Common use of Letter of Credit Requests; Notices of Issuance Clause in Contracts

Letter of Credit Requests; Notices of Issuance. (a) Whenever it desires that a Letter of Credit be issued, the Borrower shall give the Administrative Agent and the Letter of Credit Issuer written or telephonic notice (in the case of telephonic notice, promptly confirmed in writing if so requested by the Administrative Agent) which, if in the form of written notice shall be substantially in the form of Exhibit B-3, or transmit by electronic communication (if arrangements for doing so have been approved by the Letter of Credit Issuer), prior to 11:00 A.M. (local time at its Notice Office) at least three Business Days (or such shorter period as may be acceptable to the relevant Letter of Credit Issuer) prior to the proposed date of issuance (which shall be a Business Day) (each a "LETTER OF CREDIT REQUEST"), which Letter of Credit Request shall include such supporting documents that such Letter of Credit Issuer customarily requires in connection therewith (including, in the case of a Letter of Credit for an account party other than the Borrower, an application for, and if applicable a reimbursement agreement with respect to, such Letter of Credit). Any such documents executed in connection with the issuance of a Letter of Credit, including the Letter of Credit itself, are herein referred to as "LETTER OF CREDIT DOCUMENTS". In the event of any inconsistency between any of the terms or provisions of any Letter of Credit Document and the terms and provisions of this Agreement respecting Letters of Credit, the terms and provisions of this Agreement shall control. The Administrative Agent shall promptly notify each Lender of each Letter of Credit Request. (b) Each Letter of Credit Issuer shall provide to the Administrative Agent and each other Lender a quarterly (or monthly if requested by the Administrative Agent or any applicable Lender) summary describing each Letter of Credit issued by such Letter of Credit Issuer and then outstanding and an identification for the relevant period of the daily aggregate Letter of Credit Outstandings represented by Letters of Credit issued by such Letter of Credit Issuer. Each Letter of Credit Issuer shall, if requested by the Administrative Agent or any other Lender, provide a copy of each Letter of Credit issued by it.

Letter of Credit Requests; Notices of Issuance. (a) Whenever it desires that a Letter of Credit be issuedissued for its account, the U.S. Borrower shall give the Administrative Agent and the Letter of Credit Issuer written or telephonic notice (in the case of telephonic notice, promptly confirmed in writing if so requested by the Administrative Agent) which, if in the form of Issuing Bank written notice shall be substantially in the form of Exhibit B-3, or transmit by electronic communication (if arrangements for doing so have been approved by the Letter of Credit Issuer), thereof prior to 11:00 A.M. 1:00 P.M. (local time at its Notice OfficeNew York time) at least three five Business Days Days’ (or such shorter period as may be is acceptable to the relevant Letter of Credit IssuerIssuing Bank) prior to the proposed date of issuance (which shall be a Business Day) ). Each notice shall be in the form of Exhibit C (each a "LETTER OF CREDIT REQUEST"“Letter of Credit Request”), shall specify the Tranche under which such Letter of Credit shall be issued, and may be delivered to the Administrative Agent and the Issuing Bank by facsimile. (b) The making of each Letter of Credit Request shall include be deemed to be a representation and warranty by the U.S. Borrower that (i) the requested Letter of Credit may be issued in accordance with, and will not violate the requirements of, Section 3.02 and (ii) all of the applicable conditions set forth in Sections 6 and 7 shall be met at the time of such supporting documents issuance. Unless the Issuing Bank has received notice from the Administrative Agent at the direction of the Required Lenders before it issues a Letter of Credit that one or more of the conditions specified in Section 6 are not satisfied on the Effective Date or Section 7 are not then satisfied, or that the issuance of such Letter of Credit Issuer customarily requires in connection therewith (includingwould violate Section 3.02, in then the case of a Issuing Bank shall issue the requested Letter of Credit for an the account party other than of the Borrower, an application for, U.S. Borrower in accordance with the Issuing Bank’s usual and if applicable a reimbursement agreement with respect to, such Letter of Credit)customary practices. Any such documents executed in connection with Promptly after the issuance of a or amendment to any Letter of Credit, including the Letter of Credit itself, are herein referred to as "LETTER OF CREDIT DOCUMENTS". In the event of any inconsistency between any of the terms or provisions of any Letter of Credit Document and the terms and provisions of this Agreement respecting Letters of Credit, the terms and provisions of this Agreement Issuing Bank shall control. The Administrative Agent shall promptly notify each Lender of each Letter of Credit Request. (b) Each Letter of Credit Issuer shall provide to the Administrative Agent and each other Lender the U.S. Borrower, in writing, of such issuance or amendment and such notice shall be accompanied by a quarterly (or monthly if requested by the Administrative Agent or any applicable Lender) summary describing each Letter copy of Credit issued by such Letter of Credit Issuer and then outstanding and an identification for or amendment. Promptly after receipt of such notice, the relevant period Administrative Agent shall notify each RL Lender in writing of such issuance or amendment and, if so requested by any RL Lender, the Administrative Agent shall furnish such RL Lender with a copy of the daily aggregate issued Letter of Credit Outstandings represented by Letters of Credit issued by or such Letter of Credit Issuer. Each Letter of Credit Issuer shall, if requested by the Administrative Agent or any other Lender, provide a copy of each Letter of Credit issued by itamendment.

Letter of Credit Requests; Notices of Issuance. (a) Whenever it an Account Party desires that a Letter of Credit be issuedissued for its account, the Borrower such Account Party shall give the Administrative Agent and the Letter of Credit Issuer written or telephonic notice (in the case of telephonic notice, promptly confirmed in writing if so requested by the Administrative Agent) which, if in the form of respective Issuing Bank written notice shall be substantially in the form of Exhibit B-3, or transmit by electronic communication (if arrangements for doing so have been approved by the Letter of Credit Issuer), thereof prior to 11:00 A.M. 1:00 P.M. (local time at its Notice OfficeNew York time) at least three five Business Days Days’ (or such shorter period as may be is acceptable to the relevant Letter of Credit Issuerrespective Issuing Bank) prior to the proposed date of issuance (which shall be a Business Day). Each notice shall be in the form of Exhibit D (each, a “Letter of Credit Request”). (b) (The making of each a "LETTER OF CREDIT REQUEST"), which Letter of Credit Request shall include such supporting documents be deemed to be a representation and warranty by the respective Account Party that (i) such Letter of Credit Issuer customarily requires may be issued in connection therewith accordance with, and will not violate the requirements of, Section 2.02 and (includingii) all of the applicable conditions set forth in Sections 5 and 6 shall be met at the time of such issuance. Unless the respective Issuing Bank has received notice from the Administrative Agent, in whether on its own initiative or at the case direction of the Required Lenders, before it issues a Letter of Credit for an account party other than that one or more of the Borrowerconditions specified in Section 5 are not satisfied on the Effective Date or Section 6 are not then satisfied, an application for, and if applicable a reimbursement agreement with respect to, or that the issuance of such Letter of CreditCredit would violate Section 2.02 (any such notice, a “Stop Issue Notice”), then such Issuing Bank may issue the requested Letter of Credit for the account of the respective Account Party in accordance with such Issuing Bank’s usual and customary practices. Any such documents executed in connection with Upon the issuance of a or amendment to any Standby Letter of Credit, including the respective Issuing Bank shall promptly notify the Administrative Agent and the respective Account Party, in writing, of such issuance or amendment, and such notification shall be accompanied by a copy of the issued Standby Letter of Credit itselfor amendment thereto. Upon receipt of such notice, are herein referred to the Administrative Agent shall notify the RL Lenders, in writing, of such issuance or amendment, as "LETTER OF CREDIT DOCUMENTS". In the event of case may be, and if so requested by any inconsistency between any RL Lender, the Administrative Agent shall provide such RL Lender with a copy of the terms or provisions of any Standby Letter of Credit Document and so issued or such amendment, as the terms and provisions of this Agreement respecting case may be. For Trade Letters of CreditCredit issued by an Issuing Bank (other than the Administrative Agent), the terms and provisions of this Agreement shall control. The Administrative Agent shall promptly notify each Lender of each Letter of Credit Request. (b) Each Letter of Credit Issuer shall provide such Issuing Bank will send to the Administrative Agent and by facsimile transmission, promptly on the first Business Day of each other Lender a quarterly (or monthly if requested by the Administrative Agent or any applicable Lender) summary describing each Letter of Credit issued by such Letter of Credit Issuer and then outstanding and an identification for the relevant period of week, the daily aggregate Letter Stated Amount of Credit Outstandings represented by Trade Letters of Credit issued by such Issuing Bank and outstanding during the preceding week. The Administrative Agent shall deliver to each RL Lender, after each calendar month end and upon each payment of the Letter of Credit Issuer. Each Letter Fee, a report setting forth for the relevant period the daily aggregate Stated Amount of all outstanding Trade Letters of Credit Issuer during such period. (c) On a monthly and quarterly basis, each Issuing Bank shall, if requested by following the Administrative Agent request of the Corporation, deliver as a courtesy to the Corporation a report (printed on the letterhead of such Issuing Bank and transmitted in a non-modifiable format, such as .pdf or any other Lender, provide a copy of each Letter facsimile) reflecting all outstanding Letters of Credit issued by itsuch Issuing Bank as of the last day of the applicable fiscal month or fiscal quarter, as the case may be; provided no Issuing Bank shall have any liability to the Corporation or any of its Subsidiaries for failure to deliver such report in accordance with this Section 2.03(c).

Letter of Credit Requests; Notices of Issuance. (a) Whenever it desires that a Letter of Credit be issuedissued for its account, the U.S. Borrower shall give the Administrative Agent and the Letter of Credit Issuer written or telephonic notice (in the case of telephonic notice, promptly confirmed in writing if so requested by the Administrative Agent) which, if in the form of Issuing Bank written notice shall be substantially in the form of Exhibit B-3, or transmit by electronic communication (if arrangements for doing so have been approved by the Letter of Credit Issuer), thereof prior to 11:00 A.M. 1:00 P.M. (local time at its Notice OfficeNew York time) at least three five Business Days Days’ (or such shorter period as may be is acceptable to the relevant Letter of Credit IssuerIssuing Bank) prior to the proposed date of issuance (which shall be a Business Day) ). Each notice shall be in the form of Exhibit C (each a "LETTER OF CREDIT REQUEST"), which “Letter of Credit Request”) and may be delivered to the Administrative Agent and the Issuing Bank by facsimile. (b) The making of each Letter of Credit Request shall include be deemed to be a representation and warranty by the U.S. Borrower that (i) the requested Letter of Credit may be issued in accordance with, and will not violate the requirements of, Section 3.02 and (ii) all of the applicable conditions set forth in Sections 6 and 7 shall be met at the time of such supporting documents issuance. Unless the Issuing Bank has received notice from the Administrative Agent at the direction of the Required Lenders before it issues a Letter of Credit that one or more of the conditions specified in Section 6 are not satisfied on the Effective Date or Section 7 are not then satisfied, or that the issuance of such Letter of Credit Issuer customarily requires in connection therewith (includingwould violate Section 3.02, in then the case of a Issuing Bank shall issue the requested Letter of Credit for an the account party other than of the Borrower, an application for, U.S. Borrower in accordance with the Issuing Bank’s usual and if applicable a reimbursement agreement with respect to, such Letter of Credit)customary practices. Any such documents executed in connection with Promptly after the issuance of a or amendment to any Letter of Credit, including the Letter of Credit itself, are herein referred to as "LETTER OF CREDIT DOCUMENTS". In the event of any inconsistency between any of the terms or provisions of any Letter of Credit Document and the terms and provisions of this Agreement respecting Letters of Credit, the terms and provisions of this Agreement Issuing Bank shall control. The Administrative Agent shall promptly notify each Lender of each Letter of Credit Request. (b) Each Letter of Credit Issuer shall provide to the Administrative Agent and each other Lender the U.S. Borrower, in writing, of such issuance or amendment and such notice shall be accompanied by a quarterly (or monthly if requested by the Administrative Agent or any applicable Lender) summary describing each Letter copy of Credit issued by such Letter of Credit Issuer and then outstanding and an identification for or amendment. Promptly after receipt of such notice, the relevant period Administrative Agent shall notify each RL Lender in writing of such issuance or amendment and, if so requested by any RL Lender, the Administrative Agent shall furnish such RL Lender with a copy of the daily aggregate issued Letter of Credit Outstandings represented by Letters of Credit issued by or such Letter of Credit Issuer. Each Letter of Credit Issuer shall, if requested by the Administrative Agent or any other Lender, provide a copy of each Letter of Credit issued by itamendment.

