a “Notice of Termination”); provided that the terms of each standby Letter of Credit that is automatically renewable annually shall not permit the expiration date (after giving effect to any renewal) of such standby Letter of Credit in any event to be extended to a date later than one (1) Business Day before the Revolving Credit Maturity Date. If either a Notice of Renewal is not given by the Company (on behalf of the Borrower for whose account the Letter of Credit was issued) or a Notice of Termination is given by the Issuing Bank pursuant to the immediately preceding sentence, such standby Letter of Credit shall expire on the date on which it otherwise would have been automatically renewed; provided, however, that even in the absence of receipt of a Notice of Renewal, the Issuing Bank may, in its discretion unless instructed to the contrary by the Administrative Agent or the BorrowerCompany, deem that a Notice of Renewal had been timely delivered and, in such case, a Notice of Renewal shall be deemed to have been so delivered for all purposes under this Agreement.

Expiration Date. No Each Letter of Credit shall have an expiration date (including all rights of the Borrower expire at or the beneficiary to require renewal) later than one (1) Business Day prior to the close of business on the earlier of (i) the date that is one year after the date of the issuance of such Letter of Credit (or, in the case of any renewal or extension thereof, one year after such renewal or extension) and (ii) the Letter of Credit Expiration Date; provided that if the Borrower so requests in any applicable Letter of Credit Application, the applicable Issuing Bank shall agree to issue a standby or commercial Letter of Credit that has automatic renewal provisions (each, an “Auto- Renewal Letter of Credit”); provided that any such Auto-Renewal Letter of Credit must permit the applicable Issuing Bank to prevent any such renewal at least once in each twelve-month period (commencing with the date of issuance of such Letter of Credit) by giving prior notice to the beneficiary thereof not later than a day (the “Nonrenewal Notice Date”) in each such twelve-month period to be agreed upon at the time such Letter of Credit is issued. Unless otherwise directed by the applicable Issuing Bank, the Borrower shall not be required to make a specific request to such Issuing Bank for any such renewal. Once an Auto-Renewal Letter of Credit has been issued, the Revolving Lenders shall be deemed to have authorized (but may not require) the applicable Issuing Bank to permit the renewal of such Letter of Credit Maturity at any time to an expiry date not later than the Letter of Credit Expiration Date. The foregoing notwithstanding; provided that no Issuing Bank shall permit any such renewal if (A) such Issuing Bank has determined that it would have no obligation at such time to issue such Letter of Credit in its renewed form under the terms hereof (by reason of the provisions of Section 2.05(b)(ii) or otherwise), or (B) it has received notice (in writing) on or before the day that is five (5) Business Days before the Nonrenewal Notice Date from the Administrative Agent, any standby Revolving Lender, or the Borrower that one or more of the applicable express conditions specified in Section 4.02 is not then satisfied (or waived), and provided further that, if agreed to by the applicable Issuing Bank in its sole discretion, a Letter of Credit may, by its termsupon the request of the Borrower, be renewable annually upon notice (renewed for a “Notice period beyond the date that is the Revolving Termination Date if, at the time of Renewal”) given to such request or such other time as may be agreed by the Issuing Bank and the Agent on or prior to any date for notice of renewal set forth in Bank, such Letter of Credit (but in any event at least two (2) Business Days prior has become subject to Cash Collateralization or other arrangements satisfactory to the date of the proposed renewal of such standby Letter of Credit) and upon fulfillment of the applicable conditions set forth in Article III unless the Issuing Bank shall have notified the Borrower (with a copy to the Agent) on or prior to the date for notice of termination set forth in such Letter of Credit (but in any event at least thirty (30) Business Days prior to the date of automatic renewal) of its election not to renew such standby Letter of Credit (a “Notice of Termination”); provided that the terms of each standby Letter of Credit that is automatically renewable annually shall not permit the expiration date (after giving effect to any renewal) of such standby Letter of Credit in any event to be extended to a date later than one (1) Business Day before the Revolving Credit Maturity Date. If either a Notice of Renewal is not given by the Borrower or a Notice of Termination is given by the Issuing Bank pursuant to the immediately preceding sentence, such standby Letter of Credit shall expire on the date on which it otherwise would have been automatically renewed; provided, however, that even in the absence of receipt of a Notice of Renewal, the Issuing Bank may, in its discretion unless instructed to the contrary by the Agent or the Borrower, deem that a Notice of Renewal had been timely delivered and, in such case, a Notice of Renewal shall be deemed to have been so delivered for all purposes under this AgreementBank.

Expiration Date. No Each Letter of Credit shall have an expiration date (including all rights expire at or prior to the close of the Borrower or the beneficiary to require renewal) later than one business on (1) Business Day prior with respect to each of the Revolving Credit Maturity Date. The foregoing notwithstandingClosing Date Letters of Credit, any standby the current date of expiration as set forth therein and (2) with respect to each Letter of Credit may(other than the Closing Date Letters of Credit), by its terms, be renewable annually upon notice the earlier of (a “Notice i) (x) the date which is one year after the date of Renewal”) given to the Issuing Bank and the Agent on or prior to any date for notice issuance of renewal set forth in such Letter of Credit (but or, in the case of any event at least two (2) Business Days prior to the date of the proposed renewal of or extension thereof, one year after such standby Letter of Creditrenewal or extension) and upon fulfillment of (y) the applicable conditions set forth in Article III unless the Issuing Bank shall have notified the Borrower (with a copy to the Agent) on or prior to the date for notice of termination set forth in such Letter of Credit Expiration Date, and (but ii) if the Borrower so requests in any event at least thirty (30) Business Days prior to the date of automatic renewal) of its election not to renew such standby Letter of Credit (a “Notice of Termination”); provided that the terms of each standby Letter of Credit that is automatically renewable annually shall not permit the expiration date (after giving effect to any renewal) of such standby Letter of Credit in any event to be extended to a date later than one (1) Business Day before the Revolving Credit Maturity Date. If either a Notice of Renewal is not given by the Borrower or a Notice of Termination is given by the Issuing Bank pursuant to the immediately preceding sentence, such standby Letter of Credit shall expire on the date on which it otherwise would have been automatically renewed; provided, however, that even in the absence of receipt of a Notice of RenewalRequest, the applicable Issuing Bank may, in its discretion unless instructed sole and absolute discretion, agree to issue a Letter of Credit that has automatic renewal provisions (each, an “Auto-Renewal Letter of Credit”); provided, that any such Auto-Renewal Letter of Credit must permit the applicable Issuing Bank to prevent any such renewal at least once in each twelve-month period (commencing with the date of issuance of such Letter of Credit) by giving prior notice to the contrary beneficiary thereof not later than a day in each such twelve-month period to be agreed upon at the time such Letter of Credit is issued. Unless otherwise directed by the Agent or applicable Issuing Bank, the BorrowerBorrower shall not be required to make a specific request to the applicable Issuing Bank for any such renewal. Once an Auto-Renewal Letter of Credit has been issued, deem that a Notice of Renewal had been timely delivered and, in such case, a Notice of Renewal the Revolving Lenders shall be deemed to have authorized (but may not require) the applicable Issuing Bank to permit the renewal of such Letter of Credit at any time to an expiry date not later than the earlier of (i) one year from the date of such renewal and (ii) the Letter of Credit Expiration Date; provided, that the applicable Issuing Bank shall not permit any such renewal if (x) the applicable Issuing Bank has determined that it would have no obligation at such time to issue such Letter of Credit in its renewed form under the terms hereof (by reason of the provisions of Section 2.18(k) or otherwise), or (y) it has received notice on or before the day that is two Business Days before the date which has been so delivered for all purposes under agreed upon pursuant to the proviso of the first sentence of this Agreementparagraph (1) from the Administrative Agent that any Revolving Lender directly affected thereby has elected not to permit such renewal or (2) from the Administrative Agent, any Lender or the Borrower that one or more of the applicable conditions specified in Section 4.03 are not then satisfied, and in each case directing such Issuing Bank not to permit such extension.

Expiration Date. No Each Letter of Credit shall have an expiration date not later than the earlier of (including all rights i) one year after the date of the Borrower or the beneficiary to require renewal) later than one (1) Business Day prior to the Revolving Credit Maturity Date. The foregoing notwithstanding, any standby Letter issuance of Credit may, by its terms, be renewable annually upon notice (a “Notice of Renewal”) given to the Issuing Bank and the Agent on or prior to any date for notice of renewal set forth in such Letter of Credit and (but ii) the date that is three months after the latest Stated Termination Date; provided that 91 days prior to the latest Stated Termination Date the Borrower shall grant a first priority perfected security interest in, and deliver to each applicable Issuing Bank, for such Issuing Bank’s sole benefit, an amount in any event at least two Dollars and in same days funds equal to 105% of the Available Amount of all outstanding Letters of Credit issued by such Issuing Bank that have an expiration date later than the latest Stated Termination Date, to be held as cash collateral by such Issuing Bank under the sole control and dominion of such Issuing Bank and subject to the terms of this Agreement, which amount (2or the appropriate portion thereof) shall be released within three (3) Business Days prior after notice from the Borrower to the date of the proposed renewal of such standby Letter of Credit) and upon fulfillment of the applicable conditions set forth in Article III unless the Issuing Bank shall have notified the Borrower (with Agent that a copy to the Agent) on or prior to the date for notice of termination set forth in such Letter of Credit (but in any event at least thirty (30) Business Days prior to the date of automatic renewal) of its election not to renew such standby Letter of Credit (a “Notice of Termination”); provided that the terms of each standby Letter of Credit that is automatically renewable annually shall not permit the has an expiration date (after giving effect to any renewal) of such standby Letter of Credit in any event to be extended to a date later than one (1) Business Day before the Revolving Credit Maturity Datelatest Stated Termination Date has been terminated or cancelled or has expired or that there otherwise exists excess cash collateral. If either a Notice of Renewal is not given by Notwithstanding anything herein to the contrary, provided that the Borrower or a Notice has cash collateralized 105% of the Available Amount of all outstanding Letters of Credit with an expiration date after the latest Stated Termination is given by Date in accordance with this Section 2.03(e), each Bank’s participation in the Issuing Bank pursuant to the immediately preceding sentence, such standby Letter Letters of Credit shall expire be released as of the latest Stated Termination Date; provided to the extent that any cash collateral by or on behalf of the Borrower is made to an Issuing Bank and such cash collateral or any part thereof is subsequently invalidated, declared to be fraudulent or preferential, set aside or required to be repaid to a trustee, receiver or any other party, in connection with any proceeding under bankruptcy law or otherwise, then (i) to the extent of such recovery, each Bank’s participation or part thereof shall be revived and continued in full force and effect as if such cash collateralization had not occurred, and (ii) each Bank severally agrees to pay to the applicable Issuing Bank upon demand its applicable share (without duplication) of any amount so recovered from or repaid by such Issuing Bank, plus interest thereon from the date on which it otherwise would have been automatically renewed; provided, however, that even of such demand to the date such payment is made at a rate per annum equal to the Federal Funds Rate from time to time in effect. The obligations of the absence of receipt of a Notice of Renewal, Banks and the Issuing Bank may, Banks under the preceding sentence of this clause (e) shall survive the payment in its discretion unless instructed to full of the contrary by Obligations and the Agent or the Borrower, deem that a Notice termination of Renewal had been timely delivered and, in such case, a Notice of Renewal shall be deemed to have been so delivered for all purposes under this Agreement.

Expiration Date. No Each Letter of Credit shall have an expire at or prior to the close of business on the earlier of (i) the date one year after the date of the issuance of such Letter of Credit (or, in the case of any renewal or extension thereof, one year after such renewal or extension) unless otherwise consented to by the Issuing Bank and (ii) the date that is five Business Days prior to the Revolving Maturity Date; provided that any Letter of Credit may contain customary automatic renewal provisions agreed upon by the Borrower and the applicable Issuing Bank pursuant to which the expiration date of such Letter of Credit shall automatically be extended for a period of up to 12 months (including all rights but not to a date later than the date set forth in clause (ii) above), subject to any right on the part of such Issuing Bank to prevent any such renewal from occurring that may be contained in such Letter of Credit; and provided further that if there exist any Incremental Revolving Commitments having a maturity date later than the Revolving Maturity Date (the “Subsequent Maturity Date”), then, so long as the aggregate LC Exposure in respect of Letters of Credit expiring after the Revolving Maturity Date will not exceed the lesser of $10,000,000 and the aggregate amount of such Incremental Revolving Commitments, the Borrower may request the issuance of a Letter of Credit that shall expire at or prior to the close of business on the earlier of (A) the date one year after the date of the Borrower issuance of such Letter of Credit (or, in the case of any renewal or extension thereof, one year after such renewal or extension) and (B) the beneficiary date that is five Business Days prior to require renewal) later than one (1) the Subsequent Maturity Date. Notwithstanding the foregoing, any Letter of Credit issued hereunder may, in the sole discretion of the applicable Issuing Bank, expire after the fifth Business Day prior to the Revolving Credit Maturity Date (or the Subsequent Maturity Date. The foregoing notwithstanding) but on or before the date that is 90 days after the Revolving Maturity Date (or the Subsequent Maturity Date), provided that the Borrower hereby agrees that it shall provide cash collateral in an amount equal to 102% of the LC Exposure in respect of any standby such outstanding Letter of Credit may, by its terms, be renewable annually upon notice (a “Notice of Renewal”) given to the applicable Issuing Bank and the Agent on or prior to any date for notice of renewal set forth in such Letter of Credit (but in any event at least two (2) five Business Days prior to the date Revolving Maturity Date (or Subsequent Maturity Date, if applicable), which such amount shall be (A) deposited by the Borrower in an account with and in the name of such Issuing Bank and (B) held by such Issuing Bank for the satisfaction of the proposed renewal Borrower’s reimbursement obligations in respect of such standby Letter of Credit) and upon fulfillment of the applicable conditions set forth in Article III unless the Issuing Bank shall have notified the Borrower (with a copy to the Agent) on or prior to the date for notice of termination set forth in such Letter of Credit (but in any event at least thirty (30) until the expiration of such Letter of Credit. Any Letter of Credit issued with an expiration date beyond the fifth Business Days Day prior to the date Revolving Maturity Date (or the Subsequent Maturity Date, as applicable) shall, to the extent of automatic renewal) of its election not any undrawn amount remaining thereunder on the Revolving Maturity Date (or the Subsequent Maturity Date, if applicable), cease to renew such standby be a “Letter of Credit (a “Notice Credit” outstanding under this Agreement for purposes of Termination”); provided that the terms of each standby Letter Revolving Lenders’ obligations to participate in Letters of Credit that is automatically renewable annually shall not permit the expiration date (after giving effect to any renewal) of such standby Letter of Credit in any event to be extended to a date later than one (1) Business Day before the Revolving Credit Maturity Date. If either a Notice of Renewal is not given by the Borrower or a Notice of Termination is given by the Issuing Bank pursuant to the immediately preceding sentence, such standby Letter of Credit shall expire on the date on which it otherwise would have been automatically renewed; provided, however, that even in the absence of receipt of a Notice of Renewal, the Issuing Bank may, in its discretion unless instructed to the contrary by the Agent or the Borrower, deem that a Notice of Renewal had been timely delivered and, in such case, a Notice of Renewal shall be deemed to have been so delivered for all purposes under this Agreementclause (d) below.

Expiration Date. No Each Letter of Credit shall have an expiration date (including all rights of the Borrower expire at or the beneficiary to require renewal) later than one (1) Business Day prior to the Revolving close of business on the earlier of (i) the date that is one year after the date of the issuance of such Letter of Credit Maturity (or, in the case of any renewal or extension thereof, one year after such renewal or extension) (or such other date as reasonably agreed to by the Issuing Bank; provided that such date is not beyond the LC Expiration Date. The foregoing notwithstanding, unless the applicable Issuing Bank agrees and such Letter of Credit has been cash collateralized or backstopped (or the Borrower has entered into separate undertakings to deliver cash collateral or a backstop letter of credit) in a manner acceptable to the applicable Issuing Bank) and (ii) the LC Expiration Date; provided that if such expiry date is not a Business Day, such Letter of Credit shall expire at or prior to the close of business on the next succeeding Business Day; provided, further, that any standby Letter of Credit may, by its termsupon the request of the Borrower, include a provision whereby such Letter of Credit shall be renewable annually upon notice renewed automatically for additional consecutive periods of one year or less (but not beyond the LC Expiration Date, unless the applicable Issuing Bank agrees and such Letter of Credit has been cash collateralized or backstopped (or the Borrower has entered into separate undertakings to deliver cash collateral or a “Notice backstop letter of Renewal”credit) given in a manner acceptable to the applicable Issuing Bank) unless the applicable Issuing Bank and notifies the Agent on or prior to any date for notice of renewal set forth beneficiary thereof within the time period specified in such Letter of Credit (but in any event or, if no such time period is specified, at least two (2) Business Days 30 days prior to the date of the proposed renewal of such standby Letter of Credit) and upon fulfillment of the then-applicable conditions set forth in Article III unless the Issuing Bank shall have notified the Borrower (with a copy to the Agent) on or prior to the date for notice of termination set forth in expiration date, that such Letter of Credit will not be renewed. (but in any event at least thirty (30) Business Days prior to the date of automatic renewal) of its election not to renew such standby Letter of Credit (a “Notice of Termination”e); provided that the terms of each standby Letter of Credit that is automatically renewable annually shall not permit the expiration date (after giving effect to any renewal) of such standby Letter of Credit in any event to be extended to a date later than one (1) Business Day before the Revolving Credit Maturity Date. If either a Notice of Renewal is not given by the Borrower or a Notice of Termination is given by the Issuing Bank pursuant to the immediately preceding sentence, such standby Letter of Credit shall expire on the date on which it otherwise would have been automatically renewed; provided, however, that even in the absence of receipt of a Notice of Renewal, the Issuing Bank may, in its discretion unless instructed to the contrary by the Agent or the Borrower, deem that a Notice of Renewal had been timely delivered and, in such case, a Notice of Renewal shall be deemed to have been so delivered for all purposes under this Agreement.

