Common use of Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions Clause in Contracts

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit, other than an automatic renewal permitted pursuant to paragraph (c) of this Section)), a Borrower shall deliver (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to an Issuing Bank and the Administrative Agent, reasonably in advance of the requested date of issuance, amendment, renewal or extension, a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit is to be a Tranche One Letter of Credit or a Tranche Two Letter of Credit and such other information as shall be necessary to enable the applicable Issuing Bank to prepare, amend, renew or extend such Letter of Credit. If requested by the applicable Issuing Bank, the Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit the Company shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the LC Exposure shall not exceed US$350,000,000, (ii) the amount of the LC Exposure attributable to Letters of Credit issued by the applicable Issuing Bank will not exceed the LC Commitment of such Issuing Bank, (iii) the aggregate Tranche One Revolving Credit Exposures shall not exceed the aggregate Tranche One Commitments, (iv) the Tranche One Revolving Credit Exposure of any Lender will not exceed its Tranche One Commitment, (v) the aggregate Tranche Two Revolving Credit Exposures shall not exceed the aggregate Tranche Two Commitments and (vi) the Tranche Two Revolving Credit Exposure of any Lender will not exceed its Tranche Two Commitment. If the Required Lenders notify any Issuing Bank that a Default exists and instruct such Issuing Bank to suspend the issuance, amendment, renewal or extension of Letters of Credit, such Issuing Bank shall not issue, amend, renew (except pursuant to automatic renewal provisions if such Issuing Bank shall no longer be entitled to elect not to renew) or extend any Letter of Credit without the consent of the Required Lenders until such notice is withdrawn by the Required Lenders (and each Lender that shall have delivered such a notice agrees promptly to withdraw it at such time as it determines that no Default exists), it being understood and agreed that in the absence of any such notice, each Issuing Bank may rely (and shall incur no liability in relying) on the representation and warranty of the Company deemed made pursuant to Section 4.02).

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit, other than an automatic renewal permitted pursuant to paragraph (c) of this Section)), a Borrower the Company shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) ), for itself or on behalf of any LC Account Party, to an the Issuing Bank and the Administrative Agent, Agent (reasonably in advance of the requested date of issuance, amendment, renewal or extension, ) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the LC Account Party or LC Account Parties, the amount and currency of such Letter of Credit, the Agreed Currency applicable thereto, the name and address of the beneficiary thereof, whether such Letter of Credit is to be a Tranche One Letter of Credit or a Tranche Two Letter of Credit thereof and such other information as shall be necessary to enable the applicable Issuing Bank to prepare, amend, renew or extend such Letter of Credit. If requested by the applicable Issuing Bank, the Borrower Company also shall submit a letter of credit application on such the Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit the Company shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension extension, subject to Sections 2.04 and 2.11(b), (i) the Dollar Amount of the LC Exposure shall not exceed US$350,000,000the LC Sublimit, (ii) the amount sum of the LC Exposure attributable to Letters Dollar Amount of Credit issued by the applicable Issuing Bank will not exceed the LC Commitment of such Issuing Bank, (iii) the aggregate Tranche One total Revolving Credit Exposures shall not exceed the aggregate Tranche One Commitments, Aggregate Commitment and (iviii) the Tranche One Revolving Credit Exposure sum of any Lender will not exceed its Tranche One Commitment, (v) the aggregate Tranche Two Dollar Amount of the total Revolving Credit Exposures denominated in Foreign Currencies shall not exceed the aggregate Tranche Two Commitments and (vi) the Tranche Two Revolving Credit Exposure of any Lender will not exceed its Tranche Two Commitment. If the Required Lenders notify any Issuing Bank that a Default exists and instruct such Issuing Bank to suspend the issuance, amendment, renewal or extension of Letters of Credit, such Issuing Bank shall not issue, amend, renew (except pursuant to automatic renewal provisions if such Issuing Bank shall no longer be entitled to elect not to renew) or extend any Letter of Credit without the consent of the Required Lenders until such notice is withdrawn by the Required Lenders (and each Lender that shall have delivered such a notice agrees promptly to withdraw it at such time as it determines that no Default exists), it being understood and agreed that in the absence of any such notice, each Issuing Bank may rely (and shall incur no liability in relying) on the representation and warranty of the Company deemed made pursuant to Section 4.02)Foreign Currency Sublimit.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit, other than an automatic renewal permitted pursuant to paragraph (c) of this Section)), a the Borrower or any Additional Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to an the Issuing Bank and the Administrative Agent, Agent (reasonably in advance of the requested date of issuance, amendment, renewal or extension, ) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Domestic Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency of such Letter of Credit, the currency in which such Letter of Credit shall be denominated, the name and address of the beneficiary thereof, whether such Letter of Credit is to be a Tranche One Letter of Credit or a Tranche Two Letter of Credit thereof and such other information as shall be necessary to enable the applicable Issuing Bank to prepare, amend, renew or extend such Letter of Credit. If requested by the applicable Issuing Bank, the Borrower or such Additional Borrower also shall submit a letter of credit application on such the Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit the Company Borrower or such Additional Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the Dollar Equivalent of the LC Exposure at such time shall not exceed US$350,000,000, $200,000,000 and (ii) the sum of the Dollar Equivalent of the aggregate outstanding principal amount of the LC Exposure attributable to Letters Loans plus the Dollar Equivalent of Credit issued by the applicable Issuing Bank will not exceed the LC Commitment of Exposure, in each case at such Issuing Bank, (iii) the aggregate Tranche One Revolving Credit Exposures time shall not exceed the aggregate Tranche One total Commitments, (iv) the Tranche One Revolving Credit Exposure of any Lender will not exceed its Tranche One Commitment, (v) the aggregate Tranche Two Revolving Credit Exposures shall not exceed the aggregate Tranche Two Commitments and (vi) the Tranche Two Revolving Credit Exposure of any Lender will not exceed its Tranche Two Commitment. If the Required Lenders notify any Issuing Bank that a Default exists and instruct such Issuing Bank to suspend the issuance, amendment, renewal or extension of Letters of Credit, such The Issuing Bank shall not issue, amend, renew (except pursuant or extend a Letter of Credit if notice has been given to automatic renewal provisions if such Issuing Bank shall no longer be entitled to elect not to renew) by the Administrative Agent or extend any Letter of Credit without the consent of the Required Lenders until such notice Banks that a Default or Event of Default has occurred and is withdrawn by continuing. The Issuing Bank shall provide to the Required Lenders (and each Lender that Administrative Agent and, in turn, the Administrative Agent shall have delivered such provide to the Banks a notice agrees promptly to withdraw it at such time as it determines that no Default exists)monthly update, in accordance with customary practices, of total LC Exposures, it being understood and agreed that in the absence of any such notice, each Issuing Bank may rely (and shall incur no liability in relying) on the representation and warranty obligations of the Company deemed made pursuant Banks shall not be subject to Section 4.02)the receipt of such update.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit, other than an automatic renewal permitted pursuant to paragraph (c) of this Section)), a the applicable Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to an the applicable Issuing Bank and the Administrative Agent, Agent (reasonably in advance of the requested date of issuance, amendment, renewal or extension, ) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency of such Letter of Credit, the account party or account parties with respect to such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit is to be a Tranche One Letter of Credit or a Tranche Two Letter of Credit thereof and such other information as shall be necessary to enable the applicable Issuing Bank to prepare, amend, renew or extend such Letter of Credit. If requested by the applicable Issuing Bank, the such Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit the Company Credit, such Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the LC Aggregate Outstanding Credit Exposure shall will not exceed US$350,000,000the Aggregate Commitment, (ii) the amount Revolving Credit Exposure of any Lender will not exceed its Commitment, (iii) the Borrower Credit Exposure of any Borrower will not exceed the Borrower Sublimit of such Borrower, (iv) the portion of the LC Exposure attributable to Letters of Credit issued by the applicable Issuing Bank will not not, unless such Issuing Bank shall so agree, exceed the LC Commitment of such Issuing Bank, (iii) the aggregate Tranche One Revolving Credit Exposures shall not exceed the aggregate Tranche One Commitments, (iv) the Tranche One Revolving Credit Exposure of any Lender will not exceed its Tranche One Commitment, Bank and (v) the aggregate Tranche Two Revolving Credit Exposures shall not exceed the aggregate Tranche Two Commitments and (vi) the Tranche Two Revolving Credit LC Exposure of any Lender will not exceed 25% of the Aggregate Commitment. Notwithstanding the foregoing, no Issuing Bank shall be required to issue any Letter of Credit if (x) any order, judgment or decree of any governmental authority shall enjoin or restrain, or by its Tranche Two Commitmentterms purport to enjoin or restrain, such Issuing Bank from issuing such Letter of Credit or (y) any applicable law or any order, request or directive (whether or not having the force of law) of any governmental authority with jurisdiction over such Issuing Bank shall prohibit, or request that such Issuing Bank refrain from, the issuance of letters of credit generally or such Letter of Credit in particular or impose upon such Issuing Bank any restriction, reserve or capital requirement with respect to such Letter of Credit not in effect on the Closing Date for which such Issuing Bank is not otherwise compensated hereunder or any unreimbursed loss, cost or expense not applicable to such Issuing Bank on the Closing Date, which such Issuing Bank deems in good faith to be material to it and for which such Issuing Bank is not otherwise compensated hereunder. If the Required Lenders notify any the Issuing Bank Banks that a Default exists with respect to any Borrower and instruct such the Issuing Bank Banks to suspend the issuance, amendment, renewal or extension of Letters of CreditCredit for the account of such Borrower, such no Issuing Bank shall not issue, amend, renew (except pursuant to automatic renewal provisions if such Issuing Bank shall no longer be entitled to elect not to renew) or extend any Letter of Credit for the account of such Borrower or the Company without the consent of the Required Lenders until such notice is withdrawn by the Required Lenders (and each Lender that shall have delivered such a notice agrees promptly to withdraw it at such time as it determines that no Default exists), it being understood and agreed that in the absence of any such notice, each Issuing Bank may rely (and shall incur no liability in relying) on the representation and warranty of the Company deemed made pursuant to Section 4.02).

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit, other than an automatic renewal permitted pursuant to paragraph (c) of this Section)), a Borrower the Parent and the applicable Letter of Credit Applicant shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to an the Issuing Bank and the Administrative Agent, reasonably in advance of Agent (not later than three Business Days before the requested date of issuance, amendment, renewal or extension, ) a notice Letter of Credit Request requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this SectionSection 2.9(c)), the amount and currency of such Letter of Credit, the Currency in which such Letter of Credit is requested to be denominated, the name and address of the beneficiary thereof, whether such Letter of Credit is to be a Tranche One Letter of Credit or a Tranche Two Letter of Credit thereof and such other information as shall be necessary to enable the applicable Issuing Bank to prepare, amend, renew or extend such Letter of Credit. If requested by the applicable Issuing Bank, the Borrower Parent and the applicable Letter of Credit Applicant also shall submit a letter of credit application on such the Issuing Bank’s 's standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and and, upon issuance, amendment, renewal or extension of each Letter of Credit, the Parent and such Letter of Credit the Company Applicant shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension extension, (i) the LC Exposure shall not exceed US$350,000,000the Letter of Credit Commitment, (ii) the amount of the LC Aggregate Credit Exposure attributable to Letters of Credit issued by the applicable Issuing Bank will shall not exceed the LC Commitment of such Issuing BankAggregate Commitments, and (iii) the aggregate Tranche One Revolving Aggregate Core Currency Credit Exposures Exposure shall not exceed the aggregate Tranche One Aggregate Core Currency Commitments, (iv) the Tranche One Revolving Credit Exposure of any Lender will not exceed its Tranche One Commitment, (v) the aggregate Tranche Two Revolving Credit Exposures shall not exceed the aggregate Tranche Two Commitments and (vi) the Tranche Two Revolving Credit Exposure of any Lender will not exceed its Tranche Two Commitment. If the Required Lenders notify any Issuing Bank that a Default exists and instruct such Issuing Bank to suspend the issuance, amendment, renewal or extension of Letters of Credit, such Issuing Bank shall not issue, amend, renew (except pursuant to automatic renewal provisions if such Issuing Bank shall no longer be entitled to elect not to renew) or extend any Letter of Credit without the consent of the Required Lenders until such notice is withdrawn by the Required Lenders (and each Lender that shall have delivered such a notice agrees promptly to withdraw it at such time as it determines that no Default exists), it being understood and agreed that in the absence of any such notice, each Issuing Bank may rely (and shall incur no liability in relying) on the representation and warranty of the Company deemed made pursuant to Section 4.02).

