Common use of Letter of Credit Payments Clause in Contracts

Letter of Credit Payments. If any draft shall be presented or other demand for payment shall be made under any Letter of Credit, the Agent shall notify the Borrower of the date and amount of the draft presented or demand for payment and of the date and time when it expects to pay such draft or honor such demand for payment. If the Borrower fails to reimburse the Agent as provided in §4.2 on or before the date that such draft is paid or other payment is made by the Agent, the Agent may at any time thereafter notify the Banks of the amount of any such Unpaid Reimbursement Obligation. No later than 3:00 p.m. (Salt Lake City time) on the Business Day next following the receipt of such notice, each Bank shall make available to the Agent, at its Head Office, in immediately available funds, such Bank’s Commitment Percentage of such Unpaid Reimbursement Obligation, together with an amount equal to the product of (a) the average, computed for the period referred to in clause (c) below, of the weighted average interest rate paid by the Agent for federal funds acquired by the Agent during each day included in such period, times (b) the amount equal to such Bank’s Commitment Percentage of such Unpaid Reimbursement Obligation, times (c) a fraction, the numerator of which is the number of days that elapse from and including the date the Agent paid the draft presented for honor or otherwise made payment to the date on which such Bank’s Commitment Percentage of such Unpaid Reimbursement Obligation shall become immediately available to the Agent, and the denominator of which is 365. The responsibility of the Agent to the Borrower and the Banks shall be only to determine that the documents (including each draft) delivered under each Letter of Credit in connection with such presentment shall be in conformity in all material respects with such Letter of Credit.

Letter of Credit Payments. If any draft shall be presented or ------ -- ------ -------- other demand for payment shall be made under any Letter of Credit, the Administrative Agent shall notify the Borrower of the date and amount of the draft presented or demand for payment and of the date and time when it expects to pay such draft or honor such demand for payment. If the Borrower fails to reimburse the Administrative Agent as provided in §4.2 section 2A.2 on or before the date that such draft is paid or other payment is made by the Administrative Agent, the Administrative Agent may at any time thereafter notify the Banks of the amount of any such Unpaid Reimbursement Obligation. No later than 3:00 p.m. (Salt Lake City Boston time) on the Business Day next following the receipt of such notice, each Bank shall make available to the Administrative Agent, at its Head the Administrative Agent's Office, in immediately available funds, such Bank’s 's MT Commitment Percentage of such Unpaid Reimbursement Obligation, together with an amount equal to the product of (a) the average, computed for the period referred to in clause (c) below, of the weighted average interest rate paid by the Administrative Agent for federal funds acquired by the Administrative Agent during each day included in such period, times (b) the amount equal to such Bank’s 's MT Commitment Percentage of such Unpaid Reimbursement Obligation, times (c) a fraction, the numerator of which is the number of days that elapse from and including the date the Administrative Agent paid the draft presented for honor or otherwise made payment to the date on which such Bank’s 's MT Commitment Percentage of such Unpaid Reimbursement Obligation shall become immediately available to the Administrative Agent, and the denominator of which is 365360. The responsibility of the Administrative Agent to the Borrower and the Banks shall be only to exercise reasonable care and to determine that the documents (including each draft) delivered under each Letter of Credit in connection with such presentment shall be in conformity in all material respects with such Letter of Credit.

Letter of Credit Payments. If any draft shall be presented or other demand for payment shall be made under any Letter of Credit, the Agent shall notify the applicable Borrower of the date and amount of the draft presented or demand for payment and of the date and time when it expects to pay such draft or honor such demand for payment. If the such Borrower fails to reimburse the Agent as provided in §4.2 Section 5.2 on or before the date that such draft is paid or other payment is made by the Agent, the Agent may at any time thereafter notify the Banks of the amount of any such Unpaid Reimbursement Obligation. No later than 3:00 p.m. (Salt Lake City Boston time) on the Business Day next following the receipt of such notice, each Bank shall make available to the Agent, at its the Agent's Head Office, in immediately available fundsSame Day Funds, such Bank’s 's Commitment Percentage of such Unpaid Reimbursement Obligation, together with an amount equal to the product of (a) the average, computed for the period referred to in clause (c) below, of the weighted average interest rate paid by the Agent Overnight Rate for federal funds acquired by the Agent during each day included in such period, times (b) the amount equal to such Bank’s 's Commitment Percentage of such Unpaid Reimbursement Obligation, times (c) a fraction, the numerator of which is the number of days that elapse from and including the date the Agent paid the draft presented for honor or otherwise made payment to the date on which such Bank’s 's Commitment Percentage of such Unpaid Reimbursement Obligation obligation shall become immediately available to the Agent, and the denominator of which is 365360. The responsibility of the Agent to the Borrower Borrowers and the Banks shall be only to determine that the documents (including each draft) delivered under each Letter of Credit in connection with such presentment shall be in conformity in all material respects with such Letter of Credit.

Letter of Credit Payments. If any draft shall be presented or other demand for payment shall be made under any Letter of Credit, the Agent applicable Issuing Bank shall notify the Borrower Borrowers of the date and amount of the draft presented or demand for payment and of the date and time when it expects to pay such draft or honor such demand for payment. If the Borrower fails to reimburse the Agent as provided in §4.2 on or before On the date that such draft is paid or other payment is made by the Agentsuch Issuing Bank, the Agent may at any time thereafter such Issuing Bank shall promptly notify the Banks of the amount of any such Unpaid unpaid Reimbursement Obligation. No later than 3:00 p.m. (Salt Lake City Boston time) on the Business Day next following the receipt of such notice, each Bank shall make available to the Administrative Agent, for the benefit of such Issuing Bank, at its the Administrative Agent's Head Office, in immediately available funds, such Bank’s 's Commitment Percentage of such Unpaid unpaid Reimbursement Obligation, together with an amount equal to the product of (ai) the average, computed for the period referred to in clause (ciii) below, of the weighted average interest rate paid by the Agent such Issuing Bank for federal funds acquired by the Agent such Issuing Bank during each day included in such period, times TIMES (bii) the amount equal to such Bank’s 's Commitment Percentage of such Unpaid unpaid Reimbursement Obligation, times TIMES (ciii) a fraction, the numerator of which is the number of days that elapse from and including the date the Agent such Issuing Bank paid the draft presented for honor or otherwise made payment to the date on which such Bank’s 's Commitment Percentage of such Unpaid unpaid Reimbursement Obligation shall become immediately available to the Agentsuch Issuing Bank, and the denominator of which is 365360. The responsibility of the Agent each Issuing Bank to the Borrower Borrowers and the Banks shall be only to determine that the documents (including each draft) delivered under each Letter of Credit in connection with such presentment shall be in conformity in all material respects with such Letter of Credit.