Expiration Date. No Each Letter of Credit shall have an expiration date (including all rights of the Borrower expire at or the beneficiary to require renewal) later than one (1) Business Day prior to the close of business on the earlier of (i) the date that is one year after the date of the issuance of such Letter of Credit (or, in the case of any renewal or extension thereof, one year after such renewal or extension) and (ii) the Letter of Credit Expiration Date, provided if the Borrower so requests in any applicable Letter of Credit Application, the Issuing Bank shall agree to issue a Letter of Credit that has automatic renewal provisions (each, an “Auto-Renewal Letter of Credit”); provided that any such Auto-Renewal Letter of Credit must permit the Issuing Bank to prevent any such renewal at least once in each twelve-month period (commencing with the date of issuance of such Letter of Credit) by giving prior notice to the beneficiary thereof not later than a day (the “Nonrenewal Notice Date”) in each such twelve-month period to be agreed upon at the time such Letter of Credit is issued. Unless otherwise directed by the Issuing Bank, the Borrower shall not be required to make a specific request to the Issuing Bank for any such renewal. Once an Auto-Renewal Letter of Credit has been issued, the Revolving Lenders shall be deemed to have authorized (but may not require) the Issuing Bank to permit the renewal of such Letter of Credit Maturity at any time to an expiry date not later than the Letter of Credit Expiration Date. The foregoing notwithstanding; provided that the Issuing Bank shall not permit any such renewal if (A) the Issuing Bank has determined that it would have no obligation at such time to issue such Letter of Credit in its renewed form under the terms hereof (by reason of the provisions of Section 2.05(b)(ii) or otherwise), or (B) it has received notice (which may be by telephone, followed promptly in writing, or in writing) on or before the day that is thirty (30) days before the Nonrenewal Notice Date from the Administrative Agent or any standby Revolving Lender, as applicable, or the Borrower that one or more of the applicable express conditions specified in Section 4.02 is not then satisfied (or waived), and provided further that, if agreed to by the Issuing Bank in its sole discretion, a Letter of Credit may, by its termsupon the request of the Borrower, be renewable annually upon notice (renewed for a “Notice period beyond the date that is the Revolving Maturity Date if, at the time of Renewal”) given to such request or such other time as may be agreed by the Issuing Bank and the Agent on or prior to any date for notice of renewal set forth in Bank, such Letter of Credit has become subject to cash collateralization (but in any event at least two (2) Business Days prior to the date 103% of the proposed renewal face value of such standby Letter of Credit) and upon fulfillment of the applicable conditions set forth in Article III unless or other arrangements satisfactory to the Issuing Bank shall have notified the Borrower (with a copy to the Agent) on or prior to the date for notice of termination set forth in such Letter of Credit (but in any event at least thirty (30) Business Days prior to the date of automatic renewal) of its election not to renew such standby Letter of Credit (a “Notice of Termination”); provided that the terms of each standby Letter of Credit that is automatically renewable annually shall not permit the expiration date (after giving effect to any renewal) of such standby Letter of Credit in any event to be extended to a date later than one (1) Business Day before the Revolving Credit Maturity Date. If either a Notice of Renewal is not given by the Borrower or a Notice of Termination is given by the Issuing Bank pursuant to the immediately preceding sentence, such standby Letter of Credit shall expire on the date on which it otherwise would have been automatically renewed; provided, however, that even in the absence of receipt of a Notice of Renewal, the Issuing Bank may, in its discretion unless instructed to the contrary by the Agent or the Borrower, deem that a Notice of Renewal had been timely delivered and, in such case, a Notice of Renewal shall be deemed to have been so delivered for all purposes under this AgreementBank.

Expiration Date. No Each Letter of Credit shall have an expiration date (including all rights of the Borrower expire at or the beneficiary to require renewal) later than one (1) Business Day prior to the Revolving Credit Maturity Date. The foregoing notwithstanding, any standby Letter close of Credit may, by its terms, be renewable annually upon notice business on the earlier of (a “Notice i) the date one year after the date of Renewal”) given to the Issuing Bank and the Agent on or prior to any date for notice issuance of renewal set forth in such Letter of Credit (but or, in the case of any event at least two renewal or extension thereof, one year after such renewal or extension) or such longer period as may be agreed to between the Borrower and the Issuing Bank and (2ii) unless such Letter of Credit is cash collateralized or otherwise backstopped (any such Letter of Credit being referred to as the “Backstopped Letter of Credit”), in either case on terms and pursuant to arrangements reasonably satisfactory to the applicable Issuing Bank, the date that is five Business Days prior to the date latest Maturity Date; provided that (i) if the Maturity Date has been extended pursuant to Section 2.20 or otherwise by less than all of the proposed renewal of such standby Letter of Credit) and upon fulfillment of Lenders, the applicable conditions set forth in Article III unless the Issuing Bank shall have notified the Borrower (LC Exposure with a copy respect to the Agent) on or prior to the date for notice of termination set forth in such Letter Letters of Credit (but in any event at least thirty (30) with an expiration date that is later than five Business Days prior to the date earliest applicable Maturity Date shall not exceed the amount of automatic renewalthe Commitments which terminate after such earlier Maturity Date and (ii) subject to the foregoing provisions with respect to Backstopped Letters of its election not Credit, no Issuing Bank shall be required to renew such standby Letter of Credit (issue a “Notice of Termination”); provided that the terms of each standby Letter of Credit that is automatically renewable annually shall not permit the has an expiration date (after giving effect to any renewal) of such standby date, or renew or extend a Letter of Credit in any event to be extended to a date have an expiration date, that is later than one (1) five Business Day before Days prior to the Revolving Credit Maturity Date as in effect on the Effective Date. If either a Notice of Renewal is not given by the Borrower or a Notice of Termination is given by the , unless such Issuing Bank has agreed to issue Letters of Credit with a later expiration date or, in its capacity as a Lender, has consented to the extension of the Maturity Date pursuant to the immediately preceding sentence, such standby Section 2.20; provided further that any Letter of Credit with a one-year tenor may provide for renewal thereof under procedures reasonably satisfactory to the applicable Issuing Bank for additional one-year periods (which shall expire on in no event extend beyond the date on which it otherwise would have been automatically renewed; provided, however, that even referred to in the absence clause (ii) above unless such Letter of receipt Credit is or becomes a Backstopped Letter of a Notice of Renewal, the Issuing Bank may, in its discretion unless instructed to the contrary by the Agent or the Borrower, deem that a Notice of Renewal had been timely delivered and, in such case, a Notice of Renewal shall be deemed to have been so delivered for all purposes under this AgreementCredit).

Expiration Date. No Each Letter of Credit shall have an expire at or prior to the close of business on the earlier of (i) the date one year after the date of the issuance of such Letter of Credit (or, in the case of any renewal or extension thereof, one year after such renewal or extension) unless otherwise consented to by the Issuing Bank and (ii) the date that is five Business Days prior to the Revolving Maturity Date; provided that any Letter of Credit may contain customary automatic renewal provisions agreed upon by the Borrower and the applicable Issuing Bank pursuant to which the expiration date of such Letter of Credit shall automatically be extended for a period of up to 12 months (including all rights but not to a date later than the date set forth in clause (ii) above), subject to a right on the part of such Issuing Bank to prevent any such renewal from occurring by giving notice to the beneficiary in advance of any such renewal; and provided further that if there exist any Incremental Revolving Commitments having a maturity date later than the Revolving Maturity Date (the “Subsequent Maturity Date”), then, so long as the aggregate LC Exposure in respect of Letters of Credit expiring after the Revolving Maturity Date will not exceed the lesser of $50,000,000 and the aggregate amount of such Incremental Revolving Commitments, the Borrower may request the issuance of a Letter of Credit that shall expire at or prior to the close of business on the earlier of (A) the date one year after the date of the Borrower issuance of such Letter of Credit (or, in the case of any renewal or extension thereof, one year after such renewal or extension) and (B) the beneficiary date that is five Business Days prior to require renewal) later than one (1) the Subsequent Maturity Date. Notwithstanding the foregoing, any Letter of Credit issued hereunder may, in the sole discretion of the applicable Issuing Bank, expire after the fifth Business Day prior to the Revolving Credit Maturity Date (or the Subsequent Maturity Date. The foregoing notwithstanding) but on or before the date that is 90 days after the Revolving Maturity Date (or the Subsequent Maturity Date), provided that the Borrower hereby agrees that it shall provide cash collateral in an amount equal to 102% of the LC Exposure in respect of any standby such outstanding Letter of Credit may, by its terms, be renewable annually upon notice (a “Notice of Renewal”) given to the applicable Issuing Bank and the Agent on or prior to any date for notice of renewal set forth in such Letter of Credit (but in any event at least two (2) five Business Days prior to the date Revolving Maturity Date (or Subsequent Maturity Date, if applicable), which such amount shall be (A) deposited by the Borrower in an account with and in the name of such Issuing Bank and (B) held by such Issuing Bank for the satisfaction of the proposed renewal Borrower’s reimbursement obligations in respect of such standby Letter of Credit) and upon fulfillment of the applicable conditions set forth in Article III unless the Issuing Bank shall have notified the Borrower (with a copy to the Agent) on or prior to the date for notice of termination set forth in such Letter of Credit (but in any event at least thirty (30) until the expiration of such Letter of Credit. Any Letter of Credit issued with an expiration date beyond the fifth Business Days Day prior to the date Revolving Maturity Date (or the Subsequent Maturity Date, as applicable) shall, to the extent of automatic renewal) of its election not any undrawn amount remaining thereunder on the Revolving Maturity Date (or the Subsequent Maturity Date, if applicable), cease to renew such standby be a “Letter of Credit (a “Notice Credit” outstanding under this Agreement for purposes of Termination”); provided that the terms of each standby Letter Revolving Lenders’ obligations to participate in Letters of Credit that is automatically renewable annually shall not permit the expiration date (after giving effect to any renewal) of such standby Letter of Credit in any event to be extended to a date later than one (1) Business Day before the Revolving Credit Maturity Date. If either a Notice of Renewal is not given by the Borrower or a Notice of Termination is given by the Issuing Bank pursuant to the immediately preceding sentence, such standby Letter of Credit shall expire on the date on which it otherwise would have been automatically renewed; provided, however, that even in the absence of receipt of a Notice of Renewal, the Issuing Bank may, in its discretion unless instructed to the contrary by the Agent or the Borrower, deem that a Notice of Renewal had been timely delivered and, in such case, a Notice of Renewal shall be deemed to have been so delivered for all purposes under this Agreementclause (d) below.

Expiration Date. No Letter of Credit extension shall have an expiration date become effective unless the express written consent thereto by the Required Commitment Banks and the Issuing Bank is received by the Agent on or before the thirtieth (including all rights of the Borrower or the beneficiary to require renewal30th) later than one (1) Business Day day prior to the Revolving Credit Maturity Current Expiration Date. The foregoing notwithstanding, any standby Letter of Credit may, by its terms, be renewable annually upon notice (a “Notice of Renewal”) given to If the Issuing Bank and the Required Commitment Banks, but not all Commitment Banks, have expressly consented in writing to such Extension Request by such thirtieth (30th) day, then the Agent on shall so notify XL Capital and XL Capital may, effective as of the Current Expiration Date, take one or prior both of the following actions: (i) replace any Commitment Bank which has not agreed to any date for such Extension Request (a "NONEXTENDING BANK") with another commercial lending institution satisfactory to the Issuing Bank (a "REPLACEMENT BANK") by giving notice of renewal set forth in the name of such Letter of Credit Replacement Bank to the Agent and the Issuing Bank not later than five (but in any event at least two (25) Business Days prior to the date then Current Expiration Date and by securing the agreement, in form and substance satisfactory to the Issuing Bank, of each beneficiary under each outstanding Syndicated Letter of Credit to the proposed renewal substitution of such standby Replacement Bank for such Nonextending Bank under each such Syndicated Letter of Credit, and (ii) and elect to implement a Conversion to Tranche System as contemplated by Section 2.20 hereof (or, if the Conversion to Tranche System has previously been implemented, elect to implement a Supplement to Tranche System as contemplated by Section 2.20 hereof). In the event that a Nonextending Bank is to be replaced by a Replacement Bank, such Nonextending Bank shall, upon fulfillment payment to it of all amounts owing to it on the applicable conditions set forth date of its replacement, assign all of its interests hereunder to such Replacement Bank in Article III unless accordance with the provisions of Section 9.13(c) hereof. If the Issuing Bank and the Required Commitment Banks shall have notified consented to such Extension Request, then, on the Borrower (with a copy Current Expiration Date, the Expiration Date shall be deemed to the Agent) on or prior to have been extended to, and shall be, the date for notice of termination set forth specified in such Letter of Credit (Extension Request; PROVIDED that if the Required Commitment Banks, but in any event at least thirty (30) Business Days prior not all Commitment Banks, shall have consented to such Extension Request and XL Capital has elected to implement a Conversion to Tranche System, then the date of automatic renewal) of its election not to renew such standby Letter of Credit (a “Notice of Termination”); provided that the terms of each standby Letter of Credit that is automatically renewable annually shall not permit the expiration date (after giving effect to any renewal) of such standby Letter of Credit in any event to be extended to a date later than one (1) Business Day before the Revolving Credit Maturity Date. If either a Notice of Renewal is not given by the Borrower or a Notice of Termination is given by the Issuing Bank pursuant to the immediately preceding sentence, such standby Letter of Credit shall expire on the date on which it otherwise would have been automatically renewed; provided, however, that even in the absence of receipt of a Notice of Renewal, the Issuing Bank may, in its discretion unless instructed to the contrary by the Agent or the Borrower, deem that a Notice of Renewal had been timely delivered and, in such case, a Notice of Renewal Expiration Date shall be deemed to have been so delivered for all purposes under this Agreementextended only with respect to Participated Letters of Credit and not with respect to Syndicated Letters of Credit. The Agent shall promptly after any such extension advise the Banks of any changes in the Letter of Credit Committed Amounts and the Letter of Credit Commitment Percentages, as well as any changes effected by the election of the Conversion to Tranche System or a Supplement to Tranche System.

Expiration Date. No Subject to the portion of this paragraph (c) which follows the first sentence hereof, each Letter of Credit shall have an expiration date (including all rights of the Borrower expire at or the beneficiary to require renewal) later than one (1) Business Day prior to the Revolving Credit Maturity Date. The foregoing notwithstanding, any standby Letter close of Credit may, by its terms, be renewable annually upon notice (a “Notice business on the date one year after the date of Renewal”) given to the Issuing Bank and the Agent on or prior to any date for notice issuance of renewal set forth in such Letter of Credit (but or, in the case of any event at least two renewal or extension thereof, up to one year after such renewal or extension). Any Letter of Credit may provide for the automatic renewal thereof for additional one year periods (2or for shorter periods) Business Days unless prior to the then currently stated expiration date of the proposed renewal of such standby Letter of Credit) and upon fulfillment of the applicable conditions set forth in Article III unless the Issuing Bank shall have notified the Borrower (with a copy to the Agent) on or prior to the date for notice of termination set forth in such Letter of Credit (but in any event at least thirty (30) Business Days prior to the date Issuing Bank sends the beneficiary of automatic renewal) such Letter of its Credit notice of the Issuing Bank's election not to renew such standby Letter of Credit for any additional period (which notice of nonrenewal shall not be sent without the Domestic Borrower's consent unless a “Notice Default or Event of Termination”Default shall have occurred and be continuing); provided that . However, if the terms automatic renewal of each standby such a Letter of Credit that is automatically renewable annually shall not permit would occur (absent notice of nonrenewal) on the Maturity Date (as extended, if extended) or within 60 days prior thereto, and such renewal would cause the expiration date (after giving effect to any renewal) of such standby Letter of Credit in any event to be extended fall after the Maturity Date (as extended, if extended), then at least 60 days prior to a date later than one the (1then) Business Day before the Revolving Credit Maturity Date. If either a Notice of Renewal is not given by , the Domestic Borrower or a Notice of Termination is given by shall provide the Issuing Bank pursuant Administrative Agent with cash collateral acceptable to the immediately preceding sentenceAdministrative Agent, in its sole discretion, so as to fully secure the LC Exposure represented by such standby Letter of Credit shall expire on the date on which it otherwise would have plus all accrued and unpaid fees thereon. If such cash collateral has been automatically renewed; provided, however, that even in the absence of receipt of a Notice of Renewalprovided as and when required above, the Issuing Bank mayshall not send a notice of nonrenewal with respect to such expiring Letter of Credit unless a Default or Event of Default shall have occurred and be continuing (in which case the decision as to whether or not to send such notice, with or without the timely posting of such cash collateral, shall, subject to the penultimate sentence of this paragraph (c), require the written approval of the Required Lenders and the Issuing Bank). If a Letter of Credit either does not contain such an automatic renewal provision or the automatic renewal thereof would occur more than 60 days prior to the (then) Maturity Date, and the Letter of Credit either has an expiration date which falls after the (then) Maturity Date (as extended, if extended) or the automatic renewal thereof would cause it to have an expiration date after the (then) Maturity Date, then at least 60 days prior to the (then) Maturity Date the Domestic Borrower shall provide the Administrative Agent with cash collateral acceptable to the Administrative Agent, in its discretion sole discretion, so as to fully secure the LC Exposure represented by such Letter of Credit plus all accrued and unpaid fees thereon. If cash collateral has been provided as and when required by the foregoing sentence, the Issuing Bank shall not send a notice of nonrenewal with respect to any such expiring Letter of Credit which contains an automatic renewal clause unless instructed a Default or Event of Default shall have occurred and be continuing (in which case the decision as to whether or not to send such notice, with or without the timely posting of such cash collateral, shall, subject to the contrary penultimate sentence of this paragraph (c), require the written approval of the Required Lenders and the Issuing Bank). The provisions of paragraph (j) of this Section 2.06 shall apply, mutatis mutandis, to the deposit and the maintenance of an account with respect to, and the application of, all cash collateral contemplated by the Agent or the Borrower, deem that a Notice of Renewal had been timely delivered and, this paragraph (c). Nothing in such case, a Notice of Renewal this paragraph (c) shall be deemed construed to have been so delivered for obligate the Issuing Bank or any Lender (i) to permit any automatic renewal of a Letter of Credit to occur later than April 11, 2008, regardless of the existence of cash collateral therefor or any other fact or circumstances, or (ii) to approve any extension of the current (April 11, 2008) Maturity Date. Moreover, notwithstanding the release of any other Collateral pursuant to the terms of any Collateral Document or by separate agreement in accordance with Section 9.02(b), cash collateral posted pursuant to this paragraph (c) shall not be released, prior to the indefeasible satisfaction of the obligations of the Domestic Borrower which are secured thereby, except upon the express written agreement of the Issuing Bank and all purposes under this Agreementof the Lenders.