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit by any Issuing Bank (or the amendment, renewal or extension of an outstanding Letter of Credit, (other than an automatic renewal permitted pursuant to paragraph (c) of this Section)) or extension of an outstanding Letter of Credit issued by any Issuing Bank), a the Borrower shall hand deliver or fax (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bankrecipient) to an such Issuing Bank and the Administrative Agent, Agent (reasonably in advance of the requested date of issuance, amendment, renewal or extension, ) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit is to be a Tranche One Letter of Credit or a Tranche Two Letter of Credit thereof and such other information as shall be necessary to enable the applicable Issuing Bank to prepare, amend, renew or extend such Letter of Credit. If requested by the applicable Issuing Bank, the Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended by the applicable Issuing Bank only if (and upon issuance, amendment, renewal or extension of each Letter of Credit the Company Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension extension, (i) the Total LC Exposure shall not exceed US$350,000,000$250,000,000, (ii) the amount Total Revolving Credit Exposure shall not exceed the Aggregate Commitments and (iii) the portion of the Total LC Exposure attributable to Letters of Credit issued by the applicable such Issuing Bank will not exceed the LC Commitment of such Issuing Banknot, (iii) the aggregate Tranche One Revolving Credit Exposures shall not exceed the aggregate Tranche One Commitments, (iv) the Tranche One Revolving Credit Exposure of any Lender will not exceed its Tranche One Commitment, (v) the aggregate Tranche Two Revolving Credit Exposures shall not exceed the aggregate Tranche Two Commitments and (vi) the Tranche Two Revolving Credit Exposure of any Lender will not exceed its Tranche Two Commitment. If the Required Lenders notify any Issuing Bank that a Default exists and instruct such Issuing Bank to suspend the issuance, amendment, renewal or extension of Letters of Credit, unless such Issuing Bank shall not issueso agree in writing, amend, renew (except pursuant to automatic renewal provisions if such Issuing Bank shall no longer be entitled to elect not to renew) or extend any Letter of Credit without the consent of the Required Lenders until such notice is withdrawn by the Required Lenders (and each Lender that shall have delivered such a notice agrees promptly to withdraw it at such time as it determines that no Default exists), it being understood and agreed that in the absence of any such notice, each Issuing Bank may rely (and shall incur no liability in relying) on the representation and warranty of the Company deemed made pursuant to Section 4.02)exceed $41,666,667.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit, other than an automatic renewal permitted pursuant to paragraph (c) of this Section)), a the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to an the Issuing Bank and the Administrative Agent, Agent (reasonably in advance of the requested date of issuance, amendment, renewal or extension, ) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit is to be a Tranche One Letter of Credit or a Tranche Two Letter of Credit thereof and such other information as shall be necessary to enable the applicable Issuing Bank to prepare, amend, renew or extend such Letter of Credit. If requested by the applicable Issuing Bank, the Borrower also shall submit a letter of credit application on such in a form acceptable to the Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit the Company Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the aggregate LC Exposure shall would not exceed US$350,000,000, $100,000,000 and (ii) the amount sum of the LC Exposure attributable to Letters of Credit issued by the applicable Issuing Bank will not exceed the LC Commitment of such Issuing Bank, (iii) the aggregate Tranche One total Revolving Credit Exposures shall not exceed the aggregate Tranche One Commitments, (iv) the Tranche One Revolving Credit Exposure of any Lender will not exceed its Tranche One Commitment, (v) the aggregate Tranche Two Revolving Credit Exposures shall not exceed the aggregate Tranche Two Commitments and (vi) the Tranche Two Revolving Credit Exposure of any Lender will not exceed its Tranche Two Aggregate Commitment. If Unless otherwise specified herein, the Required Lenders notify amount of a Letter of Credit at any Issuing Bank time shall be deemed to be the stated amount of such Letter of Credit in effect at such time; provided, however, that a Default exists and instruct such Issuing Bank with respect to suspend the issuance, amendment, renewal or extension of Letters of Credit, such Issuing Bank shall not issue, amend, renew (except pursuant to automatic renewal provisions if such Issuing Bank shall no longer be entitled to elect not to renew) or extend any Letter of Credit without that, by its terms or the consent terms of any Issuer Document related thereto, provides for one or more automatic increases in the Required Lenders until stated amount thereof, the amount of such notice Letter of Credit shall be deemed to be the maximum stated amount of such Letter of Credit after giving effect to all such increases, whether or not such maximum stated amount is withdrawn by the Required Lenders (and each Lender that shall have delivered such a notice agrees promptly to withdraw it in effect at such time as it determines that no Default exists), it being understood and agreed that in the absence of any such notice, each Issuing Bank may rely (and shall incur no liability in relying) on the representation and warranty of the Company deemed made pursuant to Section 4.02)time.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit, other than an automatic renewal permitted pursuant to paragraph (c) of this Section)), a the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to an the Issuing Bank and the Administrative Agent, Agent (reasonably in advance of the requested date of issuance, amendment, renewal or extension, but in any event no later than three Business Days prior to such date unless otherwise agreed by the Issuing Bank and the Administrative Agent) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit is to be a Tranche One Letter of Credit or a Tranche Two Letter of Credit thereof and such other information as shall be necessary to enable the applicable Issuing Bank to prepare, amend, renew or extend such Letter of Credit. If requested by the applicable Issuing Bank, the Borrower also shall submit a letter of credit application on such the Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit the Company shall be deemed to represent and warrant that)if, after giving effect to such issuance, amendment, renewal or extension (i) the LC Exposure shall not exceed US$350,000,000$50,000,000, (ii) the total Outstanding Revolving Credits shall not exceed the Total Revolving Commitments and (iii) with respect to such Issuing Bank, the sum of the aggregate face amount of the LC Exposure attributable to Letters of Credit issued by the applicable such Issuing Bank will not exceed the LC Commitment of shall not, unless otherwise agreed by such Issuing Bank, (iii) the aggregate Tranche One Revolving Credit Exposures shall not exceed the aggregate Tranche One Commitments, (iv) the Tranche One Revolving Credit Exposure of any Lender will not exceed its Tranche One Commitment, (v) the aggregate Tranche Two Revolving Credit Exposures shall not exceed the aggregate Tranche Two Commitments and (vi) the Tranche Two Revolving Credit Exposure of any Lender will not exceed its Tranche Two CommitmentLC Sublimit. If the Required Lenders notify Borrower so requests in any applicable letter of credit application, the Issuing Bank may, in its sole discretion, agree to issue a Letter of Credit that a Default exists and instruct has automatic extension provisions (each, an “Auto-Extension Letter of Credit”); provided that any such Auto-Extension Letter of Credit must permit the Issuing Bank to suspend prevent any such extension at least once in each twelve-month period (commencing with the issuancedate of issuance of such Letter of Credit) by giving prior notice to the beneficiary thereof not later than a day (the “Non-Extension Notice Date”) in each such twelve-month period to be agreed upon at the time such Letter of Credit is issued. Unless otherwise directed by the Issuing Bank, amendmentthe Borrower shall not be required to make a specific request to the Issuing Bank for any such extension. Once an Auto-Extension Letter of Credit has been issued, renewal or the Lenders shall be deemed to have authorized (but may not require) the Issuing Bank to permit the extension of Letters such Letter of CreditCredit at any time to an expiry date not later than the Letter of Credit expiration date referenced in clause (c) below; provided, such however, that the Issuing Bank shall not issuepermit any such extension if (A) the Issuing Bank has determined that it would not be permitted at such time to issue such Letter of Credit in its revised form (as extended) under the terms hereof, amendor (B) it has received notice (which may be by telephone or in writing) on or before the day that is seven Business Days before the Non-Extension Notice Date (1) from the Administrative Agent that the Required Lenders have elected not to permit such extension or (2) from the Administrative Agent, renew (except pursuant any Lender or the Borrower that one or more of the applicable conditions specified in Section 4.02 is not then satisfied, and in each such case directing the Issuing Bank not to automatic renewal provisions if permit such extension. The Issuing Bank shall no longer not be entitled under any obligation to elect not to renew) or extend issue any Letter of Credit without if: (A) any order, judgment or decree of any Governmental Authority or arbitrator shall by its terms purport to enjoin or restrain the consent Issuing Bank from issuing the Letter of Credit, or any Law applicable to the Issuing Bank or any request or directive (whether or not having the force of law) from any Governmental Authority with jurisdiction over the Issuing Bank shall prohibit, or request that the Issuing Bank refrain from, the issuance of letters of credit generally or the Letter of Credit in particular or shall impose upon the Issuing Bank with respect to the Letter of Credit any restriction, reserve or capital requirement (for which the Issuing Bank is not otherwise compensated hereunder) not in effect on the Closing Date, or shall impose upon the Issuing Bank any unreimbursed loss, cost or expense which was not applicable on the Closing Date and which the Issuing Bank in good xxxxx xxxxx material to it; or (B) the issuance of the Required Lenders until such notice is withdrawn by Letter of Credit would violate one or more policies of the Required Lenders (and each Lender that shall have delivered such a notice agrees promptly to withdraw it at such time as it determines that no Default exists), it being understood and agreed that in the absence of any such notice, each Issuing Bank may rely (and shall incur no liability in relying) on the representation and warranty applicable to letters of the Company deemed made pursuant to Section 4.02)credit generally.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To In order to request the issuance of a Letter of Credit (or the amendmentto amend, renewal renew or extension of extend an outstanding existing Letter of Credit, other than an automatic renewal permitted pursuant to paragraph (c) of this Section)), a the applicable Borrower shall hand deliver (or transmit by electronic communication, if arrangements for doing so have been approved by fax to the applicable Issuing Bank) to an Issuing Bank and the Administrative Agent, reasonably Agent (three Business Days in advance of the requested date of issuance, amendment, renewal or extension, or such shorter period as the applicable Borrower, the Administrative Agent and the applicable Issuing Bank shall agree) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying whether such Letter of Credit is to be a Domestic Letter of Credit or a Multicurrency Letter of Credit, the date of issuance, amendment, renewal or extension (which shall be a Business Day)extension, the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Sectionbelow), the amount and currency (which must be dollars in the case of a Domestic Letter of Credit or an Alternative Currency in the case of a Multicurrency Letter of Credit) of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit is to be a Tranche One Letter of Credit or a Tranche Two Letter of Credit thereof and such other information as shall be necessary to enable the applicable Issuing Bank to prepare, amend, renew or extend prepare such Letter of Credit. If requested by the applicable Issuing Bank, the Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (if, and upon issuance, amendment, renewal or extension of each Letter of Credit the Company applicable Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (iA) the LC sum of the L/C Exposure and the Additional L/C Exposure shall not exceed US$350,000,000$250,000,000, (iiB) the amount of the LC Exposure attributable to Letters of Credit issued by the applicable Issuing Bank will not exceed the LC Commitment of such Issuing Bank, (iii) the aggregate Tranche One Aggregate Domestic Revolving Credit Exposures Exposure shall not exceed the aggregate Tranche One Commitments, Total Domestic Revolving Credit Commitment and (ivC) the Tranche One Aggregate Multicurrency Revolving Credit Exposure of any Lender will not exceed its Tranche One Commitment, (v) the aggregate Tranche Two Revolving Credit Exposures shall not exceed the aggregate Tranche Two Commitments and (vi) the Tranche Two Total Multicurrency Revolving Credit Exposure of any Lender will not exceed its Tranche Two Commitment. If the Required Lenders notify any Issuing Bank that a Default exists and instruct such Issuing Bank to suspend the issuance, amendment, renewal or extension of Letters of Credit, such Issuing Bank shall not issue, amend, renew (except pursuant to automatic renewal provisions if such Issuing Bank shall no longer be entitled to elect not to renew) or extend any Letter of Credit without the consent of the Required Lenders until such notice is withdrawn by the Required Lenders (and each Lender that shall have delivered such a notice agrees promptly to withdraw it at such time as it determines that no Default exists), it being understood and agreed that in the absence of any such notice, each Issuing Bank may rely (and shall incur no liability in relying) on the representation and warranty of the Company deemed made pursuant to Section 4.02).

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit, other than an automatic renewal permitted pursuant to paragraph (c) of this Section)), a the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to an the Issuing Bank and the Administrative Agent, Agent (reasonably in advance of the requested date of issuance, amendment, renewal or extension, ) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency of such Letter of Credit, the Agreed Currency applicable thereto, whether such Letter of Credit is a Multicurrency Tranche Letter of Credit or a Dollar Tranche Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit is to be a Tranche One Letter of Credit or a Tranche Two Letter of Credit thereof and such other information as shall be necessary to enable the applicable Issuing Bank to prepare, amend, renew or extend such Letter of Credit. If requested by the applicable Issuing Bank, the Borrower also shall submit a letter of credit application on such the Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit the Company Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) subject to Sections 2.04 and 2.11(b), the Dollar Amount of the LC Exposure shall not exceed US$350,000,000$50,000,000, (ii) subject to Sections 2.04 and 2.11(b), the amount sum of the LC Exposure attributable to Letters Dollar Amount of the total 2020 Multicurrency Tranche Revolving Credit issued by Exposures plus the applicable Issuing Bank will not exceed the LC Commitment of such Issuing Bank, (iii) the aggregate total 2023 Multicurrency Tranche One Revolving Credit Exposures shall not exceed the aggregate Multicurrency Tranche One Commitments, (iviii) subject to Sections 2.04 and 2.11(b), the Dollar Amount of the total 2020 Multicurrency Tranche One Revolving Credit Exposure of any Lender will not exceed its Tranche One Commitment, (v) the aggregate Tranche Two Revolving Credit Exposures shall not exceed the aggregate 2020 Multicurrency Tranche Two Commitments Commitments, (iv) subject to Sections 2.04 and 2.11(b), the Dollar Amount of the total 2023 Multicurrency Tranche Revolving Credit Exposures shall not exceed the aggregate 2023 Multicurrency Tranche Commitments, (v) the sum of the total 2020 Dollar Tranche Revolving Credit Exposures plus the total 2023 Dollar Tranche Revolving Credit Exposures shall not exceed the aggregate Dollar Tranche Commitments, (vi) the total 2020 Dollar Tranche Two Revolving Credit Exposure of any Lender will Exposures shall not exceed its the aggregate 2020 Dollar Tranche Two Commitment. If Commitments, (vii) the Required Lenders notify any Issuing Bank that a Default exists and instruct such Issuing Bank to suspend the issuance, amendment, renewal or extension of Letters of Credit, such Issuing Bank total 2023 Dollar Tranche Revolving Credit Exposures shall not issueexceed the aggregate 2023 Dollar Tranche Commitments, amend(viii) subject to Sections 2.04 and 2.11(b), renew (except pursuant to automatic renewal provisions if such Issuing Bank shall no longer be entitled to elect not to renew) or extend any Letter of Credit without the consent Dollar Amount of the Required Lenders until such notice is withdrawn by total Revolving Credit Exposures shall not exceed the Required Lenders aggregate Revolving Commitments and (ix) subject to Section 2.04 and each Lender that shall have delivered such a notice agrees promptly to withdraw it at such time as it determines that no Default exists2.11(b), it being understood and agreed that in the absence of any such notice, each Issuing Bank may rely (and shall incur no liability in relying) on the representation and warranty Dollar Amount of the Company deemed made pursuant to Section 4.02)total outstanding Multicurrency Tranche Revolving Loans and Multicurrency Tranche LC Exposure, in each case denominated in Foreign Currencies, shall not exceed the Foreign Currency Sublimit.