Letter of Credit Payments. If any draft shall be presented or other demand for payment shall be made under any Letter of Credit, the Co-Agent receiving such draft or demand shall notify the Borrower and the Banks of the date and amount of the draft presented or demand for payment and of the date and time when it expects to pay such draft or honor such demand for payment. If the Borrower fails to reimburse the relevant Co-Agent as provided in §Section 4.2 on or before the date that such draft is paid or other payment is made by such Co-Agent (and the draft or other payment is not covered by a Revolving Credit Loan as provided in Section 2.8), such Co-Agent shall promptly thereafter, but not later than 1:00 p.m. (Dallas, Texas time) on the date such draft is paid or other payment is made by such Co-Agent, the Agent may at any time thereafter notify the Banks of the amount of any such Unpaid Reimbursement Obligation. No As soon as possible following such notice, but in no event later than 3:00 p.m. (Salt Lake City Dallas, Texas time) on the Business Day next following the receipt date of such notice, each Bank shall make available to the such Co-Agent, at its Head Office, in immediately available funds, such Bank’s 's Commitment Percentage of such Unpaid Reimbursement Obligation, together with an amount equal to the product of (a) the average, computed for the period referred to in clause (c) below, of the weighted average interest rate paid by the such Co-Agent for federal funds acquired by the such Co-Agent during each day included in such period, times (b) the amount equal to such Bank’s 's Commitment Percentage of such Unpaid Reimbursement Obligation, times (c) a fraction, the numerator of which is the number of days that elapse from and including the date the such Co-Agent paid the draft presented for honor or otherwise made payment to the date on which such Bank’s 's Commitment Percentage of such Unpaid Reimbursement Obligation shall become immediately available to the such Co-Agent, and the denominator of which is 365360. The responsibility of the such Co-Agent to the Borrower and the Banks shall be only to determine that the documents (including each draft) delivered under each Letter of Credit in connection with such presentment shall be in conformity in all material respects with such Letter of Credit.

Letter of Credit Payments. If any draft shall be presented or other demand for payment shall be made under any Letter of Credit, the Agent shall notify the Borrower of the date and amount of the draft presented or demand for payment and of the date and time when it expects to pay such draft or honor such demand for payment. If the Borrower fails to reimburse the Agent as provided in §Section 4.2 on or before the date that such draft is paid or other payment is made by the Agent, the Agent may shall at any time thereafter notify the Banks of the amount of any such Unpaid Reimbursement Obligation. No later than 3:00 p.m. (Salt Lake City Boston time) on the Business Day next following the receipt of such notice, each Bank shall make available to the Agent, at its the Agent's Head Office, in immediately available fundsSame Day Funds, such Bank’s 's Commitment Percentage of such Unpaid Reimbursement Obligation, together with an amount equal to the product of (a) the average, computed for the period referred to in clause (c) below, of the weighted average interest rate paid by the Agent for federal funds acquired by the Agent during each day included in such period, times (b) the amount equal to such Bank’s 's Commitment Percentage of such Unpaid Reimbursement Obligation, times (c) a fraction, the numerator of which is the number of days that elapse from and including the date the Agent paid the draft presented for honor or otherwise made payment to the date on which such Bank’s 's Commitment Percentage of such Unpaid Reimbursement Obligation obligation shall become immediately available to the Agent, and the denominator of which is 365360. The responsibility of the Agent to the Borrower and the Banks shall be only to determine that the documents (including each draft) delivered under each Letter of Credit in connection with such presentment shall be in conformity in all material respects with such Letter of Credit.

Letter of Credit Payments. If any draft shall be presented or other demand for payment shall be made under any Letter of Credit, the Administrative Agent or the Columbia Issuing Bank (as the case may be) shall notify the Borrower Borrowers of the date and amount of the draft presented or demand for payment and of the date and time when it expects to pay such draft or honor such demand for payment. If the Borrower fails to reimburse the Agent as provided in §4.2 on or before On the date that such draft is paid or other payment is made by the AgentAdministrative Agent or the Columbia Issuing Bank, the Administrative Agent may at any time thereafter shall promptly notify the Banks of the amount of any such Unpaid unpaid Reimbursement Obligation. No later than 3:00 p.m. (Salt Lake City Boston time) on the Business Day next following the receipt of such notice, each Bank shall make available to the Administrative Agent, at its the Administrative Agent's Head Office, in immediately available funds, such Bank’s 's Commitment Percentage of such Unpaid Reimbursement Obligation, together with an amount equal to the product of (a) the weighted average, computed for the period referred to in clause (c) below, of the weighted average interest rate paid by the Administrative Agent or the Columbia Issuing Bank (as the case may be) for federal funds acquired by the Administrative Agent or the Columbia Issuing Bank during each day included in such period, times (b) the amount equal to such Bank’s 's Commitment Percentage of such Unpaid unpaid Reimbursement Obligation, times (c) a fraction, the numerator of which is the number of days that elapse have elapsed from and including the date the Administrative Agent or the Columbia Issuing Bank paid the draft presented for honor or otherwise made payment to until the date on which such Bank’s 's Commitment Percentage of such Unpaid unpaid Reimbursement Obligation shall become immediately available to the AgentAdministrative Agent or the Columbia Issuing Bank, and the denominator of which is 365. The responsibility of the Administrative Agent or the Columbia Issuing Bank to the Borrower Borrowers and the Banks shall be only to determine that the documents (including each draft) delivered under each Letter of Credit in connection with such presentment shall be in conformity in all material respects with such Letter of Credit.