Letter of Credit Requests; Notices of Issuance. (a) Whenever it Workflow desires that a Letter of Credit be issued, the Borrower Workflow shall give the Administrative Agent and the Letter of Credit Issuer written or telephonic notice (in the case of telephonic notice, promptly confirmed in writing if so requested by the Administrative Agent) which, if in the form of written notice shall be substantially in the form of Exhibit B-3, or transmit by electronic communication (if arrangements for doing so have been approved by the Letter of Credit Issuer), thereof prior to 11:00 A.M. (local time at its Notice OfficeNew York time) at least three five Business Days (or such shorter period as may be acceptable to the relevant Letter of Credit Issuer) prior to the proposed date of issuance (which shall be a Business Day) ), which notice shall be in the form of Exhibit A-2 appropriately completed (each a "LETTER OF CREDIT REQUESTLetter of Credit Request"), which . Each Letter of Credit Request shall include such supporting any other documents that such as the Letter of Credit Issuer customarily requires in connection therewith therewith. (includingb) The making of each Letter of Credit Request shall be deemed to be a representation and warranty by Workflow that (i) such Letter of Credit may be issued in accordance with, and will not violate the requirements of, Section 2.01(c) and (ii) all of the applicable conditions set forth in Section 5 shall be met at the case time of such issuance. Unless the Letter of Credit Issuer has received notice from Workflow, any other Credit Party or the Required Lenders before it issues a Letter of Credit for an account party other than that one or more of the Borrowerconditions specified in Section 5 are not then satisfied, an application for, and if applicable a reimbursement agreement with respect to, or that the issuance of such Letter of CreditCredit would violate Section 2.01(c). Any such documents executed , then the Letter of Credit Issuer may issue the requested Letter of Credit for the account of Workflow in connection accordance with the Letter of Credit Issuer's usual and customary practices. (c) The Letter of Credit Issuer shall, promptly upon its issuance of a Letter of Credit, including give the Agent and Workflow written notice thereof, in each case accompanied by a copy to the Agent of the Letter of Credit itself, are herein referred to as "LETTER OF CREDIT DOCUMENTS". In the event of any inconsistency between any of the terms or provisions of any Letter of Credit Document and the terms and provisions of this Agreement respecting Letters of Credit, the terms and provisions of this Agreement shall control. The Administrative Agent shall promptly notify each Lender of each Letter of Credit Request. (b) Each Letter of Credit Issuer shall provide to the Administrative Agent and each other Lender a quarterly (or monthly if requested by the Administrative Agent or any applicable Lender) summary describing each Letter of Credit issued by such Letter of Credit Issuer and then outstanding and an identification for the relevant period of the daily aggregate Letter of Credit Outstandings represented by Letters of Credit issued by such the Letter of Credit Issuer. Each Letter of Credit Issuer shall, if requested by the Administrative Agent or any other Lender, provide a copy of each Letter of Credit issued by it.

Letter of Credit Requests; Notices of Issuance. (a) Whenever it an Account Party desires that a Letter of Credit be issuedissued for its account, the Borrower such Account Party shall give the Administrative Agent and the Letter of Credit Issuer written or telephonic notice (in the case of telephonic notice, promptly confirmed in writing if so requested by the Administrative Agent) which, if in the form of respective Issuing Bank written notice shall be substantially in the form of Exhibit B-3, or transmit by electronic communication (if arrangements for doing so have been approved by the Letter of Credit Issuer), thereof prior to 11:00 A.M. 1:00 P.M. (local time at its Notice OfficeNew York time) at least three five Business Days Days’ (or such shorter period as may be is acceptable to the relevant Letter of Credit Issuerrespective Issuing Bank) prior to the proposed date of issuance (which shall be a Business Day). Each notice shall be in the form of Exhibit D (each, a “Letter of Credit Request”). (b) (The making of each a "LETTER OF CREDIT REQUEST"), which Letter of Credit Request shall include such supporting documents be deemed to be a representation and warranty by the respective Account Party that (i) such Letter of Credit Issuer customarily requires may be issued in connection therewith accordance with, and will not violate the requirements of, Section 2.02 and (includingii) all of the applicable conditions set forth in Sections 5 and 6 shall be met at the time of such issuance. Unless the respective Issuing Bank has received notice from the Administrative Agent, in whether on its own initiative or at the case direction of the Required Lenders, before it issues a Letter of Credit for an account party other than that one or more of the Borrowerconditions specified in Section 5 are not satisfied on the Initial Borrowing Date or Section 6 are not then satisfied, an application for, and if applicable a reimbursement agreement with respect to, or that the issuance of such Letter of CreditCredit would violate Section 2.02 (any such notice, a “Stop Issue Notice”), then such Issuing Bank may issue the requested Letter of Credit for the account of the respective Account Party in accordance with such Issuing Bank’s usual and customary practices. Any such documents executed in connection with Upon the issuance of a or amendment to any Standby Letter of Credit, including the respective Issuing Bank shall promptly notify the Administrative Agent and the respective Account Party, in writing, of such issuance or amendment, and such notification shall be accompanied by a copy of the issued Standby Letter of Credit itselfor amendment thereto. Upon receipt of such notice, are herein referred to the Administrative Agent shall notify the RL Lenders, in writing, of such issuance or amendment, as "LETTER OF CREDIT DOCUMENTS". In the event of case may be, and if so requested by any inconsistency between any RL Lender, the Administrative Agent shall provide such RL Lender with a copy of the terms or provisions of any Standby Letter of Credit Document and so issued or such amendment, as the terms and provisions of this Agreement respecting case may be. For Trade Letters of CreditCredit issued by an Issuing Bank (other than the Administrative Agent), the terms and provisions of this Agreement shall control. The Administrative Agent shall promptly notify each Lender of each Letter of Credit Request. (b) Each Letter of Credit Issuer shall provide such Issuing Bank will send to the Administrative Agent and by facsimile transmission, promptly on the first Business Day of each other Lender a quarterly (or monthly if requested by the Administrative Agent or any applicable Lender) summary describing each Letter of Credit issued by such Letter of Credit Issuer and then outstanding and an identification for the relevant period of week, the daily aggregate Letter Stated Amount of Credit Outstandings represented by Trade Letters of Credit issued by such Issuing Bank and outstanding during the preceding week. The Administrative Agent shall deliver to each RL Lender, after each calendar month end and upon each payment of the Letter of Credit Issuer. Each Letter Fee, a report setting forth for the relevant period the daily aggregate Stated Amount of all outstanding Trade Letters of Credit Issuer during such period. (c) On a monthly and quarterly basis, each Issuing Bank shall, if requested by following the Administrative Agent request of the Corporation, deliver as a courtesy to the Corporation a report (printed on the letterhead of such Issuing Bank and transmitted in a non-modifiable format, such as .pdf or any other Lender, provide a copy of each Letter facsimile) reflecting all outstanding Letters of Credit issued by itsuch Issuing Bank as of the last day of the applicable fiscal month or fiscal quarter, as the case may be; provided no Issuing Bank shall have any liability to the Corporation or any of its Subsidiaries for failure to deliver such report in accordance with this Section 2.03(c).

Letter of Credit Requests; Notices of Issuance. (a) Whenever it desires that a Letter of Credit be issued, the Borrower shall give the Administrative Agent and the Letter of Credit Issuer written or telephonic notice (in the case of telephonic notice, promptly confirmed in writing if so requested by the Administrative Agent) which, if in the form of written notice shall be substantially in the form of Exhibit B-3B-2, or transmit by electronic communication (if arrangements for doing so have been approved by the Letter of Credit Issuer), prior to 11:00 A.M. 12:00 noon (local time at its the Notice Office) at least three Business Days (or such shorter period as may be acceptable to the relevant Letter of Credit Issuer) prior to the proposed date of issuance (which shall be a Business Day) (each a "LETTER OF CREDIT REQUEST"“Letter of Credit Request”), which Letter of Credit Request shall include such supporting documents that such Letter of Credit Issuer customarily requires in connection therewith (including, in the case of a Letter of Credit for an account party other than the Borrower, an application for, and if applicable a reimbursement agreement with respect to, such Letter of Credit). Any such documents executed in connection with the issuance of a Letter of Credit, including the Letter of Credit itself, are herein referred to as "LETTER OF CREDIT DOCUMENTS". “Letter of Credit Documents.” In the event of any inconsistency between any of the terms or provisions of any Letter of Credit Document and the terms and provisions of this Agreement respecting Letters of Credit, the terms and provisions of this Agreement shall control. The Administrative Agent shall promptly notify each Lender of each Letter of Credit Request. (b) Each Letter of Credit Issuer shall, on the date of each issuance of a Letter of Credit by it, give the Administrative Agent, each applicable Lender and the Borrower written notice of the issuance of such Letter of Credit, accompanied by a copy to the Administrative Agent of the Letter of Credit or Letters of Credit issued by it. Each Letter of Credit Issuer shall provide to the Administrative Agent and each other Lender a quarterly (or monthly if requested by the Administrative Agent or any applicable Lender) summary describing each Letter of Credit issued by such Letter of Credit Issuer and then outstanding and an identification for the relevant period of the daily aggregate Letter of Credit Outstandings represented by Letters of Credit issued by such Letter of Credit Issuer. Each Letter of Credit Issuer shall, if requested by the Administrative Agent or any other Lender, provide a copy of each Letter of Credit issued by it.

Letter of Credit Requests; Notices of Issuance. (a) Whenever it desires that a Letter of Credit be issuedissued for its account, the respective Dollar Revolving Loan Borrower shall give the Administrative Paying Agent and the Letter of Credit Issuer written or telephonic notice (in the case of telephonic notice, promptly confirmed in writing if so requested by the Administrative Agent) which, if in the form of respective Issuing Bank written notice shall be substantially in the form of Exhibit B-3, or transmit by electronic communication (if arrangements for doing so have been approved by the Letter of Credit Issuer), thereof prior to 11:00 A.M. 1:00 P.M. (local time at its Notice OfficeNew York time) at least three five Business Days Days' (or such shorter period as may be is acceptable to the relevant Letter of Credit Issuerrespective Issuing Bank) prior to the proposed date of issuance (which shall be a Business Day) ). Each notice shall be in the form of Exhibit D (each a "LETTER OF CREDIT REQUESTLetter of Credit Request"), which . (b) The making of each Letter of Credit Request shall include such supporting documents be deemed to be a representation and warranty by the respective Dollar Revolving Loan Borrower that (i) such Letter of Credit Issuer customarily requires may be issued in connection therewith accordance with, and will not violate the requirements of, Section 2.02 and (including, ii) all of the applicable conditions set forth in Sections 5 and 6 shall be met at the case time of such issuance. Unless the respective Issuing Bank has received notice from the Paying Agent at the direction of the Required Lenders before it issues a Letter of Credit for an account party other than that one or more of the Borrowerconditions specified in Section 5 are not satisfied on the Initial Borrowing Date or Section 6 are not then satisfied, an application for, and if applicable a reimbursement agreement with respect to, or that the issuance of such Letter of Credit)Credit would violate Section 2.02, then such Issuing Bank may issue the requested Letter of Credit for the account of the respective Dollar Revolving Loan Borrower in accordance with such Issuing Bank's usual and customary practices. Any such documents executed in connection with Upon the issuance of a or amendment to any Standby Letter of Credit, including the respective Issuing Bank shall promptly notify the Paying Agent (and the Paying Agent shall promptly forward such notice to the RL Lenders) and the respective Dollar Revolving Loan Borrower of such issuance or amendment, and such notification shall be accompanied by a copy of the issued Standby Letter of Credit itself, are herein referred to as "LETTER OF CREDIT DOCUMENTS"or amendment thereto. In the event of any inconsistency between any of the terms or provisions of any Letter For Trade Letters of Credit Document and on which the terms and provisions of this Agreement respecting Letters of CreditIssuing Bank is other than the Paying Agent, the terms and provisions of this Agreement shall control. The Administrative Issuing Bank will send to the Paying Agent shall by facsimile transmission, promptly notify each Lender on the first Business Day of each Letter of Credit Request. (b) Each Letter of Credit Issuer shall provide to the Administrative Agent week and on each other Lender a quarterly (or monthly if requested by the Administrative Agent or any applicable Lender) summary describing each Letter of Credit issued by such Letter of Credit Issuer and then outstanding and an identification for the relevant period of Quarterly Payment Date, the daily aggregate Letter Stated Amount of Credit Outstandings represented by Trade Letters of Credit issued by such Issuing Bank and outstanding during the preceding week or quarterly period, as the case may be. The Paying Agent shall deliver to each RL Lender, after each calendar month end and upon each payment of the Letter of Credit Issuer. Each Letter Fee, a report setting forth for the relevant period the daily aggregate Stated Amount of all outstanding Trade Letters of Credit Issuer shall, if requested by the Administrative Agent or any other Lender, provide a copy of each Letter of Credit issued by itduring such period.