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit, other than an automatic renewal permitted pursuant to paragraph (c) of this Section)), a the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to an the Issuing Bank and the Administrative Agent, Agent (reasonably in advance of the requested date of issuance, amendment, renewal or extension, but in any event no later than three Business Days prior to such date unless otherwise agreed by the Issuing Bank and the Administrative Agent) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit is to be a Tranche One Letter of Credit or a Tranche Two Letter of Credit thereof and such other information as shall be necessary to enable the applicable Issuing Bank to prepare, amend, renew or extend such Letter of Credit. If requested by the applicable Issuing Bank, the Borrower also shall submit a letter of credit application on such the Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit the Company shall be deemed to represent and warrant that)if, after giving effect to such issuance, amendment, renewal or extension (i) the LC Exposure shall not exceed US$350,000,000$50,000,000, (ii) the total Outstanding Revolving Credits shall not exceed the Total Revolving Commitments, (iii) with respect to such Issuing Bank, the sum of the aggregate face amount of the LC Exposure attributable to Letters of Credit issued by the applicable such Issuing Bank will not exceed the LC Commitment of shall not, unless otherwise agreed by such Issuing Bank, exceed its LC Sublimit and (iiiiv) with respect to such Issuing Bank, the sum of (x) the aggregate Tranche One outstanding amount of Revolving Credit Exposures shall not exceed the aggregate Tranche One Commitments, Loans and Swing Line Loans of such Issuing Bank plus (iv) the Tranche One Revolving Credit Exposure of any Lender will not exceed its Tranche One Commitment, (vy) the aggregate Tranche Two Revolving Credit Exposures shall not exceed the aggregate Tranche Two Commitments and (vi) the Tranche Two Revolving Credit LC Exposure of any Lender will not such Issuing Bank shall not, unless otherwise agreed by such Issuing Bank, exceed its Tranche Two Revolving Commitment. If the Required Lenders notify Borrower so requests in any applicable letter of credit application, the Issuing Bank may, in its sole discretion, agree to issue a Letter of Credit that a Default exists and instruct has automatic extension provisions (each, an “Auto-Extension Letter of Credit”); provided that any such Auto-Extension Letter of Credit must permit the Issuing Bank to suspend prevent any such extension at least once in each twelve-month period (commencing with the issuancedate of issuance of such Letter of Credit) by giving prior notice to the beneficiary thereof not later than a day (the “Non-Extension Notice Date”) in each such twelve-month period to be agreed upon at the time such Letter of Credit is issued. Unless otherwise directed by the Issuing Bank, amendmentthe Borrower shall not be required to make a specific request to the Issuing Bank for any such extension. Once an Auto-Extension Letter of Credit has been issued, renewal or the Lenders shall be deemed to have authorized (but may not require) the Issuing Bank to permit the extension of Letters such Letter of CreditCredit at any time to an expiry date not later than the Letter of Credit expiration date referenced in clause (c) below; provided, such however, that the Issuing Bank shall not issuepermit any such extension if (A) the Issuing Bank has determined that it would not be permitted at such time to issue such Letter of Credit in its revised form (as extended) under the terms hereof, amendor (B) it has received written notice on or before the day that is seven Business Days before the Non-Extension Notice Date (1) from the Administrative Agent that the Required Lenders have elected not to permit such extension or (2) from the Administrative Agent, renew (except pursuant any Lender or the Borrower that one or more of the applicable conditions specified in Section 4.02 is not then satisfied, and in each such case directing the Issuing Bank not to automatic renewal provisions if permit such extension. The Issuing Bank shall no longer not be entitled under any obligation to elect not to renew) or extend issue any Letter of Credit without if: (A) any order, judgment or decree of any Governmental Authority or arbitrator shall by its terms purport to enjoin or restrain the consent Issuing Bank from issuing the Letter of Credit, or any Law applicable to the Issuing Bank or any request or directive (whether or not having the force of law) from any Governmental Authority with jurisdiction over the Issuing Bank shall prohibit, or request that the Issuing Bank refrain from, the issuance of letters of credit generally or the Letter of Credit in particular or shall impose upon the Issuing Bank with respect to the Letter of Credit any restriction, reserve or capital requirement (for which the Issuing Bank is not otherwise compensated hereunder) not in effect on the Restatement Effective Date, or shall impose upon the Issuing Bank any unreimbursed loss, cost or expense which was not applicable on the Restatement Effective Date and which the Issuing Bank in good xxxxx xxxxx material to it; or (B) the issuance of the Required Lenders until such notice is withdrawn by Letter of Credit would violate one or more policies of the Required Lenders (and each Lender that shall have delivered such a notice agrees promptly to withdraw it at such time as it determines that no Default exists), it being understood and agreed that in the absence of any such notice, each Issuing Bank may rely (and shall incur no liability in relying) on the representation and warranty applicable to letters of the Company deemed made pursuant to Section 4.02)credit generally.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit, other than an automatic renewal permitted pursuant to paragraph (c) of this Section)), a the applicable Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to an the Issuing Bank and the Administrative Agent, Agent (reasonably in advance of the requested date of issuance, amendment, renewal or extension, ) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (cSection 2.04(c) of this Sectionbelow), the amount and currency of such Letter of Credit, the name and address of the beneficiary thereofaccount party thereof (which shall be a Borrower or a Subsidiary, whether and if a Subsidiary then the applicable Borrower shall be directly liable with respect to all obligations relating to such Letter of Credit is to be a Tranche One Letter Credit), the name and address of Credit or a Tranche Two Letter of Credit the beneficiary thereof and such other information as shall be necessary to enable the applicable Issuing Bank to prepare, amend, renew or extend such Letter of Credit. If requested by the applicable Issuing Bank, the applicable Borrower (and the applicable Subsidiary if such Letter of Credit is to be issued for the account of a Subsidiary) also shall submit a letter of credit application on such the Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit the Company applicable Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the Dollar Equivalent of the aggregate LC Exposure shall not exceed US$350,000,000the aggregate LC Commitment, (ii) the amount Dollar Equivalent of the LC Exposure attributable to Letters of Credit issued by the applicable a particular Issuing Bank will shall not exceed the LC Commitment of such Issuing Bank’s LC Commitment (provided such Issuing Bank may, in its sole discretion, agree to waive such requirement as to itself), (iii) the aggregate Tranche One Dollar Equivalent of any Lender’s Revolving Credit Exposures shall Exposure does not exceed the aggregate Tranche One Commitmentssuch Lender’s Revolving Commitment, (iv) the Tranche One Dollar Equivalent of the Aggregate Revolving Credit Exposure of any Lender will does not exceed its Tranche One Commitment, the Aggregate Revolving Commitments and (v) the aggregate Tranche Two Dollar Equivalent of the Aggregate Revolving Credit Exposures shall Exposure denominated in Alternative Currencies does not exceed the aggregate Tranche Two Commitments and (vi) the Tranche Two Revolving Credit Exposure of any Lender will not exceed its Tranche Two Commitment. If the Required Lenders notify any Issuing Bank that a Default exists and instruct such Issuing Bank to suspend the issuance, amendment, renewal or extension of Letters of Credit, such Issuing Bank shall not issue, amend, renew (except pursuant to automatic renewal provisions if such Issuing Bank shall no longer be entitled to elect not to renew) or extend any Letter of Credit without the consent of the Required Lenders until such notice is withdrawn by the Required Lenders (and each Lender that shall have delivered such a notice agrees promptly to withdraw it at such time as it determines that no Default exists), it being understood and agreed that in the absence of any such notice, each Issuing Bank may rely (and shall incur no liability in relying) on the representation and warranty of the Company deemed made pursuant to Section 4.02)Alternative Currency Sublimit.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit, other than an automatic renewal permitted pursuant to paragraph (c) of this Section)), a the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to an the Issuing Bank and the Administrative Agent, Agent (reasonably in advance of the requested date of issuance, amendment, renewal or extension, ) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which date shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency of such Letter of Credit, the currency in which such Letter of Credit will be denominated (which must be either Dollars, Australian Dollars or Euros), the name and address of the beneficiary thereof, whether such Letter of Credit is to be a Tranche One Letter of Credit or a Tranche Two Letter of Credit thereof and such other information as shall be necessary to enable the applicable Issuing Bank to prepare, amend, renew or extend such Letter of Credit. Any Issuing Bank (other than JPMorgan Chase Bank, National Association and its affiliates) shall promptly notify the Administrative Agent in writing of any Letter of Credit issued for the account of the Borrower. If requested by the applicable Issuing Bank, the Borrower also shall submit a letter of credit application on such the Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit the Company Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the LC Exposure shall not exceed US$350,000,000, a Dollar Amount equal to the total Revolving Commitments and (ii) the amount of the LC Exposure attributable to Letters of Credit issued by the applicable Issuing Bank will not exceed the LC Commitment of such Issuing Bank, (iii) the aggregate Tranche One total Revolving Credit Exposures shall not exceed the aggregate Tranche One total Revolving Commitments, (iv) the Tranche One Revolving Credit Exposure of any Lender will not exceed its Tranche One Commitment, (v) the aggregate Tranche Two Revolving Credit Exposures shall not exceed the aggregate Tranche Two Commitments and (vi) the Tranche Two Revolving Credit Exposure of any Lender will not exceed its Tranche Two Commitment. If the Required Lenders notify any Issuing Bank that a Default exists and instruct such Issuing Bank to suspend the issuance, amendment, renewal or extension of Letters of Credit, such Issuing Bank shall not issue, amend, renew (except pursuant to automatic renewal provisions if such Issuing Bank shall no longer be entitled to elect not to renew) or extend any Letter of Credit without the consent of the Required Lenders until such notice is withdrawn by the Required Lenders (and each Lender that shall have delivered such a notice agrees promptly to withdraw it at such time as it determines that no Default exists), it being understood and agreed that in the absence of any such notice, each Issuing Bank may rely (and shall incur no liability in relying) on the representation and warranty of the Company deemed made pursuant to Section 4.02).

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit, Credit (other than an any automatic renewal permitted pursuant to paragraph (c) of this Section)), a the Borrower shall hand deliver or fax (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable such Issuing Bank) to an the applicable Issuing Bank and the Administrative Agent, Agent (reasonably in advance of the requested date of issuance, amendment, renewal or extension, ) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the requested date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the currency and amount and currency of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit is to be a Tranche One Letter of Credit or a Tranche Two Letter of Credit thereof and such other information as shall be requested by the applicable Issuing Bank as necessary to enable the applicable such Issuing Bank to prepare, amend, renew or extend such Letter of Credit. If requested by the applicable Issuing Bank, the Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A An Issuing Bank shall not be obligated to issue any trade Letter of Credit (unless it otherwise consents) and no Letter of Credit shall be issued, amended, renewed or extended only if unless (and upon issuance, amendment, renewal or extension of each any Letter of Credit the Company Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension extension, (i) the sum of the LC Exposure shall not exceed US$350,000,000the LC Sublimit, (ii) the Aggregate Revolving Exposure shall not exceed the Aggregate Revolving Commitment, (iii) the face amount of the LC Exposure attributable to Letters of Credit issued by the applicable Issuing Bank will shall not exceed the LC Commitment of such Issuing BankBank (unless it otherwise agrees) and (iv) following the effectiveness of any Maturity Date Extension Request with respect to the Revolving Commitments of any Class, (iii) the aggregate Tranche One Revolving LC Exposure in respect of all Letters of Credit Exposures of such Class having an expiration date after the fifth Business Day prior to the applicable Existing Maturity Date shall not exceed the aggregate Tranche One Commitments, (iv) Revolving Commitments of such Class of the Tranche One Revolving Credit Exposure of any Lender will not exceed its Tranche One Commitment, (v) the aggregate Tranche Two Revolving Credit Exposures Consenting Lenders extended pursuant to Section 2.22. Each Issuing Bank agrees that it shall not exceed the aggregate Tranche Two Commitments and (vi) the Tranche Two Revolving Credit Exposure of permit any Lender will not exceed its Tranche Two Commitment. If the Required Lenders notify any Issuing Bank that a Default exists and instruct such Issuing Bank to suspend the issuance, amendment, renewal or extension of Letters a Letter of CreditCredit to occur unless it shall give to the Administrative Agent written notice thereof as required under paragraph (l) of this Section. Notwithstanding anything herein to the contrary, an Issuing Bank shall have no obligation hereunder to issue any Letter of Credit if (x) any law applicable to such Issuing Bank from any Governmental Authority with jurisdiction over such Issuing Bank shall not issue, amend, renew (except pursuant to automatic renewal provisions if such Issuing Bank shall no longer be entitled to elect not to renew) prohibit the issuance of letters of credit generally or extend any the Letter of Credit without the consent in particular or (y) such issuance shall violate such Issuing Bank’s internal policies that are applicable to letters of the Required Lenders until such notice is withdrawn by the Required Lenders (and each Lender that shall have delivered such a notice agrees promptly to withdraw it at such time as it determines that no Default exists), it being understood and agreed that in the absence of any such notice, each Issuing Bank may rely (and shall incur no liability in relying) on the representation and warranty of the Company deemed made pursuant to Section 4.02)credit generally.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit, other than an automatic renewal permitted pursuant to paragraph (c) of this Section)), a Borrower shall deliver (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to an Issuing Bank and the Administrative Agent, reasonably in advance of the requested date of issuance (which shall be a day at least three Business Days in advance of the requested date of issuance), amendment, renewal or extension, a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit is to be a Tranche One Letter of Credit or a Tranche Two Letter of Credit thereof and such other information as shall be necessary to enable the applicable Issuing Bank to prepare, amend, renew or extend such Letter of Credit. If requested by the applicable Issuing Bank, the Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit the Company shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the LC Exposure shall not exceed US$350,000,00050,000,000, (ii) the amount of the LC Exposure attributable to Letters of Credit issued by the applicable Issuing Bank will not exceed the LC Commitment of such Issuing Bank, (iii) the aggregate Tranche One A Revolving Credit Exposures shall will not exceed the aggregate Tranche One Commitments, A Commitments and (iv) the Tranche One A Revolving Credit Exposure of any each Lender will not exceed its the Tranche One Commitment, A Commitment of such Lender and (v) in the aggregate Tranche Two Revolving event the Maturity Date shall have been extended as provided in Section 2.08(e), the LC Exposures attributable to Letters of Credit Exposures expiring after any Existing Maturity Date shall not exceed the aggregate total Tranche Two A Commitments and (vi) that have been extended to a date after the Tranche Two Revolving Credit Exposure expiration date of any Lender will not exceed its Tranche Two Commitmentthe last of such Letters of Credit. If the Required Lenders notify any the Issuing Bank Banks that a Default exists and instruct such the Issuing Bank Banks to suspend the issuance, amendment, renewal or extension of Letters of Credit, such no Issuing Bank shall not issue, amend, renew (except pursuant to automatic renewal provisions if such Issuing Bank shall no longer be entitled to elect not to renew) or extend any Letter of Credit without the consent of the Required Lenders until such notice is withdrawn by the Required Lenders (and each Lender that shall have delivered such a notice agrees hereby agreeing promptly to withdraw it at such time as it determines that no Default exists), it being understood and agreed that in the absence of any such notice, each Issuing Bank may rely (and shall incur no liability in relying) on the representation and warranty of the Company deemed made pursuant to Section 4.02).