Letter of Credit Payments. If any draft shall be presented or other ------------------------- demand for payment shall be made under any Letter of Credit, the Agent shall notify the Borrower of the date and amount of the draft presented or demand for payment and of the date and time when it expects to pay such draft or honor such demand for payment. If the Borrower fails to reimburse the Agent as provided in §4.2 (S)5.2 on or before the date that such draft is paid or other payment is made by the Agent, the Agent may at any time thereafter notify the Banks of the amount of any such Unpaid Reimbursement Obligation. No later than 3:00 p.m. (Salt Lake City Boston time) on the Business Day next following the receipt of such notice, each Bank shall make available to the Agent, at its the Agent's Head Office, in immediately available funds, such Bank’s 's Commitment Percentage of such Unpaid Reimbursement Obligation, together with an amount equal to the product of (ai) the average, computed for the period referred to in clause (ciii) below, of the weighted average interest rate paid by the Agent for federal funds acquired by the Agent during each day included in such period, times (bii) the amount equal to such Bank’s 's Commitment ----- Percentage of such Unpaid Reimbursement Obligation, times (ciii) a fraction, the ----- numerator of which is the number of days that elapse from and including the date the Agent paid the draft presented for honor or otherwise made payment to the date on which such Bank’s 's Commitment Percentage of such Unpaid Reimbursement Obligation obligation shall become immediately available to the Agent, and the denominator of which is 365360. The responsibility of the Agent to the Borrower and the Banks shall be only to determine that the documents (including each draft) delivered under each Letter of Credit in connection with such presentment shall be in conformity in all material respects with such Letter of Credit.

Letter of Credit Payments. If any draft shall be presented or other -------------------------- demand for payment shall be made under any Letter of Credit, the Agent shall notify the Borrower of the date and amount of the draft presented or demand for payment and of the date and time when it expects to pay such draft or honor such demand for payment. If the Borrower fails to reimburse the Agent as provided in §4.2 ss.4.2 on or before the date that such draft is paid or other payment is made by the Agent, the Agent may at any time thereafter notify the Banks of the amount of any such Unpaid Reimbursement Obligation. No later than 3:00 p.m. (Salt Lake City Boston time) on the Business Day next following the receipt of such notice, each Bank shall make available to the Agent, at its the Agent's Head Office, in immediately available funds, such Bank’s 's Commitment Percentage of such Unpaid Reimbursement Obligation, together with an amount equal to the product of (ai) the average, computed for the period referred to in clause (ciii) below, of the weighted average interest rate paid by the Agent for federal funds acquired by the Agent during each day included in such period, times (bii) the amount equal to such Bank’s 's Commitment Percentage of such Unpaid ----- Reimbursement Obligation, times (ciii) a fraction, the numerator of which is the ----- number of days that elapse from and including the date the Agent paid the draft presented for honor or otherwise made payment to the date on which such Bank’s 's Commitment Percentage of such Unpaid Reimbursement Obligation obligation shall become immediately available to the Agent, and the denominator of which is 365360. The responsibility of the Agent to the Borrower and the Banks shall be only to determine that the documents (including each draft) delivered under each Letter of Credit in connection with such presentment shall be in conformity in all material respects with such Letter of Credit.

Letter of Credit Payments. If any draft shall be presented or other demand for payment shall be made under any Letter of Credit, the Agent Issuing Bank shall make reasonable good faith efforts to notify the Borrower of the date and amount of the draft presented or demand for payment and of the date and time when it expects to pay such draft or honor such demand for payment, but the failure to provide such notice shall not affect Borrower's Reimbursement Obligation. If The responsibility of the Issuing Bank to the Borrower fails shall be only to reimburse determine that the Agent as provided documents (including each draft) delivered under such Letter of Credit in §4.2 on or before connection with such presentment shall be in conformity in all material respects with such Letter of Credit. After the date that such draft is paid or other payment is made by the AgentIssuing Bank, the Agent may at any time thereafter Issuing Bank shall promptly notify the Banks Lenders of the amount of any such Unpaid unpaid Reimbursement Obligation. All such unpaid Reimbursement Obligations shall be deemed to be Advances. No later than 3:00 1:00 p.m. (Salt Lake City Philadelphia time) on the Business Day next following the receipt of such notice, each Bank Lender shall make available to the Agent, at its Head Officethe Agent's head office, in immediately available funds, such Bank’s Commitment Lender's Pro Rata Percentage of such Unpaid unpaid Reimbursement ObligationObligations, together with an amount equal to the product of (ai) the average, computed for the period referred to in clause (cii) below, of the weighted average interest rate paid by the Agent for federal funds acquired by the Agent during each day included in such period, times (b) the amount equal to such Bank’s Commitment Percentage of such Unpaid Reimbursement Obligation, times (cii) a fraction, the numerator of which is the number of days that elapse have elapsed from and including the date the Agent Issuing Bank paid the draft presented for honor or otherwise made payment to until the date on which such Bank’s Commitment Lender's Pro Rata Percentage of such Unpaid unpaid Reimbursement Obligation shall become immediately available to the Agent, and the denominator of which is 365360. The responsibility of the Agent to the Borrower and the Banks shall be only to determine that the documents (including each draft) delivered under each Letter of Credit in connection with such presentment shall be in conformity in all material respects with such Letter of Credit.)

