Common use of Issuance Procedures Clause in Contracts

Issuance Procedures. By delivering to the Administrative Agent and the relevant Issuer an Issuance Request on or before 10:00 a.m. on a Business Day, the Borrower may from time to time irrevocably request on not less than three nor more than ten Business Days’ notice, in the case of an initial issuance of a Letter of Credit and not less than three Business Days’ prior notice, in the case of a request for the extension of the Stated Expiry Date of a Standby Letter of Credit (in each case, unless a shorter notice period is agreed to by the relevant Issuer, in its sole discretion), that an Issuer issue a Letter of Credit, or extend the Stated Expiry Date of a Standby Letter of Credit, in such form as may be requested by the Borrower and approved by such Issuer, solely for the purposes described in Section 7.1.7. In connection with any Issuance Request the Borrower and/or applicable Subsidiary shall have executed and delivered such applications, agreements and other instruments relating to such Letter of Credit as such Issuer shall have reasonably requested consistent with its then current practices and procedures with respect to letters of credit of the same type, provided that in the event of any conflict between any such application, agreement or other instrument and the provisions of this Agreement, the provisions of this Agreement shall control. Each Standby Letter of Credit shall by its terms be stated to expire on a date (its “Stated Expiry Date”) no later than the earlier to occur of (i) five Business Days prior to the Revolving Loan Commitment Termination Date or (ii) unless otherwise agreed to by an Issuer, in its sole discretion, one year from the date of its issuance (provided that each Standby Letter of Credit may, with the consent of the Issuer thereof in its sole discretion, provide for automatic renewals for one year periods (which in no event shall extend beyond the Revolving Loan Commitment Termination Date)). Each Commercial Letter of Credit shall by its terms be stated to expire on a date no later than the earlier to occur of (i) five Business Days prior to the Revolving Loan Commitment Termination Date or (ii) unless otherwise agreed to by an Issuer, in its sole discretion, 180 days from the date of its issuance. Each Issuer will make available to the beneficiary thereof the original of the Letter of Credit which it issues. Each Issuer shall provide periodic reporting of Letters of Credit issued by such Issuer in a manner, and in time periods, mutually acceptable to the Administrative Agent and such Issuer. Unless notified by the Administrative Agent in writing prior to the issuance of a Letter of Credit, the applicable Issuer shall be entitled to assume that the conditions precedent to such issuance have been met.

Issuance Procedures. By delivering to the Administrative Agent and the relevant Issuer an Issuance ------------------- Request on or before 10:00 a.m. on a Business Day, the Borrower may may, from time to time irrevocably request request, on not less than three two nor more than ten Business Days’ ' notice, in the case of an initial issuance of a Letter of Credit Credit, and not less than three five Business Days’ ' notice prior noticeto the existing Stated Expiry Date (or, if a Letter of Credit has an automatic extension provision, at least five Business Days' notice prior to the date that such Letter of Credit will, by its terms, be extended or, if earlier, the date on which a notice from the Issuer is required to be delivered to the beneficiary of the Letter of Credit informing the beneficiary that the Letter of Credit will not be extended), in the case of a request for the extension of the Stated Expiry Date of a Standby Letter of Credit (in each case, unless a shorter notice period is agreed to by the relevant Issuer, in its sole discretion), that an Issuer issue a Letter of Credit, that the Issuer issue, or extend the Stated Expiry Date of of, as the case may be, a Standby Letter of Credit, Credit in such form as may be requested by the Borrower and approved by such the Issuer, solely in support of obligations for the purposes described payment of goods and services and in Section 7.1.7. In connection with any Issuance Request support of financial obligations (including surety, bonding and performance obligations) arising in the Borrower and/or applicable Subsidiary shall have executed and delivered such applications, agreements and other instruments relating to such Letter of Credit as such Issuer shall have reasonably requested consistent with its then current practices and procedures with respect to letters of credit ordinary course of the same type, provided that in the event of any conflict between any such application, agreement or other instrument Borrower's and the provisions of this Agreement, the provisions of this Agreement shall controlits Subsidiaries' business. Each Standby Letter of Credit shall by its terms be stated to expire on a date (its “"Stated Expiry Date”") no later than the earlier to occur of (i) five Business Days prior to the Revolving Loan Commitment Termination Date or (ii) unless otherwise agreed to by an Issuer, in its sole discretion, one year from the date of its issuance (provided that each Standby Letter of Credit may, with the consent of the Issuer thereof in its sole discretion, provide for automatic renewals for one year periods (which in no event shall extend beyond the Revolving Loan Commitment Termination Stated Maturity Date)). Each Commercial Letter of Credit shall by its terms be stated to expire on a date no later than the earlier to occur of (i) five Business Days prior to the Revolving Loan Commitment Termination Date or (ii) unless otherwise agreed to by an Issuer, in its sole discretion, 180 days from the date of its issuance. Each The Issuer will make available to the beneficiary thereof the original of the each Letter of Credit which it issues. Each Issuer shall provide periodic reporting of Letters of Credit issued by such Issuer in a manner, and in time periods, mutually acceptable to the Administrative Agent and such Issuer. Unless notified by the Administrative Agent in writing prior to the issuance of a Letter of Credit, the applicable Issuer shall be entitled to assume that the conditions precedent to such issuance have been metissues hereunder.