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit, other than an automatic renewal permitted pursuant to paragraph (c) of this Section)), a the applicable Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to an the applicable Issuing Bank and the Administrative Agent, reasonably Agent (at least three Business Days in advance of the requested date of issuance, amendment, renewal or extension, ) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit is to be a Global Tranche One Letter of Credit or a US/UK Tranche Two Letter of Credit Credit, the name and address of the beneficiary thereof and such other information as shall be necessary to enable the applicable Issuing Bank to prepare, amend, renew or extend such Letter of Credit. If requested by the applicable an Issuing Bank, the applicable Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit the Company applicable Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the LC Exposure shall not exceed US$350,000,000$150,000,000, (ii) the amount portion of the LC Exposure attributable to Letters of Credit issued by the applicable any Issuing Bank will shall not exceed the LC Commitment of such Issuing Bank, (iii) the aggregate Global Tranche One Revolving Credit Exposures shall will not exceed the aggregate Global Tranche One Commitments, and (iv) the aggregate US/UK Tranche One Revolving Credit Exposure of any Lender will not exceed its Tranche One Commitment, (v) the aggregate Tranche Two Revolving Credit Exposures shall will not exceed the aggregate US/UK Tranche Two Commitments and (vi) the Tranche Two Revolving Credit Exposure of any Lender will not exceed its Tranche Two Commitment. If the Required Lenders notify any Issuing Bank that a Default exists and instruct such Issuing Bank to suspend the issuance, amendment, renewal or extension of Letters of Credit, such Issuing Bank shall not issue, amend, renew (except pursuant to automatic renewal provisions if such Issuing Bank shall no longer be entitled to elect not to renew) or extend any Letter of Credit without the consent of the Required Lenders until such notice is withdrawn by the Required Lenders (and each Lender that shall have delivered such a notice agrees promptly to withdraw it at such time as it determines that no Default exists), it being understood and agreed that in the absence of any such notice, each Issuing Bank may rely (and shall incur no liability in relying) on the representation and warranty of the Company deemed made pursuant to Section 4.02)Commitments.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit, other than an automatic renewal permitted pursuant to paragraph (c) of this Section)), a the Borrower shall hand deliver or fax (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bankrecipient) to an the applicable Issuing Bank and the Administrative Agent, reasonably provided that the required know-your-customer process has been completed for the parties named on the Letter of Credit, at least three Business Days in advance of the requested date of issuance, amendment, renewal or extension, a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the requested date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit is to be a Tranche One Letter of Credit or a Tranche Two Letter of Credit thereof and such other information as shall be necessary to enable the applicable Issuing Bank to prepare, amend, renew or extend such Letter of Credit. If requested by the applicable Issuing Bank, the Borrower shall also shall submit a letter of credit application on such Issuing Bank’s standard form in connection with any request for a Letter of Creditsuch request. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon each issuance, amendment, renewal or extension of each any Letter of Credit the Company Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension extension, (i) the LC Exposure shall will not exceed US$350,000,000$25,000,000, (ii) the Aggregate Revolving Exposure will not exceed the Aggregate Revolving Commitment, (iii) Letters of Credit issued by any Issuing Bank will not exceed the Issuing Bank Sublimit of such Issuing Bank, unless otherwise agreed to in writing by such Issuing Bank, and (iv) the aggregate amount of Revolving Loans (and Swingline Loans, in the LC Exposure attributable to case of the Swingline Lender) and Letters of Credit issued by the applicable Issuing Bank will not exceed the LC Commitment of such Issuing Bank’s Revolving Commitments hereunder, (iii) the aggregate Tranche One Revolving Credit Exposures unless otherwise agreed to in writing by such Issuing Bank. Each Issuing Bank agrees that it shall not exceed the aggregate Tranche One Commitments, (iv) the Tranche One Revolving Credit Exposure of permit any Lender will not exceed its Tranche One Commitment, (v) the aggregate Tranche Two Revolving Credit Exposures shall not exceed the aggregate Tranche Two Commitments and (vi) the Tranche Two Revolving Credit Exposure of any Lender will not exceed its Tranche Two Commitment. If the Required Lenders notify any Issuing Bank that a Default exists and instruct such Issuing Bank to suspend the issuance, amendment, renewal or extension of Letters a Letter of Credit, such Credit to occur unless it shall have given to the Administrative Agent written notice thereof required under paragraph (l) of this Section. No Issuing Bank shall not be required to issue, amend, renew (except pursuant to automatic renewal provisions if such Issuing Bank shall no longer be entitled to elect not to renew) or extend any a Letter of Credit without the consent of the Required Lenders until that is not in accordance with such notice is withdrawn by the Required Lenders (and each Lender that shall have delivered such a notice agrees promptly to withdraw it at such time as it determines that no Default exists), it being understood and agreed that in the absence of any such notice, each Issuing Bank may rely (and shall incur no liability in relying) on the representation and warranty of the Company deemed made pursuant to Section 4.02)Bank’s standard operating procedures.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit, other than an automatic renewal permitted pursuant to paragraph (c) of this Section)), a the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to an the Issuing Bank and the Administrative Agent, Agent (reasonably in advance of the requested date of issuance, amendment, renewal or extension, but in any event no less than three Business Days) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying which of the Borrowers shall be the account party with respect thereto, the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit is to be a Tranche One Letter of Credit or a Tranche Two Letter of Credit thereof and such other information as shall be necessary to enable the applicable Issuing Bank to prepare, amend, renew or extend such Letter of Credit. If requested by the applicable Issuing Bank, the Applicable Borrower also shall submit a letter of credit application on such the Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit the Company Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the LC Exposure shall not exceed US$350,000,000$20,000,000, (ii) no Lender’s Revolving Credit Exposure shall exceed its Revolving Commitment, (iii) the sum of the total Revolving Credit Exposures shall not exceed the total Revolving Commitments, (iv) the Dollar Equivalent of the aggregate amount of all Revolving Loans, Letters of Credit and Swingline Loans denominated in a Foreign Currency shall not exceed $100,000,000, (v) the Dollar Equivalent of the amount of the all LC Exposure attributable with respect to Letters of Credit issued for the account of Subsidiary Borrowers shall not exceed $7,500,000 and (vi) the Dollar Equivalent of the aggregate LC Exposure associated with the Letters of Credit issued by the applicable Issuing Bank will shall not exceed such Issuing Bank’s Letter of Credit Fronting Sublimit (as set forth on Schedule 2.01) without the LC Commitment consent of such Issuing Bank. The Borrower may, (iii) at any time and from time to time, reduce the aggregate Tranche One Revolving Letter of Credit Exposures shall not exceed the aggregate Tranche One Commitments, (iv) the Tranche One Revolving Credit Exposure Fronting Sublimit of any Lender will not exceed its Tranche One Commitment, (v) the aggregate Tranche Two Revolving Credit Exposures shall not exceed the aggregate Tranche Two Commitments and (vi) the Tranche Two Revolving Credit Exposure of any Lender will not exceed its Tranche Two Commitment. If the Required Lenders notify any Issuing Bank that a Default exists and instruct such Issuing Bank to suspend the issuance, amendment, renewal or extension of Letters of Credit, such Issuing Bank shall not issue, amend, renew (except pursuant to automatic renewal provisions if such Issuing Bank shall no longer be entitled to elect not to renew) or extend any Letter of Credit without with the consent of the Required Lenders until such notice is withdrawn by applicable Issuing Bank; provided that the Required Lenders (and each Lender that Borrower shall have delivered such a notice agrees promptly to withdraw it at such time as it determines that no Default exists), it being understood and agreed that in not reduce the absence Letter of Credit Fronting Sublimit of any such notice, each Issuing Bank may rely if, after giving effect to such reduction, the conditions set forth in clauses (and i) through (vi) above shall incur no liability in relying) on the representation and warranty of the Company deemed made pursuant to Section 4.02)not be satisfied.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit, other than an automatic renewal permitted pursuant to paragraph (c) of this Section)), a the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to an the Issuing Bank and the Administrative Agent, Agent (reasonably in advance of the requested date of issuance, amendment, renewal or extension, ) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying which of the Borrowers shall be the account party with respect thereto, the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit is to be a Tranche One Letter of Credit or a Tranche Two Letter of Credit thereof and such other information as shall be necessary to enable the applicable Issuing Bank to prepare, amend, renew or extend such Letter of Credit. If requested by the applicable Issuing Bank, the Applicable Borrower also shall submit a letter of credit application on such the Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit the Company Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the LC Exposure shall not exceed US$350,000,000$200,000,000, (ii) the sum of the total Revolving Credit Exposures shall not exceed the total Revolving Commitments, and (iii) the Dollar Equivalent of the aggregate amount of all Revolving Loans, Letters of Credit, Swingline Loans and Alternate Currency Loans denominated in Foreign Currency shall not exceed $300,000,000; (iv) the Dollar Equivalent of the amount of all LC Exposure attributable with respect to Letters of Credit issued for the account of Subsidiary Borrowers shall not exceed $100,000,000; and (v) the Dollar Equivalent of the aggregate LC Exposure associated with the Letters of Credit issued by the applicable Issuing Bank will shall not exceed $75,000,000 without the LC Commitment consent of such Issuing Bank, (iii) the aggregate Tranche One Revolving Credit Exposures shall not exceed the aggregate Tranche One Commitments, (iv) the Tranche One Revolving Credit Exposure of any Lender will not exceed its Tranche One Commitment, (v) the aggregate Tranche Two Revolving Credit Exposures shall not exceed the aggregate Tranche Two Commitments and (vi) the Tranche Two Revolving Credit Exposure of any Lender will not exceed its Tranche Two Commitment. If the Required Lenders notify any Issuing Bank that a Default exists and instruct such Issuing Bank to suspend the issuance, amendment, renewal or extension of Letters of Credit, such Issuing Bank shall not issue, amend, renew (except pursuant to automatic renewal provisions if such Issuing Bank shall no longer be entitled to elect not to renew) or extend any Letter of Credit without the consent of the Required Lenders until such notice is withdrawn by the Required Lenders (and each Lender that shall have delivered such a notice agrees promptly to withdraw it at such time as it determines that no Default exists), it being understood and agreed that in the absence of any such notice, each Issuing Bank may rely (and shall incur no liability in relying) on the representation and warranty of the Company deemed made pursuant to Section 4.02).

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit, Credit (other than an any automatic renewal extension permitted pursuant to paragraph (c) of this Section)), a the Borrower shall hand deliver or fax (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable such Issuing Bank) to an the applicable Issuing Bank and the Administrative Agent, Agent (reasonably in advance of the requested date of issuance, amendment, renewal or extension, ) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the requested date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the currency and amount and currency of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit is to be a Tranche One Letter of Credit or a Tranche Two Letter of Credit thereof and such other information as shall be requested by the applicable Issuing Bank as necessary to enable the applicable such Issuing Bank to prepare, amend, renew or extend such Letter of Credit. If requested by the applicable Issuing Bank, the Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A An Issuing Bank shall not be obligated to issue any trade Letter of Credit (unless it otherwise consents) and no Letter of Credit shall be issued, amended, renewed or extended only if unless (and upon issuance, amendment, renewal or extension of each any Letter of Credit the Company Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension extension, (i) the sum of the LC Exposure shall not exceed US$350,000,000the LC Sublimit, (ii) the Aggregate Revolving Exposure shall not exceed the Aggregate Revolving Commitment, (iii) the face amount of the LC Exposure attributable to Letters of Credit issued by the applicable Issuing Bank will shall not exceed its LC Commitment and (iv) following the effectiveness of any Maturity Date Extension Request with respect to the Revolving Commitments of any Class, the LC Commitment Exposure in respect of all Letters of Credit of such Issuing Bank, (iii) Class having an expiration date after the aggregate Tranche One Revolving Credit Exposures fifth Business Day prior to the applicable Existing Maturity Date shall not exceed the aggregate Tranche One Commitments, (iv) Revolving Commitments of such Class of the Tranche One Revolving Credit Exposure of any Lender will not exceed its Tranche One Commitment, (v) the aggregate Tranche Two Revolving Credit Exposures Consenting Lenders extended pursuant to Section 2.22. Each Issuing Bank agrees that it shall not exceed the aggregate Tranche Two Commitments and (vi) the Tranche Two Revolving Credit Exposure of permit any Lender will not exceed its Tranche Two Commitment. If the Required Lenders notify any Issuing Bank that a Default exists and instruct such Issuing Bank to suspend the issuance, amendment, renewal or extension of Letters a Letter of CreditCredit to occur unless it shall give to the Administrative Agent written notice thereof as required under paragraph (l) of this Section. Notwithstanding anything herein to the contrary, an Issuing Bank shall have no obligation hereunder to issue any Letter of Credit if (x) any law applicable to such Issuing Bank from any Governmental Authority with jurisdiction over such Issuing Bank shall not issue, amend, renew (except pursuant to automatic renewal provisions if such Issuing Bank shall no longer be entitled to elect not to renew) prohibit the issuance of letters of credit generally or extend any the Letter of Credit without the consent in particular or (y) such issuance shall violate such Issuing Bank’s internal policies that are applicable to letters of the Required Lenders until such notice is withdrawn by the Required Lenders (and each Lender that shall have delivered such a notice agrees promptly to withdraw it at such time as it determines that no Default exists), it being understood and agreed that in the absence of any such notice, each Issuing Bank may rely (and shall incur no liability in relying) on the representation and warranty of the Company deemed made pursuant to Section 4.02)credit generally.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit, other than an automatic renewal permitted pursuant to paragraph (c) of this Section)), a the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to an the Issuing Bank and the Administrative Agent, Agent (reasonably in advance of the requested date of issuance, amendment, renewal or extension, ) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying which of the Borrowers shall be the account party with respect thereto, the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit is to be a Tranche One Letter of Credit or a Tranche Two Letter of Credit thereof and such other information as shall be necessary to enable the applicable Issuing Bank to prepare, amend, renew or extend such Letter of Credit. If requested by the applicable Issuing Bank, the Applicable Borrower also shall submit a letter of credit application on such the Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit the Company Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the LC Exposure shall not exceed US$350,000,000$125,000,000, (ii) the sum of the total Revolving Credit Exposures shall not exceed the total Revolving Commitments, and (iii) the Dollar Equivalent of the aggregate amount of all Revolving Loans, Letters of Credit, Swingline Loans and Alternate Currency Loans denominated in Foreign Currency shall not exceed $300,000,000; (iv) the Dollar Equivalent of the amount of all LC Exposure attributable with respect to Letters of Credit issued for the account of Subsidiary Borrowers shall not exceed $100,000,000; and (v) the Dollar Equivalent of the aggregate LC Exposure associated with the Letters of Credit issued by the applicable Issuing Bank will shall not exceed $75,000,000 without the LC Commitment consent of such Issuing Bank, (iii) the aggregate Tranche One Revolving Credit Exposures shall not exceed the aggregate Tranche One Commitments, (iv) the Tranche One Revolving Credit Exposure of any Lender will not exceed its Tranche One Commitment, (v) the aggregate Tranche Two Revolving Credit Exposures shall not exceed the aggregate Tranche Two Commitments and (vi) the Tranche Two Revolving Credit Exposure of any Lender will not exceed its Tranche Two Commitment. If the Required Lenders notify any Issuing Bank that a Default exists and instruct such Issuing Bank to suspend the issuance, amendment, renewal or extension of Letters of Credit, such Issuing Bank shall not issue, amend, renew (except pursuant to automatic renewal provisions if such Issuing Bank shall no longer be entitled to elect not to renew) or extend any Letter of Credit without the consent of the Required Lenders until such notice is withdrawn by the Required Lenders (and each Lender that shall have delivered such a notice agrees promptly to withdraw it at such time as it determines that no Default exists), it being understood and agreed that in the absence of any such notice, each Issuing Bank may rely (and shall incur no liability in relying) on the representation and warranty of the Company deemed made pursuant to Section 4.02).