Letter of Credit Payments. If any draft shall be presented or other demand for payment shall be made under any Letter of Credit, the Agent shall notify the Borrower of the date and amount of the draft presented or demand for payment and of the date and time when it expects to pay such draft or honor such demand for payment. If the Borrower fails to reimburse the Agent as provided in §4.2 on or before the date that such draft is paid or other payment is made by the Agent, the Agent may at any time thereafter notify the Banks of the amount of any such Unpaid Reimbursement Obligation. No later than 3:00 p.m. (Salt Lake City Boston time) on the Business Day next following the receipt of such notice, each Bank shall make available to the Agent, at its Head the Agent’s Office, in immediately available funds, such Bank’s Commitment Percentage of such Unpaid Reimbursement Obligation, together with an amount equal to the product of (a) the average, computed for the period referred to in clause (c) below, of the weighted average interest rate paid by the Agent for federal funds acquired by the Agent during each day included in such period, times (b) the amount equal to such Bank’s Commitment Percentage of such Unpaid Reimbursement Obligation, times (c) a fraction, the numerator of which is the number of days that elapse from and including the date the Agent paid the draft presented for honor or otherwise made payment to the date on which such Bank’s Commitment Percentage of such Unpaid Reimbursement Obligation shall become immediately available to the Agent, and the denominator of which is 365360. The responsibility of the Agent to the Borrower and the Banks shall be only to determine that the documents (including each draft) delivered under each Letter of Credit in connection with such presentment shall be in conformity in all material respects with such Letter of Credit.

Letter of Credit Payments. If any draft shall be presented or other demand for payment shall be made under any Letter of Credit, the Agent shall notify the Borrower of the date and amount of the draft presented or demand for payment and of the date and time when it expects to pay such draft or honor such demand for payment. If the Borrower fails to reimburse the Agent as provided in §4.2 Section 5.2 on or before the date that such draft is paid or other payment is made by the Agent, the Agent may at any time thereafter notify the Banks of the amount of any such Unpaid Reimbursement Obligation. No later than 3:00 p.m. (Salt Lake City Boston time) on the Business Day next following the receipt of such notice, each Bank shall make available to the Agent, at its the Agent's Head Office, in immediately available funds, such Bank’s 's Commitment Percentage of such Unpaid Reimbursement Obligation, together with an amount equal to the product of (a) the average, computed for the period referred to in clause (c) below, of the weighted average interest rate paid by the Agent for federal funds acquired by the Agent during each day included in such period, times (b) the amount equal to such Bank’s 's Commitment Percentage of such Unpaid Reimbursement Obligation, times (c) a fraction, the numerator of which is the number of days that elapse from and including the date the Agent paid the draft presented for honor or otherwise made payment to the date on which such Bank’s 's Commitment Percentage of such Unpaid Reimbursement Obligation obligation shall become immediately available to the Agent, and the denominator of which is 365360. The responsibility of the Agent to the Borrower and the Banks shall be only to determine that the documents (including each draft) delivered under each Letter of Credit in connection with such presentment shall be in reasonable conformity in all material respects with such Letter of Credit.

Letter of Credit Payments. If any draft shall be presented or other demand for payment shall be made under any Letter of Credit, the Agent shall notify the Borrower Borrowers of the date and amount of the draft presented or demand for payment and of the date and time when it expects to pay such draft or honor such demand for payment. If the Borrower fails to reimburse the Agent as provided in §4.2 on or before On the date that such draft is paid or other payment is made by the Agent, the Agent may at any time thereafter shall promptly notify the Banks of the amount of any such Unpaid unpaid Reimbursement Obligation. All such unpaid Reimbursement Obligations with respect to Letters of Credit shall, provided that no Event of Default under ss.13(g) or 13(h) has occurred, become automatically a Revolving Credit Loan. No later than 3:00 p.m. (Salt Lake City Boston time) on the Business Day next following the receipt of such notice, each Bank shall make available to the Agent, at its the Agent's Head Office, in immediately available funds, such Bank’s 's Commitment Percentage of such Unpaid unpaid Reimbursement Obligation, together with an amount equal to the product of (a) the average, computed for the period referred to in clause (c) below, of the weighted average interest rate paid by the Agent for federal funds acquired by the Agent during each day included in such period, times (b) the amount equal to such Bank’s 's Commitment Percentage of such Unpaid unpaid Reimbursement Obligation, times (c) a fraction, the numerator of which is the number of days that elapse have elapsed from and including the date the Agent paid the draft presented for honor or otherwise made payment to until the date on which such Bank’s 's Commitment Percentage of such Unpaid unpaid Reimbursement Obligation shall become immediately available to the Agent, and the denominator of which is 365. The responsibility of the Agent to the Borrower Borrowers and the Banks shall be only to determine that the documents (including each draft) delivered under each Letter of Credit in connection with such presentment shall be in conformity in all material respects with such Letter of Credit.

Letter of Credit Payments. If any draft shall be presented or other demand for payment shall be made under any Letter of Credit, the Agent shall notify the Borrower of the date and amount of the draft presented or demand for payment and of the date and time when it expects to pay such draft or honor such demand for payment. If the Borrower fails to reimburse the Agent as provided in §4.2 5.2 on or before the date that such draft is paid or other payment is made by the Agent, the Agent may shall at any time thereafter notify the Banks of the amount of any such Unpaid Reimbursement Obligation. No later than 3:00 p.m. (Salt Lake City Boston time) on the Business Day next following the receipt of such notice, each Bank shall make available to the Agent, at its the Agent's Head Office, in immediately available fundsSame Day Funds, such Bank’s 's Commitment Percentage of such Unpaid Reimbursement Obligation, together with an amount equal to the product of (a) the average, computed for the period referred to in clause (c) below, of the weighted average interest rate paid by the Agent for federal funds acquired by the Agent during each day included in such period, times (b) the amount equal to such Bank’s 's Commitment Percentage of such Unpaid Reimbursement Obligation, times (c) a fraction, the numerator of which is the number of days that elapse from and including the date the Agent paid the draft presented for honor or otherwise made payment to the date on which such Bank’s 's Commitment Percentage of such Unpaid Reimbursement Obligation obligation shall become immediately available to the Agent, and the denominator of which is 365360. The responsibility of the Agent to the Borrower and the Banks shall be only to determine that the documents (including each draft) delivered under each Letter of Credit in connection with such presentment shall be in conformity in all material respects with such Letter of Credit.