Issuance Procedures. By delivering to the Administrative Agent and the relevant Issuer an Issuance Request on or before 10:00 a.m. on a Business Day, the Borrower may from time to time irrevocably request on not less than three nor more than ten Business Days’ notice, in the case of an initial issuance of a Letter of Credit and not less than three Business Days’ prior notice, in the case of a request for the extension of the Stated Expiry Date of a Standby Letter of Credit (in each case, unless a shorter notice period is agreed to by the relevant Issuer, in its sole discretion), that an Issuer issue a Letter of Credit, or extend the Stated Expiry Date of a Standby Letter of Credit, in such form as may be requested by the Borrower and approved by such Issuer, solely for the purposes described in Section 7.1.7. In connection with any Issuance Request the Borrower and/or applicable Subsidiary shall have executed and delivered such applications, agreements and other instruments relating to such Letter of Credit as such Issuer shall have reasonably requested consistent with its then current practices and procedures with respect to letters of credit of the same type, provided that in the event of any conflict between any such application, agreement or other instrument and the provisions of this Agreement, the provisions of this Agreement shall control. Each Standby Letter of Credit shall by its terms be stated to expire on a date (its “Stated Expiry Date”) no later than the earlier to occur of (i) five Business Days prior to the Revolving Loan Commitment Termination Date or (ii) unless otherwise agreed to by an Issuer, in its sole discretion, one year from the date of its issuance (provided that each Standby Letter of Credit may, with the consent of the Issuer thereof in its sole discretion, provide for automatic renewals for one year periods (which in no event shall extend beyond the Revolving Loan Commitment Termination Date)). Each Commercial Letter of Credit shall by its terms be stated to expire on a date no later than the earlier to occur of (i) five Business Days prior to the Revolving Loan Commitment Termination Date or (ii) unless otherwise agreed to by an Issuer, in its sole discretion, 180 days from the date of its issuance. Each Issuer will make available to the beneficiary thereof the original of the Letter of Credit which it issues. Each Issuer shall provide periodic reporting of Letters of Credit issued by such Issuer in a manner, and in time periods, mutually acceptable to the Administrative Agent and such Issuer. Unless notified by the Administrative Agent in writing prior to the issuance of a Letter of Credit, the applicable Issuer shall be entitled to assume that the conditions precedent to such issuance have been met.