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit, other than an automatic renewal permitted pursuant to paragraph (c) of this Section)), a Borrower the Company shall hand deliver or facsimile (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to an the Issuing Bank and the Administrative Agent, Agent (reasonably in advance of the requested date of issuance, amendment, renewal or extension, ) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency of such Letter of Credit, the Agreed Currency applicable thereto, whether such Letter of Credit is a Multicurrency Tranche Letter of Credit or a Dollar Tranche Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit is to be a Tranche One Letter of Credit or a Tranche Two Letter of Credit thereof and such other information as shall be necessary to enable the applicable Issuing Bank to prepare, amend, renew or extend such Letter of Credit. If requested by the applicable Issuing Bank, the Borrower Company also shall submit a letter of credit application on such the Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit the Company shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) subject to Sections 2.04 and 2.11(b), the Dollar Amount of the LC Exposure shall not exceed US$350,000,000$125,000,000, (ii) subject to Sections 2.04 and 2.11(b), the amount sum of the LC Exposure attributable to Letters Dollar Amount of Credit issued by the applicable Issuing Bank will not exceed the LC Commitment of such Issuing Bank, (iii) the aggregate total Multicurrency Tranche One Revolving Credit Exposures shall not exceed the aggregate Multicurrency Tranche One Commitments, (iviii) subject to Sections 2.04 and 2.11(b), the sum of the total Dollar Tranche One Revolving Credit Exposure of any Lender will not exceed its Tranche One Commitment, (v) the aggregate Tranche Two Revolving Credit Exposures shall not exceed the aggregate Dollar Tranche Two Commitments Commitments, and (viiv) subject to Sections 2.04 and 2.11(b), the sum of the Dollar Amount of the total Multicurrency Tranche Two Revolving Credit Exposure of any Lender will Exposures, in each case denominated in Foreign Currencies, shall not exceed its Tranche Two Commitment. If the Required Lenders notify any Issuing Bank that a Default exists and instruct such Issuing Bank to suspend the issuance, amendment, renewal or extension of Letters of Credit, such Issuing Bank shall not issue, amend, renew (except pursuant to automatic renewal provisions if such Issuing Bank shall no longer be entitled to elect not to renew) or extend any Letter of Credit without the consent of the Required Lenders until such notice is withdrawn by the Required Lenders (and each Lender that shall have delivered such a notice agrees promptly to withdraw it at such time as it determines that no Default exists), it being understood and agreed that in the absence of any such notice, each Issuing Bank may rely (and shall incur no liability in relying) on the representation and warranty of the Company deemed made pursuant to Section 4.02)Foreign Currency Sublimit.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit, other than an automatic renewal permitted pursuant to paragraph (c) of this Section)), a the Borrower Representative shall deliver by hand or facsimile (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to an Issuing Bank and the Administrative Agent, ) to the Issuing Bank and the Administrative Agent (reasonably in advance of of, but in any event no less than three (3) Business Days prior to the requested date of issuance, amendment, renewal or extension, ) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (if applicable) (which shall comply with paragraph (c) of this Section), the amount and currency of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit is to be a Tranche One Letter of Credit or a Tranche Two Letter of Credit thereof and such other information as shall be necessary to enable the applicable Issuing Bank to prepare, amend, renew or extend such Letter of Credit. If requested by the applicable Issuing Bank, the Borrower Representative also shall submit a letter of credit application on such the Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit the Company Borrowers shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the aggregate LC Exposure shall not exceed US$350,000,000$25,000,000, (ii) the amount of the aggregate Standby LC Exposure attributable to Letters of Credit issued by the applicable Issuing Bank will shall not exceed the LC Commitment of such Issuing Bank$25,000,000, (iii) the aggregate Tranche One Revolving Credit Exposures Commercial LC Exposure shall not exceed the aggregate Tranche One Commitments$5,000,000, (iv) the Tranche One Revolving Credit LC Exposure of any Lender will Issuing Bank shall not exceed its Tranche One Commitmentsuch Issuing Bank’s LC Individual Sublimit, and (v) the aggregate Tranche Two Borrowers will be in compliance with the Revolving Credit Exposures shall not exceed the aggregate Tranche Two Commitments and (vi) the Tranche Two Revolving Credit Exposure of any Lender will not exceed its Tranche Two Commitment. If the Required Lenders notify any Issuing Bank that a Default exists and instruct such Issuing Bank to suspend the issuance, amendment, renewal or extension of Letters of Credit, such Issuing Bank shall not issue, amend, renew (except pursuant to automatic renewal provisions if such Issuing Bank shall no longer be entitled to elect not to renew) or extend any Letter of Credit without the consent of the Required Lenders until such notice is withdrawn by the Required Lenders (and each Lender that shall have delivered such a notice agrees promptly to withdraw it at such time as it determines that no Default exists), it being understood and agreed that in the absence of any such notice, each Issuing Bank may rely (and shall incur no liability in relying) on the representation and warranty of the Company deemed made pursuant to Section 4.02)Limitations.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit, other than an automatic renewal permitted pursuant to paragraph (c) of this Section)), a the Borrower shall hand deliver or fax (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to an the applicable Issuing Bank and the Administrative Agent, Agent (reasonably in advance of the requested date of issuance, amendment, renewal or extension, ) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the currency in which such Letter of Credit is to be denominated (which shall be Dollars or an Alternative Currency), the amount and currency of such Letter of CreditCredit (expressed in the applicable currency), the name and address of the beneficiary thereof, whether such Letter of Credit is to be a Tranche One Letter of Credit or a Tranche Two Letter of Credit thereof and such other information as shall be necessary to enable the applicable Issuing Bank to prepare, amend, renew or extend such Letter of Credit. If requested by the applicable Issuing Bank, the Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit the Company Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the LC Exposure shall not exceed US$350,000,000$125,000,000, (ii) the total Class D Revolving Credit Exposures shall not exceed the total Class D Commitments, (iii) the sum of the Assigned Dollar Values of the aggregate principal amount of all outstanding Class D Revolving Loans denominated in Euro plus the total LC Exposure attributable to Letters of Credit issued by the applicable Issuing Bank will not exceed the and LC Commitment of such Issuing Bank, (iii) the aggregate Tranche One Revolving Credit Exposures Disbursements denominated in Euro shall not exceed the aggregate Tranche One CommitmentsClass D Euro Limit, (iv) the Tranche One sum of the Assigned Dollar Values of the aggregate principal amount of all outstanding Class D Revolving Loans denominated in Sterling plus the total LC Exposure attributable to Letters of Credit Exposure of any Lender will and LC Disbursements denominated in Sterling shall not exceed its Tranche One Commitmentthe Class D Sterling Limit, (v) the sum of the Assigned Dollar Values of the aggregate Tranche Two principal amount of all outstanding Class D Revolving Loans denominated in Kornor plus the total LC Exposure attributable to Letters of Credit Exposures and LC Disbursements denominated in Kronor shall not exceed the aggregate Tranche Two Commitments Class D Krona Limit and (vi) the Tranche Two sum of the Assigned Dollar Values of the aggregate principal amount of all outstanding Class D Revolving Loans denominated in Pesos plus the total LC Exposure attributable to Letters of Credit Exposure of any Lender will and LC Disbursements denominated in Pesos shall not exceed its Tranche Two Commitment. If the Required Lenders notify any Issuing Bank that a Default exists and instruct such Issuing Bank to suspend the issuance, amendment, renewal or extension of Letters of Credit, such Issuing Bank shall not issue, amend, renew (except pursuant to automatic renewal provisions if such Issuing Bank shall no longer be entitled to elect not to renew) or extend any Letter of Credit without the consent of the Required Lenders until such notice is withdrawn by the Required Lenders (and each Lender that shall have delivered such a notice agrees promptly to withdraw it at such time as it determines that no Default exists), it being understood and agreed that in the absence of any such notice, each Issuing Bank may rely (and shall incur no liability in relying) on the representation and warranty of the Company deemed made pursuant to Section 4.02)Class D Peso Limit.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit, other than an automatic renewal permitted pursuant to paragraph (c) of this Section)), a the applicable Borrower shall hand deliver or facsimile (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to an the Issuing Bank and the Administrative Agent, Agent (reasonably in advance of the requested date of issuance, amendment, renewal or extension, ) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency of such Letter of Credit, whether such Letter of Credit is a Dollar Tranche Letter of Credit or Multicurrency Tranche Letter of Credit, the currency in which such Letter of Credit is to be denominated (if such Letter of Credit is not a Dollar Tranche Letter of Credit), the name and address of the beneficiary thereof, whether such Letter of Credit is to be a Tranche One Letter of Credit or a Tranche Two Letter of Credit thereof and such other information as shall be necessary to enable the applicable Issuing Bank to prepare, amend, renew or extend such Letter of Credit. If requested by the applicable Issuing Bank, the applicable Borrower also shall submit a letter of credit application on such the Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit the Company applicable Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the Dollar Amount of the LC Exposure with respect to all Letters of Credit issued for the account of the Company shall not exceed US$350,000,000$30,000,000, (ii) the amount Dollar Amount of the Standby LC Exposure attributable with respect to all Letters of Credit issued by for the applicable Issuing Bank will account of the Company shall not exceed the LC Commitment of such Issuing Bank$15,000,000, (iii) the aggregate Tranche One Revolving Dollar Amount of the LC Exposure with respect to all Letters of Credit Exposures issued for the account of the Foreign Subsidiary Borrowers shall not exceed the aggregate Tranche One Commitments$5,000,000, and (iv) the Tranche One Borrowers shall be in compliance with the Revolving Credit Exposure of any Lender will not exceed its Tranche One Commitment, (v) the aggregate Tranche Two Revolving Credit Exposures shall not exceed the aggregate Tranche Two Commitments and (vi) the Tranche Two Revolving Credit Exposure of any Lender will not exceed its Tranche Two Commitment. If the Required Lenders notify any Issuing Bank that a Default exists and instruct such Issuing Bank to suspend the issuance, amendment, renewal or extension of Letters of Credit, such Issuing Bank shall not issue, amend, renew (except pursuant to automatic renewal provisions if such Issuing Bank shall no longer be entitled to elect not to renew) or extend any Letter of Credit without the consent of the Required Lenders until such notice is withdrawn by the Required Lenders (and each Lender that shall have delivered such a notice agrees promptly to withdraw it at such time as it determines that no Default exists), it being understood and agreed that in the absence of any such notice, each Issuing Bank may rely (and shall incur no liability in relying) on the representation and warranty of the Company deemed made pursuant to Section 4.02)Limitations.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit, Credit (other than an any automatic renewal permitted pursuant to paragraph (c) of this Section)), a the Borrower shall hand deliver or fax (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable such Issuing Bank) to an the applicable Issuing Bank and the Administrative Agent, Agent (reasonably in advance of the requested date of issuance, amendment, renewal or extension, ) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the requested date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the currency and amount and currency of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit is to be a Tranche One Letter of Credit or a Tranche Two Letter of Credit thereof and such other information as shall be requested by the applicable Issuing Bank as necessary to enable the applicable such Issuing Bank to prepare, amend, renew or extend such Letter of Credit. If requested by the applicable Issuing Bank, the Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each any Letter of Credit the Company Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension extension, (i) the sum of the Dollar LC Exposure and the Multi-Currency LC Exposure shall not exceed US$350,000,000$100,000,000, (ii) in respect of a Dollar Letter of Credit, the amount of the LC Aggregate Dollar Revolving Exposure attributable to Letters of Credit issued by the applicable Issuing Bank will shall not exceed the LC Commitment of such Issuing BankAggregate Dollar Revolving Commitment, (iii) in respect of a Multi-Currency Letter of Credit, the aggregate Tranche One Aggregate Multi-Currency Revolving Exposure shall not exceed the Aggregate Multi-Currency Revolving Commitment and (iv) following the effectiveness of any Maturity Date Extension Request with respect to the Revolving Commitments of any Class, the LC Exposure in respect of all Letters of Credit Exposures of such Class having an expiration date after the second Business Day prior to the applicable Existing Maturity Date shall not exceed the aggregate Tranche One Commitments, (iv) Revolving Commitments of such Class of the Tranche One Revolving Credit Exposure of any Lender will not exceed its Tranche One Commitment, (v) the aggregate Tranche Two Revolving Credit Exposures Consenting Lenders extended pursuant to Section 2.22. Each Issuing Bank agrees that it shall not exceed the aggregate Tranche Two Commitments and (vi) the Tranche Two Revolving Credit Exposure of permit any Lender will not exceed its Tranche Two Commitment. If the Required Lenders notify any Issuing Bank that a Default exists and instruct such Issuing Bank to suspend the issuance, amendment, renewal or extension of Letters of Credit, such Issuing Bank shall not issue, amend, renew (except pursuant to automatic renewal provisions if such Issuing Bank shall no longer be entitled to elect not to renew) or extend any a Letter of Credit without to occur unless it shall given to the consent Administrative Agent written notice thereof as required under paragraph (l) of the Required Lenders until such notice is withdrawn by the Required Lenders (and each Lender that shall have delivered such a notice agrees promptly to withdraw it at such time as it determines that no Default exists), it being understood and agreed that in the absence of any such notice, each Issuing Bank may rely (and shall incur no liability in relying) on the representation and warranty of the Company deemed made pursuant to Section 4.02)this Section.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit, other than an automatic renewal permitted pursuant to paragraph (c) of this Section)), a the Borrower Representative shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing BankLC Issuer) to an Issuing Bank the applicable LC Issuer and the Administrative Agent, Agent (reasonably in advance of the requested date of issuance, amendment, renewal or extension, ) a notice requesting the issuance of a Several Letter of Credit or Fronted Letter of Credit, as applicable, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (cd) of this Section), the amount and currency of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit is to will be a Tranche One Secured Letter of Credit or a Tranche Two an Unsecured Letter of Credit and such other information as shall be necessary to enable the applicable Issuing Bank to prepare, amend, renew or extend such Letter of Credit. If requested by the applicable Issuing BankLC Issuer, the Borrower Representative also shall submit a letter of credit application on such Issuing Bankthe applicable LC Issuer’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit the Company each Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the LC Exposure shall not exceed US$350,000,000, the Dollar Equivalent of an amount equal to the Revolving Commitments and (ii) the amount sum of the LC Exposure attributable to Letters of Credit issued by the applicable Issuing Bank will not exceed the LC Commitment of such Issuing Bank, (iii) the aggregate Tranche One total Revolving Credit Exposures shall not exceed the aggregate Tranche One total Revolving Commitments, (iv) the Tranche One Revolving Credit Exposure of any Lender will not exceed its Tranche One Commitment, (v) the aggregate Tranche Two Revolving Credit Exposures shall not exceed the aggregate Tranche Two Commitments and (vi) the Tranche Two Revolving Credit Exposure of any Lender will not exceed its Tranche Two Commitment. If the Required Lenders notify any Issuing Bank that a Default exists and instruct such Issuing Bank to suspend the issuance, amendment, renewal or extension of Letters of Credit, such Issuing Bank shall not issue, amend, renew (except pursuant to automatic renewal provisions if such Issuing Bank shall no longer be entitled to elect not to renew) or extend any Letter of Credit without the consent of the Required Lenders until such notice is withdrawn by the Required Lenders (and each Lender that shall have delivered such a notice agrees promptly to withdraw it at such time as it determines that no Default exists), it being understood and agreed that in the absence of any such notice, each Issuing Bank may rely (and shall incur no liability in relying) on the representation and warranty of the Company deemed made pursuant to Section 4.02).