Letter of Credit Payments. If any draft shall be presented or other demand for payment shall be made under any Letter of Credit, the Agent Issuing Bank shall notify the Borrower of the date and amount of the draft presented or demand for payment and of the date and time when it expects to pay such draft or honor such demand for payment. If the Borrower fails to reimburse the Agent Issuing Bank as provided in §4.2 on or before the date that such draft is paid or other payment is made by the Agent, Issuing Bank the Agent Issuing Bank may at any time thereafter notify the Banks of the amount of any such Unpaid Reimbursement Obligation. No later than 3:00 p.m. 11:00 a.m. (Salt Lake City California time) on the Business Day next following the receipt of such notice, each Bank shall make available to the AgentIssuing Bank, at its the Issuing Bank's Head Office, in immediately available funds, such Bank’s 's Commitment Percentage of such Unpaid Reimbursement Obligation, together with an amount equal to the product of (ai) the average, computed for the period referred to in clause (ciii) belowof this sentence, of the weighted average interest rate paid by the Agent Issuing Bank for federal funds acquired by the Agent Issuing Bank during each day included in such period, times (bii) the amount equal to such Bank’s 's Commitment Percentage of such Unpaid Reimbursement Obligation, times (ciii) a fraction, the numerator of which is the number of days that elapse from and including the date the Agent Issuing Bank paid the draft presented for honor or otherwise made payment to the date on which such Bank’s 's Commitment Percentage of such Unpaid Reimbursement Obligation obligation shall become immediately available to the AgentIssuing Bank, and the denominator of which is 365. The responsibility of the Agent Issuing Bank to the Borrower and the Banks shall be only to determine that the documents (including each draft) delivered under each Letter of Credit in connection with such presentment shall be in conformity in all material respects with such Letter of Credit. 4.4.

Letter of Credit Payments. If any draft shall be presented or other demand for payment shall be made under any the Letter of Credit, the Agent shall notify the Borrower of the date and amount of the draft presented or demand for payment and of the date and time when it expects to pay such draft or honor such demand for payment. If the Borrower fails to reimburse the Agent as provided in §Section 4.2 on or before the date that such draft is paid or other payment is made by the Agent, the Agent may at any time thereafter notify the Banks of the amount of any such Unpaid Reimbursement Obligation. No later than 3:00 p.m. (Salt Lake City Boston time) on the Business Day next following the receipt of such notice, each Bank shall make available to the Agent, at its the Agent's Head Office, in immediately available funds, such Bank’s 's Commitment Percentage of such Unpaid Reimbursement Obligation, together with an amount equal to the product of (a) the average, computed for the period referred to in clause (c) below, of the weighted average interest rate paid by the Agent for federal funds acquired by the Agent during each day included in such period, times (b) the amount equal to such Bank’s 's Commitment Percentage of such Unpaid Reimbursement Obligation, times (c) a fraction, the numerator of which is the number of days that elapse from and including the date the Agent noticed the Banks that it paid the draft presented for honor or otherwise made payment to the date on which such Bank’s 's Commitment Percentage of such Unpaid Reimbursement Obligation obligation shall become immediately available to the Agent, and the denominator of which is 365. The responsibility of the Agent to the Borrower and the Banks shall be only to determine that examine the documents (including each draft) delivered under each Letter of Credit in connection with such presentment shall with reasonable care and determine that they appear on their face to be in conformity in all material respects compliance with the terms and conditions of such Letter of Credit.

Letter of Credit Payments. If any draft shall be presented or other demand for payment shall be made under any Letter of Credit, the Agent shall notify the Borrower of the date and amount of the draft presented or demand for payment and of the date and time when it expects to pay such draft or honor such demand for payment. If the Borrower fails to reimburse the Agent as provided in §Section 4.2 on or before the date that such draft is paid or other payment is made by the Agent, the Agent may at any time thereafter notify the Banks of the amount of any such Unpaid Reimbursement Obligation. No later than 3:00 p.m. (Salt Lake City Boston time) on the Business Day next following the receipt of such notice, each Bank shall make available to the Agent, at its Head the Agent's Office, in immediately available funds, such Bank’s 's Total Commitment Percentage of such Unpaid Reimbursement Obligation, together with an amount equal to the product of (ai) the average, computed for the period referred to in clause (ciii) below, of the weighted average interest rate paid by the Agent for federal funds acquired by the Agent during each day included in such period, times (bii) the amount equal to such Bank’s 's Total Commitment Percentage of such Unpaid Reimbursement Obligation, times (ciii) a fraction, the numerator of which is the number of days that elapse from and including the date the Agent paid the draft presented for honor or otherwise made payment to the date on which such Bank’s 's Total Commitment Percentage of such Unpaid Reimbursement Obligation obligation shall become immediately available to the Agent, and the denominator of which is 365. The responsibility of the Agent to the Borrower and the Banks shall be only to determine that the documents (including each draft) delivered under each Letter of Credit in connection with such presentment shall be in conformity in all material respects with such Letter of Credit. 4.4.

Letter of Credit Payments. If any draft shall be presented or other demand for payment shall be made under any Letter of Credit, the Agent shall notify the Borrower of the date and amount of the draft presented or demand for payment and of the date and time when it expects to pay such draft or honor such demand for payment. If the Borrower fails to reimburse the Agent as provided in §4.2 (S)4.2 on or before the date that such draft is paid or other payment is made by the Agent, the Agent may at any time thereafter notify the Banks of the amount of any such Unpaid Reimbursement Obligation. No later than 3:00 p.m. (Salt Lake City Chicago time) on the Business Day next following the receipt of such notice, each Bank shall make available to the Agent, at its Head the Agent's Office, in immediately available funds, such Bank’s 's Revolver A Commitment Percentage of such Unpaid Reimbursement Obligation, together with an amount equal to the product of (a) the average, computed for the period referred to in clause (c) below, of the weighted average interest rate paid by the Agent for federal funds acquired by the Agent during each day included in such period, times (b) the amount equal to such Bank’s 's Revolver A Commitment Percentage of such Unpaid Reimbursement Obligation, times (c) a fraction, the numerator of which is the number of days that elapse from and including the date the Agent paid the draft presented for honor or otherwise made payment to the date on which such Bank’s 's Revolver A Commitment Percentage of such Unpaid Reimbursement Obligation obligation shall become immediately available to the Agent, and the denominator of which is 365. The responsibility of the Agent to the Borrower and the Banks shall be only to determine that the documents (including each draft) delivered under each Letter of Credit in connection with such presentment shall be in conformity in all material respects with such Letter of Credit.