Expiration Date. No Each Letter of Credit shall have an expiration date not later than the earlier of (including all rights i) one year after the date of the Borrower or the beneficiary to require renewal) later than one (1) Business Day prior to the Revolving Credit Maturity Date. The foregoing notwithstanding, any standby Letter issuance of Credit may, by its terms, be renewable annually upon notice (a “Notice of Renewal”) given to the Issuing Bank and the Agent on or prior to any date for notice of renewal set forth in such Letter of Credit and (but in any event at least two (2ii) Business Days the date that is three months after the latest Stated Termination Date; provided that 91 days prior to the date latest Stated Termination Date the Borrower shall grant a first priority perfected security interest in, and deliver to each applicable Issuing Bank, for such Issuing Bank's sole benefit, an amount in Dollars and in same days funds equal to 105% of the proposed renewal Available Amount of all outstanding Letters of Credit issued by such Issuing Bank that have an expiration date later than the latest Stated Termination Date, to be held as cash collateral by such Issuing Bank under the sole control and dominion of such standby Letter of Credit) and upon fulfillment of the applicable conditions set forth in Article III unless the Issuing Bank shall have notified the Borrower (with a copy and subject to the Agent) on or prior to the date for notice of termination set forth in such Letter of Credit (but in any event at least thirty (30) Business Days prior to the date of automatic renewal) of its election not to renew such standby Letter of Credit (a “Notice of Termination”); provided that the terms of each standby this Agreement, which amount (or the appropriate portion thereof) shall be released within three Business Days after notice from the Borrower to the Agent that a Letter of Credit that is automatically renewable annually shall not permit the has an expiration date (after giving effect to any renewal) of such standby Letter of Credit in any event to be extended to a date later than one (1) Business Day before the Revolving Credit Maturity Datelatest Stated Termination Date has been terminated or cancelled or has expired or that there otherwise exists excess cash collateral. If either a Notice of Renewal is not given by Notwithstanding anything herein to the contrary, provided that the Borrower or a Notice has cash collateralized 105% of the Available Amount of all outstanding Letters of Credit with an expiration date after the latest Stated Termination is given by Date in accordance with this Section 2.03(e), each Bank's participation in the Issuing Bank pursuant to the immediately preceding sentence, such standby Letter Letters of Credit shall expire be released as of the latest Stated Termination Date; provided to the extent that any cash collateral by or on behalf of the Borrower is made to an Issuing Bank and such cash collateral or any part thereof is subsequently invalidated, declared to be fraudulent or preferential, set aside or required to be repaid to a trustee, receiver or any other party, in connection with any proceeding under bankruptcy law or otherwise, then (i) to the extent of such recovery, each Bank's participation or part thereof shall be revived and continued in full force and effect as if such cash collateralization had not occurred, and (ii) each Bank severally agrees to pay to the applicable Issuing Bank upon demand its applicable share (without duplication) of any amount so recovered from or repaid by such Issuing Bank, plus interest thereon from the date on which it otherwise would have been automatically renewed; provided, however, that even of such demand to the date such payment is made at a rate per annum equal to the Federal Funds Rate from time to time in effect. The obligations of the absence of receipt of a Notice of Renewal, Lenders and the Issuing Bank may, Banks under the preceding sentence of this clause (e) shall survive the payment in its discretion unless instructed to full of the contrary by Obligations and the Agent or the Borrower, deem that a Notice termination of Renewal had been timely delivered and, in such case, a Notice of Renewal shall be deemed to have been so delivered for all purposes under this Agreement.

Expiration Date. No Each Letter of Credit shall have an expiration date not later than the earlier of (including all rights i) one year after the date of the Borrower or the beneficiary to require renewal) later than one (1) Business Day prior to the Revolving Credit Maturity Date. The foregoing notwithstanding, any standby Letter issuance of Credit may, by its terms, be renewable annually upon notice (a “Notice of Renewal”) given to the Issuing Bank and the Agent on or prior to any date for notice of renewal set forth in such Letter of Credit and (but in any event at least two (2ii) Business Days the date that is three months after the latest Stated Termination Date; provided that 91 days prior to the date latest Stated Termination Date the Borrower shall grant a first priority perfected security interest in, and deliver to each applicable Issuing Bank, for such Issuing Bank’s sole benefit, an amount in Dollars and in same days funds equal to 105% of the proposed renewal Available Amount of all outstanding Letters of Credit issued by such Issuing Bank that have an expiration date later than the latest Stated Termination Date, to be held as cash collateral by such Issuing Bank under the sole control and dominion of such standby Letter of Credit) and upon fulfillment of the applicable conditions set forth in Article III unless the Issuing Bank shall have notified the Borrower (with a copy and subject to the Agent) on or prior to the date for notice of termination set forth in such Letter of Credit (but in any event at least thirty (30) Business Days prior to the date of automatic renewal) of its election not to renew such standby Letter of Credit (a “Notice of Termination”); provided that the terms of each standby this Agreement, which amount (or the appropriate portion thereof) shall be released within three Business Days after notice from the Borrower to the Agent that a Letter of Credit that is automatically renewable annually shall not permit the has an expiration date (after giving effect to any renewal) of such standby Letter of Credit in any event to be extended to a date later than one (1) Business Day before the Revolving Credit Maturity Datelatest Stated Termination Date has been terminated or cancelled or has expired or that there otherwise exists excess cash collateral. If either a Notice of Renewal is not given by Notwithstanding anything herein to the contrary, provided that the Borrower or a Notice has cash collateralized 105% of the Available Amount of all outstanding Letters of Credit with an expiration date after the latest Stated Termination is given by Date in accordance with this Section 2.03(e), each Bank’s participation in the Issuing Bank pursuant to the immediately preceding sentence, such standby Letter Letters of Credit shall expire be released as of the latest Stated Termination Date; provided to the extent that any cash collateral by or on behalf of the Borrower is made to an Issuing Bank and such cash collateral or any part thereof is subsequently invalidated, declared to be fraudulent or preferential, set aside or required to be repaid to a trustee, receiver or any other party, in connection with any proceeding under bankruptcy law or otherwise, then (i) to the extent of such recovery, each Bank’s participation or part thereof shall be revived and continued in full force and effect as if such cash collateralization had not occurred, and (ii) each Bank severally agrees to pay to the applicable Issuing Bank upon demand its applicable share (without duplication) of any amount so recovered from or repaid by such Issuing Bank, plus interest thereon from the date on which it otherwise would have been automatically renewed; provided, however, that even of such demand to the date such payment is made at a rate per annum equal to the Federal Funds Rate from time to time in effect. The obligations of the absence of receipt of a Notice of Renewal, Banks and the Issuing Bank may, Banks under the preceding sentence of this clause (e) shall survive the payment in its discretion unless instructed to full of the contrary by Obligations and the Agent or the Borrower, deem that a Notice termination of Renewal had been timely delivered and, in such case, a Notice of Renewal shall be deemed to have been so delivered for all purposes under this Agreement.

Expiration Date. No Each Letter of Credit shall have an expiration date expire (including all rights of or be subject to termination by notice from the Borrower or Issuing Lender to the beneficiary to require renewalthereof) later than one (1) Business Day at or prior to the Revolving Credit Maturity Date. The foregoing notwithstandingclose of business on the earlier of (i) unless the Administrative Agent agrees to a greater period of time, any standby Letter the date one year after the date of Credit may, by its terms, be renewable annually upon notice (a “Notice the issuance of Renewal”) given to the Issuing Bank and the Agent on or prior to any date for notice of renewal set forth in such Letter of Credit (or, in the case of any renewal or extension thereof, one year after such renewal or extension, but not beyond the date specified in any event at least two the following clause (2ii) below) and (ii) the date that is five (5) Business Days prior to the date specified in clause (a) of the proposed renewal definition of such standby Letter of Credit) and upon fulfillment of the applicable conditions set forth in Article III Maturity Date; provided, however, unless the Issuing Bank waived by all Revolving Credit Lenders, Borrower shall have notified the Borrower (with a copy be required to the Agent) provide cash collateral on or prior to the date for notice of termination set forth in such Letter of Credit before fifteen (but in any event at least thirty (3015) Business Days prior to the date Maturity Date for all outstanding Letters of automatic renewalCredit issued pursuant to this Agreement unless the Maturity Date is reasonably expected to occur concurrently with the closing of a permanent financing facility arranged by the Arranger for Borrower which includes such outstanding Letters of Credit thereunder. Notwithstanding the foregoing, if the Maturity Date occurs, then (i) provided that all outstanding principal, interest and other amounts due under the Loan Documents shall have been paid in full and Borrower shall have delivered the applicable cash collateral to the Administrative Agent, Borrower’s obligations under the Loan Documents will be Credit Agreement terminated except with respect to (x) Borrower’s reimbursement obligations with respect to such outstanding Letters of its election not Credit, (y) the establishment, maintenance, perfection and priority of the Administrative Agent’s interest in such cash collateral in accordance with Section 2.05(k) and (z) those provisions of the Loan Documents which expressly survive the termination of the Loan Documents, (ii) the terms of the Loan Documents will continue in effect as between the Lenders as to renew such standby Letter (x) the outstanding Letters of Credit (i.e., participations therein and the sharing of any reimbursements thereunder on a “Notice pro rata basis) and (y) those provisions of Termination”); provided that the terms Loan Documents which expressly survive the termination of each standby Letter the Loan Documents and (iii) if Borrower enters into a permanent financing facility with any other lenders, Borrower shall be required to provide substitute letters of credit (to the extent required by the beneficiaries of such Letters of Credit) and return any outstanding Letters of Credit that is automatically renewable annually shall not permit to the expiration date Issuing Lender, in each case within ten (10) days after giving effect to any renewal) the closing of such standby Letter of Credit in any event to be extended to a date later than one (1) Business Day before the Revolving Credit Maturity Date. If either a Notice of Renewal is not given by the Borrower or a Notice of Termination is given by the Issuing Bank pursuant to the immediately preceding sentence, such standby Letter of Credit shall expire on the date on which it otherwise would have been automatically renewed; provided, however, that even in the absence of receipt of a Notice of Renewal, the Issuing Bank may, in its discretion unless instructed to the contrary by the Agent or the Borrower, deem that a Notice of Renewal had been timely delivered and, in such case, a Notice of Renewal shall be deemed to have been so delivered for all purposes under this Agreementpermanent facility.

Expiration Date. No Each Letter of Credit shall have an expiration date (including all rights of the Borrower expire at or the beneficiary to require renewal) later than one (1) Business Day prior to the Revolving Credit Maturity Date. The foregoing notwithstanding, any standby Letter close of Credit may, by its terms, be renewable annually upon notice business on the earlier of (a “Notice i) the date that is one year after the date of Renewal”) given to the Issuing Bank and the Agent on or prior to any date for notice issuance of renewal set forth in such Letter of Credit (but or, in the case of any event at least two renewal or extension thereof, the date that is one year after the date of such renewal or extension) and (2ii) the date that is five Business Days prior to the date of Maturity Date (unless other provisions or arrangements reasonably satisfactory to the proposed renewal of applicable Issuing Bank and Administrative Agent shall have been made with respect to such standby Letter of Credit) and upon fulfillment of ). If the applicable conditions set forth Borrower so requests in Article III unless any notice requesting the issuance of a Letter of Credit, the applicable Issuing Bank shall have notified issue a Letter of Credit that has automatic renewal provisions (each, an “Auto Renewal Letter of Credit”); provided, that the applicable Borrower (with shall be required to make a copy specific request to the Agent) on or prior applicable Issuing Bank for any such renewal. Once an Auto Renewal Letter of Credit has been issued, the applicable Revolving Credit Lenders shall be deemed to have authorized the date for notice renewal of termination set forth in such Letter of Credit at any time to an expiry date not later than the earlier of (but in any event at least thirty i) the date that is one year from the date of such renewal (30or such longer period as may be agreed by the applicable Issuing Bank pursuant to arrangements reasonably satisfactory to such Issuing Bank) and (ii) the date that is five Business Days prior to the date of automatic renewal) of its election not Maturity Date (unless other provisions or arrangements reasonably satisfactory to renew the applicable Issuing Bank shall have been made with respect to such standby Letter of Credit (a “Notice of Termination”Credit); provided provided, that the terms of each standby Letter of Credit that is automatically renewable annually applicable Issuing Bank shall not permit the expiration date (after giving effect any such renewal if such Issuing Bank has determined that it would have no obligation at such time to any renewal) of issue such standby Letter of Credit in any event to be extended to a date later than one its renewed form under the terms hereof (1) Business Day before by reason of the Revolving Credit Maturity Date. If either a Notice provisions of Renewal is not given by the Borrower Section 4.2 or a Notice of Termination is given by the Issuing Bank pursuant to the immediately preceding sentence, such standby Letter of Credit shall expire on the date on which it otherwise would have been automatically renewed; provided, however, that even in the absence of receipt of a Notice of Renewal, the Issuing Bank may, in its discretion unless instructed to the contrary by the Agent or the Borrower, deem that a Notice of Renewal had been timely delivered and, in such case, a Notice of Renewal shall be deemed to have been so delivered for all purposes under this Agreementotherwise).

Expiration Date. No Each Letter of Credit shall have an expiration date (including all rights of the Borrower expire at or the beneficiary to require renewal) later than one (1) Business Day prior to the Revolving Credit Maturity Date. The foregoing notwithstanding, any standby Letter close of Credit may, by its terms, be renewable annually upon notice business on the earlier of (a “Notice i) the date one year after the date of Renewal”) given to the Issuing Bank and the Agent on or prior to any date for notice issuance of renewal set forth in such Letter of Credit (but or, in the case of any event at least two renewal or extension thereof, one year after such renewal or extension) and (2ii) the date that is five (5) Business Days prior to the date Maturity Date of the proposed renewal of such standby Revolving Commitments (or if any Extended Revolving Commitments, Incremental Revolving Commitments or Other Refinancing Revolving Commitments are outstanding, the last Maturity Date applicable thereto); provided that any Letter of Credit) Credit may contain customary automatic renewal provisions agreed upon by the Borrower and upon fulfillment of the applicable conditions set forth in Article III unless the Issuing Bank shall have notified pursuant to which the Borrower (with a copy to the Agent) on or prior to the expiration date for notice of termination set forth in such Letter of Credit (but in any event at least thirty (30) Business Days prior to the date of automatic renewal) of its election not to renew such standby an “Auto Renewal Letter of Credit (a “Notice of TerminationCredit”); provided that the terms of each standby Letter of Credit that is ) shall automatically renewable annually shall not permit the expiration date (after giving effect to any renewal) of such standby Letter of Credit in any event to be extended for consecutive periods of up to twelve (12) months (but not to a date later than one the date set forth in clause (1ii) Business Day before above) (it being understood and agreed that the Revolving Existing Letters of Credit Maturity issued by Royal Bank of Canada will not be so renewed to the extent that Royal Bank of Canada has not already agreed to the renewal of such Letters of Credit prior to the Effective Date); provided that any such Auto-Renewal Letter of Credit must permit the Issuing Bank to prevent any such renewal at least once in each twelve month period (commencing with the date of issuance of such Letter of Credit) by giving prior notice to the beneficiary thereof not later than a day in each such twelve month period to be agreed upon at the time such Letter of Credit is issued. If either a Notice of Renewal is not given by the Borrower or a Notice of Termination is given Unless otherwise directed by the Issuing Bank pursuant Bank, the Borrower shall not be required to make a specific request to the immediately preceding sentence, Issuing Bank for any such standby renewal. Once an Auto-Renewal Letter of Credit shall expire on the date on which it otherwise would have has been automatically renewed; provided, however, that even in the absence of receipt of a Notice of Renewalissued, the Issuing Bank may, in its discretion unless instructed to the contrary by the Agent or the Borrower, deem that a Notice of Renewal had been timely delivered and, in such case, a Notice of Renewal Lenders shall be deemed to have been so delivered for all purposes under this Agreementauthorized (but may not require) the Issuing Bank to permit the renewal of such Letter of Credit at any time to an expiry date not later than such Maturity Date.

Expiration Date. No Each Letter of Credit shall have an expire (or be subject to termination by notice from the applicable Issuing Lender to the beneficiary thereof) at or prior to the close of business on the earlier of (i) the date twelve months after the date of the issuance of such Letter of Credit (or, in the case of any renewal or extension thereof, twelve months after the then-current expiration date of such Letter of Credit, so long as such renewal or extension occurs within three months of such then-current expiration date) and (including all rights of ii) the Borrower or the beneficiary to require renewal) later than one (1) date that is five Business Day Days prior to the Revolving Credit Maturity Date. The foregoing notwithstanding, ; provided that any standby Letter of Credit maymay contain customary automatic renewal provisions agreed upon by the Borrower and the applicable Issuing Lender pursuant to which the expiration date of such Letter of Credit shall automatically be extended for a period of up to twelve months (but not to a date later than the date set forth in clause (ii) above), subject to a right on the part of such Issuing Lender to prevent any such renewal from occurring by its termsgiving notice to the beneficiary in advance of any such renewal; and provided further that if there exist any Revolving Credit Commitments that have been extended pursuant to Section 2.22 (such extended Revolving Credit Commitments, be renewable annually upon notice (a the “Notice of RenewalExtended Revolving Credit Commitments”) given to having a maturity date later than the Issuing Bank Revolving Credit Maturity Date (the “Subsequent Maturity Date”), then, so long as the aggregate LC Exposure in respect of Letters of Credit expiring after the Revolving Credit Maturity Date will not exceed the lesser of the Letter of Credit Sublimit and the Agent on aggregate amount of such Extended Revolving Credit Commitments, the Borrower may request the issuance of a Letter of Credit that shall expire at or prior to any the close of business on the earlier of (A) the date for notice twelve months after the date of renewal set forth in the issuance of such Letter of Credit (but or, in the case of any event at least two renewal or extension thereof, twelve months after the then-current expiration date of such Letter of Credit, so long as such renewal or extension occurs within three months of such then-current expiration date) and (2B) the date that is five Business Days prior to the date of the proposed renewal of such standby Letter of Credit) and upon fulfillment of the applicable conditions set forth in Article III unless the Issuing Bank shall have notified the Borrower (with a copy to the Agent) on or prior to the date for notice of termination set forth in such Letter of Credit (but in any event at least thirty (30) Business Days prior to the date of automatic renewal) of its election not to renew such standby Letter of Credit (a “Notice of Termination”); provided that the terms of each standby Letter of Credit that is automatically renewable annually shall not permit the expiration date (after giving effect to any renewal) of such standby Letter of Credit in any event to be extended to a date later than one (1) Business Day before the Revolving Credit Subsequent Maturity Date. If either a Notice of Renewal is not given by the Borrower or a Notice of Termination is given by the Issuing Bank pursuant to the immediately preceding sentence, such standby Letter of Credit shall expire on the date on which it otherwise would have been automatically renewed; provided, however, that even in the absence of receipt of a Notice of Renewal, the Issuing Bank may, in its discretion unless instructed to the contrary by the Agent or the Borrower, deem that a Notice of Renewal had been timely delivered and, in such case, a Notice of Renewal shall be deemed to have been so delivered for all purposes under this Agreement.