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit, other than an automatic renewal permitted pursuant to paragraph (c) of this Section)), a the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to an the applicable Issuing Bank and the Administrative Agent, Agent (reasonably in advance of the requested date of issuance, amendment, renewal or extension, ) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit is to be a Tranche One Letter of Credit or a Tranche Two Letter of Credit thereof and such other information as shall be necessary to enable the applicable Issuing Bank to prepare, amend, renew or extend such Letter of Credit. If requested by the applicable Issuing Bank, the Borrower also shall enter into a continuing agreement (or other letter of credit agreement) for the issuance of letters of credit and/or shall submit a letter of credit application on application, in each case, as required by the applicable Issuing Bank and using such Issuing Bank’s standard form in connection with any request for (each, a “Letter of CreditCredit Agreement”). A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit the Company Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the amount of the LC Exposure shall not exceed US$350,000,000$50,000,000, (ii) (x) the aggregate undrawn amount of the LC Exposure attributable to all outstanding Letters of Credit issued by the applicable any Issuing Bank will at such time plus (y) the aggregate amount of all LC Disbursements made by such Issuing Bank that have not yet been reimbursed by or on behalf of the Borrower at such time shall not exceed the LC Commitment of such Issuing Bank’s Letter of Credit Commitment, (iii) no Lender’s Revolving Credit Exposure shall exceed its Commitment and (iv) the aggregate Tranche One sum of the total Revolving Credit Exposures shall not exceed the aggregate Tranche One CommitmentsAggregate Commitment. The Borrower may, at any time and from time to time, reduce the Letter of Credit Commitment of any Issuing Bank with the consent of such Issuing Bank; provided that the Borrower shall not reduce the Letter of Credit Commitment of any Issuing Bank if, after giving effect of such reduction, the conditions set forth in clauses (i) through (iv) the Tranche One Revolving Credit Exposure of any Lender will not exceed its Tranche One Commitment, (v) the aggregate Tranche Two Revolving Credit Exposures above shall not exceed the aggregate Tranche Two Commitments and (vi) the Tranche Two Revolving Credit Exposure of any Lender will not exceed its Tranche Two Commitment. If the Required Lenders notify any Issuing Bank that a Default exists and instruct such Issuing Bank to suspend the issuance, amendment, renewal or extension of Letters of Credit, such Issuing Bank shall not issue, amend, renew (except pursuant to automatic renewal provisions if such Issuing Bank shall no longer be entitled to elect not to renew) or extend any Letter of Credit without the consent of the Required Lenders until such notice is withdrawn by the Required Lenders (and each Lender that shall have delivered such a notice agrees promptly to withdraw it at such time as it determines that no Default exists), it being understood and agreed that in the absence of any such notice, each Issuing Bank may rely (and shall incur no liability in relying) on the representation and warranty of the Company deemed made pursuant to Section 4.02)satisfied.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit, other than an automatic renewal permitted pursuant to paragraph (c) of this Section)), a the applicable Borrower shall hand deliver or written notice (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to an the applicable Issuing Bank and the Administrative Agent, reasonably Agent (at least three Business Days in advance of the requested date of issuance, amendment, renewal or extension, ) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit is to be a Global Tranche One Letter of Credit or a US/UK Tranche Two Letter of Credit Credit, the name and address of the beneficiary thereof and such other information as shall be necessary to enable the applicable Issuing Bank to prepare, amend, renew or extend such Letter of Credit. If requested by the applicable an Issuing Bank, the applicable Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit the Company applicable Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the LC Exposure shall not exceed US$350,000,000$150,000,000, (ii) the amount portion of the LC Exposure attributable to Letters of Credit issued by the applicable any Issuing Bank will shall not exceed the LC Commitment of such Issuing Bank, (iii) the aggregate Global Tranche One Revolving Credit Exposures shall will not exceed the aggregate Global Tranche One Commitments, and (iv) the aggregate US/UK Tranche One Revolving Credit Exposure of any Lender will not exceed its Tranche One Commitment, (v) the aggregate Tranche Two Revolving Credit Exposures shall will not exceed the aggregate US/UK Tranche Two Commitments and (vi) the Tranche Two Revolving Credit Exposure of any Lender will not exceed its Tranche Two Commitment. If the Required Lenders notify any Issuing Bank that a Default exists and instruct such Issuing Bank to suspend the issuance, amendment, renewal or extension of Letters of Credit, such Issuing Bank shall not issue, amend, renew (except pursuant to automatic renewal provisions if such Issuing Bank shall no longer be entitled to elect not to renew) or extend any Letter of Credit without the consent of the Required Lenders until such notice is withdrawn by the Required Lenders (and each Lender that shall have delivered such a notice agrees promptly to withdraw it at such time as it determines that no Default exists), it being understood and agreed that in the absence of any such notice, each Issuing Bank may rely (and shall incur no liability in relying) on the representation and warranty of the Company deemed made pursuant to Section 4.02)Commitments.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit, other than an automatic renewal permitted pursuant to paragraph (c) of this Section)), a the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to an the applicable Issuing Bank and and, in the case of a Commercial Letter of Credit if the Administrative AgentAgent shall have so requested and in the case of all Standby Letters of Credit, the Administrative Agent (in each case, reasonably in advance of the requested date of issuance, amendment, renewal or extension, ) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day)extension, the date on currency in which such Letter of Credit is to expire be denominated (which shall comply with paragraph (c) of this Sectionbe dollars or, subject to Section 2.18, an Alternative Currency), the amount and currency of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit is to be a Tranche One Letter of Credit or a Tranche Two Letter of Credit thereof and such other information as shall be necessary to enable the applicable Issuing Bank to prepare, amend, renew or extend such Letter of Credit, provided that in no event shall any Issuing Bank other than JPMorgan Chase Bank or one or more other Issuing Banks designated from time to time by the Borrower and reasonably acceptable to the Administrative Agent issue any Alternative Currency Letter of Credit hereunder. If requested by the applicable Issuing Bank, the Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit the Company Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the LC Exposure shall not exceed US$350,000,000(x) $150,000,000, in the case of Standby Letters of Credit, or (y) $250,000,000, in the case of Commercial Letters of Credit, (ii) the amount of the Alternative Currency LC Exposure attributable with respect to Letters of Credit issued by the applicable Issuing Bank will denominated in an Alternative Currency shall not exceed the LC Commitment of such Issuing Bank$50,000,000, and (iii) the aggregate Tranche One total Revolving Credit Exposures shall not exceed the aggregate Tranche One total Commitments, (iv) . Subsequent to the Tranche One Revolving Credit Exposure of any Lender will not exceed its Tranche One Commitment, (v) the aggregate Tranche Two Revolving Credit Exposures shall not exceed the aggregate Tranche Two Commitments and (vi) the Tranche Two Revolving Credit Exposure of any Lender will not exceed its Tranche Two Commitment. If the Required Lenders notify receipt by any Issuing Bank that of a Default exists and instruct such Issuing Bank to suspend Notification Instruction (as defined below) from the issuance, amendment, renewal or extension of Letters of CreditAdministrative Agent which shall not have been withdrawn, such Issuing Bank shall not issue, amend, renew (except pursuant will contact the Administrative Agent prior to automatic renewal provisions if such Issuing Bank shall no longer be entitled to elect not to renew) the issuance or extend increase in any Letter of Credit without the consent to determine whether or not such issuance or increase would result in any of the Required Lenders until such notice is withdrawn by limitations set forth in the Required Lenders preceding sentence being exceeded. For purposes of this Section 2.04(b), a “Notification Instruction” shall mean any instruction from the Administrative Agent requiring that an Issuing Bank make the contacts described in the preceding sentence, which instruction the Administrative Agent (and each Lender that shall have delivered such a notice agrees promptly to withdraw it i) may deliver at such any time as when it determines that no Default exists), the percentage which the aggregate Revolving Credit Exposure constitutes of the aggregate Commitments then in effect is greater than 80% and (ii) will withdraw when it being understood and agreed determines that in such percentage is less than 80%. For purposes of the absence third preceding sentence the amount of any such notice, each Issuing Bank may rely (and Alternative Currency Letter of Credit shall incur no liability in relying) be the Dollar Equivalent thereof calculated on the representation and warranty basis of the Company deemed made pursuant to applicable rate of exchange determined in accordance with Section 4.02)1.05.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit, other than an automatic renewal permitted pursuant to paragraph (c) of this Section)), a the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable relevant Issuing Bank) to an the relevant Issuing Bank and the Administrative Agent, reasonably in advance of the requested date of issuance, amendment, renewal or extension, Agent a notice in the form attached hereto as Exhibit D-3 requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit is to be a Tranche One Letter of Credit or a Tranche Two Letter of Credit thereof and such other information as shall be necessary to enable the applicable Issuing Bank to prepare, amend, renew or extend such Letter of Credit, which, in each case, must be received by the Administrative Agent and the Issuing Bank no later than 12:00 p.m. on the third Business Day prior to the proposed issuance, amendment, renewal or extension. The relevant Issuing Bank shall promptly notify the Administrative Agent of, and the Administrative Agent shall in turn promptly furnish to the Lenders notice of, any such issuance. If requested by the applicable relevant Issuing Bank, the Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form in connection with any request for a Letter of Credit; provided that such letter of credit application shall not contain terms inconsistent with the terms of this Agreement and shall not impose any additional obligations, liabilities or Liens on any Loan Party during the term of this Agreement. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit Credit, the Company Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the LC Exposure shall not exceed US$350,000,000, the LC Exposure Sublimit and (ii) subject to Section 2.04, the aggregate principal amount of the LC Exposure attributable to Letters of Credit issued by the applicable Issuing Bank will not exceed the LC Commitment of such Issuing Bank, (iii) the aggregate Tranche One total Revolving Credit Exposures shall not exceed the aggregate Tranche One total Revolving Commitments, (iv) the Tranche One Revolving Credit Exposure of any Lender will not exceed its Tranche One Commitment, (v) the aggregate Tranche Two Revolving Credit Exposures shall not exceed the aggregate Tranche Two Commitments and (vi) the Tranche Two Revolving Credit Exposure of any Lender will not exceed its Tranche Two Commitment. If the Required Lenders notify any Issuing Bank that a Default exists and instruct such Issuing Bank to suspend the issuance, amendment, renewal or extension of Letters of Credit, such Issuing Bank shall not issue, amend, renew (except pursuant to automatic renewal provisions if such Issuing Bank shall no longer be entitled to elect not to renew) or extend any Letter of Credit without the consent of the Required Lenders until such notice is withdrawn by the Required Lenders (and each Lender that shall have delivered such a notice agrees promptly to withdraw it at such time as it determines that no Default exists), it being understood and agreed that in the absence of any such notice, each Issuing Bank may rely (and shall incur no liability in relying) on the representation and warranty of the Company deemed made pursuant to Section 4.02).