Letter of Credit Payments. If any draft shall be presented or other ------ -- ------ -------- demand for payment shall be made under any Letter of Credit, the Agent shall notify the Borrower of the date and amount of the draft presented or demand for payment and of the date and time when it expects to pay such draft or honor such demand for payment. If the Borrower fails to reimburse the Agent as provided in §4.2 (S)4.2 on or before the date that such draft is paid or other payment is made by the Agent, the Agent may at any time thereafter notify the Banks of the amount of any such Unpaid Reimbursement Obligation. No later than 3:00 p.m. (Salt Lake City Boston time) on the Business Day next following the receipt of such notice, each Bank shall make available to the Agent, at its Head the Agent's Office, in immediately available funds, such Bank’s 's Revolver Commitment Percentage of such Unpaid Reimbursement Obligation, together with an amount equal to the product of (a) the average, computed for the period referred to in clause (c) below, of the weighted average interest rate paid by the Agent for federal funds acquired by the Agent during each day included in such period, times (b) the ----- amount equal to such Bank’s 's Revolver Commitment Percentage of such Unpaid Reimbursement Obligation, times (c) a fraction, the numerator of which is the ----- number of days that elapse from and including the date the Agent paid the draft presented for honor or otherwise made payment to the date on which such Bank’s 's Revolver Commitment Percentage of such Unpaid Reimbursement Obligation obligation shall become immediately available to the Agent, and the denominator of which is 365360. The responsibility of the Agent to the Borrower and the Banks shall be only to determine that the documents (including each draft) delivered under each Letter of Credit in connection with such presentment shall be in conformity in all material respects with such Letter of Credit.

Letter of Credit Payments. If any draft shall be presented or other demand for payment shall be made under any Letter of Credit, the Facility Agent shall notify the Borrower of the date and amount of the draft presented or demand for payment and of the date and time when it expects to pay such draft or honor such demand for payment. If the Borrower fails to reimburse the Facility Agent as provided in §4.2 ss.4.2 on or before the date that such draft is paid or other payment is made by the Facility Agent, the Facility Agent may at any time thereafter notify the Banks Lenders of the amount of any such Unpaid Reimbursement Obligation. No later than 3:00 p.m. (Salt Lake City Boston time) on the Business Day next following the receipt of such notice, each Bank Lender shall make available to the Facility Agent, at its the Facility Agent's Head Office, in immediately available funds, such Bank’s Lender's Commitment Percentage of such Unpaid Reimbursement Obligation, together with an amount equal to the product of (ai) the average, computed for the period referred to in clause (ciii) below, of the weighted average interest rate paid by the Facility Agent for federal funds acquired by the Facility Agent during each day included in such period, times TIMES (bii) the amount equal to such Bank’s Lender's Commitment Percentage of such Unpaid Reimbursement Obligation, times TIMES (ciii) a fraction, the numerator of which is the number of days that elapse from and including the date the Facility Agent paid the draft presented for honor or otherwise made payment to the date on which such Bank’s Lender's Commitment Percentage of such Unpaid Reimbursement Obligation obligation shall become immediately available to the Facility Agent, and the denominator of which is 365360. The responsibility of the Facility Agent to the Borrower and the Banks Lenders shall be only to determine that the documents (including each draft) delivered under each Letter of Credit in connection with such presentment shall be in conformity in all material respects with such Letter of Credit.

Letter of Credit Payments. If any draft shall be presented or other demand for payment shall be made under any Letter of Credit, the Agent shall notify the Borrower Parent of the date and amount of the draft presented or demand for payment and of the date and time when it expects to pay such draft or honor such demand for payment. If the applicable Borrower fails to reimburse the Agent as provided in §4.2 Section 5.2 on or before the date that such draft is paid or other payment is made by the Agent, the Agent may at any time thereafter notify the Banks of the amount of any such Unpaid Reimbursement Obligation. No later than 3:00 1:00 p.m. (Salt Lake City Boston time) on the Business Day next following the receipt of such notice, each Bank shall make available to the Agent, at its Head Office, in immediately available funds, such Bank’s 's Commitment Percentage of such Unpaid Reimbursement Obligation, together with an amount equal to the product of (a) the average, computed for the period referred to in clause (c) below, of the weighted average interest rate paid by the Agent for federal funds acquired by the Agent during each day included in such period, times (b) the amount equal to such Bank’s 's Commitment Percentage of such Unpaid Reimbursement Obligation, times (c) a fraction, the numerator of which is the number of days that elapse from and including the date the Agent paid the draft presented for honor or otherwise made payment to the date on which such Bank’s 's Commitment Percentage of such Unpaid Reimbursement Obligation obligation shall become immediately available to the Agent, and the denominator of which is 365360. The responsibility of the Agent to the Borrower Borrowers and the Banks shall be only to determine that the documents (including each draft) delivered under each Letter of Credit in connection with such presentment shall be in conformity in all material respects with such Letter of Credit.

Letter of Credit Payments. If any draft shall be presented or other demand for payment shall be made under any Letter of Credit, the Agent shall notify the Borrower of the date and amount of the draft presented or demand for payment and of the date and time when it expects to pay such draft or honor such demand for payment. If the Borrower fails to reimburse the Agent as provided in §4.2 ss.4.2 on or before the date that such draft is paid or other payment is made by the Agent, the Agent may at any time thereafter notify the Banks of the amount of any such Unpaid Reimbursement Obligation. No later than 3:00 p.m. (Salt Lake City Boston time) on the Business Day next following the receipt of such notice, each Bank shall make available to the Agent, at its the Agent's Head Office, in immediately available fundsSame Day Funds, such Bank’s 's Commitment Percentage of such Unpaid Reimbursement Obligation, together with an amount equal to the product of (a) the average, computed for the period referred to in clause (c) below, of the weighted average interest rate paid by the Agent Overnight Rate for federal funds acquired by the Agent during each day included in such period, times (b) the amount equal to such Bank’s 's Commitment Percentage of such Unpaid Reimbursement Obligation, times (c) a fraction, the numerator of which is the number of days that elapse from and including the date the Agent paid the draft presented for honor or otherwise made payment to the date on which such Bank’s 's Commitment Percentage of such Unpaid Reimbursement Obligation obligation shall become immediately available to the Agent, and the denominator of which is 365360. The responsibility of the Agent to the Borrower and the Banks shall be only to determine that the documents (including each draft) delivered under each Letter of Credit in connection with such presentment shall be in conformity in all material respects with such Letter of Credit.