Letter of Credit Requests; Notices of Issuance. (a) Whenever it desires that a Letter of Credit be issued, the Borrower shall give the Administrative Agent and the Letter of Credit Issuer written or telephonic notice (in the case of telephonic notice, promptly confirmed in writing if so requested by the Administrative Agent) which, if in the form of respective Facing Agent written notice shall be substantially in the form of Exhibit B-3, or transmit by electronic communication (if arrangements for doing so have been approved by the Letter of Credit Issuer), thereof prior to 11:00 A.M. 1:00 p.m. (local time at its Notice OfficeNew York City time) at least three five Business Days (or such shorter period as may be acceptable to the relevant Letter of Credit Issuersuch Facing Agent) prior to the proposed date of issuance (which shall be a Business Day) which written notice shall be in the form of EXHIBIT 2.9(C) (each a "LETTER OF CREDIT REQUEST") and may be submitted via facsimile to the respective Facing Agent (who may rely upon such facsimile if it were an original thereof). Each such notice shall specify (A) the proposed issuance date and expiration date, (B) the name(s) of each obligor with respect to such Letter of Credit, (C) Borrower as the account party, (D) the name and address of the beneficiary (which Person shall be acceptable to Facing Agent), (E) the Stated Amount of such proposed Letter of Credit and (F) the purpose of such Letter of Credit (which shall be acceptable to Administrative Agent and Facing Agent) and such other information as Facing Agent may reasonably request. In addition, each Letter of Credit Request shall contain a description of the terms and conditions to be included in such proposed Letter of Credit (all of which terms and conditions shall be acceptable to Facing Agent). Unless otherwise specified, all Letters of Credit will be governed by the Uniform Customs and Practices for Documentary Credit Operations as in effect on the date of issuance of such Letter of Credit. Each Letter of Credit Request shall include such supporting any other documents that such Letter of Credit Issuer as Facing Agent customarily requires in connection therewith therewith. (including, in i) In the case of Standby Letters of Credit, each Facing Agent shall, promptly after the issuance of or amendment or modification to a Standby Letter of Credit for an account party other than Credit, give the BorrowerAdministrative Agent and the Borrower written notice of the issuance, an application for, and if applicable a reimbursement agreement with respect to, amendment or modification of such Letter of Credit), accompanied by a copy of such issuance, amendment or modification. Any Promptly upon receipt of such documents executed in connection with the issuance of a Letter of Credit, including the Letter of Credit itself, are herein referred to as "LETTER OF CREDIT DOCUMENTS". In the event of any inconsistency between any of the terms or provisions of any Letter of Credit Document and the terms and provisions of this Agreement respecting Letters of Creditnotice, the terms and provisions of this Agreement shall control. The Administrative Agent shall promptly notify give each Domestic Revolving Lender written notice of each Letter such issuance, amendment or modification, and if so requested by any Domestic Revolving Lender, the Administrative Agent shall provide such Domestic Revolving Lender with copies of Credit Requestsuch issuance, amendment or modification. (bii) Each Letter of Credit Issuer shall provide As to the Administrative Agent and each other Lender a quarterly (or monthly if requested by the Administrative Agent or any applicable Lender) summary describing each Letter of Credit issued by such Letter of Credit Issuer and then outstanding and an identification for the relevant period of the daily aggregate Letter of Credit Outstandings represented by Letters of Credit issued by such a Facing Agent other than BT, the respective Facing Agent shall send to Administrative Agent, on the first Business Day of each week, by telefax, its outstanding Commercial Letter of Credit Issuer. Each Letter of Credit Issuer shall, if requested by daily balances for the Administrative Agent or any other Lender, provide a copy of each Letter of Credit issued by itprevious week.

Letter of Credit Requests; Notices of Issuance. (a) Whenever it Workflow desires that a Letter of Credit be issued, the Borrower Workflow shall give the Administrative Agent and the Letter of Credit Issuer written or telephonic notice (in the case of telephonic notice, promptly confirmed in writing if so requested by the Administrative Agent) which, if in the form of written notice shall be substantially in the form of Exhibit B-3, or transmit by electronic communication (if arrangements for doing so have been approved by the Letter of Credit Issuer), thereof prior to 11:00 A.M. (local time at its Notice OfficeBoston time) at least three five Business Days (or such shorter period as may be acceptable to the relevant Letter of Credit Issuer) prior to the proposed date of issuance (which shall be a Business Day) ), which notice shall be in the form of Exhibit A-2 appropriately completed (each a "LETTER OF CREDIT REQUEST"“Letter of Credit Request”), which . Each Letter of Credit Request shall include such supporting any other documents that such as the Letter of Credit Issuer customarily requires in connection therewith therewith. (includingb) The making of each Letter of Credit Request shall be deemed to be a representation and warranty by Workflow that (i) such Letter of Credit may be issued in accordance with, and will not violate the requirements of, Section 2.01 (c) and (ii) all of the applicable conditions set forth in Section 5 shall be met at the case time of such issuance. Unless the Letter of Credit Issuer has received notice from Workflow, any other Credit Party or the Required Lenders before it issues a Letter of Credit for an account party other than that one or more of the Borrowerconditions specified in Section 5 are not then satisfied, an application for, and if applicable a reimbursement agreement with respect to, or that the issuance of such Letter of CreditCredit would violate Section 2.01(c). Any such documents executed , then the Letter of Credit Issuer may issue the requested Letter of Credit for the account of Workflow in connection accordance with the Letter of Credit Issuer’s usual and customary practices. (c) The Letter of Credit Issuer shall, promptly upon its issuance of a Letter of Credit, including give the Agent and Workflow written notice thereof, in each case accompanied by a copy to the Agent of the Letter of Credit itself, are herein referred to as "LETTER OF CREDIT DOCUMENTS". In the event of any inconsistency between any of the terms or provisions of any Letter of Credit Document and the terms and provisions of this Agreement respecting Letters of Credit, the terms and provisions of this Agreement shall control. The Administrative Agent shall promptly notify each Lender of each Letter of Credit Request. (b) Each Letter of Credit Issuer shall provide to the Administrative Agent and each other Lender a quarterly (or monthly if requested by the Administrative Agent or any applicable Lender) summary describing each Letter of Credit issued by such Letter of Credit Issuer and then outstanding and an identification for the relevant period of the daily aggregate Letter of Credit Outstandings represented by Letters of Credit issued by such the Letter of Credit Issuer. Each Letter of Credit Issuer shall, if requested by the Administrative Agent or any other Lender, provide a copy of each Letter of Credit issued by it.

Letter of Credit Requests; Notices of Issuance. (a) Whenever it the Borrower desires that a Letter of Credit be issuedissued for its account, the Borrower shall give the Administrative Agent and the Letter of Credit Issuer written or telephonic notice (in the case of telephonic notice, promptly confirmed in writing if so requested by the Administrative Agent) which, if in the form of written notice shall be substantially in the form of Exhibit B-3, or transmit by electronic communication (if arrangements for doing so have been approved by the Letter of Credit Issuer), prior to 11:00 A.M. (local time at its Notice Office) respective Issuing Bank at least three two Business Days Days' (or such shorter period as may be is acceptable to the relevant Letter respective Issuing Bank) prior written notice thereof. In the case of Letters of Credit Issuer) prior to the proposed date of issuance (which be issued pursuant to Section 2.01, each notice shall be a Business Day) in the form of Exhibit D (each a "LETTER OF CREDIT REQUESTLetter of Credit Request"), which . (b) The making of each Letter of Credit Request shall include such supporting documents be deemed to be a representation and warranty by the Borrower that such Letter of Credit Issuer customarily requires may be issued in connection therewith (includingaccordance with, in and will not violate the case of requirements of, Section 2.01(c). Unless the respective Issuing Bank has received notice from any Bank before it issues a Letter of Credit for an account party other than that one or more of the Borrowerconditions specified in Section 5 are not then satisfied, an application for, and if applicable a reimbursement agreement with respect to, or that the issuance of such Letter of CreditCredit would violate Section 2.01(c), then such Issuing Bank may issue the requested Letter of Credit for the account of the Borrower in accordance with such Issuing Bank's usual and customary practices. Any such documents executed in connection with the Upon its issuance of a or amendment to any Standby Letter of Credit, including such Issuing Bank shall promptly notify each Bank participating therein of such issuance or amendment, which notice shall be accompanied by a copy of the Letter of Credit itself, are herein referred to as "LETTER OF CREDIT DOCUMENTS"actually issued and any amendments thereto. In the event of any inconsistency between any of the terms or provisions of any Letter For Trade Letters of Credit Document and on which the terms and provisions of this Agreement respecting Letters of CreditIssuing Bank is other than the Administrative Agent, the terms and provisions of this Agreement shall control. The Administrative Agent shall promptly notify each Lender of each Letter of Credit Request. (b) Each Letter of Credit Issuer shall provide Issuing Bank will send to the Administrative Agent and by facsimile transmission, promptly on the first Business Day of each other Lender a quarterly (or monthly if requested by the Administrative Agent or any applicable Lender) summary describing each Letter of Credit issued by such Letter of Credit Issuer and then outstanding and an identification for the relevant period of week, the daily aggregate Letter Stated Amount of Credit Outstandings represented by Trade Letters of Credit issued by such Issuing Bank and outstanding during the preceding week. The Administrative Agent will send to each Bank after each calendar month end and upon each payment of the Letter of Credit Issuer. Each Letter Fee, a report setting forth for the relevant period the daily aggregate Stated Amount of all outstanding Trade Letters of Credit Issuer shall, if requested by the Administrative Agent or any other Lender, provide a copy of each Letter of Credit issued by itall Issuing Banks during such period.

Letter of Credit Requests; Notices of Issuance. (a) Whenever it ---------------------------------------------- any Borrower desires that a Letter of Credit be issued, the such Borrower shall give (i) in the case of a US Letter of Credit, the Administrative Agent and the US Letter of Credit Issuer written notice (or telephonic notice confirmed in writing) thereof prior to 12:00 Noon (Dallas time) and (ii) in the case of telephonic noticea Multi-Currency Letter of Credit, promptly the Multi-Currency Agent and the Multi-Currency Letter Issuer written notice (or telephone notice confirmed in writing if so requested by writing) thereof prior to 12:00 Noon (Relevant Currency Time) at the Administrative Agent) which, if in the form of written Appropriate Notice Office. Each such notice shall be substantially in the form of Exhibit B-3, or transmit by electronic communication (if arrangements for doing so have been approved by the a "Letter of Credit Issuer), prior to 11:00 A.M. (local time at its Notice OfficeRequest") shall be given of at least three five Business Days (or such shorter period as may be acceptable to the relevant Appropriate Letter of Credit Issuer) prior to the proposed date of issuance (which shall be a Business Day) (each a "LETTER OF CREDIT REQUEST"), which . Each Letter of Credit Request shall include (A) the requested date of such supporting issuance (which shall be a Business Day); (B) the requested Stated Amount of such Letter of Credit; (C) the requested expiration date of such Letter of Credit; (D) the requested Currency in which such Letter of Credit shall be denominated, which shall be US dollars or, in the case of a Multi- Currency Letter of Credit, an Approved Foreign Currency; (E) the requested name and address of the beneficiary of such Letter of Credit; (F) the requested form of such Letter of Credit; and (G) any other documents that as such Letter of Credit Issuer customarily requires in connection therewith and shall be accompanied by such application and agreement for letter of credit (including, in the case of a "Letter of Credit Agreement") as such Letter of Credit Issuer may specify to such requesting Borrower for an account party other than use in connection with such requested Letter of Credit. The Administrative Agent or the BorrowerMulti-Currency Agent, an application foras the case may be, and if applicable a reimbursement agreement with respect toshall promptly transmit copies of each Letter of Credit Request to each RL Bank. If the requested form of such Letter of Credit is acceptable to the Appropriate Letter of Credit Issuer that is issuing such Letter of Credit in its sole discretion, such Letter of Credit). Any Credit Issuer will, upon fulfillment of the applicable conditions set forth in Section 5, make such documents executed Letter of Credit available to the requesting Borrower at the Appropriate Payment Office or as otherwise agreed with such Borrower in connection with the issuance of a Letter of Credit, including the Letter of Credit itself, are herein referred to as "LETTER OF CREDIT DOCUMENTS"such issuance. In the event of any inconsistency between any of and to the terms or extent that the provisions of any Letter of Credit Document and the terms and provisions of Agreement shall conflict with this Agreement respecting Letters of CreditAgreement, the terms and provisions of this Agreement shall controlgovern. The Administrative Agent shall promptly notify each Lender of each A Letter of Credit Requestshall be deemed to have been issued for the account of the Borrower delivering the Letter of Credit Request therefor. (b) Each Letter of Credit Issuer shall provide shall, on the date of each issuance of, or amendment or modification to, a Letter of Credit, give the Administrative Agent, the Multi-Currency Agent (in the case of the issuance of a Multi-Currency Letter of Credit), each RL Bank and the Borrowers written notice of the issuance of, or amendment or modification to, such Letter of Credit, accompanied by a copy to the Administrative Agent and the Multi-Currency Agent (in the case of the issuance of a Multi-Currency Letter of Credit) of the Letter of Credit or Letters of Credit issued by it and each other Lender a quarterly such amendment or modification thereto. (or monthly if requested by c) Each Letter of Credit Issuer shall furnish to the Administrative Agent, the Multi-Currency Agent or any applicable Lender(in the case of the Multi-Currency Letter of Credit Issuer) summary describing and each Bank on the first Business Day of each month a written report summarizing issuance and expiration dates of Letters of Credit issued by such Letter of Credit Issuer during the preceding month and drawings during such month under all Letters of Credit issued by such Letter of Credit Issuer and then outstanding and an identification for setting forth the relevant period of the average daily aggregate Stated Amount, and with respect to any Multi-Currency Letter of Credit Outstandings represented by Issuer, the Foreign Currency Equivalent thereof in US Dollars during the preceding month of all Letters of Credit issued by such Letter of Credit Issuer. Each Letter of Credit Issuer shall, if requested by the Administrative Agent or any other Lender, provide a copy of each Letter of Credit issued by it.