Expiration Date. No Except for Evergreen Letters of Credit that are subject to the terms and conditions set forth below in this paragraph (b), no Letter of Credit shall have an expiration date (including all rights of the Borrower or the beneficiary to require renewal) that is later than the earlier of (i) one (1) Business Day prior to the Revolving Credit Maturity Date. The foregoing notwithstanding, any standby Letter of Credit may, by its terms, be renewable annually upon notice (a “Notice of Renewal”) given to the Issuing Bank and the Agent on or prior to any date for notice of renewal set forth in such Letter of Credit (but in any event at least two (2) Business Days prior to year following the date of issuance thereof (or, in the proposed renewal case of any extension of the expiration date thereof, whether automatic or by amendment, one year after the then-current expiration date of such standby Letter of Credit) and upon fulfillment (ii) the date that is five Business Days before the Termination Date, and Lender shall not be under any obligation to incur Letter of Credit Obligations in respect of any Letter of Credit having an expiration date that is later than the applicable conditions set forth Termination Date. If any Borrower so requests in Article III unless any notice requesting the Issuing Bank issuance of a Letter of Credit (or the amendment of an outstanding Letter of Credit), Lender may, in its sole discretion, agree to issue a Letter of Credit that has automatic extension provisions (each, an “Evergreen Letter of Credit”), provided that any such Evergreen Letter of Credit shall have notified permit Lender to prevent any such extension at least once in each twelve-month period (commencing with the Borrower (with a copy date of issuance of such Letter of Credit) by giving prior notice to the Agentbeneficiary thereof not later than a day (the “Non-Extension Notice Date”) on or prior in each such twelve-month period to be agreed upon by such Xxxxxxxx and Xxxxxx at the date for notice of termination set forth in time such Letter of Credit (but in any event at least thirty (30) Business Days prior to the date of automatic renewal) of its election not to renew such standby Letter of Credit (a “Notice of Termination”); provided that the terms of each standby Letter of Credit that is automatically renewable annually issued. Unless otherwise directed by Xxxxxx, Borrowers shall not permit the expiration date (after giving effect be required to make a specific request to Lender for any renewal) of such standby Letter of Credit in any event to be extended to a date later than one (1) Business Day before the Revolving Credit Maturity Date. If either a Notice of Renewal is not given by the Borrower or a Notice of Termination is given by the Issuing Bank pursuant to the immediately preceding sentence, such standby Letter of Credit shall expire on the date on which it otherwise would have been automatically renewed; provided, however, that even in the absence of receipt of a Notice of Renewal, the Issuing Bank may, in its discretion unless instructed to the contrary by the Agent or the Borrower, deem that a Notice of Renewal had been timely delivered and, in such case, a Notice of Renewal shall be deemed to have been so delivered for all purposes under this Agreementextension.

Expiration Date. No Each Letter of Credit shall have an expiration date (including all rights of the Borrower expire at or the beneficiary to require renewal) later than one (1) Business Day prior to the Revolving Credit Maturity Date. The foregoing notwithstanding, any standby Letter close of Credit may, by its terms, be renewable annually upon notice business on the earlier of (a “Notice i) the date two years after the date of Renewal”) given to the Issuing Bank and the Agent on or prior to any date for notice issuance of renewal set forth in such Letter of Credit (but or, in the case of any event at least two renewal or extension thereof, one year after such renewal or extension) and (2ii) the date that is five (5) Business Days prior to the Maturity Date; provided that any Letter of Credit may contain customary automatic renewal provisions agreed upon by the Company and the applicable Borrower and the relevant Issuing Bank pursuant to which the expiration date of the proposed renewal of such standby Letter of Credit) and upon fulfillment of the applicable conditions set forth in Article III unless the Issuing Bank shall have notified the Borrower (with a copy to the Agent) on or prior to the date for notice of termination set forth in such Letter of Credit (but in any event at least thirty an “Auto Renewal Letter of Credit”) shall automatically be extended for consecutive periods of up to twenty four (3024) Business Days prior months (but, subject to the date penultimate sentence of automatic renewal) of its election this Section 2.06(c), not to renew such standby Letter of Credit (a “Notice of Termination”); provided that the terms of each standby Letter of Credit that is automatically renewable annually shall not permit the expiration date (after giving effect to any renewal) of such standby Letter of Credit in any event to be extended to a date later than one the date set forth in clause (1ii) Business Day before the Revolving Credit Maturity Dateabove). If either a Notice of Renewal is not given Unless otherwise directed by the relevant Issuing Bank, the Company and the applicable Borrower or shall not be required to make a Notice of Termination is given by the specific request to such Issuing Bank pursuant to the immediately preceding sentence, for any such standby renewal. Once an Auto Renewal Letter of Credit shall expire on the date on which it otherwise would have has been automatically renewed; provided, however, that even in the absence of receipt of a Notice of Renewalissued, the Issuing Bank may, in its discretion unless instructed to the contrary by the Agent or the Borrower, deem that a Notice of Renewal had been timely delivered and, in such case, a Notice of Renewal Revolving Lenders shall be deemed to have been authorized (but may not require) the relevant Issuing Bank to permit the renewal of such Letter of Credit at any time to an expiry date not later than the date set forth in clause (ii) above. Notwithstanding the foregoing to the contrary, a Letter of Credit may expire up to one year beyond the Maturity Date so delivered for all purposes under long as the applicable Borrower cash collateralizes an amount equal to 105% of the face amount of such Letter of Credit in the manner described in Section 2.06(j) or provides a backup letter of credit in such amount and otherwise in form and substance acceptable to the relevant Issuing Bank and the Administrative Agent in their discretion, in each case no later than thirty (30) days prior to the Maturity Date. For the avoidance of doubt, if the Maturity Date shall be extended pursuant to Section 2.25, “Maturity Date” as referenced in this Agreementclause (c) shall refer to the Maturity Date as extended pursuant to Section 2.25; provided that, notwithstanding anything in this Agreement (including Section 2.25 hereof) or any other Loan Document to the contrary, the Maturity Date, as such term is used in reference to the relevant Issuing Bank or any Letter of Credit issued thereby, may not be extended without the prior written consent of such Issuing Bank.

Expiration Date. No Each Letter of Credit shall have an expiration date (including all rights of the Borrower expire at or the beneficiary to require renewal) later than one (1) Business Day prior to the close of business on the earlier of (%4) the date that is one year after the date of the issuance of such Letter of Credit (or, in the case of any renewal or extension thereof, one year after such renewal or extension) and (%4) the Letter of Credit Expiration Date, provided if the Borrower so requests in any applicable Letter of Credit Application, the Issuing Bank shall agree to issue a standby Letter of Credit that has automatic renewal provisions (each, an “Auto-Renewal Letter of Credit”); provided that any such Auto-Renewal Letter of Credit must permit the Issuing Bank to prevent any such renewal at least once in each twelve-month period (commencing with the 84 date of issuance of such Letter of Credit) by giving prior notice to the beneficiary thereof not later than a day (the “Nonrenewal Notice Date”) in each such twelve-month period to be agreed upon at the time such Letter of Credit is issued. Unless otherwise directed by the Issuing Bank, the Borrower shall not be required to make a specific request to the Issuing Bank for any such renewal. Once an Auto-Renewal Letter of Credit has been issued, the Revolving Lenders shall be deemed to have authorized (but may not require) the Issuing Bank to permit the renewal of such Letter of Credit Maturity at any time to an expiry date not later than the Letter of Credit Expiration Date. The foregoing notwithstanding; provided that the Issuing Bank shall not permit any such renewal if (%5) the Issuing Bank has determined that it would have no obligation at such time to issue such Letter of Credit in its renewed form under the terms hereof (by reason of the provisions of ‎Section 2.05(b)(ii) or otherwise), or (%5) it has received notice (which may be by telephone, followed promptly in writing, or in writing) on or before the day that is thirty (30) days before the Nonrenewal Notice Date from the Revolving Facility Administrative Agent or any standby Revolving Lender, as applicable, or the Borrower that one or more of the applicable express conditions specified in ‎Section 4.02 is not then satisfied (or waived), and provided further that, if agreed to by the Issuing Bank in its sole discretion, a Letter of Credit may, by its termsupon the request of the Borrower, be renewable annually upon notice (renewed for a “Notice period beyond the date that is the Revolving Maturity Date if, at the time of Renewal”) given to such request or such other time as may be agreed by the Issuing Bank and the Agent on or prior to any date for notice of renewal set forth in Bank, such Letter of Credit (but in any event at least two (2) Business Days prior has become subject to Cash Collateralization or other arrangements satisfactory to the date of the proposed renewal of such standby Letter of Credit) and upon fulfillment of the applicable conditions set forth in Article III unless the Issuing Bank shall have notified the Borrower (with a copy to the Agent) on or prior to the date for notice of termination set forth in such Letter of Credit (but in any event at least thirty (30) Business Days prior to the date of automatic renewal) of its election not to renew such standby Letter of Credit (a “Notice of Termination”); provided that the terms of each standby Letter of Credit that is automatically renewable annually shall not permit the expiration date (after giving effect to any renewal) of such standby Letter of Credit in any event to be extended to a date later than one (1) Business Day before the Revolving Credit Maturity Date. If either a Notice of Renewal is not given by the Borrower or a Notice of Termination is given by the Issuing Bank pursuant to the immediately preceding sentence, such standby Letter of Credit shall expire on the date on which it otherwise would have been automatically renewed; provided, however, that even in the absence of receipt of a Notice of Renewal, the Issuing Bank may, in its discretion unless instructed to the contrary by the Agent or the Borrower, deem that a Notice of Renewal had been timely delivered and, in such case, a Notice of Renewal shall be deemed to have been so delivered for all purposes under this AgreementBank.

Expiration Date. No Except for Evergreen Letters of Credit that are subject to the terms and conditions set forth in this paragraph, no Letter of Credit shall have an expiration date (including all rights of the Borrower or the beneficiary to require renewal) that is later than the earlier of (i) one (1) Business Day prior to the Revolving Credit Maturity Date. The foregoing notwithstanding, any standby Letter of Credit may, by its terms, be renewable annually upon notice (a “Notice of Renewal”) given to the Issuing Bank and the Agent on or prior to any date for notice of renewal set forth in such Letter of Credit (but in any event at least two (2) Business Days prior to year following the date of issuance thereof (or, in the proposed renewal case of any extension of the expiration date thereof, whether automatic or by amendment, one year after the then‑current expiration date of such standby Letter of Credit) and upon fulfillment of the applicable conditions set forth in Article III unless the Issuing Bank shall have notified the Borrower otherwise permitted by Xxxxxx (with a copy subject to the Agentother provisions of this Agreement) on or prior to and (ii) the date for notice of termination set forth in such that is five (5) Business Days before the Commitment Termination Date, and Lender shall not be under any obligation to incur Letter of Credit (but Obligations in respect of any event at least thirty (30) Business Days prior to the date of automatic renewal) of its election not to renew such standby Letter of Credit (a “Notice of Termination”); provided that the terms of each standby Letter of Credit having an expiration date that is automatically renewable annually shall not permit the expiration date (after giving effect to any renewal) of such standby Letter of Credit in any event to be extended to a date later than one (1) Business Day before the Revolving Credit Maturity Commitment Termination Date. If either a Notice of Renewal is not given by the Borrower or a Notice of Termination is given by the Issuing Bank pursuant to the immediately preceding sentence, such standby Letter of Credit shall expire on the date on which it otherwise would have been automatically renewed; provided, however, that even in the absence of receipt of a Notice of Renewal, the Issuing Bank Lender may, in its discretion unless instructed sole discretion, agree to issue a Letter of Credit that has an expiration date that extends beyond the Commitment Termination Date (or to extend the expiration date of a Letter of Credit beyond the Commitment Termination Date) by up to one year so long as the Letter of Credit Obligations in respect thereof are cash collateralized in the manner set forth in paragraph (e) below. If Borrower so requests in any notice requesting the issuance of a Letter of Credit (or the amendment of an outstanding Letter of Credit), Lender may, in its sole discretion, agree to issue a Letter of Credit that has automatic extension provisions (each, an “Evergreen Letter of Credit”), provided that any such Evergreen Letter of Credit shall permit Lender to prevent any such extension at least once in each one-year period (commencing with the date of issuance of such Letter of Credit) by giving prior notice to the contrary beneficiary thereof not later than a day (the “Non-Extension Notice Date”) in each such one-year period to be agreed upon by Xxxxxxxx and Lender at the Agent or the Borrowertime such Letter of Credit is issued. Unless otherwise directed by Xxxxxx, deem that Borrower shall not be required to make a Notice of Renewal had been timely delivered and, in specific request to Lender for any such case, a Notice of Renewal shall be deemed to have been so delivered for all purposes under this Agreementextension.

Expiration Date. No Letter of Credit shall have an expiration date (including all rights of the Borrower or the beneficiary to require renewal) later than one (1) Business Day prior to the Revolving Credit Maturity Date. The foregoing notwithstanding, any standby Letter of Credit may, by its terms, be renewable annually upon notice (a “Notice of Renewal”) given to the an Issuing Bank and the Administrative Agent on or prior to any date for notice of renewal set forth in such Letter of Credit (but in any event at least two three (23) Business Days prior to the date of the proposed renewal of such standby Letter of Credit) and upon fulfillment of the applicable conditions set forth in Article III unless the such Issuing Bank shall have notified the Borrower (with a copy to the Administrative Agent) on or prior to the date for notice of termination set forth in such Letter of Credit (but in any event at least thirty (30) Business Days prior to the date of automatic renewal) of its election not to renew such standby Letter of Credit (a “Notice of Termination”); provided that the terms of each standby Letter of Credit that is automatically renewable annually shall not permit the expiration date (after giving effect to any renewal) of such standby Letter of Credit in any event to be extended to a date later than one (1) Business Day before the Revolving Credit Maturity Date. If either a Notice of Renewal is not given by the Borrower or a Notice of Termination is given by the an Issuing Bank pursuant to the immediately preceding sentence, such standby Letter of Credit shall expire on the date on which it otherwise would have been automatically renewed; provided, however, that even in the absence of receipt of a Notice of Renewal, the an Issuing Bank may, in its discretion unless instructed to the contrary by the Administrative Agent or the Borrower, deem that a Notice of Renewal had been timely delivered and, in such case, a Notice of Renewal shall be deemed to have been so delivered for all purposes under this Agreement.

Expiration Date. No Each Letter of Credit shall have an expiration date (including all rights of the Borrower expire at or the beneficiary to require renewal) later than one (1) Business Day prior to the close of business on the earlier of (i) the date that is one year after the date of the issuance of such Letter of Credit (or, in the case of any renewal or extension thereof, one year after such renewal or extension) and (ii) five Business Days before the Revolving Credit Maturity Date, provided if the Borrower so request in any applicable Letter of Credit Application, the Issuing Bank shall agree to issue a Letter of Credit that has automatic renewal provisions (each, an “Auto-Renewal Letter of Credit”); provided that any such Auto-Renewal Letter of Credit must permit the Issuing Bank to prevent any such renewal at least once in each twelve-month period (commencing with the date of issuance of such Letter of Credit) by giving prior notice to the beneficiary thereof not later than a day (the “Nonrenewal Notice Date”) in each such twelve-month period to be agreed upon at the time such Letter of Credit is issued. The foregoing notwithstandingUnless otherwise directed by the Issuing Bank, the Borrower shall not be required to make a specific request to the Issuing Bank for any standby such renewal. Once an Auto-Renewal Letter of Credit has been issued, the applicable Lenders shall be deemed to have authorized (but may not require) the Issuing Bank to permit the renewal of such Letter of Credit at any time to an expiry date not later than the Letter of Credit Expiration Date; provided that the Issuing Bank shall not permit any such renewal if (A) the Issuing Bank has determined that it would have no obligation at such time to issue such Letter of Credit in its renewed form under the terms hereof (by reason of the provisions of Section 2.05(b)(ii) or otherwise), or (B) it has received notice (which may be by telephone, followed promptly in writing, or in writing) on or before the day that is thirty (30) days before the Nonrenewal Notice Date from the Administrative Agent or any Revolving Lender, as applicable, or the Borrower that one or more of the applicable conditions specified in Section 4.02 is not then satisfied, and provided further that, if agreed to by the Issuing Bank, a Letter of Credit may, by its termsupon the request of the Borrower, be renewable annually upon notice (renewed for a “Notice of Renewal”) given to period beyond the Issuing Bank and date that is the Agent on or prior to any date for notice of renewal set forth in Revolving Maturity Date if such Letter of Credit has become subject to cash collateralization (but in any event at least two (2) Business Days prior to the date 103% of the proposed renewal face value of such standby Letter of Credit) and upon fulfillment of the applicable conditions set forth in Article III unless or other arrangements satisfactory to the Issuing Bank shall have notified the Borrower (with a copy to the Agent) on or prior to the date for notice of termination set forth in such Letter of Credit (but in any event at least thirty (30) Business Days prior to the date of automatic renewal) of its election not to renew such standby Letter of Credit (a “Notice of Termination”); provided that the terms of each standby Letter of Credit that is automatically renewable annually shall not permit the expiration date (after giving effect to any renewal) of such standby Letter of Credit in any event to be extended to a date later than one (1) Business Day before the Revolving Credit Maturity Date. If either a Notice of Renewal is not given by the Borrower or a Notice of Termination is given by the Issuing Bank pursuant to the immediately preceding sentence, such standby Letter of Credit shall expire on the date on which it otherwise would have been automatically renewed; provided, however, that even in the absence of receipt of a Notice of Renewal, the Issuing Bank may, in its discretion unless instructed to the contrary by the Agent or the Borrower, deem that a Notice of Renewal had been timely delivered and, in such case, a Notice of Renewal shall be deemed to have been so delivered for all purposes under this AgreementBank.