Issuance Procedures. By delivering to the Administrative Agent and the relevant Issuer an ------------------- Issuance Request on or before 10:00 a.m. on a Business Day, the Borrower may may, from time to time irrevocably request request, on not less than three two nor more than ten Business Days’ ' notice, in the case of an initial issuance of a Letter of Credit Credit, and not less than three five Business Days’ ' notice prior noticeto the existing Stated Expiry Date (or, if a Letter of Credit has an automatic extension provision, at least five Business Days' notice prior to the date that such Letter of Credit will, by its terms, be extended or, if earlier, the date on which a notice from the Issuer is required to be delivered to the beneficiary of the Letter of Credit informing the beneficiary that the Letter of Credit will not be extended), in the case of a request for the extension of the Stated Expiry Date of a Standby Letter of Credit (in each case, unless a shorter notice period is agreed to by the relevant Issuer, in its sole discretion), that an Issuer issue a Letter of Credit, that the Issuer issue, or extend the Stated Expiry Date of of, as the case may be, a Standby Letter of Credit, Credit in such form as may be requested by the Borrower and approved by such the Issuer, solely in support of obligations for the purposes described payment of goods and services and in Section 7.1.7. In connection with any Issuance Request support of financial obligations (including surety, bonding and performance obligations) arising in the Borrower and/or applicable Subsidiary shall have executed and delivered such applications, agreements and other instruments relating to such Letter of Credit as such Issuer shall have reasonably requested consistent with its then current practices and procedures with respect to letters of credit ordinary course of the same type, provided that in the event of any conflict between any such application, agreement or other instrument Borrower's and the provisions of this Agreement, the provisions of this Agreement shall controlits Subsidiaries' business. Each Standby Letter of Credit shall by its terms be stated to expire on a date (its “"Stated Expiry Date”") no later than the earlier to ------------------ occur of (i) five Business Days prior to the Revolving Loan Commitment Termination Stated Maturity Date or (ii) unless otherwise agreed to by an Issuer, in its sole discretion, one year from the date of its issuance (provided that each Standby Letter of Credit may, with the consent of the Issuer thereof in its sole discretion, provide for automatic renewals for one year periods (which in no event shall extend beyond the Revolving Loan Commitment Termination Date)). Each Commercial Letter of Credit shall by its terms be stated to expire on a date no later than the earlier to occur of (i) five Business Days prior to the Revolving Loan Commitment Termination Date or (ii) unless otherwise agreed to by an Issuer, in its sole discretion, 180 days from the date of its issuance. Each The Issuer will make available to the beneficiary thereof the original of the each Letter of Credit which it issues. Each Issuer shall provide periodic reporting of Letters of Credit issued by such Issuer in a manner, and in time periods, mutually acceptable to the Administrative Agent and such Issuer. Unless notified by the Administrative Agent in writing prior to the issuance of a Letter of Credit, the applicable Issuer shall be entitled to assume that the conditions precedent to such issuance have been metissues hereunder.

Issuance Procedures. (a) By delivering to the relevant L/C Issuer, and, if the L/C Issuer is not Citibank, the Administrative Agent Agent, a duly completed and the relevant executed Issuance Request, together with a duly completed application and agreement for such Letter of Credit as such L/C Issuer an Issuance Request may specify, on or before 10:00 11:00 a.m. (New York City time) on a Business DayDay not less than thirty (30) days prior to the Revolving Loan Commitment Termination Date, the Borrower may may, from time to time irrevocably request request, on not less than three nor more than ten (3) Business Days’ notice, in the case of an initial issuance of a Letter of Credit and not less than three Business Days’ prior notice, in the case of a request for the extension of the Stated Expiry Date of a Standby Letter of Credit (in each case, unless a shorter notice period is agreed to by the relevant Issuer, in its sole discretion), that an such L/C Issuer issue a Letter of Credit, or extend the Stated Expiry Date of (as defined hereinafter) of, as the case may be, a Standby Letter of Credit, Credit in such form as may be requested by the