Letter of Credit Requests; Notices of Issuance. (a) Whenever it desires that a Letter of Credit be issued, the Borrower Company shall give the Administrative Agent and the Letter of Credit Issuer written or telephonic notice (in the case of telephonic notice, promptly confirmed in writing if so requested by the Administrative Agent) which, if in the form of respective Facing Agent written notice shall be substantially in the form of Exhibit B-3, or transmit by electronic communication (if arrangements for doing so have been approved by the Letter of Credit Issuer), thereof prior to 11:00 A.M. 1:00 p.m. (local time at its Notice OfficeNew York City time) at least three five Business Days (or such shorter period as may be acceptable to the relevant Letter of Credit Issuersuch Facing Agent) prior to the proposed date of issuance (which shall be a Business Day) which written notice shall be in the form of Exhibit 2.10(c) (each a "LETTER OF CREDIT REQUEST"“Letter of Credit Request”) and may be submitted via facsimile to the respective Facing Agent (who may rely upon such facsimile if it were an original thereof). Each such notice shall specify (A) the proposed issuance date and expiration date, (B) the name(s) of each obligor with respect to such Letter of Credit, (C) the applicable Borrower as the account party, (D) the name and address of the beneficiary (which Person shall be acceptable to the applicable Facing Agent), (E) the Stated Amount in Dollars or the Alternative Currency of such proposed Letter of Credit and (F) the purpose of such Letter of Credit (which shall be acceptable to Administrative Agent and the applicable Facing Agent) and such other information as Facing Agent may reasonably request. In addition, each Letter of Credit Request shall contain a description of the terms and conditions to be included in such proposed Letter of Credit (all of which terms and conditions shall be acceptable to Facing Agent). Unless otherwise specified, all Letters of Credit will be governed by the Uniform Customs and Practices for Documentary Credit Operations as in effect on the date of issuance of such Letter of Credit. Each Letter of Credit Request shall include such supporting any other documents that such Letter of Credit Issuer as Facing Agent customarily requires in connection therewith (including, in therewith. In the case of Standby Letters of Credit, each Facing Agent shall, promptly after the issuance of or amendment or modification to a Standby Letter of Credit for an account party other than Credit, give Administrative Agent and Company written notice of the Borrowerissuance, an application for, and if applicable a reimbursement agreement with respect to, amendment or modification of such Letter of Credit), accompanied by a copy of such issuance, amendment or modification. Any Promptly upon receipt of such documents executed in connection with the issuance of a Letter of Creditnotice, including the Letter of Credit itself, are herein referred to as "LETTER OF CREDIT DOCUMENTS". In the event of any inconsistency between any of the terms or provisions of any Letter of Credit Document and the terms and provisions of this Agreement respecting Letters of Credit, the terms and provisions of this Agreement shall control. The Administrative Agent shall promptly notify give each Multicurrency Revolving Lender written notice of each Letter of Credit Request. (b) Each Letter of Credit Issuer such issuance, amendment or modification, and if so requested by any Multicurrency Revolving Lender, Administrative Agent shall provide such Multicurrency Revolving Lender with copies of such issuance, amendment or modification. As to the Administrative Agent and each other Lender a quarterly (or monthly if requested by the Administrative Agent or any applicable Lender) summary describing each Letter of Credit issued by such Letter of Credit Issuer and then outstanding and an identification for the relevant period of the daily aggregate Letter of Credit Outstandings represented by Letters of Credit issued by such Letter a Facing Agent other than DB, the respective Facing Agent shall furnish to Administrative Agent, on the first Business Day of each week, by facsimile a report detailing the aggregate daily total outstanding Letters of Credit Issuer. Each Letter of Credit Issuer shall, if requested by for such Facing Agent during the Administrative Agent or any other Lender, provide a copy of each Letter of Credit issued by itprior week.

Letter of Credit Requests; Notices of Issuance. (a) Whenever it Parent desires that a Letter of Credit be issued, the Borrower Parent shall give the Administrative Agent and the Letter of Credit Issuer written or telephonic notice (in the case of telephonic notice, promptly confirmed in writing if so requested by the Administrative Agent) which, if in the form of written notice shall be substantially in the form of Exhibit B-3P, or transmit by electronic communication (if arrangements for doing so have been approved by the Letter of Credit Issuer), prior to 11:00 A.M. 12:00 noon (local time at its Notice Head Office) at least three (3) Business Days (or such shorter period as may be acceptable to the relevant Letter of Credit IssuerLender) prior to the proposed date of issuance (which shall be a Business Day) (each a "LETTER OF CREDIT REQUESTLetter of Credit Request"), which Letter of Credit Request shall include such supporting documents that such Letter of Credit Issuer customarily requires in connection therewith (including, in the case of a Letter of Credit for an account party other than the BorrowerParent or any of its Subsidiaries, an application for, and if applicable a reimbursement agreement with respect to, such Letter of Credit). Any such documents executed in connection with the issuance of a Letter of Credit, including the Letter of Credit itself, are herein referred to as "LETTER OF CREDIT DOCUMENTSLetter of Credit Documents". In the event of any inconsistency between any of the terms or provisions of any Letter of Credit Document and the terms and provisions of this Agreement respecting Letters of Credit, the terms and provisions of this Agreement shall control. The Administrative Agent shall promptly notify each Lender of each Letter of Credit Request. (b) Each Letter of Credit Issuer shall, on the date of each issuance of a Letter of Credit by it, give Agent, each applicable Lender and Parent written notice of the issuance of such Letter of Credit, accompanied by a copy to Agent of the Letter of Credit or Letters of Credit issued by it. Each Letter of Credit Issuer shall provide to the Administrative Agent and each other Lender a quarterly (or monthly if requested by the Administrative Agent or any applicable Lender) summary describing each Letter of Credit issued by such Letter of Credit Issuer and then outstanding and an identification for the relevant period of the daily aggregate Letter of Credit Outstandings represented by Letters of Credit issued by such Letter of Credit Issuer. Each Letter of Credit Issuer shall, if requested by the Administrative Agent or any other Lender, provide a copy of each Letter of Credit issued by it.

Letter of Credit Requests; Notices of Issuance. (a) Whenever it desires that a Letter of Credit be issued, the applicable Borrower shall give the Administrative Agent and the respective Letter of Credit Issuer written or telephonic notice (in the case which may include by way of telephonic notice, promptly confirmed in writing if so requested by the Administrative Agentfacsimile transmission) which, if in the form of written notice shall be substantially in the form of Exhibit B-3, or transmit by electronic communication (if arrangements for doing so have been approved by the a Letter of Credit Issuer), Application prior to 11:00 A.M. 1:00 P.M. (local time at its Notice OfficeNew York time) at least three Business Days (or such shorter period as may be acceptable to the relevant such Letter of Credit IssuerIssuer in any given case) prior to the proposed date of issuance (which shall be a Business Day) (each a "LETTER OF CREDIT REQUEST"), which Letter of Credit Request Application shall include such supporting any documents that that. such Letter of Credit Issuer customarily requires in connection therewith (including, in the case of a Letter of Credit for an account party other than the Borrower, an application for, and if applicable a reimbursement agreement with respect to, such Letter of Credit). Any such documents executed in connection with the issuance of a Letter of Credit, including the Letter of Credit itself, are herein referred to as "LETTER OF CREDIT DOCUMENTS". In the event of any inconsistency between any of the terms or provisions of any Letter of Credit Document and the terms and provisions of this Agreement respecting Letters of Credit, the terms and provisions of this Agreement shall control. The Administrative Agent shall promptly notify each Lender of each Letter of Credit Requesttherewith. (b) Each Letter of Credit Issuer shall provide to shall, promptly after the issuance of, or amendment to, a Letter of Credit, give the Administrative Agent and the Borrowers a copy of such Letter of Credit or such amendment, as the case may be. The Administrative Agent shall notify each other Lender a quarterly (Participant, including by posting such information on the Approved Electronic Platform, of such issuance or monthly amendment and if requested by any Participant shall so request, the Administrative Agent or any applicable Lender) summary describing each shall furnish said Participant with a copy of such Letter of Credit issued or such amendment, as the case may be. (c) The giving of a Letter of Credit Application shall be deemed to be a representation and warranty by such the Borrowers to the respective Letter of Credit Issuer and then outstanding and an identification for the relevant period of the daily aggregate Letter of Credit Outstandings represented by Letters of Credit issued by Lenders that such Letter of Credit Issuermay be issued or amended in accordance with, and will not violate the requirements of, Section 1A.01(a) or (b). Each Unless the respective Letter of Credit Issuer has received notice from the Borrowers, any other Credit Party, the Administrative Agent or the Required Lenders before it issues or amends a Letter of Credit that one or more of the conditions specified in Section 4 are not then satisfied, or that the issuance or amendment of such Letter of Credit would violate Section 1A.01(a) or (b), then such Letter of Credit Issuer shall, if subject to the terms and conditions of this Agreement, issue or amend the requested by the Administrative Agent or any other Lender, provide a copy of each Letter of Credit issued by itfor the account of the Borrowers in accordance with such Letter of Credit Issuer’s usual and customary practices.