Letter of Credit Payments. If any draft shall be presented or ------------------------- other demand for payment shall be made under any Letter of Credit, the Agent shall notify the Borrower of the date and amount of the draft presented or demand for payment and of the date and time when it expects to pay such draft or honor such demand for payment. If the Borrower fails to reimburse the Agent as provided in §4.2 (S)5.2 on or before the date that such draft is paid or other payment is made by the Agent, the Agent may at any time thereafter notify the Banks of the amount of any such Unpaid Reimbursement Obligation. No later than 3:00 p.m. (Salt Lake City Boston time) on the Business Day next following the receipt of such notice, each Bank shall make available to the Agent, at its the Agent's Head Office, in immediately available funds, such Bank’s 's Commitment Percentage of such Unpaid Reimbursement Obligation, together with an amount equal to the product of (a) the average, computed for the period referred to in clause (c) below, of the weighted average interest rate paid by the Agent for federal funds acquired by the Agent during each day included in such period, times (b) the amount equal to ----- such Bank’s 's Commitment Percentage of such Unpaid Reimbursement Obligation, times ----- (c) a fraction, the numerator of which is the number of days that elapse from and including the date the Agent paid the draft presented for honor or otherwise made payment to the date on which such Bank’s Commitment Percentage 's Xxxxxxxxxx Xxxxxxxxxx of such Unpaid Reimbursement Obligation obligation shall become immediately available to the Agent, and the denominator of which is 365360. The responsibility of the Agent to the Borrower and the Banks shall be only to determine that the documents (including each draft) delivered under each Letter of Credit in connection with such presentment shall be in conformity in all material respects with such Letter of Credit.

Letter of Credit Payments. If any draft shall be presented or other demand for payment shall be made under any Letter of Credit, the Agent shall promptly notify the Borrower Domestic Borrowers of the date and amount of the draft presented or demand for payment and of the date and time when it expects to pay such draft or honor such demand for payment. If the Borrower fails Domestic Borrowers fail to reimburse the Agent as provided in §4.2 Section 6.2 on or before the Business Day following the date that such draft is paid or other payment is made by the Agent, and such Reimbursement Obligation is not funded by the making of a Base Rate Loan by the Agent pursuant to Section 6.2, the Agent may at any time thereafter notify the Banks U.S. Lenders of the amount of any such Unpaid Reimbursement Obligation. No To the extent that a Base Rate Loan has not been made pursuant to Section 6.2, no later than 3:00 p.m. (Salt Lake City Boston time) on the Business Day next following the receipt of such notice, each Bank U.S. Lender shall make available to the Agent, at its Head the Agent's Office, in immediately available funds, such Bank’s U.S. Lender's U.S. Commitment Percentage of such Unpaid Reimbursement Obligation, together with an amount equal to the product of (ai) the average, computed for the period referred to in clause (ciii) below, of the weighted average interest rate paid by the Agent for federal funds acquired by the Agent during each day included in such period, 47 -40- times (bii) the amount equal to such Bank’s U.S. Lender's U.S. Commitment Percentage of such Unpaid Reimbursement Obligation, times (ciii) a fraction, the numerator of which is the number of days that elapse from and including the date the Agent paid the draft presented for honor or otherwise made payment to the date on which such Bank’s U.S. Lender's U.S. Commitment Percentage of such Unpaid Reimbursement Obligation obligation shall become immediately available to the Agent, and the denominator of which is 365360. The responsibility of the Agent to the Borrower Domestic Borrowers and the Banks U.S. Lenders shall be only to determine that the documents (including each draft) delivered under each Letter of Credit in connection with such presentment shall be in conformity in all material respects with such Letter of Credit.

Letter of Credit Payments. If any draft shall be presented or other demand for payment shall be made under any Letter of Credit, the Dollar Agent shall notify the Borrower of the date and amount of the draft presented or demand for payment and of the date and time when it expects to pay such draft or honor such demand for payment. If the Borrower fails to reimburse the Dollar Agent as provided in §Section 4.2 on or before the date that such draft is paid or other payment is made by the Dollar Agent, the Dollar Agent may at any time thereafter notify the Dollar Banks of the amount of any such Unpaid Reimbursement Obligation. No later than 3:00 p.m. (Salt Lake City Boston time) on the Business Day next following the receipt of such notice, each Dollar Bank shall make available to the Dollar Agent, at its Head Office, in immediately available funds, such Dollar Bank’s 's Commitment Percentage of such Unpaid Reimbursement Obligation, together with an amount equal to the product of (ai) the average, computed for the period referred to in clause (ciii) below, of the weighted average interest rate paid by the Dollar Agent for federal funds acquired by the Dollar Agent during each day included in such period, times (bii) the amount equal to such Dollar Bank’s 's Commitment Percentage of such Unpaid Reimbursement Obligation, times (ciii) a fraction, the numerator of which is the number of days that elapse from and including the date the Dollar Agent paid the draft presented for honor or otherwise made payment to the date on which such Dollar Bank’s 's Commitment Percentage of such Unpaid Reimbursement Obligation obligation shall become immediately available to the Dollar Agent, and the denominator of which is 365360. The responsibility of the Dollar Agent to the Borrower and the Dollar Banks shall be only to determine that the documents (including each draft) delivered under each Letter of Credit in connection with such presentment shall be in conformity in all material respects with such Letter of Credit.