Expiration Date. No Each Letter of Credit shall have an expiration date (including all rights of the Borrower shall, except as provided below in this paragraph, expire at or the beneficiary to require renewal) later than one (1) Business Day prior to the Revolving Credit Maturity Date. The foregoing notwithstanding, any standby Letter close of Credit may, by its terms, be renewable annually upon notice business on the earlier of (a “Notice i) the date one year after the date of Renewal”) given to the Issuing Bank and the Agent on or prior to any date for notice issuance of renewal set forth in such Letter of Credit (but or, in the case of any event at least two renewal or extension thereof, one year after such renewal or extension) and (2ii) the date that is five Business Days prior to the date of the proposed renewal of such standby Letter of Credit) and upon fulfillment of the applicable conditions set forth in Article III unless the Issuing Bank shall have notified the Borrower (with a copy to the Agent) on or prior to the date for notice of termination set forth in such Maturity Date. Any Letter of Credit (but may provide by its terms that it may be extended for additional successive one-year periods under customary "evergreen" provisions on terms reasonably acceptable to the applicable Issuing Bank; provided that, except as provided below in any event at least thirty (30) this paragraph, no Letter of Credit may be extended automatically or otherwise beyond the date that is five Business Days prior to the Maturity Date. Notwithstanding the foregoing, any Issuing Bank in respect of any outstanding Letter of Credit may extend the date of automatic renewal) expiration of its election not such Letter of Credit to renew a date after the date that is five Business Days prior to the Maturity Date on such standby terms and subject to such conditions as may be agreed to between such Issuing Bank, the Company and the applicable Borrower, and any agreement made by the Company or the applicable Borrower to induce an Issuing Bank so to extend the date of expiration of any Letter of Credit (i) shall be set forth in a “Notice notice delivered by the Company to the Administrative Agent promptly after the extension of Termination”); provided that the terms date of each standby expiration of such Letter of Credit that is automatically renewable annually and (ii) shall not permit for all purposes of this Agreement be deemed to be a covenant contained in Article VI hereof. Each Issuing Bank, by extending the date of expiration date (after giving effect to of any renewal) of such standby Letter of Credit in any event to be extended to a date later than one (1) Business Day before beyond the Revolving Credit Maturity Date. If either a Notice of Renewal is not given by the Borrower or a Notice of Termination is given by the Issuing Bank pursuant to the immediately preceding sentence, such standby Letter of Credit shall expire on the date on which it otherwise would have been automatically renewed; provided, however, that even in the absence of receipt of a Notice of Renewal, the Issuing Bank may, in its discretion unless instructed to the contrary by the Agent or the Borrower, deem that a Notice of Renewal had been timely delivered and, in such case, a Notice of Renewal shall will be deemed to have been so delivered for all purposes agreed that no Lender shall have any obligation under this AgreementSection 2.05(d) in respect of any LC Disbursement resulting from a drawing made under such Letter of Credit after the Maturity Date."

Expiration Date. No Each Letter of Credit shall have an expiration date (including all rights of the Borrower expire at or the beneficiary to require renewal) later than one (1) Business Day prior to the Revolving Credit Maturity Date. The foregoing notwithstanding, any standby Letter close of Credit may, by its terms, be renewable annually upon notice business on the earlier of (a “Notice i) the date one year after the date of Renewal”) given to the Issuing Bank and the Agent on or prior to any date for notice issuance of renewal set forth in such Letter of Credit (but or, in the case of any event at least two renewal or extension thereof, one year after such renewal or extension) and (2ii) the date that is five Business Days prior to the date of the proposed renewal of such standby Letter of Credit) and upon fulfillment of the applicable conditions set forth in Article III unless the Issuing Bank shall have notified the Borrower (with a copy to the Agent) on or prior to the date for notice of termination set forth in such Maturity Date; provided that any Letter of Credit (but in any event at least thirty (30) may have an expiration date that is later than the date five Business Days prior to the Maturity Date so long as by not later than the date five Business Days prior to the Maturity Date, a Borrower provides cash collateral in an amount equal to 105% of automatic renewal) the stated amount of its election not to renew such standby Letter of Credit. Notwithstanding the foregoing, if the applicable Borrower so requests in any notice requesting the issuance of a Letter of Credit, the Issuing Bank shall issue a Letter of Credit that has automatic extension provisions (a each, an “Notice Auto-Extension Letter of TerminationCredit”); provided that the terms of each standby any such Auto-Extension Letter of Credit that is automatically renewable annually shall not must permit the expiration Issuing Bank to prevent any such extension at least once in each twelve-month period (commencing with the date (after giving effect to any renewal) of issuance of such standby Letter of Credit) by giving prior notice to the beneficiary thereof not later than a day (the “Non-Extension Notice Date”) in each such twelve-month period to be agreed upon at the time such Letter of Credit in any event to be extended to a date later than one (1) Business Day before the Revolving Credit Maturity Dateis issued. If either a Notice of Renewal is not given by the Borrower or a Notice of Termination is given Unless otherwise directed by the Issuing Bank pursuant Bank, the applicable Borrower shall not be required to make a specific request to the immediately preceding sentence, Issuing Bank for any such standby extension. Once an Auto-Extension Letter of Credit shall expire on the date on which it otherwise would have has been automatically renewed; provided, however, that even in the absence of receipt of a Notice of Renewalissued, the Issuing Bank may, in its discretion unless instructed to the contrary by the Agent or the Borrower, deem that a Notice of Renewal had been timely delivered and, in such case, a Notice of Renewal Lenders shall be deemed to have been so delivered for all purposes authorized (but may not require) the Issuing Bank to permit the extension of such Letter of Credit at any time to an expiry date not later than the date referred to in clause (ii) of the first sentence of this clause (c); provided that the Issuing Bank shall not permit any such extension if (A) the Issuing Bank has determined that it would not be permitted, or would have no obligation at such time to issue such Letter of Credit in its revised form (as extended) under this Agreementthe terms hereof or (B) it has received notice (which may be by telephone or in writing) on or before the day that is five Business Days before the Non-Extension Notice Date (1) from the Administrative Agent that the Required Lenders have elected not to permit such extension or (2) from the Administrative Agent, any Lender or Xxxxxxx that one or more of the applicable conditions specified in Section 4.02 is not then satisfied, and in each such case directing the Issuing Bank not to permit such extension.

Expiration Date. No Each Letter of Credit shall have an expiration expire (or be subject to termination or non-renewal by notice from the Issuing Bank to the beneficiary thereof) at or prior to the close of business on the earlier of (i) the date (including all rights one year after the date of the Borrower issuance of such Letter of Credit (or, in the case of any renewal or extension thereof, including, without limitation, any automatic renewal provision, one year after such renewal or extension) and (ii) the beneficiary to require renewal) later than one (1) date that is five Business Day Days prior to the Revolving Credit Maturity Date. The foregoing notwithstanding; provided, any standby that notwithstanding clause (ii) above, a Letter of Credit may, by its terms, be renewable annually upon notice with a one year maturity date issued under clause (i) above may expire after the Revolving Credit Maturity Date (a “Notice of Renewal”"Cash Collateralized LC") given if the Borrower has delivered cash collateral to the Issuing Bank and no later than the Agent on or date that is thirty (30) days prior to the Revolving Credit Maturity Date (the "LC Expiration Date") in an amount equal to 105% of the face amount of any date for notice of renewal set forth in such Letter of Credit (but in any event at least two (2) Business Days prior to the date of "LX Xxxx Collateral"). To the proposed renewal of such standby Letter of Credit) and upon fulfillment of the applicable conditions set forth in Article III unless the Issuing Bank shall have notified extent the Borrower (with a copy fails to provide the Agent) LX Xxxx Collateral on or prior to the date for notice of termination set forth in such Letter of Credit (but in any event at least thirty (30) Business Days prior to the date of automatic renewal) of its election not to renew such standby Letter of Credit (a “Notice of Termination”); provided that the terms of each standby Letter of Credit that is automatically renewable annually shall not permit the expiration date (after giving effect to any renewal) of such standby Letter of Credit in any event to be extended to a date later than one (1) Business Day before the Revolving Credit Maturity LC Expiration Date. If either a Notice of Renewal is not given by , the Borrower or a Notice of Termination is given by the Issuing Bank pursuant to the immediately preceding sentence, such standby Letter of Credit shall expire on the date on which it otherwise would have been automatically renewed; provided, however, that even in the absence of receipt of a Notice of Renewal, the Issuing Bank may, in its discretion unless instructed to the contrary by the Agent or the Borrower, deem that a Notice of Renewal had been timely delivered and, in such case, a Notice of Renewal shall be deemed to have been so requested an ABR Revolving Borrowing in accordance with the terms of Section 2.03 hereof in an amount equal to 105% of the face amount of the Cash Collateralized LC, the proceeds of which will be delivered to the Issuing Bank as cash collateral. In the event that any such ABR Revolving Borrowing cannot be made for all purposes under any reason on the LC Expiration Date, then each Lender hereby agrees that it shall promptly fund its participation interest acquired pursuant to Section 2.04(d) in such Cash Collateralized LC (which shall be delivered to the Issuing Bank as cash collateral). Upon the cash collateralization of any Letter of Credit pursuant to this Section, such Cash Collateralized LC shall be deemed to be issued outside of this Agreement; provided, that, the fees associated with such Letter of Credit under the terms hereof shall continue to accrue, but shall thereafter be solely for the benefit of the Issuing Bank.

Expiration Date. No Letter of Credit shall have an expiration date (including all rights of the Borrower or the beneficiary to require renewal) later than one (1) Business Day prior to the Revolving Credit Maturity Date. The foregoing notwithstanding, any standby Letter of Credit may, by its terms, be renewable annually upon notice (a “Notice of Renewal”) given to the Issuing Bank and the Agent on or prior to any date for notice of renewal set forth in such Letter of Credit (but in any event at least two (2) Business Days prior to the date of the proposed renewal of such standby Letter of Credit) and upon fulfillment of the applicable conditions set forth in Article III unless the Issuing Bank shall have notified the Borrower (with a copy to the Agent) on or prior to the date for notice of termination set forth in such Letter of Credit (but in any event at least thirty (30) Business Days prior to the date of automatic renewal) of its election not to renew such standby Letter of Credit (a “Notice of Termination”); provided that the terms of each standby Letter of Credit that is automatically renewable annually shall not permit the expiration date (after giving effect to any renewal) of such standby Letter of Credit in any event to be extended to a date later than one (1) Business Day before the Revolving Credit Maturity Date. If either a Notice of Renewal is not given by the Borrower or a Notice of Termination is given by the Issuing Bank pursuant to the immediately preceding sentence, such standby Each Letter of Credit shall expire at or prior to the close of business on the date on which it otherwise would have been automatically renewed; provided, however, that even earlier of (1) in the absence of receipt case of a Notice Standby Letter of RenewalCredit, unless otherwise consented to by the Issuing Bank in its sole discretion, (x) (i) the date one year after the date of the issuance of such Standby Letter of Credit (or, in the case of any renewal or extension thereof, one year after such renewal or extension) or (ii) such later date as requested by Borrower in the relevant application and (y) the date that is five days prior to the Revolving Maturity Date and (2) in the case of a Commercial Letter of Credit, (x) the date that is 180 days after the date of issuance of such Commercial Letter of Credit (or, in the case of any renewal or extension thereof, one year after such renewal or extension) and (y) the date that is five days prior to the Revolving Maturity Date. If Borrower so requests in any Letter of Credit Request, the Issuing Bank may, in its discretion unless instructed sole and absolute discretion, agree to issue a Letter of Credit that has automatic renewal provisions (each, an "AUTO-RENEWAL LETTER OF CREDIT"); provided that (i) any such Auto-Renewal Letter of Credit must permit the Issuing Bank to prevent any such renewal at least once in each twelve-month period (commencing with the date of issuance of such Letter of Credit) by giving prior notice to the contrary beneficiary thereof not later than a day in each such twelve-month period to be agreed upon at the time such Letter of Credit is issued and (ii) the Issuing Bank will not permit the renewal of any Letter of Credit that would result in the expiration date of such Letter of Credit being later than the date that is five days prior to the Revolving Maturity Date. Unless otherwise directed by the Agent or Issuing Bank, Borrower shall not be required to make a specific request to the BorrowerIssuing Bank for any such renewal. Once an Auto-Renewal Letter of Credit has been issued, deem that a Notice of Renewal had been timely delivered and, in such case, a Notice of Renewal the Revolving Lenders shall be deemed to have authorized (but may not require) the Issuing Bank to permit the renewal of such Letter of Credit at any time to an expiry date not later than the earlier of (i) one year from the date of such renewal and (ii) the date that is five days prior to the Revolving Maturity Date; provided that the Issuing Bank shall not permit any such renewal if (x) the Issuing Bank has determined that it would have no obligation at such time to issue such Letter of Credit in its renewed form under the terms hereof (by reason of the provisions of Sec- tion 2.18(l) or otherwise), or (y) it has received notice on or before the day that is two Business Days before the date which has been so delivered for all purposes under agreed upon pursuant to the proviso of the first sentence of this Agreementparagraph, (1) from the Administrative Agent that any Revolving Lender directly affected thereby has elected not to permit such renewal or (2) from the Administrative Agent, any Lender or Borrower that one or more of the applicable conditions specified in Section 4.01 are not then satisfied.

Expiration Date. No Each Letter of Credit shall have an expiration date (including all rights of the Borrower expire at or the beneficiary to require renewal) later than one (1) Business Day prior to the Revolving Credit Maturity Date. The foregoing notwithstanding, any standby Letter close of Credit may, by its terms, be renewable annually upon notice business on the earlier of (a “Notice i) the date one year after the date of Renewal”) given to the Issuing Bank and the Agent on or prior to any date for notice issuance of renewal set forth in such Letter of Credit (but or, in the case of any event at least two renewal or extension thereof, one year after such renewal or extension) and (2ii) the date that is five (5) Business Days prior to the date of Maturity Date with respect to the proposed renewal Revolving Commitments pursuant to which issued (or if any Extended Revolving Commitments, Incremental Revolving Commitments or Other Refinancing Revolving Commitments are outstanding, the last Maturity Date applicable thereto (so long as the aggregate amount of such standby Letters of Credit are not in excess of such commitments)); provided that any Letter of Credit) Credit may contain customary automatic renewal provisions agreed upon by the respective Borrower and upon fulfillment of the applicable conditions set forth in Article III unless the Issuing Bank shall have notified pursuant to which the Borrower (with a copy to the Agent) on or prior to the expiration date for notice of termination set forth in such Letter of Credit (but in any event at least thirty (30) Business Days prior to the date of automatic renewal) of its election not to renew such standby an “Auto Renewal Letter of Credit (a “Notice of TerminationCredit”); provided that the terms of each standby Letter of Credit that is ) shall automatically renewable annually shall not permit the expiration date (after giving effect to any renewal) of such standby Letter of Credit in any event to be extended for consecutive periods of up to twelve (12) months (but not to a date later than one the date set forth in clause (1ii) Business Day before above); provided that any such Auto Renewal Letter of Credit must permit the Revolving Issuing Bank to prevent any such renewal at least once in each twelve month period (commencing with the date of issuance of such Letter of Credit) by giving prior notice to the beneficiary thereof not later than a day in each such twelve month period to be agreed upon at the time such Letter of Credit Maturity Dateis issued. If either a Notice of Renewal is not given by the Borrower or a Notice of Termination is given Unless otherwise directed by the Issuing Bank pursuant Bank, the respective Borrower shall not be required to make a specific request to the immediately preceding sentence, Issuing Bank for any such standby renewal. Once an Auto Renewal Letter of Credit shall expire on the date on which it otherwise would have has been automatically renewed; provided, however, that even in the absence of receipt of a Notice of Renewalissued, the Issuing Bank may, in its discretion unless instructed to the contrary by the Agent or the Borrower, deem that a Notice of Renewal had been timely delivered and, in such case, a Notice of Renewal Lenders shall be deemed to have been so delivered for all purposes under this Agreementauthorized (but may not require) the Issuing Bank to permit the renewal of such Letter of Credit at any time to an expiry date not later than such Maturity Date.

Expiration Date. No Each Letter of Credit (other than any Existing Letter of Credit) shall expire at or prior to the close of business on the earlier of (i) the date one year after the date of the issuance of such Letter of Credit (or, in the case of any renewal or extension thereof, one year after such renewal or extension) and (ii) the date that is five Business Days prior to the Maturity Date. Each Existing Letter of Credit shall have an expiration date (including all rights of the Borrower expire at or the beneficiary to require renewal) later than one (1) Business Day prior to the Revolving close of business on the earlier of (i) the expiration date of such Existing Letter of Credit as in effect on the Effective Date (or, in the case of any renewal or extension thereof, one year after such renewal or extension) and (ii) the date that is five Business Days prior to the Maturity Date. The foregoing notwithstanding, any standby Participations. By the issuance of a Letter of Credit may, by its terms, be renewable annually upon notice (or an amendment to a “Notice Letter of Renewal”Credit increasing the amount thereof) given to and without any further action on the part of the Issuing Bank or the Lenders, the Issuing Bank hereby grants to each Lender, and each Lender hereby acquires from the Agent on or prior to any date for notice of renewal set forth Issuing Bank, a participation in such Letter of Credit (but in any event at least two (2) Business Days prior equal to the date such Lender’s Applicable Percentage of the proposed renewal of aggregate amount available to be drawn under such standby Letter of Credit) . In consideration and upon fulfillment in furtherance of the applicable conditions set forth in Article III unless foregoing, each Lender hereby absolutely and unconditionally agrees to pay to the Administrative Agent, for the account of the Issuing Bank shall have notified the Borrower (with a copy to the Agent) on or prior to the date for notice of termination set forth in Bank, such Letter of Credit (but in any event at least thirty (30) Business Days prior to the date of automatic renewal) of its election not to renew such standby Letter of Credit (a “Notice of Termination”); provided that the terms Lender’s Applicable Percentage of each standby Letter of Credit that is automatically renewable annually shall not permit the expiration date (after giving effect to any renewal) of such standby Letter of Credit in any event to be extended to a date later than one (1) Business Day before the Revolving Credit Maturity Date. If either a Notice of Renewal is not given by the Borrower or a Notice of Termination is given LC Disbursement made by the Issuing Bank and not reimbursed by the Borrower on the date due as provided in paragraph (e) of this Section, or of any reimbursement payment required to be refunded to the Borrower for any reason. Each Lender acknowledges and agrees that its obligation to acquire participations pursuant to the immediately preceding sentencethis paragraph in respect of Letters of Credit is absolute and unconditional and shall not be affected by any circumstance whatsoever, such standby including any amendment, renewal or extension of any Letter of Credit shall expire on or the date on which it otherwise would have been automatically renewed; provided, however, that even in the absence of receipt occurrence and continuance of a Notice Default or reduction or termination of Renewalthe Aggregate Commitment, the Issuing Bank may, in its discretion unless instructed to the contrary by the Agent or the Borrower, deem and that a Notice of Renewal had been timely delivered and, in each such case, a Notice of Renewal payment shall be deemed to have been so delivered for all purposes under this Agreementmade without any offset, abatement, withholding or reduction whatsoever.