Letter of Credit Requests; Notices of Issuance. (a) Whenever it desires that a Letter of Credit be issued, the Borrower shall give the Administrative Agent and the respective Letter of Credit Issuer written or telephonic notice (in the case which may include by way of telephonic notice, promptly confirmed in writing if so requested by the Administrative Agentfacsimile transmission) which, if in the form of written notice shall be substantially in the form of Exhibit B-3, or transmit by electronic communication (if arrangements for doing so have been approved by the Letter of Credit Issuer), A-2 hereto prior to 11:00 A.M. 1:00 P.M. (local time at its Notice OfficeNew York time) at least three Business Days (or such shorter period as may be acceptable to the relevant such Letter of Credit IssuerIssuer in any given case) prior to the proposed date of issuance (which shall be a Business Day) (each each, a "LETTER OF CREDIT REQUEST"“Letter of Credit Request”), which Letter of Credit Request shall include such supporting any documents that such Letter of Credit Issuer customarily requires in connection therewith (including, in the case of a Letter of Credit for an account party other than the Borrower, an application for, and if applicable a reimbursement agreement with respect to, such Letter of Credit). Any such documents executed in connection with the issuance of a Letter of Credit, including the Letter of Credit itself, are herein referred to as "LETTER OF CREDIT DOCUMENTS". In the event of any inconsistency between any of the terms or provisions of any Letter of Credit Document and the terms and provisions of this Agreement respecting Letters of Credit, the terms and provisions of this Agreement shall control. The Administrative Agent shall promptly notify each Lender of each Letter of Credit Requesttherewith. (b) Each Letter of Credit Issuer shall provide to shall, promptly after the issuance of, or amendment or modification to, a Letter of Credit, give the Administrative Agent and each other Lender the Borrower written notice of such issuance, amendment or modification, as the case may be, and such notice shall be accompanied by a quarterly (copy of such Letter of Credit, such amendment or monthly if requested by such modification, as the case may be. Promptly upon receipt of such notice, the Administrative Agent shall notify each Participant, in writing, of such issuance, amendment or modification and if any applicable LenderParticipant shall so request, the Administrative Agent shall furnish said Participant with a copy of such Letter of Credit, such amendment or such modification, as the case may be. (c) summary describing The making of each Letter of Credit issued Request shall be deemed to be a representation and warranty by such the Borrower to the respective Letter of Credit Issuer and then outstanding and an identification for the relevant period of the daily aggregate Letter of Credit Outstandings represented by Letters of Credit issued by Lenders that such Letter of Credit Issuermay be issued in accordance with, and will not violate the requirements of, Section 1A.01(a) or (b). Each Unless the respective Letter of Credit Issuer has received notice from the Borrower, any other Credit Party or the Required Lenders before it issues a Letter of Credit that one or more of the conditions specified in Section 4 are not then satisfied, or that the issuance of such Letter of Credit would violate Section 1A.01(a) or (b), then such Letter of Credit Issuer shall, if subject to the terms and conditions of this Agreement, issue the requested by the Administrative Agent or any other Lender, provide a copy of each Letter of Credit issued by itfor the account of the Borrower in accordance with such Letter of Credit Issuer’s usual and customary practices.

Letter of Credit Requests; Notices of Issuance. (a) Whenever it desires that a Letter of Credit be issued, the Borrower shall give the Administrative Agent and the respective Letter of Credit Issuer written or telephonic notice thereof (in the case including by way of telephonic notice, promptly confirmed in writing if so requested by the Administrative Agentfacsimile transmission) which, if in the form of written notice shall be substantially in the form of Exhibit B-3C, or transmit by electronic communication appropriately completed (if arrangements for doing so have been approved by the each, a "Letter of Credit IssuerRequest"), prior to 11:00 A.M. 1:00 P.M. (local time at its Notice OfficeNew York time) at least three two Business Days (or such shorter period as may be acceptable to the relevant respective Letter of Credit Issuer) prior to the proposed date of issuance (which shall be a Business Day) (each a "LETTER OF CREDIT REQUEST"), which Letter of Credit Request shall include such supporting any other documents that such the respective Letter of Credit Issuer customarily requires in connection therewith therewith. (including, in the case of a Letter of Credit for an account party other than the Borrower, an application for, and if applicable a reimbursement agreement with respect to, such Letter of Credit). Any such documents executed in connection with the issuance of a Letter of Credit, including the Letter of Credit itself, are herein referred to as "LETTER OF CREDIT DOCUMENTS". In the event of any inconsistency between any of the terms or provisions of any Letter of Credit Document and the terms and provisions of this Agreement respecting Letters of Credit, the terms and provisions of this Agreement shall control. b) The Administrative Agent shall promptly notify each Lender making of each Letter of Credit Request. (b) Each Request shall be deemed to be a representation and warranty by the Borrower to the Lenders that such Letter of Credit may be issued in accordance with, and will not violate the requirements of, Section 2.01. Notwithstanding anything to the contrary contained in this Section 2, no Letter of Credit Issuer shall provide issue any Letters of Credit after it has received written notice from the Required Lenders stating that one or more of the applicable conditions to Credit Events specified in Section 5 are not then satisfied until such time as all such conditions are satisfied. Upon the issuance of or modification or amendment to any Standby Letter of Credit, the respective Letter of Credit Issuer shall promptly notify the Borrower and the Administrative Agent, in writing of such issuance, modification or amendment and such notice shall be accompanied by a copy of such Letter of Credit or the respective modification or amendment thereto, as the case may be. Promptly after receipt of such notice the Administrative Agent and shall notify the Participants, in writing, of such issuance, modification or amendment. On the first Business Day of each other Lender a quarterly (or monthly if requested by the Administrative Agent or any applicable Lender) summary describing week, each Letter of Credit Issuer shall furnish the Administrative Agent with a written (including via facsimile) report of the daily aggregate outstandings of Trade Letters of Credit issued by the such Letter of Credit Issuer and then outstanding and an identification for the relevant period of the daily aggregate Letter of Credit Outstandings represented by Letters of Credit issued by such Letter of Credit Issuer. Each Letter of Credit Issuer shall, if requested by the Administrative Agent or any other Lender, provide a copy of each Letter of Credit issued by itimmediately preceding week.

Letter of Credit Requests; Notices of Issuance. (a) Whenever it desires that a Letter of Credit be issued, the Borrower shall give the Administrative Agent and the Letter of Credit Issuer Issuing Bank written or telephonic notice (in the case of telephonic notice, promptly confirmed in writing if so requested by the Administrative Agent) which, if in the form of written notice shall be substantially in the form of Exhibit B-3, or transmit by electronic communication (if arrangements for doing so have been approved by the Letter of Credit IssuerIssuing Bank), prior to 11:00 A.M. 12:00 noon (local time at its Notice Office) at least three Business Days (or such shorter period as may be acceptable to the relevant Letter of Credit IssuerIssuing Bank) prior to the proposed date of issuance (which shall be a Business Day) (each a "LETTER OF CREDIT REQUEST"“Letter of Credit Request”), which Letter of Credit Request shall include such supporting documents that such Letter of Credit Issuer the Issuing Bank customarily requires in connection therewith (including, in the case of a Letter of Credit for an account party other than the Borrower, an application for, and if applicable a reimbursement agreement with respect to, such Letter of Credit). Any such documents executed in connection with the issuance of a Letter of Credit, including the Letter of Credit itself, are herein referred to as "LETTER OF CREDIT DOCUMENTS"“Letter of Credit Documents”. In the event of any inconsistency between any of the terms or provisions of any Letter of Credit Document and the terms and provisions of this Agreement respecting Letters of Credit, the terms and provisions of this Agreement shall control. The Administrative Agent shall promptly notify each Lender of each Letter of Credit Request. (b) Each The Issuing Bank shall, on the date of each issuance of a Letter of Credit Issuer by it, give the Administrative Agent, each applicable Lender and the Borrower written notice of the issuance of such Letter of Credit, accompanied by a copy to the Administrative Agent of the Letter of Credit or Letters of Credit issued by it. The Issuing Bank shall provide to the Administrative Agent and each other Lender a quarterly (or monthly if requested by the Administrative Agent or any applicable Lender) summary describing each Letter of Credit issued by such Letter of Credit Issuer the Issuing Bank and then outstanding and an identification for the relevant period of the daily aggregate Letter of Credit Outstandings represented by Letters of Credit issued by such Letter of Credit Issuer. Each Letter of Credit Issuer shall, if requested by the Administrative Agent or any other Lender, provide a copy of each Letter of Credit issued by itIssuing Bank.

Letter of Credit Requests; Notices of Issuance. (a) Whenever it desires that a Letter of Credit be issued, the Borrower Company shall give the Administrative Agent and the Letter of Credit Issuer written or telephonic notice (in the case of telephonic notice, promptly confirmed in writing if so requested by the Administrative Agent) which, if in the form of written notice shall be substantially in the form of Exhibit B-3, or transmit by electronic communication (if arrangements for doing so have been approved by the Letter of Credit Issuer), prior to 11:00 A.M. (local time at its Notice Office) at least three Business Days (or such shorter period as may be acceptable to the relevant Letter of Credit Issuer) prior to the proposed date of issuance (which shall be a Business Day) (each a "LETTER OF CREDIT REQUEST"), which Letter of Credit Request shall include such supporting documents that such Letter of Credit Issuer customarily requires in connection therewith (including, in the case of a Letter of Credit for an account party other than the BorrowerCompany, an application for, and if applicable a reimbursement agreement with respect to, such Letter of Credit). Any such documents executed in connection with the issuance of a Letter of Credit, including the Letter of Credit itself, are herein referred to as "LETTER OF CREDIT DOCUMENTS". In the event of any inconsistency between any of the terms or provisions of any Letter of Credit Document and the terms and provisions of this Agreement respecting Letters of Credit, the terms and provisions of this Agreement shall control. The Administrative Agent shall promptly notify each Lender of each Letter of Credit Request. (b) Each Letter of Credit Issuer shall, on the date of each issuance of a Letter of Credit by it, give the Administrative Agent, each applicable Lender and the Company written notice of the issuance of such Letter of Credit, accompanied by a copy to the Administrative Agent of the Letter of Credit or Letters of Credit issued by it. Each Letter of Credit Issuer shall provide to the Administrative Agent and each other Lender a quarterly (or monthly if requested by the Administrative Agent or any applicable Lender) summary describing each Letter of Credit issued by such Letter of Credit Issuer and then outstanding and an identification for the relevant period of the daily aggregate Letter of Credit Outstandings represented by Letters of Credit issued by such Letter of Credit Issuer. Each Letter of Credit Issuer shall, if requested by the Administrative Agent or any other Lender, provide a copy of each Letter of Credit issued by it.

Letter of Credit Requests; Notices of Issuance. (a) Whenever it desires that a Letter of Credit be issued, the Borrower Borrowers shall give the Administrative Agent and the Letter of Credit Issuer written or telephonic notice (in the case of telephonic notice, promptly confirmed in writing if so requested by the Administrative Agent) which, if in the form of written notice shall be substantially in the form of Exhibit B-3, or transmit by electronic communication (if arrangements for doing so have been approved by the Letter of Credit Issuer), prior to 11:00 A.M. 12:00 noon (local time at its Notice Office) at least three Business Days (or such shorter period as may be acceptable to the relevant Letter of Credit Issuer) prior to the proposed date of issuance (which shall be a Business Day) (each a "LETTER OF CREDIT REQUEST"), which Letter of Credit Request shall include such supporting documents that such Letter of Credit Issuer customarily requires in connection therewith (including, in the case of a Letter of Credit for an account party other than the BorrowerBorrowers, an application for, and if applicable a reimbursement agreement with respect to, such Letter of Credit). Any such documents executed in connection with the issuance of a Letter of Credit, including the Letter of Credit itself, are herein referred to as "LETTER OF CREDIT DOCUMENTS". In the event of any inconsistency between any of the terms or provisions of any Letter of Credit Document and the terms and provisions of this Agreement respecting Letters of Credit, the terms and provisions of this Agreement shall control. The Administrative Agent shall promptly notify each Lender of each Letter of Credit Request. (b) Each Letter of Credit Issuer shall, on the date of each issuance of a Letter of Credit by it, give the Administrative Agent, each applicable Lender and the Borrowers written notice of the issuance of such Letter of Credit, accompanied by a copy to the Administrative Agent of the Letter of Credit or Letters of Credit issued by it. Each Letter of Credit Issuer shall provide to the Administrative Agent and each other Lender a quarterly (or monthly if requested by the Administrative Agent or any applicable Lender) summary describing each Letter of Credit issued by such Letter of Credit Issuer and then outstanding and an identification for the relevant period of the daily aggregate Letter of Credit Outstandings represented by Letters of Credit issued by such Letter of Credit Issuer. Each Letter of Credit Issuer shall, if requested by the Administrative Agent or any other Lender, provide a copy of each Letter of Credit issued by it.