Borrower and approved by such L/C Issuer, such Letter of Credit to be used solely for the purposes described in Section 7.1.7. In connection with any Issuance Request the Borrower and/or applicable Subsidiary shall have executed and delivered such applications, agreements and other instruments relating to such Letter of Credit as such Issuer shall have reasonably requested consistent with its then current practices and procedures with respect to letters of credit of the same type, provided that in the event of any conflict between any such application, agreement or other instrument and the provisions of this Agreement, the provisions of this Agreement shall control4.11. Each Standby Letter of Credit shall by its terms be stated to expire on a date (its “Stated Expiry Date”) no later than the earlier to occur of (i) one (1) year from the date of issuance; and (ii) five (5) Business Days prior to the Maturity Date for the Revolving Loan Commitment Termination Date or (ii) unless otherwise agreed to by an IssuerLoans; provided, in its sole discretionhowever, one year from the date of its issuance (provided that each Standby a Letter of Credit may, with if requested by the consent of the Issuer thereof in its sole discretionBorrower, provide on terms acceptable to the Administrative Agent and each applicable L/C Issuer, for automatic renewals renewal for successive periods of one year periods or less (which in no event shall extend but not beyond the Revolving Loan Commitment Termination Date)). Each Commercial Letter of Credit shall by its terms be stated to expire on a date no later than the earlier to occur of five (i5) five Business Days prior to the Maturity Date for the Revolving Loan Commitment Termination Date Loans), unless the Administrative Agent or (ii) unless otherwise agreed such L/C Issuer shall have delivered to by an Issuer, in its sole discretion, 180 days from the date beneficiary of its issuancesuch Letter of Credit a notice of non-renewal. Each The relevant L/C Issuer will make available to the beneficiary thereof the original of the each Letter of Credit which it issuesissues hereunder. Unless notified in writing by the Administrative Agent or the Required Lenders before it issues a Letter of Credit that a Default or Event of Default exists or that the conditions precedent for issuing the same have not been established, the relevant L/C Issuer may issue the requested Letter of Credit in accordance with such L/C Issuer’s customary practices. In the event and to the extent that the provisions of any Letter of Credit application and agreement of the Borrower conflicts with this Agreement, the provisions of this Agreement shall govern. (b) No L/C Issuer shall be under any obligation to issue any Letter of Credit if at the time of request of such issuance any order, judgment or decree of any Governmental Authority shall by its terms purport to enjoin or restrain such L/C Issuer from issuing such Letter of Credit, or any requirement of Law applicable to such L/C Issuer or any directive from any Governmental Authority with jurisdiction over such L/C Issuer shall prohibit, or request that such L/C Issuer refrain from, the issuance of letters of credit generally or such Letter of Credit in particular, or shall impose upon such L/C Issuer with respect to such Letter of Credit any restriction, reserve or capital requirement (for which such L/C Issuer is not otherwise compensated hereunder) not in effect on the Effective Date, or shall impose upon such L/C Issuer any unreimbursed loss, cost or expense which was not applicable on the Effective Date and which such L/C Issuer in good xxxxx xxxxx material to it. No L/C Issuer shall be required to amend, extend or renew any Letter of Credit if at the time of the request therefor it would not be required to issue a Letter of Credit as provided in this clause. (c) If the Administrative Agent is an L/C Issuer, it will notify the Revolving Lenders, within three (3) Business Days after the end of each calendar month, of all issuances, renewals and amendments to Letters of Credit during the preceding calendar month. Each L/C Issuer shall provide periodic reporting that is not the Administrative Agent will notify the Administrative Agent promptly (and, in any event, within three (3) Business Days following the occurrence thereof) of the issuance, renewal and amendment of all Letters of Credit issued by such Issuer in a manner, and in time periods, mutually acceptable to the Administrative Agent and such Issuer. Unless notified by the Administrative Agent in writing prior to the issuance of a Letter of Credit, the applicable Issuer shall be entitled to assume that the conditions precedent to such issuance have been metit.