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit, other than an automatic renewal permitted pursuant to paragraph (c) of this Section)), a the applicable Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to an the applicable Issuing Bank and the Administrative Agent, Agent (reasonably in advance of the requested date of issuance, amendment, renewal or extension, ) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency of such Letter of Credit, the currency in which such Letter of Credit is to be denominated (which shall be US Dollars, Euros, Canadian Dollars or another currency approved by the applicable Issuing Bank that satisfies the requirements of clauses (a) and (b) of the definition of “Alternative Currency”), the name and address of the beneficiary thereof, whether such Letter of Credit is to be a Tranche One Letter of Credit or a Tranche Two Letter of Credit thereof and such other information as shall be necessary to enable the applicable Issuing Bank to prepare, amend, renew or extend such Letter of Credit. If requested by the applicable such Issuing Bank, the applicable Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit the Company applicable Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the LC Exposure shall not exceed US$350,000,000$50,000,000, (ii) and the amount portion of the LC Exposure attributable to Letters of Credit issued by the applicable any Issuing Bank will shall not exceed the LC Commitment of such Issuing Bank, (iiiii) the aggregate Aggregate Global Tranche One Credit Revolving Credit Exposures shall not exceed the aggregate Global Tranche One Commitments, (iii) no Global Tranche Lender will have a Global Tranche Revolving Credit Exposure greater than its Global Tranche Commitment and (iv) the Tranche One portion of the Aggregate Revolving Credit Exposure attributable to Loans made to and Letters of any Lender will not exceed its Tranche One Commitment, (v) Credit issued for the aggregate Tranche Two Revolving Credit Exposures accounts of Borrowing Subsidiaries that are Foreign Subsidiaries shall not exceed US$200,000,000; the aggregate Tranche Two Commitments and (vi) the Tranche Two Revolving Credit Exposure of any Lender will not exceed its Tranche Two Commitment. If the Required Lenders notify any Issuing Bank that a Default exists and instruct such Issuing Bank to suspend the issuance, amendment, renewal or extension of Letters of Credit, such Issuing Bank shall not issue, amend, renew (except pursuant be under any obligation to automatic renewal provisions if such Issuing Bank shall no longer be entitled to elect not to renew) or extend issue any Letter of Credit without if: (i) any order, judgment or decree of any Governmental Authority or arbitrator shall by its terms purport to enjoin or restrain the consent Issuing Bank from issuing the Letter of Credit, or any Law applicable to the Issuing Bank or any request or directive (whether or not having the force of law) from any Governmental Authority with jurisdiction over the Issuing Bank shall prohibit, or request that the Issuing Bank refrain from, the issuance of letters of credit generally or the Letter of Credit in particular or shall impose upon the Issuing Bank with respect to the Letter of Credit any restriction, reserve or capital requirement (for which the Issuing Bank is not otherwise compensated hereunder) not in effect on the Closing Date, or shall impose upon the Issuing Bank any unreimbursed loss, cost or expense which was not applicable on the Closing Date and which the Issuing Bank in good xxxxx xxxxx material to it;(ii) the issuance of the Required Lenders until such notice is withdrawn by Letter of Credit would violate one or more policies of the Required Lenders (and each Lender that shall have delivered such a notice agrees promptly to withdraw it at such time as it determines that no Default exists), it being understood and agreed that in the absence of any such notice, each Issuing Bank may rely (and shall incur no liability in relying) on the representation and warranty applicable to letters of the Company deemed made pursuant to Section 4.02).credit generally;

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit, other than an automatic renewal permitted pursuant to paragraph (c) of this Section)), a the requesting Borrower shall deliver (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bankrecipient) to an the applicable Issuing Bank and the Administrative Agent, reasonably in advance of the requested date of issuance, amendment, renewal or extension, a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit is to be a Tranche One Letter of Credit or a Tranche Two Letter of Credit thereof and such other information as shall be reasonably necessary to enable the applicable Issuing Bank to prepare, amend, renew or extend such Letter of Credit. If requested by the applicable Issuing Bank, the applicable Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit the Company applicable Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the LC Exposure shall not exceed US$350,000,000, 75,000,000 and (ii) the amount total Revolving Credit Exposures will not exceed the total Revolving Commitments and (iii) in the event the Existing Maturity Date shall have been extended as provided in Section 2.09, the sum of the LC Exposure attributable to Letters of Credit issued by expiring after any Existing Maturity Date and the applicable Issuing Bank will not exceed the LC Commitment of Swingline Exposure attributable to Swingline Loans maturing after such Issuing Bank, (iii) the aggregate Tranche One Revolving Credit Exposures Existing Maturity Date shall not exceed the aggregate Tranche One Commitmentstotal Revolving Commitments that shall have been extended to a date after the latest expiration date of such Letters of Credit and the latest maturity date of such Swingline Loans. Notwithstanding the foregoing, no Issuing Bank shall be under any obligation to issue any Letter of Credit if (ivi) the Tranche One Revolving Credit Exposure any order, judgment or decree of any Lender will not exceed Governmental Authority or arbitrator shall by its Tranche One Commitment, (v) the aggregate Tranche Two Revolving Credit Exposures shall not exceed the aggregate Tranche Two Commitments and (vi) the Tranche Two Revolving Credit Exposure of any Lender will not exceed its Tranche Two Commitment. If the Required Lenders notify any Issuing Bank that a Default exists and instruct terms purport to enjoin or restrain NYDOCS02/1175986.51175986.8 33 such Issuing Bank to suspend from issuing the issuance, amendment, renewal or extension of Letters Letter of Credit, or any law applicable to such Issuing Bank or any request or directive (whether or not having the force of law) from any Governmental Authority with jurisdiction over such Issuing Bank shall not issueprohibit, amend, renew (except pursuant to automatic renewal provisions if or request that such Issuing Bank shall no longer be entitled to elect not to renew) refrain from, the issuance of letters of credit generally or extend any the Letter of Credit without in particular or shall impose upon such Issuing Bank with respect to the consent Letter of Credit any restriction, reserve or capital requirement (for which such Issuing Bank is not otherwise compensated hereunder) not in effect on the Effective Date, or shall impose upon such Issuing Bank any unreimbursed loss, cost or expense which was not applicable on the Effective Date and which such Issuing Bank in good xxxxx xxxxx material to it, (ii) the issuance of the Required Lenders until Letter of Credit would violate one or more policies of such notice is withdrawn by Issuing Bank applicable to letters of credit generally or (iii) such Issuing Bank does not as of the Required Lenders (and each Lender that shall have delivered such a notice agrees promptly to withdraw it at such time as it determines that no Default exists), it being understood and agreed that issuance date of the requested Letter of Credit issue Letters of Credit in the absence of any such notice, each Issuing Bank may rely (and shall incur no liability in relying) on the representation and warranty of the Company deemed made pursuant to Section 4.02)requested currency.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit, other than an automatic renewal permitted pursuant to paragraph (c) of this Section)), a the Borrower shall hand deliver (or transmit by electronic communicationcommunication or facsimile transmission, if arrangements for doing so have been approved by the applicable Issuing Bank) to an the applicable Issuing Bank and the Administrative Agent, Agent (reasonably in advance of the requested date of issuance, amendment, renewal or extension, ) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Domestic Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this SectionSection 2.05(c)), the amount and currency of such Letter of CreditCredit in Dollars, the name and address of the beneficiary thereof, whether such Letter of Credit is to be a Tranche One Letter of Credit or a Tranche Two Letter of Credit thereof and such other information as shall be necessary to enable the applicable Issuing Bank to prepare, amend, renew or extend such Letter of Credit. If requested by the applicable Issuing Bank, the Borrower also shall submit a letter of credit application on such Issuing Bank’s 's standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (X) the Agent shall have confirmed, based solely on the information delivered to it pursuant to Section 2.05(k), that (and upon issuance, amendment, renewal or extension of each Letter of Credit the Company Borrower shall be deemed to represent and warrant that), (A) after giving effect to such issuance, amendment, renewal or extension (i) the LC Exposure shall not exceed US$350,000,000$200,000,000, (ii) the amount of the LC Exposure attributable to Letters of Credit issued by the applicable Issuing Bank will not exceed the LC Commitment of such Issuing Bank, Bank and (iii) the sum of the total LC Exposure plus the aggregate Tranche One Revolving Credit Exposures outstanding principal amount of the Loans shall not exceed the aggregate Tranche One amount of the Commitments, and (ivB) in the Tranche One Revolving event the Maturity Date shall have been extended as provided in Section 2.08(d), the sum of the LC Exposure attributable to Letters of Credit Exposure of expiring after any Lender will not exceed its Tranche One Commitment, (v) Existing Maturity Date and the aggregate Tranche Two Revolving Credit Exposures principal amount of all Money Market Loans maturing after such Existing Maturity Date shall not exceed the aggregate Tranche Two Commitments that have been extended to a date after the latest expiration date of such Letters of Credit and the latest maturity of such Money Market Loans, and (viY) the Tranche Two Revolving Credit Exposure of any Lender will not exceed its Tranche Two Commitment. If the Required Lenders notify any Issuing Bank that a Default exists and instruct such Issuing Bank shall not have received written notice from any Lender, the Agent or the Borrower, at least one Domestic Business Day prior to suspend the requested date of issuance, amendment, renewal or extension of Letters the applicable Letter of CreditCredit (or, such Issuing Bank shall not issue, amend, renew (except pursuant to automatic renewal provisions if such Issuing Bank shall no longer be entitled to elect not to renew) or extend in the case of any Letter of Credit without providing for automatic renewals, at least five Domestic Business Days before the consent of the Required Lenders until last day on which such notice is withdrawn by the Required Lenders (and each Lender that shall have delivered such a notice agrees promptly may be given to withdraw it at such time as it determines that no Default existsprevent renewal), it being understood and agreed that one or more applicable conditions contained in the absence of any such notice, each Issuing Bank may rely (and Section 3.02 shall incur no liability in relying) on the representation and warranty of the Company deemed made pursuant to Section 4.02)not be satisfied.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit, other than an automatic renewal permitted pursuant to paragraph (c) of this Section)), a the Borrower shall hand deliver or fax (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to an the applicable Issuing Bank and the Administrative Agent, Agent (reasonably in advance of the requested date of issuance, amendment, renewal or extension, ) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the currency in which such Letter of Credit is to be denominated (which shall be Dollars or an Alternative Currency), the amount and currency of such Letter of CreditCredit (expressed in the applicable currency), the name and address of the beneficiary thereof, whether such Letter of Credit is to be a Tranche One Letter of Credit or a Tranche Two Letter of Credit thereof and such other information as shall be necessary to enable the applicable Issuing Bank to prepare, amend, renew or extend such Letter of Credit. If requested by the applicable Issuing Bank, the Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit the Company Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the LC Exposure shall not exceed US$350,000,000$125,000,000, (ii) the total Revolving Credit Exposures shall not exceed the total Revolving Commitments, (iii) the sum of the Assigned Dollar Values of the aggregate principal amount of all outstanding Revolving Loans denominated in Euro plus the total LC Exposure attributable to Letters of Credit issued by the applicable Issuing Bank will not exceed the and LC Commitment of such Issuing Bank, (iii) the aggregate Tranche One Revolving Credit Exposures Disbursements denominated in Euro shall not exceed the aggregate Tranche One CommitmentsEuro Limit, (iv) the Tranche One sum of the Assigned Dollar Values of the aggregate principal amount of all outstanding Revolving Loans denominated in Sterling plus the total LC Exposure attributable to Letters of Credit Exposure of any Lender will and LC Disbursements denominated in Sterling shall not exceed its Tranche One Commitmentthe Sterling Limit, (v) the sum of the Assigned Dollar Values of the aggregate Tranche Two principal amount of all outstanding Revolving Loans denominated in Krona plus the total LC Exposure attributable to Letters of Credit Exposures and LC Disbursements denominated in Krona shall not exceed the aggregate Tranche Two Commitments Krona Limit and (vi) the Tranche Two sum of the Assigned Dollar Values of the aggregate principal amount of all outstanding Revolving Loans denominated in Pesos plus the total LC Exposure attributable to Letters of Credit Exposure of any Lender will and LC Disbursements denominated in Pesos shall not exceed its Tranche Two Commitment. If the Required Lenders notify any Issuing Bank that a Default exists and instruct such Issuing Bank to suspend the issuance, amendment, renewal or extension of Letters of Credit, such Issuing Bank shall not issue, amend, renew (except pursuant to automatic renewal provisions if such Issuing Bank shall no longer be entitled to elect not to renew) or extend any Letter of Credit without the consent of the Required Lenders until such notice is withdrawn by the Required Lenders (and each Lender that shall have delivered such a notice agrees promptly to withdraw it at such time as it determines that no Default exists), it being understood and agreed that in the absence of any such notice, each Issuing Bank may rely (and shall incur no liability in relying) on the representation and warranty of the Company deemed made pursuant to Section 4.02)Peso Limit.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit, other than an automatic renewal permitted pursuant to paragraph (c) of this Section)), a the Borrower Representative shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to an the Issuing Bank and the Administrative Agent, Agent (reasonably in advance of the requested date of issuance, amendment, renewal or extension, ) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency of such Letter of Credit, the currency in which such Letter of Credit will be denominated (which must be either Dollars or an Available Currency), the name and address of the beneficiary thereof, whether the account party for such Letter of Credit (and if no account party is designated, the account party shall be deemed to be a Tranche One Letter of Credit or a Tranche Two Letter of Credit IHS) and such other information as shall be necessary to enable the applicable Issuing Bank to prepare, amend, renew or extend such Letter of Credit. If requested by the applicable Issuing Bank, the Borrower Representative shall also shall submit a letter of credit application on such the Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit the Company Borrowers shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the LC Exposure shall not exceed US$350,000,000, a Dollar Amount equal to $50,000,000; (ii) with respect to a request for a Letter of Credit to be issued in an Available Currency (other than Canadian Dollars), the amount Dollar Amount of the LC Exposure attributable to Letters of Credit issued by the applicable Issuing Bank will not exceed the LC Commitment of such Issuing Bank, (iii) the aggregate Tranche One Revolving Credit Available Currency Exposures shall not exceed the aggregate Tranche One total Available Currency Commitments; (iii) with respect to a request for a Letter of Credit to be issued in Canadian Dollars, (iv) the Tranche One Revolving Credit Exposure Dollar Amount of any Lender will not exceed its Tranche One Commitment, (v) the aggregate Tranche Two Revolving Credit Canadian Currency Exposures shall not exceed the aggregate Tranche Two Commitments total Canadian Currency Commitments; (iv) the total Revolving Exposures shall not exceed the total Revolving Commitments; and (viv) the Tranche Two Revolving Credit Exposure of any Lender will total Canadian Currency Exposures plus the total Available Currency Exposures shall not exceed its Tranche Two Commitment. If the Required Lenders notify any Issuing Bank that a Default exists and instruct such Issuing Bank to suspend the issuance, amendment, renewal or extension of Letters of Credit, such Issuing Bank shall not issue, amend, renew (except pursuant to automatic renewal provisions if such Issuing Bank shall no longer be entitled to elect not to renew) or extend any Letter of Credit without the consent of the Required Lenders until such notice is withdrawn by the Required Lenders (and each Lender that shall have delivered such a notice agrees promptly to withdraw it at such time as it determines that no Default exists), it being understood and agreed that in the absence of any such notice, each Issuing Bank may rely (and shall incur no liability in relying) on the representation and warranty of the Company deemed made pursuant to Section 4.02)Foreign currency Limit.