Letter of Credit Requests; Notices of Issuance. (a) Whenever it desires that a Letter of Credit be issued, the Borrower shall give the Administrative Agent and the respective Letter of Credit Issuer written or telephonic notice thereof (in the case including by way of telephonic notice, promptly confirmed in writing if so requested by the Administrative Agentfacsimile transmission) which, if in the form of written notice shall be substantially in the form of Exhibit B-3C, or transmit by electronic communication appropriately completed (if arrangements for doing so have been approved by the each, a “Letter of Credit IssuerRequest”), prior to 11:00 A.M. 1:00 P.M. (local time at its Notice OfficeNew York time) at least three two Business Days (or such shorter period as may be acceptable to the relevant respective Letter of Credit Issuer) prior to the proposed date of issuance (which shall be a Business Day) (each a "LETTER OF CREDIT REQUEST"), which Letter of Credit Request shall include such supporting any other documents that such the respective Letter of Credit Issuer customarily requires in connection therewith therewith. (including, in the case of a Letter of Credit for an account party other than the Borrower, an application for, and if applicable a reimbursement agreement with respect to, such Letter of Credit). Any such documents executed in connection with the issuance of a Letter of Credit, including the Letter of Credit itself, are herein referred to as "LETTER OF CREDIT DOCUMENTS". In the event of any inconsistency between any of the terms or provisions of any Letter of Credit Document and the terms and provisions of this Agreement respecting Letters of Credit, the terms and provisions of this Agreement shall control. b) The Administrative Agent shall promptly notify each Lender making of each Letter of Credit Request. (b) Each Request shall be deemed to be a representation and warranty by the Borrower to the Lenders that such Letter of Credit may be issued in accordance with, and will not violate the requirements of, Section 2.01. Notwithstanding anything to the contrary contained in this Section 2, no Letter of Credit Issuer shall provide issue any Letters of Credit after it has received written notice from the Required Lenders stating that one or more of the applicable conditions to Credit Events specified in Section 5 are not then satisfied until such time as all such conditions are satisfied. Upon the issuance of or modification or amendment to any Standby Letter of Credit, the respective Letter of Credit Issuer shall promptly notify the Borrower and the Administrative Agent, in writing of such issuance, modification or amendment and such notice shall be accompanied by a copy of such Letter of Credit or the respective modification or amendment thereto, as the case may be. Promptly after receipt of such notice the Administrative Agent and shall notify the Participants, in writing, of such issuance, modification or amendment. On the first Business Day of each other Lender a quarterly (or monthly if requested by the Administrative Agent or any applicable Lender) summary describing week, each Letter of Credit Issuer shall furnish the Administrative Agent with a written (including via facsimile) report of the daily aggregate outstandings of Trade Letters of Credit issued by the such Letter of Credit Issuer and then outstanding and an identification for the relevant period of the daily aggregate Letter of Credit Outstandings represented by Letters of Credit issued by such Letter of Credit Issuer. Each Letter of Credit Issuer shall, if requested by the Administrative Agent or any other Lender, provide a copy of each Letter of Credit issued by itimmediately preceding week.

Letter of Credit Requests; Notices of Issuance. (a) Whenever it desires that a Letter of Credit be issuedissued for its account, the Borrower Corporation shall give the Administrative Agent and the Letter of Credit Issuer written or telephonic notice (in the case of telephonic notice, promptly confirmed in writing if so requested by the Administrative Agent) which, if in the form of respective Issuing Bank written notice shall be substantially in the form of Exhibit B-3, or transmit by electronic communication (if arrangements for doing so have been approved by the Letter of Credit Issuer), thereof prior to 11:00 A.M. 1:00 P.M. (local time at its Notice OfficeNew York time) at least three five Business Days Days' (or such shorter period as may be is acceptable to the relevant Letter of Credit Issuerrespective Issuing Bank) prior to the proposed date of issuance (which shall be a Business Day) ). Each notice shall be in the form of Exhibit D (each each, a "LETTER OF CREDIT REQUEST"), which . (b) The making of each Letter of Credit Request shall include such supporting documents be deemed to be a representation and warranty by the Corporation that (i) such Letter of Credit Issuer customarily requires may be issued in connection therewith accordance with, and will not violate the requirements of, Section 2.02 and (includingii) all of the applicable conditions set forth in Sections 5 and 6 shall be met at the time of such issuance. Unless the respective Issuing Bank has received notice from the Administrative Agent, in whether on its own initiative or at the case direction of the Required Lenders, before it issues a Letter of Credit for an account party other than that one or more of the Borrowerconditions specified in Section 5 are not satisfied on the Initial Borrowing Date or Section 6 are not then satisfied, an application for, and if applicable a reimbursement agreement with respect to, or that the issuance of such Letter of CreditCredit would violate Section 2.02 (any such notice, a "STOP ISSUE NOTICE"), then such Issuing Bank may issue the requested Letter of Credit for the account of the Corporation in accordance with such Issuing Bank's usual and customary practices. Any such documents executed in connection with Upon the issuance of a or amendment to any Standby Letter of Credit, including the respective Issuing Bank shall promptly notify the Administrative Agent and the Corporation, in writing, of such issuance or amendment, and such notification shall be accompanied by a copy of the issued Standby Letter of Credit itselfor amendment thereto. Upon receipt of such notice, are herein referred to the Administrative Agent shall notify the RL Lenders, in writing, of such issuance or amendment, as "LETTER OF CREDIT DOCUMENTS". In the event of case may be, and if so requested by any inconsistency between any RL Lender, the Administrative Agent shall provide such RL Lender with a copy of the terms or provisions of any Standby Letter of Credit Document and so issued or such amendment, as the terms and provisions of this Agreement respecting case may be. For Trade Letters of CreditCredit issued by an Issuing Bank (other than the Administrative Agent), the terms and provisions of this Agreement shall control. The Administrative Agent shall promptly notify each Lender of each Letter of Credit Request. (b) Each Letter of Credit Issuer shall provide such Issuing Bank will send to the Administrative Agent and by facsimile transmission, promptly on the first Business Day of each other Lender a quarterly (or monthly if requested by the Administrative Agent or any applicable Lender) summary describing each Letter of Credit issued by such Letter of Credit Issuer and then outstanding and an identification for the relevant period of week, the daily aggregate Letter Stated Amount of Credit Outstandings represented by Trade Letters of Credit issued by such Issuing Bank and outstanding during the preceding week. The Administrative Agent shall deliver to each RL Lender, after each calendar month end and upon each payment of the Letter of Credit Issuer. Each Letter Fee, a report setting forth for the relevant period the daily aggregate Stated Amount of all outstanding Trade Letters of Credit Issuer shall, if requested by the Administrative Agent or any other Lender, provide a copy of each Letter of Credit issued by itduring such period.

Letter of Credit Requests; Notices of Issuance. (a) Whenever it desires that a Letter of Credit be issued, the Borrower shall give the Administrative Agent and the respective Letter of Credit Issuer written or telephonic notice (in the case which may include by way of telephonic notice, promptly confirmed in writing if so requested by the Administrative Agentfacsimile transmission) which, if in the form of written notice shall be substantially in the form of Exhibit B-3, or transmit by electronic communication (if arrangements for doing so have been approved by the Letter of Credit Issuer), A-2 hereto prior to 11:00 A.M. 1:00 P.M. (local time at its Notice OfficeNew York time) at least three Business Days (or such shorter period as may be acceptable to the relevant such Letter of Credit IssuerIssuer in any given case) prior to the proposed date of issuance (which shall be a Business Day) (each each, a "LETTER OF CREDIT REQUEST"“Letter of Credit Request”), which Letter of Credit Request shall include such supporting any documents that such Letter of Credit Issuer customarily requires in connection therewith (including, in the case of a Letter of Credit for an account party other than the Borrower, an application for, and if applicable a reimbursement agreement with respect to, such Letter of Credit). Any such documents executed in connection with the issuance of a Letter of Credit, including the Letter of Credit itself, are herein referred to as "LETTER OF CREDIT DOCUMENTS". In the event of any inconsistency between any of the terms or provisions of any Letter of Credit Document and the terms and provisions of this Agreement respecting Letters of Credit, the terms and provisions of this Agreement shall control. The Administrative Agent shall promptly notify each Lender of each Letter of Credit Requesttherewith. (b) Each Letter of Credit Issuer shall provide to shall, promptly after the issuance of, or amendment to, a Letter of Credit, give the Administrative Agent and each other Lender the Borrower written notice of such issuance or amendment, as the case may be, and such notice shall be accompanied by a quarterly (copy of such Letter of Credit or monthly if requested by such amendment, as the case may be. Promptly upon receipt of such notice, the Administrative Agent shall notify each Participant, in writing, of such issuance or amendment and if any applicable LenderParticipant shall so request, the Administrative Agent shall furnish said Participant with a copy of such Letter of Credit or such amendment, as the case may be. (c) summary describing The making of each Letter of Credit issued Request shall be deemed to be a representation and warranty by such the Borrower to the respective Letter of Credit Issuer and then outstanding and an identification for the relevant period of the daily aggregate Letter of Credit Outstandings represented by Letters of Credit issued by Lenders that such Letter of Credit Issuermay be issued in accordance with, and will not violate the requirements of, Section 1A.01(a) or (b). Each Unless the respective Letter of Credit Issuer has received notice from the Borrower, any other Credit Party or the Required Lenders before it issues a Letter of Credit that one or more of the conditions specified in Section 4 are not then satisfied, or that the issuance of such Letter of Credit would violate Section 1A.01(a) or (b), then such Letter of Credit Issuer shall, if subject to the terms and conditions of this Agreement, issue the requested by the Administrative Agent or any other Lender, provide a copy of each Letter of Credit issued by itfor the account of the Borrower in accordance with such Letter of Credit Issuer’s usual and customary practices.

Letter of Credit Requests; Notices of Issuance. (a) Whenever it the US Borrower desires that a Letter of Credit be issuedissued for its account it shall execute and deliver to the Issuing Bank (including by way of facsimile and with copies having been sent to the Administrative Agent) at least three Business Days prior to the issuance thereof (or such shorter period of time as is acceptable to the Issuing Bank), a Letter of Credit Request in the form of Exhibit C (each a "Letter of Credit Request"). (b) The making of each Letter of Credit Request shall be deemed to be a representation and warranty by the US Borrower that all of the applicable conditions set forth in Section 5 shall be met at the time of such issuance. The Issuing Bank shall not issue any Letter of Credit after it has received written notice from the US Borrower or the Required Banks stating that a Default or an Event of Default exists until such time as the Issuing Bank shall have received written notice of (i) rescission of such notice from the party or parties originally delivering the same or (ii) a waiver of such Default or Event of Default from the Required Banks (or all of the Banks, to the extent required under Section 13.12). (c) The Issuing Bank shall, promptly after the issuance of or amendment to any Standby Letter of Credit, give the Administrative Agent and the Letter US Borrower written notice of Credit Issuer written such issuance or telephonic notice (in the case of telephonic notice, promptly confirmed in writing if so requested by the Administrative Agent) which, if in the form of written amendment and such notice shall be substantially in accompanied by a copy of such issuance or amendment. Upon receipt of such notice, the form Administrative Agent shall promptly give each Participant a written notice of Exhibit B-3, such issuance or transmit amendment and if requested by electronic communication (if arrangements for doing so have been approved by a Participant the Letter of Credit Issuer), prior to 11:00 A.M. (local time at its Notice Office) at least three Business Days (or Administrative Agent will provide such shorter period as may be acceptable to the relevant Letter of Credit Issuer) prior to the proposed date Participant with copies of issuance (which shall be a Business Day) (each a "LETTER OF CREDIT REQUEST"), which Letter of Credit Request shall include such supporting documents that such Letter of Credit Issuer customarily requires in connection therewith (including, in the case of a Letter of Credit for an account party other than the Borrower, an application for, and if applicable a reimbursement agreement with respect to, such Letter of Credit)or amendment. Any such documents executed in connection with the issuance of a Letter of Credit, including the Letter of Credit itself, are herein referred With regard to as "LETTER OF CREDIT DOCUMENTS". In the event of any inconsistency between any of the terms or provisions of any Letter of Credit Document and the terms and provisions of this Agreement respecting Trade Letters of Credit, on the terms and provisions of this Agreement shall control. The Administrative Agent shall promptly notify each Lender first Business Day of each Letter of Credit Request. (b) Each Letter of Credit Issuer shall week the Issuing Bank will provide to the Administrative Agent and each other Lender Agent, by facsimile, a quarterly (or monthly if requested by the Administrative Agent or any applicable Lender) summary describing each Letter of Credit issued by such Letter of Credit Issuer and then outstanding and an identification for the relevant period of written report detailing the daily aggregate Letter of Credit Outstandings represented by outstanding Trade Letters of Credit issued by the Issuing Bank for the previous week. Upon receipt of such Letter of Credit Issuer. Each Letter of Credit Issuer shallnotice, if requested by the Administrative Agent or any other Lender, shall provide to each Participant a copy of each Letter of Credit issued by itsuch report.