Issuance Procedures. By delivering (A) The Borrower shall notify the Issuing Lender of any Letters of Credit to be issued by the delivery to the Administrative Agent Issuing Lender of a written request for issuance in the form attached as Exhibit B (each, a “Request for Issuance”), appropriately completed and signed by a Responsible Officer of the relevant Issuer an Borrower. Such Request for Issuance Request (1) may not be delivered prior to the Closing Date, (2) must be received by the Issuing Lender not later than 5:00 p.m. Eastern Time on the tenth (10th) Business Day prior to the applicable Issuance Date (or before 10:00 a.m. on such shorter time as the Issuing Lender may agree in a Business Dayparticular instance in its sole discretion) and (3) shall specify, in form and detail reasonably satisfactory to the Issuing Lender: (I) the proposed Issuance Date of the requested Letter of Credit; (II) the face amount thereof; (III) the name and address of the Account Beneficiary to whom such Letter of Credit is to be issued; (IV) the documents, if any, to be presented by the Account Beneficiary in case of any drawing thereunder; and (V) such other matters as the Issuing Lender may reasonably require. Additionally, the Borrower may from time shall furnish to time irrevocably request on not less than three nor more than ten Business Days’ notice, in the case of an initial issuance of a Issuing Lender such other documents and information pertaining to such requested Letter of Credit issuance as the Issuing Lender may reasonably require. (B) Unless the Issuing Lender has determined that one or more applicable conditions contained in Section 4.02 have not then been satisfied, then, subject to the terms and not less than three Business Days’ prior notice, in the case of a request for the extension conditions hereof and of the Stated Expiry Date of a Standby other Transaction Documents, the Issuing Lender shall, on the requested Issuance Date, issue the applicable Letter of Credit (to the applicable Account Beneficiary and for the account of the Borrower, in each case, unless a shorter notice period is agreed to by the relevant Issuer, in its sole discretion), that an Issuer issue a Letter of Credit, or extend the Stated Expiry Date of a Standby Letter of Credit, in such form as may be requested designated by the Borrower and approved by such Issuer, solely for in accordance with the purposes described in Section 7.1.7. In connection with any Issuance Request the Borrower and/or applicable Subsidiary shall have executed and delivered such applications, agreements and other instruments relating to such Letter of Credit as such Issuer shall have reasonably requested consistent with its then current practices and procedures with respect to letters of credit of the same type, provided that in the event of any conflict between any such application, agreement or other instrument and the provisions terms of this Agreement, the provisions of this Agreement shall control. Each Standby Letter of Credit shall by its terms be stated to expire on a date (its “Stated Expiry Date”) no later than the earlier to occur of (i) five Business Days prior to the Revolving Loan Commitment Termination Date or (ii) unless otherwise agreed to by an Issuer, in its sole discretion, one year from the date of its issuance (provided that each Standby Letter of Credit may, with the consent of the Issuer thereof in its sole discretion, provide for automatic renewals for one year periods (which in no event shall extend beyond the Revolving Loan Commitment Termination Date)). Each Commercial Letter of Credit shall by its terms be stated to expire on a date no later than the earlier to occur of (i) five Business Days prior to the Revolving Loan Commitment Termination Date or (ii) unless otherwise agreed to by an Issuer, in its sole discretion, 180 days from the date of its issuance. Each Issuer will make available to the beneficiary thereof the original of the Letter of Credit which it issues. Each Issuer shall provide periodic reporting of Letters of Credit issued by such Issuer in a manner, and in time periods, mutually acceptable to the Administrative Agent and such Issuer. Unless notified by the Administrative Agent in writing prior to the issuance of a Letter of Credit, the applicable Issuer shall be entitled to assume that the conditions precedent to such issuance have been met.

Issuance Procedures. By delivering to the Administrative Agent and the relevant Issuer an Issuance Request on or before 10:00 a.m. 12:00 noon on a Business Day, the Borrower Account Party may from time to time irrevocably request on not less than three nor more than ten Business Days’ ' notice, in the case of an initial issuance of a Letter of Credit and not less than three Business Days’ ' prior notice, in the case of a request for the renewal or extension of the Stated Expiry Date of a Standby standby Letter of Credit (in each case, unless a shorter notice period is agreed to by the relevant Issuer, in its sole discretion), that an the Issuer issue a Letter of Creditissue, or renew or extend the Stated Expiry Date of of, a Standby Letter of Credit, Credit in such form as may be requested by the Borrower Account Party and approved by such Issuerthe Issuer for general limited liability company purposes; provided, solely for however, the purposes described in Section 7.1.7. In connection with any Issuer agrees that it will (a) issue a Letter of Credit the next Business Day so long as (i) the Issuance Request is received by the Borrower and/or applicable Subsidiary shall have executed and delivered such applications, agreements and other instruments relating Administrative Agent prior to 12:00 noon on the Business Day before the proposed issuance of such Letter