Expiration Date. No Each Letter of Credit shall have an expiration date (including all rights of the Borrower expire at or the beneficiary to require renewal) later than one (1) Business Day prior to the Revolving Credit Maturity Date. The foregoing notwithstanding, any standby Letter close of Credit may, by its terms, be renewable annually upon notice business on the earlier of (a “Notice i) the date that is one year after the date of Renewal”) given to the Issuing Bank and the Agent on or prior to any date for notice issuance of renewal set forth in such Letter of Credit (but or, in the case of any event at least two renewal or extension thereof, one year after such renewal or extension) and (2ii) the date that is five Business Days prior to the scheduled Revolving Termination Date (unless the Borrower has confirmed in writing to the Issuing Bank that such Letter of Credit will be a Supported Letter of Credit not later than 45 days prior to the scheduled Revolving Termination Date, in which case such expiration date shall not be later than one year after the Revolving Termination Date). Notwithstanding clause (i) of the preceding sentence, a Letter of Credit may have automatic renewal provisions so long as such Letter of Credit permits the Issuing Bank to prevent any such renewal at least once in each twelve-month period (commencing with the date of the proposed renewal issuance of such standby Letter of Credit) and by giving notice to the beneficiary thereof not later than a day (the “Nonrenewal Notice Date”) agreed upon fulfillment at the time such Letter of Credit is issued. Unless otherwise directed by the applicable conditions set forth in Article III unless Issuing Bank, the Borrower shall not be required to make a specific request to the Issuing Bank for any such automatic renewal (and, once such a Letter of Credit has been issued, the Lenders shall be deemed to have authorized (but may not require) the Issuing Bank to permit the renewal of such Letter of Credit from time to time (subject to the first sentence of this clause (c)); provided that (A) the Issuing Bank shall have notified no obligation to permit such renewal if (A) the Borrower (with a copy Issuing Bank has determined that it would have no obligation at such time to the Agent) on or prior to the date for notice of termination set forth in issue such Letter of Credit in its renewed form under the terms hereof and (but in B) the Issuing Bank shall not permit such renewal if it has received notice from the Borrower, the Administrative Agent or any event Lender at least thirty (30) lease five Business Days prior to the date of automatic renewal) of its election not to renew such standby Letter of Credit (a “Nonrenewal Notice of Termination”); provided Date that the terms of each standby Letter of Credit that is automatically renewable annually shall not permit the expiration date (after giving effect to any renewal) of such standby Letter of Credit applicable condition specified in any event to be extended to a date later than one (1) Business Day before the Revolving Credit Maturity Date. If either a Notice of Renewal Section 4.2 is not given by the Borrower or a Notice of Termination is given by the Issuing Bank pursuant to the immediately preceding sentence, such standby Letter of Credit shall expire on the date on which it otherwise would have been automatically renewed; provided, however, that even in the absence of receipt of a Notice of Renewal, the Issuing Bank may, in its discretion unless instructed to the contrary by the Agent or the Borrower, deem that a Notice of Renewal had been timely delivered and, in such case, a Notice of Renewal shall be deemed to have been so delivered for all purposes under this Agreementthen satisfied.

Expiration Date. No Each Letter of Credit shall have an expire at or prior to the close of business on the earlier of (i) the date that is one year after the date of the issuance of such Letter of Credit (or, in the case of any renewal or extension thereof, one year after the then-current expiration date at the time of such renewal or extension) and (including all rights of ii) the Borrower or the beneficiary to require renewal) later than one (1) date that is five Business Day Days prior to the Revolving Maturity Date (unless such Letters of Credit Maturity Date. The foregoing notwithstanding, have been cash collateralized or backstopped on or prior to such fifth Business Day pursuant to arrangements reasonably satisfactory to the applicable Issuing Bank); provided that (x) any standby Letter of Credit may, by its termsupon the request of the Borrower, be renewable annually upon notice (include a “Notice of Renewal”) given to the Issuing Bank and the Agent on or prior to any date for notice of renewal set forth in provision whereby such Letter of Credit shall be extended automatically for additional periods (but in any event at least two (2) not beyond the date that is five Business Days prior to the date Revolving Maturity Date (unless such Letters of Credit have been cash collateralized or backstopped on or prior to such fifth Business Day pursuant to arrangements reasonably satisfactory to the proposed renewal of applicable Issuing Bank)) unless the applicable Issuing Bank notifies the beneficiary thereof at least 30 days (or such standby other longer period specified in the applicable Letter of Credit) and upon fulfillment of the applicable conditions set forth in Article III unless the Issuing Bank shall have notified the Borrower (with a copy to the Agent) on or prior to the then-applicable expiration date for notice of termination set forth in that such Letter of Credit will not be renewed and (but in any event at least thirty y) clause (30c)(i) Business Days prior above shall not apply to the date of automatic renewal) of its election not to renew such standby a Letter of Credit (a “Notice of Termination”); provided that the terms of each standby if such long-dated Letter of Credit that is automatically renewable annually consented to by the applicable Issuing Bank. For the avoidance of doubt, if the Revolving Maturity Date in respect of any Class of Revolving Commitments shall not permit be extended pursuant to Section 2.22, “Revolving Maturity Date” as referenced in this paragraph shall refer, with respect to the expiration date Class of Letters of Credit associated with such Class of Revolving Commitments, to the Revolving Maturity Date in respect of any Class of Revolving Commitments as extended pursuant to Section 2.22; provided that, notwithstanding anything in this Agreement (after giving effect including Section 2.22 hereof) or any other Loan Document to the contrary, the Revolving Maturity Date, as such term is used in reference to any renewal) of such standby Issuing Bank or any Letter of Credit in any event to issued thereby, may not be extended with respect to a date later than one (1) Business Day before the Revolving Credit Maturity Date. If either a Notice of Renewal is not given by the Borrower or a Notice of Termination is given by the any Issuing Bank pursuant to without the immediately preceding sentence, prior written consent of such standby Letter of Credit shall expire on the date on which it otherwise would have been automatically renewed; provided, however, that even in the absence of receipt of a Notice of Renewal, the Issuing Bank may, in its discretion unless instructed to the contrary by the Agent or the Borrower, deem that a Notice of Renewal had been timely delivered and, in such case, a Notice of Renewal shall be deemed to have been so delivered for all purposes under this AgreementBank.

Expiration Date. No Each Letter of Credit shall have an expiration date (including all rights of the Borrower expire at or the beneficiary to require renewal) later than one (1) Business Day prior to the Revolving Credit Maturity Date. The foregoing notwithstanding, any standby Letter close of Credit may, by its terms, be renewable annually upon notice business on the earlier of (a “Notice i) the date one year after the date of Renewal”) given to the Issuing Bank and the Agent on or prior to any date for notice issuance of renewal set forth in such Letter of Credit (but or, in the case of any event at least two renewal or extension thereof, one year after such renewal or extension) and (2ii) the date that is five (5) Business Days prior to the date of 2018 Maturity Date (or if any Extended Revolving Commitments, Incremental Revolving Commitments or Other Refinancing Revolving Commitments are outstanding, the proposed renewal of such standby last Maturity Date applicable thereto); provided that any Letter of Credit) Credit may contain customary automatic renewal provisions agreed upon by the Borrower and upon fulfillment of the applicable conditions set forth in Article III unless the Issuing Bank shall have notified pursuant to which the Borrower (with a copy to the Agent) on or prior to the expiration date for notice of termination set forth in such Letter of Credit (but in any event at least thirty (30) Business Days prior to the date of automatic renewal) of its election not to renew such standby an “Auto Renewal Letter of Credit (a “Notice of TerminationCredit”); provided that the terms of each standby Letter of Credit that is ) shall automatically renewable annually shall not permit the expiration date (after giving effect to any renewal) of such standby Letter of Credit in any event to be extended for consecutive periods of up to twelve (12) months (but not to a date later than one the date set forth in clause (1ii) Business Day before above) (it being understood and agreed that the Revolving Existing Letters of Credit Maturity issued by Royal Bank of Canada will not be so renewed to the extent that Royal Bank of Canada has not already agreed to the renewal of such Letters of Credit prior to the Restatement Effective Date); provided that any such Auto-Renewal Letter of Credit must permit the Issuing Bank to prevent any such renewal at least once in each twelve month period (commencing with the date of issuance of such Letter of Credit) by giving prior notice to the beneficiary thereof not later than a day in each such twelve month period to be agreed upon at the time such Letter of Credit is issued. If either a Notice of Renewal is not given by the Borrower or a Notice of Termination is given Unless otherwise directed by the Issuing Bank pursuant Bank, the Borrower shall not be required to make a specific request to the immediately preceding sentence, Issuing Bank for any such standby renewal. Once an Auto-Renewal Letter of Credit shall expire on the date on which it otherwise would have has been automatically renewed; provided, however, that even in the absence of receipt of a Notice of Renewalissued, the Issuing Bank may, in its discretion unless instructed to the contrary by the Agent or the Borrower, deem that a Notice of Renewal had been timely delivered and, in such case, a Notice of Renewal Lenders shall be deemed to have been so delivered for all purposes under this Agreementauthorized (but may not require) the Issuing Bank to permit the renewal of such Letter of Credit at any time to an expiry date not later than such Maturity Date.

Expiration Date. No Each Letter of Credit shall have an expiration date (including all rights of the Borrower expire at or the beneficiary to require renewal) later than one (1) Business Day prior to the Revolving Credit Maturity Date. The foregoing notwithstanding, any standby Letter close of Credit may, business on the earlier of (i) the date that is twelve months (or such longer period if agreed by its terms, be renewable annually upon notice (a “Notice of Renewal”) given to the Issuing Bank and in its sole discretion) after the Agent on or prior to any date for notice of renewal set forth in the issuance of such Letter of Credit (but or, in the case of any event at least two extension thereof, twelve months (2or such longer period if agreed by the Issuing Bank in its sole discretion) after such extension) and (ii) the date that is five (5) Business Days prior to the date of the proposed renewal of such standby Letter of Credit) and upon fulfillment of the applicable conditions set forth in Article III unless the Issuing Bank shall have notified the Borrower Revolving Maturity Date (with a copy except to the Agent) on extent cash collateralized or prior to backstopped not later than the date for notice of termination set forth in such Letter of Credit that is five (but in any event at least thirty (305) Business Days prior to the date of automatic renewal) of its election not Revolving Maturity Date pursuant to renew such standby Letter of Credit (a “Notice of Termination”an arrangement reasonably acceptable to the Issuing Bank); provided that the terms of each standby Letter of Credit that is automatically renewable annually shall not permit the expiration if such expiry date (after giving effect to any renewal) of such standby Letter of Credit in any event to be extended to a date later than one (1) Business Day before the Revolving Credit Maturity Date. If either a Notice of Renewal is not given by the Borrower or a Notice of Termination is given by the Issuing Bank pursuant to the immediately preceding sentenceBusiness Day, such standby Letter of Credit shall expire at or prior to the close of business on the date on which it otherwise would have been automatically renewednext succeeding Business Day; provided, howeverfurther, that even in any Letter of Credit may, upon the absence request of receipt the Borrower, include a provision whereby such Letter of a Notice Credit shall be auto-extended automatically for additional consecutive periods of Renewal, twelve months (or such longer period if agreed by the Issuing Bank may, in its discretion unless instructed sole discretion) or less (but not beyond the date that is five (5) Business Days prior to the contrary by Revolving Maturity Date except to the Agent extent cash collateralized or backstopped pursuant to an arrangement reasonably acceptable to the Borrower, deem that a Notice of Renewal had been timely delivered and, Issuing Bank) unless the applicable Issuing Bank sends written 57 Blue Bird Body Company Credit Agreement notice to the beneficiary via courier thereof within the time period specified in such caseLetter of Credit or, if no such time period is specified, at least 30 days prior to the then-applicable expiration date, that such Letter of Credit will not be extended. If the Borrower decides not to automatically extend any Letter of Credit, it shall notify the applicable Issuing Bank not less than fifteen days prior to the time period specified in such Letter of Credit by which such Issuing Bank must send a Notice notice of Renewal shall be deemed to have been so delivered for all purposes under this Agreementnon-extension.

Expiration Date. No Each Letter of Credit shall have an expiration expire at or prior to the close of business on the earlier of (i) the date selected by the Borrower that is no more than fifteen months after the date of the issuance of such Letter of Credit (including all rights or, in the case of any renewal or extension thereof, the date either selected by the Borrower or the beneficiary to require renewal) later than one (1) Business Day prior to the Revolving Credit Maturity Date. The foregoing notwithstanding, any standby Letter of Credit may, by its terms, be renewable annually upon notice (a “Notice of Renewal”) given to the Issuing Bank and the Agent on or prior to any date for notice of renewal set forth in such Letter of Credit that is, in either case, no more than eighteen months after such renewal or extension) and (ii) the date that is five Business Days prior to the Revolving Maturity Date. If the Borrower so requests in any applicable notice given pursuant to Section 2.08(b) and the applicable Issuing Bank agrees to do so, such Issuing Bank may issue a Letter of Credit that has automatic renewal provisions; provided, however, that any Letter of Credit that has automatic renewal provisions must permit the applicable Issuing Bank to prevent any such renewal at least once in each fifteen-month period (commencing with the date of issuance of such Letter of Credit) by giving prior notice to the beneficiary thereof not later than a day in each such fifteen-month period to be agreed upon by the Borrower and the applicable Issuing Bank at the time such Letter of Credit is issued and any such Letter of Credit may not have an expiration date later than the date that is five (5) Business Days prior to the Revolving Maturity Date. Once any such Letter of Credit that has automatic renewal provisions has been issued, the Lenders shall be deemed to have authorized (but may not require) the applicable Issuing Bank to permit the renewal of such Letter of Credit at any time to an expiry date not later than thirty (30) days prior to the Revolving Maturity Date; provided, further, that such Issuing Bank shall not permit any such renewal if (A) such Issuing Bank has determined that it would have no obligation at such time to issue such Letter of Credit in any event at least its renewed form under the terms hereof or (B) it has received notice (which may be by telephone or in writing) on or before the day that is two (2) Business Days prior to before the date that such Issuing Bank is permitted to send a notice of non-renewal from the proposed renewal of such standby Letter of Credit) and upon fulfillment Administrative Agent, any Lender or the Borrower that one or more of the applicable conditions set forth specified in Article III unless the Issuing Bank shall have notified the Borrower (with a copy to the Agent) on or prior to the date for notice of termination set forth in such Letter of Credit (but in any event at least thirty (30) Business Days prior to the date of automatic renewal) of its election not to renew such standby Letter of Credit (a “Notice of Termination”); provided that the terms of each standby Letter of Credit that is automatically renewable annually shall not permit the expiration date (after giving effect to any renewal) of such standby Letter of Credit in any event to be extended to a date later than one (1) Business Day before the Revolving Credit Maturity Date. If either a Notice of Renewal Section 6.02 is not given by the Borrower or a Notice of Termination is given by the Issuing Bank pursuant to the immediately preceding sentence, such standby Letter of Credit shall expire on the date on which it otherwise would have been automatically renewed; provided, however, that even in the absence of receipt of a Notice of Renewal, the Issuing Bank may, in its discretion unless instructed to the contrary by the Agent or the Borrower, deem that a Notice of Renewal had been timely delivered and, in such case, a Notice of Renewal shall be deemed to have been so delivered for all purposes under this Agreementthen satisfied.

Expiration Date. No Each Letter of Credit shall have an expiration expire at or prior to the close of business on the earlier of (i) the date selected by the Borrower that is no more than fifteen months after the date of the issuance of such Letter of Credit (including all rights or, in the case of any renewal or extension thereof, the date either selected by the Borrower or the beneficiary to require renewal) later than one (1) Business Day prior to the Revolving Credit Maturity Date. The foregoing notwithstanding, any standby Letter of Credit may, by its terms, be renewable annually upon notice (a “Notice of Renewal”) given to the Issuing Bank and the Agent on or prior to any date for notice of renewal set forth in such Letter of Credit that is, in either case, no more than eighteen months after such renewal or extension) and (ii) the date that is five Business Days prior to the Maturity Date. If the Borrower so requests in any applicable notice given pursuant to Section 2.08(b) and the applicable Issuing Bank agrees to do so, such Issuing Bank may issue a Letter of Credit that has automatic renewal provisions; provided, however, that any Letter of Credit that has automatic renewal provisions must permit the applicable Issuing Bank to prevent any such renewal at least once in each fifteen-month period (commencing with the date of issuance of such Letter of Credit) by giving prior notice to the beneficiary thereof not later than a day in each such fifteen-month period to be agreed upon by the Borrower and the applicable Issuing Bank at the time such Letter of Credit is issued and any such Letter of Credit may not have an expiration date later than the date that is five (5) Business Days prior to the Maturity Date. Once any such Letter of Credit that has automatic renewal provisions has been issued, the Lenders shall be deemed to have authorized (but may not require) the applicable Issuing Bank to permit the renewal of such Letter of Credit at any time to an expiry date not later than thirty (30) days prior to the Maturity Date; provided, further, that such Issuing Bank shall not permit any such renewal if (A) such Issuing Bank has determined that it would have no obligation at such time to issue such Letter of Credit in any event at least its renewed form under the terms hereof or (B) it has received notice (which may be by telephone or in writing) on or before the day that is two (2) Business Days prior to before the date that such Issuing Bank is permitted to send a notice of non- renewal from the proposed renewal of such standby Letter of Credit) and upon fulfillment Administrative Agent, any Lender or the Borrower that one or more of the applicable conditions set forth specified in Article III unless the Issuing Bank shall have notified the Borrower (with a copy to the Agent) on or prior to the date for notice of termination set forth in such Letter of Credit (but in any event at least thirty (30) Business Days prior to the date of automatic renewal) of its election not to renew such standby Letter of Credit (a “Notice of Termination”); provided that the terms of each standby Letter of Credit that is automatically renewable annually shall not permit the expiration date (after giving effect to any renewal) of such standby Letter of Credit in any event to be extended to a date later than one (1) Business Day before the Revolving Credit Maturity Date. If either a Notice of Renewal Section 6.02 is not given by the Borrower or a Notice of Termination is given by the Issuing Bank pursuant to the immediately preceding sentence, such standby Letter of Credit shall expire on the date on which it otherwise would have been automatically renewed; provided, however, that even in the absence of receipt of a Notice of Renewal, the Issuing Bank may, in its discretion unless instructed to the contrary by the Agent or the Borrower, deem that a Notice of Renewal had been timely delivered and, in such case, a Notice of Renewal shall be deemed to have been so delivered for all purposes under this Agreementthen satisfied.