Letter of Credit Requests; Notices of Issuance. (a) Whenever it any Borrower desires that a Letter of Credit be issuedissued for its account it shall execute and deliver to the respective Issuing Bank (with copies having been sent to the Administrative Agent) at least three Business Days prior to the issuance thereof (or such shorter period of time as is acceptable to such Issuing Bank), a Letter of Credit Request in the form of Exhibit C (each a "Letter of Credit Request"). As provided in the form of Letter of Credit Request, at the time it delivers such request the applicable Borrower must designate the requested Letter of Credit Request as either a "Tranche 1 Letter of Credit" or a "Tranche 2 Letter of Credit." (b) The making of each Letter of Credit Request shall be deemed to be a representation and warranty by the applicable Borrower that all of the applicable conditions set forth in Section 5 shall be met at the time of such issuance. No Issuing Bank shall issue any Letter of Credit after it has received written notice from any Borrower or the Required Banks stating that a Default or an Event of Default exists until such time as such Issuing Bank shall have received written notice of (i) rescission of such notice from the party or parties originally delivering the same or (ii) a waiver of such Default or Event of Default from the Required Banks (or all of the Banks, to the extent required under Section 14.12). (c) Each Issuing Bank shall on the date of each issuance of or amendment or modification to a Standby Letter of Credit or Bank Guarantee by it, give the Administrative Agent and the respective Borrower written notice of the issuance of, or amendment or modification to, such Standby Letter of Credit Issuer written or telephonic notice (in Bank Guarantee, accompanied by a copy of the case Standby Letter of telephonic notice, promptly confirmed in writing if so Credit or Bank Guarantee issued by it and each such amendment or modification thereto. If requested by any Participant, the Administrative Agent will provide such Participant with copies of any Standby Letter of Credit or Bank Guarantee or any amendment or modification thereto. (d) Each Issuing Bank (other than BTCo and its Lending Affiliates) shall deliver to the Administrative Agent) which, if in promptly on the form first Business Day of written notice shall be substantially in the form of Exhibit B-3each week, or transmit by electronic communication (if arrangements for doing so have been approved by the Letter of Credit Issuer), prior to 11:00 A.M. (local time at its Notice Office) at least three Business Days (or such shorter period as may be acceptable to the relevant Letter of Credit Issuer) prior to the proposed date of issuance (which shall be a Business Day) (each a "LETTER OF CREDIT REQUEST"), which Letter of Credit Request shall include such supporting documents that such Letter of Credit Issuer customarily requires in connection therewith (including, in the case of a Letter of Credit for an account party other than the Borrower, an application for, and if applicable a reimbursement agreement with respect to, such Letter of Credit). Any such documents executed in connection with the issuance of a Letter of Credit, including the Letter of Credit itself, are herein referred to as "LETTER OF CREDIT DOCUMENTS". In the event of any inconsistency between any of the terms or provisions of any Letter of Credit Document and the terms and provisions of this Agreement respecting Letters of Creditfacsimile transmission, the terms and provisions of this Agreement shall control. The Administrative Agent shall promptly notify each Lender of each Letter of Credit Request. (b) Each Letter of Credit Issuer shall provide aggregate daily Stated Amount available to be drawn under the Administrative Agent and each other Lender a quarterly (or monthly if requested by the Administrative Agent or any applicable Lender) summary describing each Letter of Credit issued by such Letter of Credit Issuer and then outstanding and an identification for the relevant period of the daily aggregate Letter of Credit Outstandings represented by Trade Letters of Credit issued by such Letter Issuing Bank for the previous week. The Administrative Agent shall, within 10 days after the last Business Day of each calendar month, deliver to each Participant a report setting forth such preceding calendar month the aggregate daily Stated Amount available to be drawn under all outstanding Trade Letters of Credit Issuer. Each Letter of Credit Issuer shall, if requested by the Administrative Agent or any other Lender, provide a copy of each Letter of Credit issued by itduring such calendar month.

Letter of Credit Requests; Notices of Issuance. (a) Whenever it an Account Party desires that a Letter of Credit be issuedissued for its account, the Borrower such Account Party shall give the Administrative Agent and the Letter of Credit Issuer written or telephonic notice (in the case of telephonic notice, promptly confirmed in writing if so requested by the Administrative Agent) which, if in the form of respective Issuing Bank written notice shall be substantially in the form of Exhibit B-3, or transmit by electronic communication (if arrangements for doing so have been approved by the Letter of Credit Issuer), thereof prior to 11:00 A.M. 1:00 P.M. (local time at its Notice OfficeNew York time) at least three five Business Days Days’ (or such shorter period as may be is acceptable to the relevant Letter of Credit Issuerrespective Issuing Bank) prior to the proposed date of issuance (which shall be a Business Day). Each notice shall be in the form of Exhibit D (each, a “Letter of Credit Request”). (b) (The making of each a "LETTER OF CREDIT REQUEST"), which Letter of Credit Request shall include such supporting documents be deemed to be a representation and warranty by the respective Account Party that (i) such Letter of Credit Issuer customarily requires may be issued in connection therewith accordance with, and will not violate the requirements of, Section 2.02 and (includingii) all of the applicable conditions set forth in Sections 5 and 6 shall be met at the time of such issuance. Unless the respective Issuing Bank has received notice from the Administrative Agent, in whether on its own initiative or at the case direction of the Required Lenders, before it issues a Letter of Credit for an account party other than that one or more of the Borrowerconditions specified in Section 5 are not satisfied on the Initial Borrowing Date or Section 6 are not then satisfied, an application for, and if applicable a reimbursement agreement with respect to, or that the issuance of such Letter of Credit)Credit would violate Section 2.02 (any such notice, a “Stop Issue Notice”) , then such Issuing Bank may issue the requested Letter of Credit for the account of the respective Account Party in accordance with such Issuing Bank’s usual and customary practices. Any such documents executed in connection with Upon the issuance of a or amendment to any Standby Letter of Credit, including the respective Issuing Bank shall promptly notify the Administrative Agent and the respective Account Party, in writing, of such issuance or amendment, and such notification shall be accompanied by a copy of the issued Standby Letter of Credit itselfor amendment thereto. Upon receipt of such notice, are herein referred to the Administrative Agent shall notify the RL Lenders, in writing, of such issuance or amendment, as "LETTER OF CREDIT DOCUMENTS". In the event of case may be, and if so requested by any inconsistency between any RL Lender, the Administrative Agent shall provide such RL Lender with a copy of the terms or provisions of any Standby Letter of Credit Document and so issued or such amendment, as the terms and provisions of this Agreement respecting case may be. For Trade Letters of CreditCredit issued by an Issuing Bank (other than the Administrative Agent), the terms and provisions of this Agreement shall control. The Administrative Agent shall promptly notify each Lender of each Letter of Credit Request. (b) Each Letter of Credit Issuer shall provide such Issuing Bank will send to the Administrative Agent and by facsimile transmission, promptly on the first Business Day of each other Lender a quarterly (or monthly if requested by the Administrative Agent or any applicable Lender) summary describing each Letter of Credit issued by such Letter of Credit Issuer and then outstanding and an identification for the relevant period of week, the daily aggregate Letter Stated Amount of Credit Outstandings represented by Trade Letters of Credit issued by such Issuing Bank and outstanding during the preceding week. The Administrative Agent shall deliver to each RL Lender, after each calendar month end and upon each payment of the Letter of Credit Issuer. Each Letter Fee, a report setting forth for the relevant period the daily aggregate Stated Amount of all outstanding Trade Letters of Credit Issuer shall, if requested by the Administrative Agent or any other Lender, provide a copy of each Letter of Credit issued by itduring such period.

Letter of Credit Requests; Notices of Issuance. (a) Whenever it the Borrower desires that a Letter of Credit be issuedissued for its account, the Borrower shall give the Administrative Agent and the Letter of Credit Issuer written or telephonic notice (in the case of telephonic notice, promptly confirmed in writing if so requested by the Administrative Agent) which, if in the form of written notice shall be substantially in the form of Exhibit B-3, or transmit by electronic communication (if arrangements for doing so have been approved by the Letter of Credit Issuer), prior to 11:00 A.M. (local time at its Notice Office) respective Issuing Lender at least three two Business Days Days' (or such shorter period as may be is acceptable to the relevant Letter respective Issuing Lender) prior written notice thereof. In the case of Letters of Credit Issuer) prior to the proposed date of issuance (which be issued pursuant to Section 2.01, each notice shall be a Business Day) in the form of Exhibit D (each a "LETTER OF CREDIT REQUESTLetter of Credit Request"), which . (b) The making of each Letter of Credit Request shall include such supporting documents be deemed to be a representation and warranty by the Borrower that such Letter of Credit Issuer customarily requires may be issued in connection therewith (includingaccordance with, in and will not violate the case of requirements of, Section 2.01(c). Unless the respective Issuing Lender has received notice from any Lender before it issues a Letter of Credit for an account party other than that one or more of the Borrowerconditions specified in Sections 5A, an application for5B or 6 are not then satisfied, and if applicable a reimbursement agreement with respect to, or that the issuance of such Letter of CreditCredit would violate Section 2.01(c), then such Issuing Lender may issue the requested Letter of Credit for the account of the Borrower in accordance with such Issuing Lender's usual and customary practices. Any such documents executed in connection with the Upon its issuance of a or amendment to any Standby Letter of Credit, including the Letter of Credit itself, are herein referred to as "LETTER OF CREDIT DOCUMENTS". In Issuing Lender shall promptly notify the event of any inconsistency between any of the terms or provisions of any Letter of Credit Document Borrower and the terms Administrative Agent, in writing, of such amendment or issuance and provisions such notice shall be accompanied by a copy of this Agreement respecting Letters such amendment or issuance. Upon receipt of Creditsuch notice, the terms and provisions of this Agreement shall control. The Administrative Agent shall promptly notify each Lender Participant accordingly and, at the request of any Participant, the Administrative Agent shall forward a copy of each Letter amendment or issuance to such Participant. For Trade Letters of Credit Request. (b) Each Letter of Credit Issuer shall provide on which the Issuing Lender is other than the Administrative Agent, the Issuing Lender will send to the Administrative Agent and by facsimile transmission, promptly on the first Business Day of each other Lender a quarterly (or monthly if requested by the Administrative Agent or any applicable Lender) summary describing each Letter of Credit issued by such Letter of Credit Issuer and then outstanding and an identification for the relevant period of week, the daily aggregate Letter Stated Amount of Credit Outstandings represented by Trade Letters of Credit issued by such Issuing Lender and outstanding during the preceding week. The Administrative Agent will send to each Lender after each calendar month end and upon each payment of the Letter of Credit Issuer. Each Letter Fee, a report setting forth for the relevant period the daily aggregate Stated Amount of all outstanding Trade Letters of Credit Issuer shall, if requested by the Administrative Agent or any other Lender, provide a copy of each Letter of Credit issued by itall Issuing Lenders during such period.