of Credit and (ii) the form of such Letter of Credit has either been previously reviewed and accepted by the Issuer and (b) amend or otherwise modify a Letter of Credit on the same Business Day the applicable Issuance Request is received so long as such Issuer shall have reasonably requested consistent with its then current practices and procedures with respect (i) the Issuance Request is received by the Administrative Agent prior to letters of credit 12:00 noon on the Business Day of the same typeproposed amendment or modification of such Letter of Credit and (ii) such amendments or modifications are limited to an increase or decrease in the Stated Amount of such Letter of Credit or an extension of the Stated Expiry Date of such Letter of Credit. Notwithstanding the foregoing, provided that in the event of any conflict between any such application, agreement or other instrument and that the provisions of this Agreement, Account Party requests that the provisions of this Agreement shall control. Each Standby Issuer issue a Letter of Credit shall by its terms be stated in a form that it has not had the opportunity to expire on a date (its “Stated Expiry Date”) no later than review or approve, the earlier to occur of (i) five Business Days prior to the Revolving Loan Commitment Termination Date or (ii) unless otherwise agreed to by an Issuer, in its sole discretion, one year from the date of its issuance (provided that each Standby Issuer agrees it will issue such Letter of Credit may, with one Business Day after the consent form of the Issuer thereof in its sole discretion, provide for automatic renewals for one year periods (which in no event shall extend beyond the Revolving Loan Commitment Termination Date)). Each Commercial Letter of Credit shall by its terms be stated to expire on a date no later than has been finalized among the earlier to occur of (i) five Business Days prior to the Revolving Loan Commitment Termination Date or (ii) unless otherwise agreed to by an Issuer, the Account Party and the beneficiary and is in its sole discretion, 180 days from the date form satisfactory to each of its issuancethem. Each The Issuer will make available to the beneficiary thereof the original of the Letter of Credit which it issues. Each Issuer shall provide periodic reporting of Letters of Credit issued by such Issuer in issues and a manner, and in time periods, mutually acceptable copy to the Administrative Agent and such Issuer. Unless notified by the Administrative Agent in writing prior to the issuance of a Letter of Credit, the applicable Issuer shall be entitled to assume that the conditions precedent to such issuance have been metAccount Party.

Issuance Procedures. (a) By delivering to the relevant L/C Issuer, and, if the L/C Issuer is not Citibank, the Administrative Agent Agent, a duly completed and the relevant executed Issuance Request, together with a duly completed application and agreement for such Letter of Credit as such L/C Issuer an Issuance Request may specify, on or before 10:00 11:00 a.m. (New York City time) on a Business DayDay not less than 30 days prior to the Revolving Loan Commitment Termination Date, the Borrower may may, from time to time irrevocably request request, on not less than three nor more than ten five Business Days’ notice, in the case of an initial issuance of a Letter of Credit and not less than three Business Days’ prior notice, in the case of a request for the extension of the Stated Expiry Date of a Standby Letter of Credit (in each case, unless a shorter notice period is agreed to by the relevant Issuer, in its sole discretion), that an such L/C Issuer issue a Letter of Credit, or extend the Stated Expiry Date of of, as the case may be, a Standby Letter of Credit, Credit in such form as may be requested by the Borrower and approved by such L/C Issuer, such Letter of Credit to be used solely for the purposes described in Section 7.1.7. In connection with any Issuance Request the Borrower and/or applicable Subsidiary shall have executed and delivered such applications, agreements and other instruments relating to such Letter of Credit as such Issuer shall have reasonably requested consistent with its then current practices and procedures with respect to letters of credit of the same type, provided that in the event of any conflict between any such application, agreement or other instrument and the provisions of this Agreement, the provisions of this Agreement shall control4.10. Each Standby Letter of Credit shall by its terms be stated to expire on a date (its “Stated Expiry Date”) no later than the earlier to occur of (i) one year from the date of issuance and (ii) five Business Days prior to the Revolving Loan Commitment Termination Date or (ii) unless otherwise agreed to by an IssuerStated Maturity Date; provided, in its sole discretionhowever, one year from the date of its issuance (provided that each Standby a Letter of Credit may, with if requested by the consent of the Issuer thereof in its sole discretionBorrower, provide on terms acceptable to the Administrative Agent and each applicable L/C Issuer, for automatic renewals renewal for successive periods of one year periods or less (which in no event shall extend but not beyond the Revolving Loan Commitment Termination Date)). Each Commercial Letter of Credit shall by its terms be stated to expire on a date no later than the earlier to occur of (i) five Business Days prior to the Revolving Loan Commitment Termination Date Stated Maturity Date), unless the Administrative Agent or (ii) unless otherwise agreed such L/C Issuer shall have delivered to by an Issuer, in its sole discretion, 180 days from the date beneficiary of its issuancesuch Letter of Credit a notice of non-renewal. Each The relevant