Expiration Date. No Each Letter of Credit shall have an expiration date (including all rights of the Borrower expire at or the beneficiary to require renewal) later than one (1) Business Day prior to the Revolving Credit Maturity Date. The foregoing notwithstanding, any standby Letter close of Credit may, by its terms, be renewable annually upon notice business on the earlier of (a “Notice i) the date one year after the date of Renewal”) given to the Issuing Bank and the Agent on or prior to any date for notice issuance of renewal set forth in such Letter of Credit (but or, in the case of any event at least two renewal or extension thereof, one year after such renewal or extension), and (2ii) the date that is five Business Days prior to the Maturity Date for the Revolving Credit Facility; provided that any Letter of Credit may provide for the renewal thereof for additional periods not to exceed one year (which in no event extend beyond the date referred to in clause (ii) above). Notwithstanding the foregoing, 37 the Issuing Bank, in its sole discretion, may issue one or more Letters of Credit, each with an expiration date extending beyond the proposed renewal of such standby Maturity Date for the Revolving Credit Facility (each a “Designated Letter of Credit) and upon fulfillment ” and, collectively, the “Designated Letters of the applicable conditions set forth in Article III unless the Issuing Bank shall have notified the Borrower (with a copy to the Agent) on or prior to the date for notice of termination set forth in such Letter of Credit (but in any event at least thirty (30) Business Days prior to the date of automatic renewal) of its election not to renew such standby Letter of Credit (a “Notice of TerminationCredit”); provided that on or before the terms of each standby date that is 30 days prior to the Maturity Date for the Revolving Credit Facility, to the extent that any Designated Letter of Credit remains outstanding, the applicable Borrower shall Cash Collateralize the aggregate then undrawn and unexpired amount of all Designated Letters of Credit outstanding at such time. In the event that the applicable Borrower fails to Cash Collateralize the outstanding Designated Letters of Credit by the date that is automatically renewable annually shall not permit 30 days prior to the expiration date (after giving effect to any renewal) of such standby Letter of Credit in any event to be extended to a date later than one (1) Business Day before the Revolving Credit Maturity Date. If either a Notice of Renewal is not given by the Borrower or a Notice of Termination is given by the Issuing Bank pursuant to the immediately preceding sentence, each such standby outstanding Designated Letter of Credit shall expire on the date on which it otherwise would have been automatically renewed; provided, however, that even be deemed drawn in the absence of receipt of a Notice of Renewal, the Issuing Bank may, in its discretion unless instructed to the contrary by the Agent or the Borrower, deem that a Notice of Renewal had been timely delivered and, in full and such case, a Notice of Renewal Borrower shall be deemed to have been so delivered requested a Revolving Credit Advance to be funded by the Revolving Lenders on such date to reimburse such drawing (with the proceeds of such Revolving Credit Advance being used to Cash Collateralize outstanding Designated Letters of Credit as set forth above) in accordance with Section 2.03(e). The funding by a Revolving Lender of its pro rata share of such Revolving Credit Advance to Cash Collateralize the outstanding Designated Letters of Credit on the date that is 30 days prior to the Maturity Date for all purposes under this Agreementthe Revolving Credit Facility shall be deemed payment by such Revolving Lender in respect of its participation in each such Designated Letter of Credit.

Expiration Date. No Each Letter of Credit shall have an expiration date (including all rights of the Borrower expire at or the beneficiary to require renewal) later than one (1) Business Day prior to the Revolving Credit Maturity Date. The foregoing notwithstanding, any standby Letter close of Credit may, by its terms, be renewable annually upon notice business on the earlier of (a “Notice i) the date that is one year after the date of Renewal”) given to the Issuing Bank and the Agent on or prior to any date for notice issuance of renewal set forth in such Letter of Credit (but or, in the case of any event at least two renewal or extension thereof, the date that is one year after the date of such renewal or extension) and (2ii) the date that is five Business Days prior to the date of Maturity Date (unless other provisions or arrangements reasonably satisfactory to the proposed renewal of applicable Issuing Bank and the Administrative Agent shall have been made with respect to such standby Letter of Credit) and upon fulfillment ). If the Borrower so requests in any notice requesting the issuance of a Letter of Credit, the applicable conditions set forth in Article III unless the Issuing Bank shall have notified issue a Letter of Credit that has automatic renewal provisions (each, an “Auto Renewal Letter of Credit”); provided, that the Borrower (with shall be required to make a copy specific request to the Agent) on or prior applicable Issuing Bank for any such renewal. Once an Auto Renewal Letter of Credit has been issued, the applicable Tranche A Lenders shall be deemed to have authorized the date for notice renewal of termination set forth in such Letter of Credit at any time to an expiry date not later than the earlier of (but in any event at least thirty i) the date that is one year from the date of such renewal (30or such longer period as may be agreed by the applicable Issuing Bank pursuant to arrangements reasonably satisfactory to such Issuing Bank) and (ii) the date that is five Business Days prior to the date of automatic renewal) of its election not Maturity Date (unless other provisions or arrangements reasonably satisfactory to renew the applicable Issuing Bank shall have been made with respect to such standby Letter of Credit (a “Notice of Termination”Credit); provided provided, that the terms of each standby Letter of Credit that is automatically renewable annually applicable Issuing Bank shall not permit the expiration date (after giving effect any such renewal if such Issuing Bank has determined that it would have no obligation at such time to any renewal) of issue such standby Letter of Credit in any event to be extended to a date later than one its renewed form under the terms hereof (1) Business Day before by reason of the Revolving Credit Maturity Date. If either a Notice provisions of Renewal is not given by the Borrower Section 4.2 or a Notice of Termination is given by the Issuing Bank pursuant to the immediately preceding sentence, such standby Letter of Credit shall expire on the date on which it otherwise would have been automatically renewed; provided, however, that even in the absence of receipt of a Notice of Renewal, the Issuing Bank may, in its discretion unless instructed to the contrary by the Agent or the Borrower, deem that a Notice of Renewal had been timely delivered and, in such case, a Notice of Renewal shall be deemed to have been so delivered for all purposes under this Agreementotherwise).

Expiration Date. No Each Additional Letter of Credit shall have an expiration expire at or prior to the close of business on the date (including all rights of the Borrower or the beneficiary to require renewal) later than one (1) Business Day prior to year after the Revolving Credit Maturity Date. The foregoing notwithstanding, any standby Letter date of Credit may, by its terms, be renewable annually upon notice (a “Notice the issuance of Renewal”) given to the Issuing Bank and the Agent on or prior to any date for notice of renewal set forth in such Additional Letter of Credit (but or, in the case of any event at least two renewal or extension thereof, one (21) Business Days prior to year after such renewal or extension). If the date Borrowers so request, the relevant Fronting Bank shall issue an Additional Letter of the proposed renewal of such standby Credit that has automatic extension provisions (each, an “Auto-Extension Letter of Credit) and upon fulfillment of the applicable conditions set forth in Article III unless the Issuing Bank shall have notified the Borrower (with a copy to the Agent) on or prior to the date for notice of termination set forth in such Letter of Credit (but in any event at least thirty (30) Business Days prior to the date of automatic renewal) of its election not to renew such standby Letter of Credit (a “Notice of Termination”); provided that the terms of each standby any such Auto-Extension Letter of Credit that is automatically renewable annually shall not must permit the expiration relevant Fronting Bank to prevent any such extension at least once in each twelve (12) month period (commencing with the date (after giving effect to any renewal) of issuance of such standby Letter of Credit) by giving prior notice to the beneficiary thereof not later than a day (the “Non-Extension Notice Date”) in each such twelve (12) month period to be agreed upon at the time such Letter of Credit in any event to be extended to a date later than one (1) Business Day before the Revolving Credit Maturity Dateis issued. If either a Notice of Renewal is not given Unless otherwise directed by the Borrower or relevant Fronting Bank, the Borrowers shall not be required to make a Notice of Termination is given by the Issuing Bank pursuant specific request to the immediately preceding sentence, relevant Fronting Bank for any such standby extension. Once an Auto-Extension Letter of Credit shall expire on the date on which it otherwise would have has been automatically renewed; provided, however, that even in the absence of receipt of a Notice of Renewalissued, the Issuing Bank may, in its discretion unless instructed to the contrary by the Agent or the Borrower, deem that a Notice of Renewal had been timely delivered and, in such case, a Notice of Renewal Lenders shall be deemed to have been so delivered for all purposes authorized (but may not require) the relevant Fronting Bank to permit the extension of such Letter of Credit at any time to an expiry date not later than the first anniversary of the Maturity Date; provided that the relevant Fronting Bank shall not permit any such extension if (i) it has determined that it would have no obligation at such time to issue such Letter of Credit in its extended form under this Agreementthe terms hereof or (ii) it has received notice (which may be by telephone or in writing) on or before the day that is five (5) Business Days before the Non- Extension Notice Date from the Administrative Agent, any Lender or any Borrower that one or more of the applicable conditions specified in Section 4.03 is not then satisfied.

Expiration Date. No Each Letter of Credit shall have an expiration date expire (including all rights of or be subject to termination by notice from the Borrower or applicable LC Issuer to the beneficiary to require renewalthereof) later than one (1) Business Day at or prior to the Revolving Credit Maturity Date. The foregoing notwithstanding, any standby Letter close of Credit may, by its terms, be renewable annually upon notice business on the earlier of (a “Notice i) the date one year after the date of Renewal”) given to the Issuing Bank and the Agent on or prior to any date for notice issuance of renewal set forth in such Letter of Credit (but or, in the case of any event at least two renewal or extension thereof, one year after such renewal or extension) and (2ii) the date that is five (5) Business Days prior to the date of the proposed renewal of such standby Letter of Credit) and upon fulfillment of the applicable conditions set forth in Article III unless the Issuing Bank shall have notified the Borrower (with a copy to the Agent) on or prior to the date for notice of termination set forth in Maturity Date; provided that each such Letter of Credit may by its terms automatically renew annually for one additional year unless (but in any event at least thirty a) such extension would cause such Letter of Credit to remain outstanding five (305) Business Days prior to the Maturity Date or (b) at least 30 days prior to the expiration date of automatic renewal) such Letter of its election not to renew such standby Credit, notice is given by the respective LC Issuer in accordance with the terms of the respective Letter of Credit (a “Notice of TerminationNon-Extension”); provided ) that the terms expiration date of each standby such Letter of Credit that is automatically renewable annually shall will not permit the be extended beyond its current expiration date (after giving effect date. The respective LC Issuer will give Notices of Non-Extension as to any renewalor all outstanding Letters of Credit if requested to do so by the Required Lenders pursuant to Article VII. The respective LC Issuer will give Notices of Non-Extension as to all outstanding Letters of Credit (i) of such standby if the Maturity Date has occurred; provided, further, that if acceptable to the applicable Fronting Bank and the Administrative Agent, a Fronted Letter of Credit in any event to be extended to a may have an expiration date no later than the date that occurs one (1) Business Day before year after the Revolving Credit Maturity Date so long as on the Maturity Date. If either a Notice of Renewal is not given by the Borrower or a Notice of Termination is given by the Issuing Bank pursuant to the immediately preceding sentence, such standby Fronted Letter of Credit shall expire on is cash collateralized in a manner reasonably satisfactory to such Fronting Bank and the date on which it otherwise would Administrative Agent or other arrangements as may be acceptable to such Fronting Bank and the Administrative Agent have been automatically renewed; provided, however, that even put in the absence place. The respective LC Issuer will send a copy of receipt of a each Notice of Renewal, the Issuing Bank may, in its discretion unless instructed Non-Extension to the contrary Borrower concurrently with delivery thereof to the respective beneficiary, unless prohibited by the Agent or the Borrower, deem that a Notice of Renewal had been timely delivered and, in such case, a Notice of Renewal shall be deemed to have been so delivered for all purposes under this Agreementlaw from doing so.

Expiration Date. No Each Letter of Credit shall have an expiration date (including all rights of the Borrower expire at or the beneficiary to require renewal) later than one (1) Business Day prior to the close of business on the earlier of (i) the date that is one year after the date of the issuance of such Letter of Credit (or, in the case of any renewal or extension thereof, one year after such renewal or extension) and (ii) the Letter of Credit Expiration Date; provided that if the Borrower so requests in any applicable Letter of Credit Application, the applicable Issuing Bank shall agree to issue a standby or commercial Letter of Credit that has automatic renewal provisions (each, an “Auto-Renewal Letter of Credit”); provided that any such Auto-Renewal Letter of Credit must permit the applicable Issuing Bank to prevent any such renewal at least once in each twelve- month period (commencing with the date of issuance of such Letter of Credit) by giving prior notice to the beneficiary thereof not later than a day (the “Nonrenewal Notice Date”) in each such twelve-month period to be agreed upon at the time such Letter of Credit is issued. Unless otherwise directed by the applicable Issuing Bank, the Borrower shall not be required to make a specific request to such Issuing Bank for any such renewal. Once an Auto-Renewal Letter of Credit has been issued, the Revolving Lenders shall be deemed to have authorized (but may not require) the applicable Issuing Bank to permit the renewal of such Letter of Credit Maturity at any time to an expiry date not later than the Letter of Credit Expiration Date. The foregoing notwithstanding; provided that no Issuing Bank shall permit any such renewal if (A) such Issuing Bank has determined that it would have no obligation at such time to issue such Letter of Credit in its renewed form under the terms hereof (by reason of the provisions of Section 2.05(b)(ii) or otherwise), or (B) it has received notice (in writing) on or before the day that is five (5) Business Days before the Nonrenewal Notice Date from the Administrative Agent, any standby Revolving Lender, or the Borrower that one or more of the applicable express conditions specified in Section 4.02 is not then satisfied (or waived), and 105 provided further that, if agreed to by the applicable Issuing Bank in its sole discretion, a Letter of Credit may, by its termsupon the request of the Borrower, be renewable annually upon notice (renewed for a “Notice period beyond the date that is the Revolving Termination Date if, at the time of Renewal”) given to such request or such other time as may be agreed by the Issuing Bank and the Agent on or prior to any date for notice of renewal set forth in Bank, such Letter of Credit (but in any event at least two (2) Business Days prior has become subject to Cash Collateralization or other arrangements satisfactory to the date of the proposed renewal of such standby Letter of Credit) and upon fulfillment of the applicable conditions set forth in Article III unless the Issuing Bank shall have notified the Borrower (with a copy to the Agent) on or prior to the date for notice of termination set forth in such Letter of Credit (but in any event at least thirty (30) Business Days prior to the date of automatic renewal) of its election not to renew such standby Letter of Credit (a “Notice of Termination”); provided that the terms of each standby Letter of Credit that is automatically renewable annually shall not permit the expiration date (after giving effect to any renewal) of such standby Letter of Credit in any event to be extended to a date later than one (1) Business Day before the Revolving Credit Maturity Date. If either a Notice of Renewal is not given by the Borrower or a Notice of Termination is given by the Issuing Bank pursuant to the immediately preceding sentence, such standby Letter of Credit shall expire on the date on which it otherwise would have been automatically renewed; provided, however, that even in the absence of receipt of a Notice of Renewal, the Issuing Bank may, in its discretion unless instructed to the contrary by the Agent or the Borrower, deem that a Notice of Renewal had been timely delivered and, in such case, a Notice of Renewal shall be deemed to have been so delivered for all purposes under this AgreementBank.

Expiration Date. No Each Letter of Credit shall expire (or be subject to termination by notice from the Issuing Bank to the beneficiary thereof) at or prior to the close of business on the earlier of (i) the date one year after the date of the issuance of such Letter of Credit (or, in the case of any renewal or extension thereof, one year after such renewal or extension, which renewals or extensions, subject to clause (ii) hereof, may be automatic pursuant to the terms of such Letter of Credit so long as the Issuing Bank shall have the right to prevent such renewal or extension at least once in each twelve month period) and (ii) the date that is five Business Days prior to the Revolving Maturity Date. Notwithstanding the foregoing, a Letter of Credit may have an expiration date that is not more than twelve (including all rights of 12) months after the Revolving Maturity Date so long as (x) the applicable Revolving Borrower or the beneficiary to require renewal) later than one (1) Business Day prior shall provide cash collateral to the Revolving Credit Maturity Date. The foregoing notwithstanding, any standby Letter of Credit may, by its terms, be renewable annually upon notice (a “Notice of Renewal”Administrative Agent pursuant to and in accordance with Section 2.06(j) given to the Issuing Bank and the Agent on or prior to forty-five (45) days before the Revolving Maturity Date in an amount equal to 102% of the LC Exposure with respect to all such Letters of Credit with expiry dates after the Revolving Maturity Date, (y) the obligations of the applicable Revolving Borrower under this Section 2.06 in respect of such Letters of Credit shall survive the Revolving Maturity Date and shall remain in effect until no such Letters of Credit remain outstanding and (z) each Lender shall remain obligated hereunder, to the extent any date for notice such cash collateral, the application thereof or reimbursement in respect thereof is required to be returned to the applicable Revolving Borrower by the Administrative Agent after the Revolving Maturity Date until no such Letters of renewal set forth Credit remain outstanding. NAI-1539367892v12 Participations. By the issuance of a Letter of Credit (or an amendment to a Letter of Credit increasing the amount thereof) and without any further action on the part of the Issuing Bank or the Lenders, the Issuing Bank hereby grants to each Revolving Lender, and each Revolving Lender hereby acquires from the Issuing Bank, a participation in such Letter of Credit (but in any event at least two (2) Business Days prior equal to the date such Xxxxxx’s Revolving Percentage of the proposed renewal of aggregate amount available to be drawn under such standby Letter of Credit) . In consideration and upon fulfillment in furtherance of the applicable conditions set forth in Article III unless foregoing, each Revolving Lender hereby absolutely and unconditionally agrees to pay to the Administrative Agent, for the account of the Issuing Bank shall have notified the Borrower (with a copy to the Agent) on or prior to the date for notice of termination set forth in Bank, such Letter of Credit (but in any event at least thirty (30) Business Days prior to the date of automatic renewal) of its election not to renew such standby Letter of Credit (a “Notice of Termination”); provided that the terms Xxxxxx’s Revolving Percentage of each standby Letter of Credit that is automatically renewable annually shall not permit the expiration date (after giving effect to any renewal) of such standby Letter of Credit in any event to be extended to a date later than one (1) Business Day before the Revolving Credit Maturity Date. If either a Notice of Renewal is not given by the Borrower or a Notice of Termination is given LC Disbursement made by the Issuing Bank and not reimbursed by the applicable Revolving Borrower on the date due as provided in paragraph (e) of this Section, or of any reimbursement payment required to be refunded to the applicable Revolving Borrower for any reason. Each Revolving Lender acknowledges and agrees that its obligation to acquire participations pursuant to the immediately preceding sentencethis paragraph in respect of Letters of Credit is absolute and unconditional and shall not be affected by any circumstance whatsoever, such standby including any amendment, renewal or extension of any Letter of Credit shall expire on or the date on which it otherwise would have been automatically renewed; provided, however, that even in the absence of receipt occurrence and continuance of a Notice Default or reduction or termination of Renewalthe Revolving Commitments, the Issuing Bank may, in its discretion unless instructed to the contrary by the Agent or the Borrower, deem and that a Notice of Renewal had been timely delivered and, in each such case, a Notice of Renewal payment shall be deemed to have been so delivered for all purposes under this Agreementmade without any offset, abatement, withholding or reduction whatsoever.