Letter of Credit Requests; Notices of Issuance. (a) Whenever it desires that a Letter of Credit be issued, the Borrower shall give the Administrative Agent and the Letter of Credit Issuer written or telephonic notice (in the case of telephonic notice, promptly confirmed in writing if so requested by the Administrative Agent) which, if in the form of Facing Agent written notice shall be substantially in the form of Exhibit B-3, or transmit by electronic communication (if arrangements for doing so have been approved by the Letter of Credit Issuer), thereof prior to 11:00 A.M. 1:00 p.m. (local time at its Notice OfficeNew York City time) at least three Business Days (or such shorter period as may be acceptable to the relevant Letter of Credit IssuerFacing Agent) prior to the proposed date of issuance (which shall be a Business Day) which written notice shall be substantially in the form of Exhibit 2.9(c)-1 or as otherwise required by the following two sentences (each a "LETTER OF CREDIT REQUESTLetter of Credit Request"). Each such notice shall specify (i) the proposed issuance date and expiration date, (ii) the name(s) of each obligor with respect to such Letter of Credit, (iii) Borrower as the account party, (iv) the name and address of the beneficiary (which Person shall be reasonably acceptable to the Facing Agent), (v) the Stated Amount of such proposed Letter of Credit, (vi) the purpose of such Letter of Credit (which shall be acceptable to Administrative Agent and the Facing Agent) and (vii) such other information as the Facing Agent may reasonably request. In addition, each Letter of Credit Request shall include contain a description of the terms and conditions to be included in such supporting documents that proposed Letter of Credit (all of which terms and conditions shall be reasonably acceptable to the Facing Agent). No Letter of Credit shall contain any provision for payment thereunder at any time earlier than 2:00 P.M. (New York City time) on the Business Day immediately succeeding the presentation of all drafts, demands for payment and all other documents, if any, required to be presented pursuant to such Letter of Credit. Unless otherwise specified, all Letters of Credit Issuer customarily requires will be governed by the Uniform Customs and Practices for Documentary Credit Operations as in connection therewith (including, in effect on the case date of issuance of such Letter of Credit. From time to time while a Letter of Credit for an account party other than is outstanding and prior to the Borrower, an application for, and if applicable a reimbursement agreement with respect to, such Letter of Credit). Any such documents executed in connection with the issuance of a Letter of Credit, including the Letter of Credit itself, are herein referred to as "LETTER OF CREDIT DOCUMENTS". In the event of any inconsistency between any of the terms or provisions of any Letter of Credit Document and the terms and provisions of this Agreement respecting Letters of CreditRevolver Termination Date, the terms and provisions Facing Agent may, upon the written request of this Agreement shall control. The Borrower received by the Facing Agent (with a copy sent by Borrower to Administrative Agent) at least three Business Days (or such shorter time as the Facing Agent shall promptly notify each Lender of each Letter of Credit Request. (bmay agree in a particular instance in its sole discretion) Each Letter of Credit Issuer shall provide prior to the Administrative Agent and each other Lender a quarterly (or monthly if requested by the Administrative Agent or proposed date of amendment, amend any applicable Lender) summary describing each Letter of Credit issued by such Letter of Credit Issuer and then outstanding and an identification for the relevant period of the daily aggregate Letter of Credit Outstandings represented by Letters of Credit issued by such Letter of Credit Issuer. Each Letter of Credit Issuer shall, if requested by the Administrative Agent or any other Lender, provide a copy of each Letter of Credit issued by it. Each such request for amendment of a Letter of Credit shall be made in writing, made in substantially the form of Exhibit 2.9(c)-2 (each a "Letter of Credit Amendment Request") and shall specify in form and detail reasonably satisfactory to the Facing Agent: (A) the Letter of Credit to be amended; (B) the proposed date of amendment of the Letter of Credit (which shall be a Business Day); (C) the nature of the proposed amendment; and (D) such other matters as the Facing Agent may reasonably require. The Facing Agent shall be under no obligation to amend any Letter of Credit. Each Letter of Credit Request or Letter of Credit Amendment Request shall include any other documents or information as the Facing Agent customarily requires in connection therewith. The Facing Agent shall, on the date of each issuance of or amendment or modification to a Letter of Credit by it, give Administrative Agent a copy of the Letter of Credit or Letters of Credit issued by it and each such amendment or modification thereto, and the Administrative Agent will notify the Lenders of the receipt by it of any such Letter of Credit or amendment or modification thereto.

Letter of Credit Requests; Notices of Issuance. (a) Whenever it the Borrower desires that a Letter of Credit be issuedissued for its account it shall execute and deliver to the Issuing Lender (including by way of facsimile and with copies having been sent to the Administrative Agent) at least three Business Days prior to the issuance thereof (or such shorter period of time as is acceptable to the Issuing Lender), a Letter of Credit Request in the form of Exhibit D (each a "Letter of Credit Request"). (b) The making of each Letter of Credit Request shall be deemed to be a representation and warranty by the Borrower that all of the applicable conditions set forth in Section 6 shall be met at the time of such issuance. The Issuing Lender shall not issue any Letter of Credit after it has received written notice from the Borrower or the Required Lenders stating that a Default or an Event of Default exists until such time as the Issuing Lender shall have received written notice of (i) rescission of such notice from the party or parties originally delivering the same or (ii) a waiver of such Default or Event of Default from the Required Lenders (or all of the Lenders, to the extent required under Section 14.12). (c) The Issuing Lender shall, promptly after the issuance of or amendment to any Standby Letter of Credit, give the Administrative Agent and the Letter Borrower written notice of Credit Issuer written such issuance or telephonic notice (in the case of telephonic notice, promptly confirmed in writing if so requested by the Administrative Agent) which, if in the form of written amendment and such notice shall be substantially in accompanied by a copy of such issuance or amendment. Upon receipt of such notice, the form Administrative Agent shall promptly give each Participant a written notice of Exhibit B-3, such issuance or transmit amendment and if requested by electronic communication (if arrangements for doing so have been approved by a Participant the Letter of Credit Issuer), prior to 11:00 A.M. (local time at its Notice Office) at least three Business Days (or Administrative Agent will provide such shorter period as may be acceptable to the relevant Letter of Credit Issuer) prior to the proposed date Participant with copies of issuance (which shall be a Business Day) (each a "LETTER OF CREDIT REQUEST"), which Letter of Credit Request shall include such supporting documents that such Letter of Credit Issuer customarily requires in connection therewith (including, in the case of a Letter of Credit for an account party other than the Borrower, an application for, and if applicable a reimbursement agreement with respect to, such Letter of Credit)or amendment. Any such documents executed in connection with the issuance of a Letter of Credit, including the Letter of Credit itself, are herein referred With regard to as "LETTER OF CREDIT DOCUMENTS". In the event of any inconsistency between any of the terms or provisions of any Letter of Credit Document and the terms and provisions of this Agreement respecting Trade Letters of Credit, on the terms and provisions of this Agreement shall control. The Administrative Agent shall promptly notify each Lender first Business Day of each Letter of Credit Request. (b) Each Letter of Credit Issuer shall week the Issuing Lender will provide to the Administrative Agent and each other Lender Agent, by facsimile, a quarterly (or monthly if requested by the Administrative Agent or any applicable Lender) summary describing each Letter of Credit issued by such Letter of Credit Issuer and then outstanding and an identification for the relevant period of written report detailing the daily aggregate Letter of Credit Outstandings represented by outstanding Trade Letters of Credit issued by the Issuing Lender for the previous week. (d) Schedule XI attached hereto contains a description of all letters of credit denominated in Dollars issued or deemed issued and outstanding under the Existing Credit Agreement on the Initial Borrowing Date. Each such letter of credit, including any extension thereof (each, an "Existing Letters of Credit") shall constitute a "Letter of Credit Issuer. Each Letter Credit" for all purposes of Credit Issuer shallthis Agreement, if requested by issued, for purposes of Section 2.03(a), on the Administrative Agent or any other Lender, provide a copy of each Letter of Credit issued by itInitial Borrowing Date.

Letter of Credit Requests; Notices of Issuance. (a) Whenever it desires that a Letter of Credit be issuedissued for its account, the Borrower shall give the Administrative Agent and the Letter of Credit Issuer written or telephonic notice (in the case of telephonic notice, promptly confirmed in writing if so requested by the Administrative Agent) which, if in the form of respective Issuing Bank written notice shall be substantially in the form of Exhibit B-3, or transmit by electronic communication (if arrangements for doing so have been approved by the Letter of Credit Issuer), thereof prior to 11:00 A.M. 1:00 P.M. (local time at its Notice OfficeNew York time) at least three five Business Days Days' (or such shorter period as may be is acceptable to the relevant Letter of Credit Issuerrespective Issuing Bank) prior to the proposed date of issuance (which shall be a Business Day) ). Each notice shall be in the form of Exhibit G (each each, a "LETTER OF CREDIT REQUESTLetter of Credit Request"), which . (b) The making of each Letter of Credit Request shall include such supporting documents be deemed to be a representation and warranty by Borrower that (i) such Letter of Credit Issuer customarily requires may be issued in connection therewith accordance with, and will not violate the requirements of, Section 2.20.1 and (including, ii) all of the applicable conditions set forth in Article IV shall be met at the case time of such issuance. Unless the respective Issuing Bank has received notice from the Administrative Agent before it issues a Letter of Credit for an account party other than that one or more of the Borrowerconditions specified in Article IV are not satisfied on the Initial Funding Date or are not then satisfied, an application for, and if applicable a reimbursement agreement with respect to, or that the issuance of such Letter of CreditCredit would violate Section 2.20.1 (any such notice, a "Stop Issue Notice"), then such Issuing Bank may issue the requested Letter of Credit for the account of Borrower in accordance with such Issuing Bank's usual and customary practices. Any such documents executed in connection with Upon the issuance of a or amendment to any Standby Letter of Credit, including the respective Issuing Bank shall promptly notify the Administrative Agent and Borrower, in writing, of such issuance or amendment, and such notification shall be accompanied by a copy of the issued Standby Letter of Credit itselfor amendment thereto. Upon receipt of such notice, are herein referred to the Administrative Agent shall notify the Lenders, in writing, of such issuance or amendment, as "LETTER OF CREDIT DOCUMENTS". In the event of any inconsistency between any case may be, and if so requested by Lender, the Administrative Agent shall provide such Lender with a copy of the terms or provisions of any Standby Letter of Credit Document and so issued or such amendment, as the terms and provisions of this Agreement respecting case may be. For Trade Letters of CreditCredit issued by an Issuing Bank (other than the Administrative Agent), the terms and provisions of this Agreement shall control. The Administrative Agent shall promptly notify each Lender of each Letter of Credit Request. (b) Each Letter of Credit Issuer shall provide such Issuing Bank will send to the Administrative Agent and by facsimile transmission, promptly on the first Business Day of each other Lender a quarterly (or monthly if requested by the Administrative Agent or any applicable Lender) summary describing each Letter of Credit issued by such Letter of Credit Issuer and then outstanding and an identification for the relevant period of week, the daily aggregate Letter Stated Amount of Credit Outstandings represented by Trade Letters of Credit issued by such Letter of Credit Issuer. Each Letter of Credit Issuer shall, if requested by Issuing Bank and outstanding during the Administrative Agent or any other Lender, provide a copy of each Letter of Credit issued by itpreceding week.

Letter of Credit Requests; Notices of Issuance. (a) Whenever it the Borrower desires that a Letter of Credit be issuedissued for its account it shall execute and deliver to the Issuing Bank (with copies having been sent to the Administrative Agent) at least three Business Days prior to the issuance thereof (or such shorter period of time as is acceptable to the Issuing Bank), a Letter of Credit Request in the form of Exhibit D (each a "Letter of Credit Request"). (b) The making of each Letter of Credit Request shall be deemed to be a representation and warranty by the Borrower that all of the applicable conditions set forth in Section 5 shall be met at the time of such issuance. The Issuing Bank shall not issue any Letter of Credit after it has received written notice from the Borrower or the Required Banks stating that a Default or an Event of Default exists until such time as the Issuing Bank shall have received written notice of (i) rescission of such notice from the party or parties originally delivering the same or (ii) a waiver of such Default or Event of Default from the Required Banks (or all of the Banks, to the extent required under Section 13.12). (c) The Issuing Bank shall, promptly after the issuance of or amendment to any Standby Letter of Credit, give the Administrative Agent and the Letter Borrower written notice of Credit Issuer written such issuance or telephonic notice (in the case of telephonic notice, promptly confirmed in writing if so requested by the Administrative Agent) which, if in the form of written amendment and such notice shall be substantially in accompanied by a copy of such issuance or amendment. Upon receipt of such notice, the form Administrative Agent shall promptly give each Participant a written notice of Exhibit B-3, such issuance or transmit amendment and if requested by electronic communication (if arrangements for doing so have been approved by a Participant the Letter of Credit Issuer), prior to 11:00 A.M. (local time at its Notice Office) at least three Business Days (or Administrative Agent will provide such shorter period as may be acceptable to the relevant Letter of Credit Issuer) prior to the proposed date Participant with copies of issuance (which shall be a Business Day) (each a "LETTER OF CREDIT REQUEST"), which Letter of Credit Request shall include such supporting documents that such Letter of Credit Issuer customarily requires in connection therewith (including, in the case of a Letter of Credit for an account party other than the Borrower, an application for, and if applicable a reimbursement agreement with respect to, such Letter of Credit)or amendment. Any such documents executed in connection with the issuance of a Letter of Credit, including the Letter of Credit itself, are herein referred With regard to as "LETTER OF CREDIT DOCUMENTS". In the event of any inconsistency between any of the terms or provisions of any Letter of Credit Document and the terms and provisions of this Agreement respecting Trade Letters of Credit, on the terms and provisions of this Agreement shall control. The Administrative Agent shall promptly notify each Lender first Business Day of each Letter of Credit Request. (b) Each Letter of Credit Issuer shall week the Issuing Bank will provide to the Administrative Agent and each other Lender Agent, by facsimile, a quarterly (or monthly if requested by the Administrative Agent or any applicable Lender) summary describing each Letter of Credit issued by such Letter of Credit Issuer and then outstanding and an identification for the relevant period of written report detailing the daily aggregate Letter of Credit Outstandings represented by outstanding Trade Letters of Credit issued by the Issuing Bank for the previous week. Upon receipt of such Letter of Credit Issuer. Each Letter of Credit Issuer shallnotice, if requested by the Administrative Agent or any other Lender, shall provide to each Participant a copy of each Letter of Credit issued by itsuch report.