L/C Issuer will make available to the beneficiary thereof the original of the each Letter of Credit which it issuesissues hereunder. Each Unless notified in writing by the Administrative Agent or the Required Lenders before it issues a Letter of Credit that a Default or Event of Default exists or that the conditions precedent for issuing the same have not been established, the relevant L/C Issuer may issue the requested Letter of Credit in accordance with such L/C Issuer’s customary practices. In the event and to the extent that the provisions of any Letter of Credit application and agreement of the Borrower conflicts with this Agreement, the provisions of this Agreement shall govern. (b) No L/C Issuer shall provide periodic reporting be under any obligation to issue any Letter of Credit if at the time of request of such issuance any order, judgment or decree of any Governmental Authority shall by its terms purport to enjoin or restrain such L/C Issuer from issuing such Letter of Credit, or any requirement of Law applicable to such L/C Issuer or any directive from any Governmental Authority with jurisdiction over such L/C Issuer shall prohibit, or request that such L/C Issuer refrain from, the issuance of letters of credit generally or such Letter of Credit in particular, or shall impose upon such L/C Issuer with respect to such Letter of Credit any restriction, reserve or capital requirement (for which such L/C Issuer is not otherwise compensated hereunder) not in effect on the Effective Date, or shall impose upon such L/C Issuer any unreimbursed loss, cost or expense which was not applicable on the Effective Date and which such L/C Issuer in good xxxxx xxxxx material to it. No L/C Issuer shall be required to amend, extend or renew any Letter of Credit if at the time of the request therefor it would not be required to issue a Letter of Credit as provided in this clause (b). (c) If the L/C Issuer is the Administrative Agent, it will notify the Revolving Lenders, within three Business Days after the end of each calendar month, of all issuance, renewal and amendment to Letters of Credit during the preceding calendar month. If the L/C Issuer is not the Administrative Agent it will notify the Administrative Agent promptly (and, in any event, within three Business Days following the occurrence thereof) of the issuance, renewal and amendment of all Letters of Credit issued by such Issuer in a manner, and in time periods, mutually acceptable to the Administrative Agent and such Issuer. Unless notified by the Administrative Agent in writing prior to the issuance of a Letter of Credit, the applicable Issuer shall be entitled to assume that the conditions precedent to such issuance have been metit.

Issuance Procedures. By delivering to the Revolving Loan Administrative Agent and the relevant Issuer an Issuance Request on or before 10:00 a.m. 12:00 noon on a Business Day, the Borrower Borrowers may from time to time irrevocably request on not less than three nor more than ten Business Days’ notice, in the case of an initial issuance of a Letter of Credit and not less than three Business Days’ prior notice, in the case of a request for the extension of the Stated Expiry Date of a Standby standby Letter of Credit (in each case, unless a shorter notice period is agreed to by the relevant Issuer, in its sole discretion), that an Issuer issue a Letter of Creditissue, or extend the Stated Expiry Date of of, a Standby Letter of Credit, Credit in such form as may be requested by the Borrower Borrowers and approved by such Issuer, solely for the purposes described in Section 7.1.7. In connection with any Issuance Request the Borrower and/or applicable Subsidiary shall have executed and delivered such applications, agreements and other instruments relating to such Letter of Credit as such Issuer shall have reasonably requested consistent with its then current practices and procedures with respect to letters of credit of the same type, provided that in the event of any conflict between any such application, agreement or other instrument and the provisions of this Agreement, the provisions of this Agreement shall control. Each Standby Letter of Credit shall by its terms be stated to expire on a date (its “Stated Expiry Date”) no later than the earlier to occur of (i) five Business Days prior to the Extended Revolving Loan Commitment Termination Date or and (ii) (unless otherwise agreed to by an Issuer, in its sole discretion), one year from the date of its issuance (issuance; provided that each Standby any Letter of Credit may, with the consent of the Issuer thereof in its sole discretion, may provide for automatic renewals for renewal periods of up to one year so long as such renewal periods (which do not exceed the date set forth in no event shall extend beyond the Revolving Loan Commitment Termination Date)). Each Commercial Letter of Credit shall by its terms be stated to expire on a date no later than the earlier to occur of clause (i) five Business Days prior to the Revolving Loan Commitment Termination Date or (ii) unless otherwise agreed to by an Issuer, in its sole discretion, 180 days from the date of its issuance). Each Issuer will make available to the beneficiary thereof the original of the Letter of Credit which it issues. Each Issuer shall provide periodic reporting of Notwithstanding the foregoing, all Letters of Credit issued by such Issuer in a manner, and in time periods, mutually acceptable hereunder shall be subject to the Administrative Agent and such Issuer. Unless notified by the Administrative Agent in writing prior to the issuance customary procedures of a Letter of Credit, the applicable Issuer shall be entitled to assume that the conditions precedent to such issuance have been metIssuer.