Expiration Date. No Each Letter of Credit shall have an expiration expire at or prior to the close of business on the earlier of (i) the date (including all rights that is one year after the date of the Borrower issuance of such Letter of Credit (or, in the case of any renewal or extension thereof, one year after such renewal or extension) and (ii) the beneficiary to require renewal) later than one (1) date that is five Business Day Days prior to the Revolving Credit Maturity Date. The foregoing notwithstanding; provided that if such expiry date is not a Business Day, such Letter of Credit shall expire at or prior to the close of business on the next succeeding Business Day; provided, further, that any standby Letter of Credit may, by its termsupon the request of the Borrower, include a provision whereby such Letter of Credit shall be renewable annually upon notice renewed automatically for additional consecutive periods of one year or less (a “Notice of Renewal”) given but not beyond the date that is five Business Days prior to the Revolving Maturity Date) unless the applicable Issuing Bank and notifies the Agent on or prior beneficiary thereof by a date to any date for notice of renewal set forth be agreed in each such one year period upon in such Letter of Credit (but in any event or, if no such date is specified, at least two (2) Business Days 30 days prior to the then-applicable expiration date) (such date of the proposed renewal of such standby Letter of Credit) and upon fulfillment of the applicable conditions set forth in Article III unless the Issuing Bank shall have notified the Borrower (with a copy to the Agent) on or prior to the date for notice of termination set forth in “Non-Extension Notice Date”), that such Letter of Credit (but in any event at least thirty (30) Business Days prior will not be renewed; provided, further, that such Letter of Credit may extend to the date of automatic renewal) of its election not to renew one year after the Maturity Date if such standby Letter of Credit (a “Notice of Termination”); provided that is cash collateralized or backstopped pursuant to arrangements reasonably acceptable to the terms of each standby applicable Issuing Bank. Once any such Letter of Credit that is automatically renewable annually with an automatic renewal provision has been issued, the Lenders shall be deemed to have authorized (but may not require) such Issuing Bank to permit the expiration date (after giving effect to any renewal) renewal or extension of such standby Letter of Credit in any event to be extended to a date later than one (1) Business Day before the Revolving Credit Maturity Date. If either a Notice of Renewal is not given by the Borrower or a Notice of Termination is given by the Issuing Bank pursuant to the immediately preceding sentence, such standby Letter of Credit shall expire on the date on which it otherwise would have been automatically renewedCredit; provided, however, that even (i) such Issuing Bank shall not be under any obligation to permit any such renewal or extension if such Issuing Bank has determined that it would have no obligation at such time to issue such Letter of Credit in its revised form (as renewed or extended) under the absence terms hereof or and (ii) such Issuing Bank shall not permit any such renewal or extension if such Issuing Bank has received notice (which may be by telephone or in writing) on or before the day that is seven Business Days before the Non-Extension Notice Date from the Administrative Agent, any Lender or the Borrower that one or more of receipt of a Notice of Renewalthe applicable conditions specified in Section 4.02 is not then satisfied, and in each such case directing such Issuing Bank not to permit such extension. Unless the applicable Issuing Bank has received written notice from any Lender, the Issuing Bank may, in its discretion unless instructed to the contrary by the Administrative Agent or the Borrower, deem at least one Business Day prior to the requested date of issuance or amendment, renewal or extension of the applicable Letter of Credit, that one or more applicable conditions contained in Article IV shall not then be satisfied, then, subject to the terms and conditions hereof, such Issuing Bank shall, on the requested date, issue a Notice Letter of Renewal had been timely delivered andCredit for the account of the Borrower or the applicable Subsidiary or enter into the applicable amendment, renewal or extension, as the case may be, in each case in accordance with such case, a Notice of Renewal shall be deemed to have been so delivered for all purposes under this AgreementIssuing Bank’s usual and customary business practices.

Expiration Date. No Each Letter of Credit shall have an expiration date (including all rights of the Borrower expire at or the beneficiary to require renewal) later than one (1) Business Day prior to the Revolving Credit Maturity Date. The foregoing notwithstanding, any standby Letter close of Credit may, by its terms, be renewable annually upon notice business on the earlier of (a “Notice i) the date 1 year after the date of Renewal”) given to the Issuing Bank and the Agent on or prior to any date for notice issuance of renewal set forth in such Letter of Credit (but or, in the case of any event at least two renewal or extension thereof, 1 year after such renewal or extension) and (2ii) the date that is 5 Business Days prior to the date of the proposed renewal of such standby Letter of CreditMaturity Date for Revolving Loans; provided that (A) and upon fulfillment of the applicable conditions set forth in Article III unless the Issuing Bank shall have notified the Borrower (with a copy to the Agent) on or prior to the date for notice of termination set forth in such any Letter of Credit (but in any event at least thirty (30) Business Days prior may contain customary automatic renewal provisions agreed upon by the Borrower and the applicable Issuing Bank pursuant to the date of automatic renewal) of its election not to renew such standby Letter of Credit (a “Notice of Termination”); provided that the terms of each standby Letter of Credit that is automatically renewable annually shall not permit which the expiration date shall be automatically extended for a period of up to 12 months (after giving effect to any renewal) of such standby Letter of Credit in any event to be extended but not to a date later than one the date set forth in clause (ii) above), subject to a right on the part of such Issuing Bank to prevent any such renewal from occurring by giving notice to the beneficiary by a specified time in advance of any such renewal; provided, further, that (1) Business Day before the Revolving applicable Issuing Bank shall not be obligated to extend any such Letter of Credit Maturity Date. If either if it has received written notice that a Notice Default or an Event of Renewal Default has occurred and is not given by continuing at the Borrower or a Notice of Termination is given by time the Issuing Bank pursuant must elect to the immediately preceding sentenceallow such extension, such standby Letter of Credit shall expire on the date on which it otherwise would have been automatically renewed; provided, however, that even or (2) in the absence of receipt of event there is a Notice of RenewalRevolving Lender that is a Defaulting Lender, the Issuing Bank mayshall not be required to issue, in its discretion unless instructed renew or extend any Letter of Credit to the contrary extent (x) the Defaulting Lender’s Applicable Aggregate Revolving Percentage of the aggregate amount available to be drawn under the Letter of Credit may not be reallocated pursuant to Section 2.21(a) or (y) the Issuing Bank has not otherwise entered into arrangements satisfactory to it and the Borrower (including pursuant to Section 2.21(b)) to eliminate the Issuing Bank’s risk with respect to the participation in Letters of Credit of the Defaulting Lender, including by cash collateralizing such Defaulting Lender’s Applicable Aggregate Revolving Percentage of such LC Disbursement; and (B) any Letter of Credit may expire after the applicable date referred to in clause (ii) above if such Letter of Credit is, no later than 30 days before the Maturity Date for Revolving Loans, cash collateralized in an amount and manner and pursuant to documentation approved in writing by the Agent or applicable Issuing Bank (any such Letter of Credit being referred to as the Borrower, deem that a Notice “Cash Collateralized Letter of Renewal had been timely delivered and, in such case, a Notice of Renewal shall be deemed to have been so delivered for all purposes under this AgreementCredit”).

Expiration Date. No Each Letter of Credit shall have an expiration date (including all rights of the Borrower expire at or the beneficiary to require renewal) later than one (1) Business Day prior to the Revolving Credit Maturity Date. The foregoing notwithstanding, any standby close of business on the earlier of (i) (w) the date which is one year after the date of the issuance of such Letter of Credit (or, in the case of any renewal or extension thereof, one year after such renewal or extension), (x) the Letter of Credit Expiration Date (or such later date acceptable to the Administrative Agent and the relevant Issuing Bank) and (y) the expiration date set forth on the face of such Letter of Credit, and (ii) if Administrative Borrower so requests in any Letter of Credit Request, the relevant Issuing Bank may, in its sole and absolute discretion, agree to issue a Letter of Credit that has automatic renewal provisions (each, an “Auto-Renewal Letter of Credit”); provided that any such Auto-Renewal Letter of Credit must permit such Issuing Bank to prevent any such renewal at least once in each twelve-month period (commencing with the date of issuance of such Letter of Credit) by its terms, be renewable annually upon giving prior notice (a “Notice of Renewal”) given to the Issuing Bank beneficiary thereof not later than a day in each such twelve-month period to be agreed upon at the time such Letter of Credit is issued and the Agent on or prior to any date for notice of renewal set forth in such Letter of Credit (but in any event at least two (2) Business Days prior Credit. Unless otherwise directed by the relevant Issuing Bank, Borrowers shall not be required to the date of the proposed renewal of make a specific request to such standby Letter of Credit) and upon fulfillment of the applicable conditions set forth in Article III unless the Issuing Bank shall have notified the Borrower (with a copy to the Agent) on or prior to the date for notice of termination set forth in any such renewal. Once an Auto-Renewal Letter of Credit (but in any event at least thirty (30) Business Days prior to the date of automatic renewal) of its election not to renew such standby Letter of Credit (a “Notice of Termination”); provided that the terms of each standby Letter of Credit that is automatically renewable annually shall not permit the expiration date (after giving effect to any renewal) of such standby Letter of Credit in any event to be extended to a date later than one (1) Business Day before has been issued, the Revolving Credit Maturity Date. If either a Notice of Renewal is not given by the Borrower or a Notice of Termination is given by the Issuing Bank pursuant to the immediately preceding sentence, such standby Letter of Credit shall expire on the date on which it otherwise would have been automatically renewed; provided, however, that even in the absence of receipt of a Notice of Renewal, the Issuing Bank may, in its discretion unless instructed to the contrary by the Agent or the Borrower, deem that a Notice of Renewal had been timely delivered and, in such case, a Notice of Renewal Lenders shall be deemed to have authorized (but may not require) the relevant Issuing Bank to permit the renewal of such Letter of Credit at any time prior to an expiry date but not later than the earlier of (i) one year from the date of such renewal and (ii) the Letter of Credit Expiration Date (or such later date acceptable to the Administrative Agent and such Issuing Bank); provided that such Issuing Bank shall not permit any such renewal if (x) such Issuing Bank has determined that it would have no obligation at such time to issue such Letter of Credit in its renewed form under the terms hereof (by reason of the provisions of Section 2.18(k) or otherwise), or (y) it has received notice on or before the day that is two Business Days before the date which has been so delivered for all purposes under agreed upon pursuant to the proviso of the first sentence of this Agreementparagraph, (1) from the Administrative Agent that any Revolving Lender directly affected thereby has elected not to permit such renewal or (2) from the Administrative Agent, any Lender or Borrowers that one or more of the applicable conditions specified in Section 4.02 are not then satisfied.

Expiration Date. No Each Letter of Credit shall expire (or be subject to termination by notice from the relevant Issuing Bank to the beneficiary thereof) at or prior to the close of business on the earlier of (i) the date two years after the date of the issuance of such Letter of Credit (or, in the case of any extension thereof, one year after such extension); provided that (A) each Existing U.S. Bank Letter of Credit shall be permitted to have an the original expiration date for such Existing U.S. Bank Letter of Credit as set forth on Part B of Schedule 2.06 so long as such date is two years or less from the Amendment No. 2 Effective Date (including but, for the avoidance of doubt, other than such original expiration date, each such Existing U.S. Bank Letter of Credit and any amendment or extension thereof shall comply with this Section 2.06(c) in all rights respects) and (B) each Designated Letter of Credit shall be permitted to have the original expiration date for such Designated Letter of Credit as set forth on Schedule I of the Borrower Designated Letter of Credit Agreement applicable to such Designated Letter of Credit so long as such date is two years or less from the beneficiary effective date of the Designated Letter of Credit Agreement applicable to require renewalsuch Designated Letter of Credit (but, for the avoidance of doubt, other than such original expiration date, each such Designated Letter of Credit and any amendment or extension thereof shall comply with this Section 2.06(c) later than one in all respects) and (1ii) the date that is five (5) Business Day Days prior to the Revolving Credit Maturity Date. The foregoing notwithstanding, ; provided that any standby Letter of Credit may, may contain customary automatic extension provisions agreed upon by its terms, be renewable annually upon notice (a “Notice of Renewal”) given to the Company and the applicable Borrower and the relevant Issuing Bank and pursuant to which the Agent on or prior to any expiration date for notice of renewal set forth in such Letter of Credit (but in any event at least two (2) Business Days prior to the date of the proposed renewal of such standby an “Auto Extension Letter of Credit”) and upon fulfillment shall automatically be extended for consecutive periods of the applicable conditions set forth in Article III unless the Issuing Bank shall have notified the Borrower up to twenty four (with a copy 24) months (but, subject to the Agent) on or prior to the date for notice penultimate sentence of termination set forth in such Letter of Credit (but in any event at least thirty (30) Business Days prior to the date of automatic renewal) of its election this Section 2.06(c), not to renew such standby Letter of Credit (a “Notice of Termination”); provided that the terms of each standby Letter of Credit that is automatically renewable annually shall not permit the expiration date (after giving effect to any renewal) of such standby Letter of Credit in any event to be extended to a date later than the date set forth in clause (ii) above). Unless otherwise directed by the relevant Issuing Bank, the Company and the applicable Borrower shall not be required to make a specific request to such Issuing Bank for any such extension. Once an Auto Extension Letter of Credit has been issued, the Revolving Lenders shall be deemed to have authorized (but may not require) the relevant Issuing Bank to permit the extension of such Letter of Credit at any time to an expiry date not later than the date set forth in clause (ii) above. Notwithstanding the foregoing to the contrary, a Letter of Credit may expire up to one year beyond the Revolving Credit Maturity Date so long as the applicable Borrower cash collateralizes, such Letter of Credit in an amount equal to 105% of the face amount of such Letter of Credit in the manner described in Section 2.06(j) or provides a backup letter of credit in such amount and otherwise in form and substance reasonably acceptable to the relevant Issuing Bank and the Administrative Agent in their discretion, in each case no later than thirty (130) Business Day before days prior to the Revolving Maturity Date. For the avoidance of doubt, if the Revolving Credit Maturity Date shall be extended pursuant to Section 2.25, “Revolving Credit Maturity Date” as referenced in this clause (c) shall refer to the Maturity Date as extended pursuant to Section 2.25; provided that, notwithstanding anything in this Agreement (including Section 2.25 hereof) or any other Loan Document to the contrary, the Revolving Credit Maturity Date. If either a Notice of Renewal , as such term is not given by used in reference to the Borrower or a Notice of Termination is given by the relevant Issuing Bank pursuant to the immediately preceding sentence, such standby or any Letter of Credit shall expire on issued thereby, may not be extended without the date on which it otherwise would have been automatically renewed; provided, however, that even in the absence prior written consent of receipt of a Notice of Renewal, the such Issuing Bank may, in its discretion unless instructed to the contrary by the Agent or the Borrower, deem that a Notice of Renewal had been timely delivered and, in such case, a Notice of Renewal shall be deemed to have been so delivered for all purposes under this AgreementBank.

Expiration Date. No Subject to the portion of this paragraph (c) which follows the first sentence hereof, each Letter of Credit shall have an expiration date (including all rights of the Borrower expire at or the beneficiary to require renewal) later than one (1) Business Day prior to the Revolving Credit Maturity Date. The foregoing notwithstanding, any standby Letter close of Credit may, by its terms, be renewable annually upon notice (a “Notice business on the date one year after the date of Renewal”) given to the Issuing Bank and the Agent on or prior to any date for notice issuance of renewal set forth in such Letter of Credit (but or, in the case of any event at least two renewal or extension thereof, up to one year after such renewal or extension). Any Letter of Credit may provide for the automatic renewal thereof for additional one year periods (2or for shorter periods) Business Days unless prior to the then currently stated expiration date of the proposed renewal of such standby Letter of Credit) and upon fulfillment of the applicable conditions set forth in Article III unless the Issuing Bank shall have notified the Borrower (with a copy to the Agent) on or prior to the date for notice of termination set forth in such Letter of Credit (but in any event at least thirty (30) Business Days prior to the date Issuing Bank sends the beneficiary of automatic renewal) such Letter of its Credit notice of the Issuing Bank's election not to renew such standby Letter of Credit for any additional period (which notice of nonrenewal shall not be sent without the Domestic Borrower's consent unless a “Notice Default or Event of Termination”Default shall have occurred and be continuing); provided that . However, if the terms automatic renewal of each standby such a Letter of Credit that is automatically renewable annually shall not permit would occur (absent notice of nonrenewal) on the Maturity Date (as extended, if extended) or within 60 days prior thereto, and such renewal would cause the expiration date (after giving effect to any renewal) of such standby Letter of Credit in any event to be extended fall after the Maturity Date (as extended, if extended), then at least 60 days prior to a date later than one the (1then) Business Day before the Revolving Credit Maturity Date. If either a Notice of Renewal is not given by , the Domestic Borrower or a Notice of Termination is given by shall provide the Issuing Bank pursuant Administrative Agent with cash collateral acceptable to the immediately preceding sentenceAdministrative Agent, in its sole discretion, so as to fully secure the LC Exposure represented by such standby Letter of Credit shall expire on the date on which it otherwise would have plus all accrued and unpaid fees thereon. If such cash collateral has been automatically renewed; provided, however, that even in the absence of receipt of a Notice of Renewalprovided as and when required above, the Issuing Bank mayshall not send a notice of nonrenewal with respect to such expiring Letter of Credit unless a Default or Event of Default shall have occurred and be continuing (in which case the decision as to whether or not to send such notice, in its discretion unless instructed with or without the timely posting of such cash collateral, shall, subject to the contrary by penultimate sentence of this paragraph (c), require the Agent written approval of the Required Lenders and the Issuing Bank). If a Letter of Credit either does not contain such an automatic renewal provision or the Borrowerautomatic renewal thereof would occur more than 60 days prior to the (then) Maturity Date, deem that a Notice and the Letter of Renewal had been timely delivered andCredit either has an expiration date which falls after the (then) Maturity Date (as extended, in such case, a Notice of Renewal shall be deemed if extended) or the automatic renewal thereof would cause it to have been so delivered for all purposes under this Agreement.an expiration date after the (then) Maturity Date, then at least 60 days prior to the (then)