Letter of Credit Payments. If any draft shall be presented or other demand for payment shall be made under any Letter of Credit, the Agent shall notify the Borrower Borrowers of the date and amount of the draft presented or demand for payment and of the date and time when it expects to pay such draft or honor such demand for payment. If the Borrower fails Borrowers fail to reimburse the Agent as provided in §4.2 ss.5.2 on or before the date that such draft is paid or other payment is made by the Agent, the Agent may at any time thereafter notify the Banks of the amount of any such Unpaid Reimbursement Obligation. No later than 3:00 p.m. (Salt Lake City Boston time) on the Business Day next following the receipt of such notice, each Bank shall make available to the Agent, at its the Agent's Head Office, in immediately available funds, such Bank’s 's Commitment Percentage of such Unpaid Reimbursement Obligation, together with an amount equal to the product of (a) the average, computed for the period referred to in clause (c) below, of the weighted average interest rate paid by the Agent for federal funds acquired by the Agent during each day included in such period, times (b) the amount equal to such Bank’s 's Commitment Percentage of such Unpaid Reimbursement Obligation, times (c) a fraction, the numerator of which is the number of days that elapse from and including the date the Agent paid the draft presented for honor or otherwise made payment to the date on which such Bank’s 's Commitment Percentage of such Unpaid Reimbursement Obligation obligation shall become immediately available to the Agent, and the denominator of which is 365360. The responsibility of the Agent to the Borrower Borrowers and the Banks shall be only to determine that the documents (including each draft) delivered under each Letter of Credit in connection with such presentment shall be in conformity in all material respects with such Letter of Credit.

Letter of Credit Payments. If any draft shall be presented or other demand for payment shall be made under any Letter of Credit, the Agent LC Issuer shall notify the Borrower Borrowers of the date and amount of the draft presented or demand for payment and of the date and time when it expects to pay such draft or honor such demand for payment. If the Borrower fails to reimburse the Agent as provided in §4.2 on or before the date that such draft is paid or other payment is made by the Agent, the Agent may at any time thereafter notify the Banks of the amount of any such Unpaid Reimbursement Obligation. No later than 3:00 p.m. (Salt Lake City time) on the Business Day next following the receipt of such notice, each Bank shall make available to the Agent, at its Head Office, in immediately available funds, such Bank’s Commitment Percentage of such Unpaid Reimbursement Obligation, together with an amount equal to the product of (a) the average, computed for the period referred to in clause (c) below, of the weighted average interest rate paid by the Agent for federal funds acquired by the Agent during each day included in such period, times (b) the amount equal to such Bank’s Commitment Percentage of such Unpaid Reimbursement Obligation, times (c) a fraction, the numerator of which is the number of days that elapse from and including the date the Agent paid the draft presented for honor or otherwise made payment to the date on which such Bank’s Commitment Percentage of such Unpaid Reimbursement Obligation shall become immediately available to the Agent, and the denominator of which is 365. The responsibility of the Agent LC Issuer to the Borrower and the Banks Borrowers shall be only to determine that the documents (including each draft) delivered under each Letter of Credit in connection with such presentment shall be in conformity in all material respects with such Letter of Credit. On the date that such draft is paid or other payment is made by the LC Issuer, the LC Issuer shall promptly notify the Lenders of the amount of any unpaid LC Disbursement. All such unpaid LC Disbursements with respect to Letters of Credit shall be deemed to be Revolving Credit Loans. No later than 1:00 p.m. Pacific time on the Business Day next following the receipt of such notice, each Lender shall make available to the Administrative Agent, at the Administrative Agent’s head office, in immediately available funds, such Lender’s pro rata share of such unpaid LC Disbursements, together with an amount equal to the product of (i) the average, computed for the period referred to in clause (iii) below, of the weighted average interest rate paid by the Administrative Agent for federal funds acquired by the Administrative Agent during each day included in such period, times (ii) the amount equal to such Lender’s pro rata share of such unpaid LC Disbursement, times (iii) a fraction, the numerator of which is the number of days that have elapsed from and including the date the LC Issuer paid the draft presented for honor or otherwise made payment until the date on which such Lender’s pro rata share of such unpaid LC Disbursement shall become immediately available to the Administrative Agent, and the denominator of which is 365.

Letter of Credit Payments. If any draft shall be presented or other demand for payment shall be made under any Letter of Credit, the Agent shall notify the Borrower Borrowers of the date and amount of the draft presented or demand for payment and of the date and time when it expects to pay such draft or honor such demand for payment. If the Borrower fails to reimburse the Agent as provided in §4.2 on or before On the date that such draft is paid or other payment is made by the Agent, the Agent may at any time thereafter shall promptly notify the Banks of the amount of any such Unpaid unpaid Reimbursement Obligation. All such unpaid Reimbursement Obligations with respect to Letters of Credit shall, provided that no Event of Default under 13(g) or 13(h) has occurred, become automatically a Revolving Credit Loan. No later than 3:00 p.m. (Salt Lake City Boston time) on the Business Day next following the receipt of such notice, each Bank shall make available to the Agent, at its the Agent's Head Office, in immediately available funds, such Bank’s 's Commitment Percentage of such Unpaid unpaid Reimbursement Obligation, together with an amount equal to the product of (a) the average, computed for the period referred to in clause (c) below, of the weighted average interest rate paid by the Agent for federal funds acquired by the Agent during each day included in such period, times (b) the amount equal to such Bank’s 's Commitment Percentage of such Unpaid unpaid Reimbursement Obligation, times (c) a fraction, the numerator of which is the number of days that elapse have elapsed from and including the date the Agent paid the draft presented for honor or otherwise made payment to until the date on which such Bank’s 's Commitment Percentage of such Unpaid unpaid Reimbursement Obligation shall become immediately available to the Agent, and the denominator of which is 365. The responsibility of the Agent to the Borrower Borrowers and the Banks shall be only to determine that the documents (including each draft) delivered under each Letter of Credit in connection with such presentment shall be in conformity in all material respects with such Letter of Credit.