Issuance Procedures. By delivering to the Administrative Agent and the relevant Issuer an Issuance Request (including by way of facsimile) on or before 10:00 a.m. 11:00 a.m., New York City time, on a Business Day, the Borrower may may, from time to time irrevocably request request, on not less than three nor more than ten Business Days’ ' notice, in the case of an initial issuance of a Letter of Credit and not less than three Business Days’ prior notice, in the case of a request for the extension account of the Stated Expiry Date of a Standby Borrower, that the Issuer issue an irrevocable Letter of Credit (in each case, unless a shorter notice period is agreed to by the relevant Issuer, in its sole discretion), that an Issuer issue a Letter of Credit, or extend the Stated Expiry Date of a Standby Letter of Credit, in such form as may be requested by the Borrower and approved by such the Issuer. Any standby Letter of Credit theretofore issued which contains an "evergreen" or similar automatic extension feature shall, solely for the purposes described in Section 7.1.7. In connection with any Issuance Request unless the Borrower and/or applicable Subsidiary shall have executed and delivered notified the Issuer in writing not less than thirty (30) days' (or such applications, agreements and other instruments relating shorter period as may be acceptable to the Issuer in its sole discretion or such longer period as may be required by the beneficiary of such Letter of Credit) prior to the date that such standby Letter of Credit as is scheduled to be automatically extended that the Borrower desires that such Issuer shall have reasonably requested consistent standby Letter of Credit not be so extended, be automatically extended in accordance with its then current practices and procedures with respect the terms thereof subject to letters the Issuer's right not to so extend if the conditions precedent to the issuance of credit such a Letter of the same type, provided that in the event of any conflict between any such application, agreement or other instrument and the provisions of this Agreement, the provisions of this Agreement shall controlCredit would not be satisfied. Each Standby Letter of Credit shall by its terms be stated to expire on a date (its “"Stated Expiry Date”") no later than the earlier to occur of (i) five the fifth Business Days Day prior to the Revolving Loan Commitment Termination Stated Maturity Date or and (ii) unless otherwise agreed to by an Issuer, in its sole discretion, one year from the date of its issuance (provided that each Standby Letter of Credit may, with the consent of the Issuer thereof in its sole discretion, provide for automatic renewals for one year periods (which in no event shall extend beyond the Revolving Loan Commitment Termination Date)). Each Commercial Letter of Credit shall by its terms be stated to expire on a date no later than the earlier to occur of (i) five Business Days prior to the Revolving Loan Commitment Termination Date or (ii) unless otherwise agreed to by an Issuer, in its sole discretion, 180 days from the date of its issuance. Each Issuer will make available to the beneficiary thereof the original of the Letter of Credit which it issues. Each Issuer shall provide periodic reporting of Letters of Credit issued by such Issuer in a manner, and in time periods, mutually acceptable to the Administrative Agent and such Issuer. Unless notified by the Administrative Agent in writing prior to the issuance of a Letter of Credit, the applicable Issuer shall be entitled to assume that the conditions precedent to such issuance have been met.