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit, other than an automatic renewal permitted pursuant to paragraph (c) of this Section)), a the requesting Borrower shall deliver (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bankrecipient) to an the applicable Issuing Bank and the Administrative Agent, reasonably in advance of the requested date of issuance, amendment, renewal or extension, a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit is to be a Tranche One Letter of Credit or a Tranche Two Letter of Credit thereof and such other information as shall be reasonably necessary to enable the applicable Issuing Bank to prepare, amend, renew or extend such Letter of Credit. If requested by the applicable Issuing Bank, the applicable Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal AMERICAS/0000000000.12022776969.5 36 or extension of each Letter of Credit the Company applicable Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the LC Exposure shall not exceed US$350,000,000, 75,000,000 and (ii) the amount total Revolving Credit Exposures will not exceed the total Revolving Commitments and (iii) in the event the Existing Maturity Date shall have been extended as provided in Section 2.09, the sum of the LC Exposure attributable to Letters of Credit issued by expiring after any Existing Maturity Date and the applicable Issuing Bank will not exceed the LC Commitment of Swingline Exposure attributable to Swingline Loans maturing after such Issuing Bank, (iii) the aggregate Tranche One Revolving Credit Exposures Existing Maturity Date shall not exceed the aggregate Tranche One Commitmentstotal Revolving Commitments that shall have been extended to a date after the latest expiration date of such Letters of Credit and the latest maturity date of such Swingline Loans. Notwithstanding the foregoing, no Issuing Bank shall be under any obligation to issue any Letter of Credit if (ivi) the Tranche One Revolving Credit Exposure any order, judgment or decree of any Lender will not exceed Governmental Authority or arbitrator shall by its Tranche One Commitment, (v) the aggregate Tranche Two Revolving Credit Exposures shall not exceed the aggregate Tranche Two Commitments and (vi) the Tranche Two Revolving Credit Exposure of any Lender will not exceed its Tranche Two Commitment. If the Required Lenders notify any Issuing Bank that a Default exists and instruct terms purport to enjoin or restrain such Issuing Bank to suspend from issuing the issuance, amendment, renewal or extension of Letters Letter of Credit, or any law applicable to such Issuing Bank or any request or directive (whether or not having the force of law) from any Governmental Authority with jurisdiction over such Issuing Bank shall not issueprohibit, amend, renew (except pursuant to automatic renewal provisions if or request that such Issuing Bank shall no longer be entitled to elect not to renew) refrain from, the issuance of letters of credit generally or extend any the Letter of Credit without in particular or shall impose upon such Issuing Bank with respect to the consent Letter of Credit any restriction, reserve or capital requirement (for which such Issuing Bank is not otherwise compensated hereunder) not in effect on the Effective Date, or shall impose upon such Issuing Bank any unreimbursed loss, cost or expense which was not applicable on the Effective Date and which such Issuing Bank in good xxxxx xxxxx material to it, (ii) the issuance of the Required Lenders until Letter of Credit would violate one or more policies of such notice is withdrawn by Issuing Bank applicable to letters of credit generally or (iii) such Issuing Bank does not as of the Required Lenders (and each Lender that shall have delivered such a notice agrees promptly to withdraw it at such time as it determines that no Default exists), it being understood and agreed that issuance date of the requested Letter of Credit issue Letters of Credit in the absence of any such notice, each Issuing Bank may rely (and shall incur no liability in relying) on the representation and warranty of the Company deemed made pursuant to Section 4.02)requested currency.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit, other than an automatic renewal permitted pursuant to paragraph (c) of this Section)), a the requesting Borrower shall deliver (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bankrecipient) to an the applicable Issuing Bank and the Administrative Agent, reasonably in advance of the requested date of issuance, amendment, renewal or extension, a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit is to be a Tranche One Letter of Credit or a Tranche Two Letter of Credit thereof and such other information as shall be reasonably necessary to enable the applicable Issuing Bank to prepare, amend, renew or extend such Letter of Credit. If requested by the applicable Issuing Bank, the applicable Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit the Company applicable Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the LC Exposure shall not exceed US$350,000,000, 75,000,000 and (ii) the amount total Revolving Credit Exposures will not exceed the total Commitments and (iii) in the event the Existing Maturity Date shall have been extended as provided in Section 2.09, the sum of the LC Exposure attributable to Letters of Credit issued by expiring after any Existing Maturity Date and the applicable Issuing Bank will not exceed the LC Commitment of Swingline Exposure attributable to Swingline Loans maturing after such Issuing Bank, (iii) the aggregate Tranche One Revolving Credit Exposures Existing Maturity Date shall not exceed the aggregate Tranche One Commitmentstotal Commitments that shall have been extended to a date after the latest expiration date of such Letters of Credit and the latest maturity date of such Swingline Loans. Notwithstanding the foregoing, no Issuing Bank shall be under any obligation to issue any Letter of Credit if (ivi) the Tranche One Revolving Credit Exposure any order, judgment or decree of any Lender will not exceed Governmental Authority or arbitrator shall by its Tranche One Commitment, (v) the aggregate Tranche Two Revolving Credit Exposures shall not exceed the aggregate Tranche Two Commitments and (vi) the Tranche Two Revolving Credit Exposure of any Lender will not exceed its Tranche Two Commitment. If the Required Lenders notify any Issuing Bank that a Default exists and instruct terms purport to enjoin or restrain such Issuing Bank to suspend from issuing the issuance, amendment, renewal or extension of Letters Letter of Credit, or any law applicable to such Issuing Bank or any request or directive (whether or not having the force of law) from any Governmental Authority with jurisdiction over such Issuing Bank shall not issueprohibit, amend, renew (except pursuant to automatic renewal provisions if or request that such Issuing Bank shall no longer be entitled to elect not to renew) refrain from, the issuance of letters of credit generally or extend any the Letter of Credit without in particular or shall impose upon such Issuing Bank with respect to the consent Letter of Credit any restriction, reserve or capital requirement (for which such Issuing Bank is not otherwise compensated hereunder) not in effect on the Effective Date, or shall impose upon such Issuing Bank any unreimbursed loss, cost or expense which was not applicable on the Effective Date and which such Issuing Bank in good xxxxx xxxxx material to it, (ii) the issuance of the Required Lenders until Letter of Credit would violate one or more policies of such notice is withdrawn by Issuing Bank applicable to letters of credit generally or (iii) such Issuing Bank does not as of the Required Lenders (and each Lender that shall have delivered such a notice agrees promptly to withdraw it at such time as it determines that no Default exists), it being understood and agreed that issuance date of the requested Letter of Credit issue Letters of Credit in the absence of any such notice, each Issuing Bank may rely (and shall incur no liability in relying) on the representation and warranty of the Company deemed made pursuant to Section 4.02)requested currency.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit, other than an automatic renewal permitted pursuant to paragraph (c) of this Section)), a the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to an Issuing Bank and the Administrative Agent, Agent (reasonably in advance of the requested date of issuance, amendment, renewal or extension, but in any event no less than three Business Days) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which date shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency of such Letter of Credit, the currency in which such Letter of Credit will be denominated (which must be either Dollars, Australian Dollars or Euros), the name and address of the beneficiary thereof, whether such Letter of Credit is to be a Tranche One Letter of Credit or a Tranche Two Letter of Credit thereof and such other information as shall be necessary to enable the applicable Issuing Bank to prepare, amend, renew or extend such Letter of Credit. The applicable Issuing Bank (other than JPMorgan Chase Bank, N.A. and its affiliates) shall promptly notify the Administrative Agent in writing of any Letter of Credit issued for the account of the Borrower. If requested by the applicable Issuing Bank, the Borrower also shall submit a letter of credit application on such Issuing Bank’s 's standard form in connection with any request for a Letter of Credit. A Letter of Credit shall may be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit the Company Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the LC Exposure shall not exceed US$350,000,000$100,000,000, (ii) the amount of the LC no Lender's Revolving Exposure attributable to Letters of Credit issued by the applicable Issuing Bank will not shall exceed the LC its Revolving Commitment of such Issuing Bank, and (iii) the aggregate Tranche One Total Revolving Credit Exposures shall not exceed the aggregate Tranche One then existing total Revolving Commitments, (iv) the Tranche One Revolving Credit Exposure of any Lender will not exceed its Tranche One Commitment, (v) the aggregate Tranche Two Revolving Credit Exposures shall not exceed the aggregate Tranche Two Commitments and (vi) the Tranche Two Revolving Credit Exposure of any Lender will not exceed its Tranche Two Commitment. If the Required Lenders notify any Issuing Bank that a Default exists and instruct such Issuing Bank to suspend the issuance, amendment, renewal or extension of Letters of Credit, such Issuing Bank shall not issue, amend, renew (except pursuant to automatic renewal provisions if such Issuing Bank shall no longer be entitled to elect not to renew) or extend any Letter of Credit without the consent of the Required Lenders until such notice is withdrawn by the Required Lenders (and each Lender that shall have delivered such a notice agrees promptly to withdraw it at such time as it determines that no Default exists), it being understood and agreed that in the absence of any such notice, each Issuing Bank may rely (and shall incur no liability in relying) on the representation and warranty of the Company deemed made pursuant to Section 4.02).

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit, other than an automatic renewal permitted pursuant to paragraph (c) of this Section)), a the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable relevant Issuing Bank) to an the relevant Issuing Bank and the Administrative Agent, Agent (reasonably in advance of the requested date of issuance, amendment, renewal or extension, but in any event no less than three (3) Business Days or such shorter period of time as the relevant Issuing Bank may agree in a particular instance in its sole discretion) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit is to be a Tranche One Letter of Credit or a Tranche Two Letter of Credit thereof and such other information as shall be necessary to enable the applicable Issuing Bank to prepare, amend, renew or extend such Letter of Credit. If requested by the applicable an Issuing Bank, the Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit the Company Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the amount of the LC Exposure shall not exceed US$350,000,000$10,000,000, (ii) the sum of (x) the aggregate undrawn amount of the LC Exposure attributable to all outstanding Letters of Credit issued by the applicable any Issuing Bank will at such time plus (y) the aggregate amount of all LC Disbursements made by such Issuing Bank that have not yet been reimbursed by or on behalf of the Borrower at such time shall not exceed the LC Commitment of such Issuing Bank, ’s Letter of Credit Commitment and (iii) the aggregate Tranche One Total Revolving Credit Exposures shall not exceed the aggregate Tranche One Commitments, (iv) the Tranche One Revolving Credit Exposure of any Lender will not exceed its Tranche One Commitment, (v) the aggregate Tranche Two Revolving Credit Exposures shall not exceed the aggregate Tranche Two Commitments and (vi) the Tranche Two Revolving Credit Exposure of any Lender will not exceed its Tranche Two Aggregate Commitment. If The Borrower may, at any time and from time to time, reduce the Required Lenders notify Letter of Credit Commitment of any Issuing Bank that a Default exists and instruct with the consent of such Issuing Bank to suspend Bank; provided that the issuance, amendment, renewal or extension of Letters of Credit, such Issuing Bank Borrower shall not issue, amend, renew (except pursuant to automatic renewal provisions if such Issuing Bank shall no longer be entitled to elect not to renew) or extend any reduce the Letter of Credit without Commitment of any Issuing Bank if, after giving effect of such reduction, the consent of the Required Lenders until such notice is withdrawn by the Required Lenders (and each Lender that shall have delivered such a notice agrees promptly to withdraw it at such time as it determines that no Default exists), it being understood and agreed that conditions set forth in the absence of any such notice, each Issuing Bank may rely immediately preceding clauses (and i) through (iii) shall incur no liability in relying) on the representation and warranty of the Company deemed made pursuant to Section 4.02)not be satisfied.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit, other than an automatic renewal permitted pursuant to paragraph (c) of this Section)), a Borrower shall deliver (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to an Issuing Bank and the Administrative Agent, reasonably in advance of the requested date of issuance (which shall be a day at least three Business Days in advance of the requested date of issuance), amendment, renewal or extension, a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit is to be a Tranche One Letter of Credit or a Tranche Two Letter of Credit thereof and such other information as shall be necessary to enable the applicable Issuing Bank to prepare, amend, renew or extend such Letter of Credit. If requested by the applicable Issuing Bank, the Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit the Company shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the LC Exposure shall not exceed US$350,000,00050,000,000, (ii) the amount of the LC Exposure attributable to Letters of Credit issued by the applicable Issuing Bank will not exceed the LC Commitment of such Issuing Bank, (iii) the aggregate Tranche One A Revolving Credit Exposures shall will not exceed the aggregate Tranche One Commitments, A Commitments and (iv) the Tranche One A Revolving Credit Exposure of any each Lender will not exceed its the Tranche One Commitment, A Commitment of such Lender and (v) in the aggregate Tranche Two Revolving event the Maturity Date shall have been extended as provided in Section 2.09(e), the LC Exposures attributable to Letters of Credit Exposures expiring after any Existing Maturity Date shall not exceed the aggregate total Tranche Two A Commitments and (vi) that have been extended to a date after the Tranche Two Revolving Credit Exposure expiration date of any Lender will not exceed its Tranche Two Commitmentthe last of such Letters of Credit. If the Required Lenders notify any the Issuing Bank Banks that a Default exists and instruct such the Issuing Bank Banks to suspend the issuance, amendment, renewal or extension of Letters of Credit, such no Issuing Bank shall not issue, amend, renew (except pursuant to automatic renewal provisions if such Issuing Bank shall no longer be entitled to elect not to renew) or extend any Letter of Credit without the consent of the Required Lenders until such notice is withdrawn by the Required Lenders (and each Lender that shall have delivered such a notice agrees hereby agreeing promptly to withdraw it at such time as it determines that no Default exists), it being understood and agreed that in the absence of any such notice, each Issuing Bank may rely (and shall incur no liability in relying) on the representation and warranty of the Company deemed made pursuant to Section 4.02).

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit, other than an automatic renewal permitted pursuant to paragraph (c) of this Section)), a the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to an the applicable Issuing Bank and the Administrative Agent, Agent (reasonably in advance of the requested date of issuance, amendment, renewal or extension, ) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the currency in which such Letter of Credit is to be denominated (which shall be Dollars or an Alternative Currency), the amount and currency of such Letter of CreditCredit (expressed in the applicable currency), the name and address of the beneficiary thereof, whether such Letter of Credit is to be a Tranche One Letter of Credit or a Tranche Two Letter of Credit thereof and such other information as shall be necessary to enable the applicable Issuing Bank to prepare, amend, renew or extend such Letter of Credit. If requested by the applicable Issuing Bank, the Borrower also shall submit a letter of credit application on such Issuing Bank’s 's standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit the Company Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the LC Exposure shall not exceed US$350,000,000$100,000,000, (ii) the total Revolving Credit Exposures shall not exceed the total Commitments, (iii) the sum of the Assigned Dollar Values of the aggregate principal amount of all outstanding Revolving Loans denominated in Euro plus the total LC Exposure attributable to Letters of Credit issued by the applicable Issuing Bank will not exceed the and LC Commitment of such Issuing Bank, (iii) the aggregate Tranche One Revolving Credit Exposures Disbursements denominated in Euro shall not exceed the aggregate Tranche One Commitments, $100,000,000 and (iv) the Tranche One Revolving Credit Exposure sum of any Lender will not exceed its Tranche One Commitment, (v) the Assigned Dollar Values of the aggregate Tranche Two principal amount of all outstanding Revolving Loans denominated in Sterling plus the total LC Exposure attributable to Letters of Credit Exposures and LC Disbursements denominated in Sterling shall not exceed the aggregate Tranche Two Commitments and (vi) the Tranche Two Revolving Credit Exposure of any Lender will not exceed its Tranche Two Commitment. If the Required Lenders notify any Issuing Bank that a Default exists and instruct such Issuing Bank to suspend the issuance, amendment, renewal or extension of Letters of Credit, such Issuing Bank shall not issue, amend, renew (except pursuant to automatic renewal provisions if such Issuing Bank shall no longer be entitled to elect not to renew) or extend any Letter of Credit without the consent of the Required Lenders until such notice is withdrawn by the Required Lenders (and each Lender that shall have delivered such a notice agrees promptly to withdraw it at such time as it determines that no Default exists), it being understood and agreed that in the absence of any such notice, each Issuing Bank may rely (and shall incur no liability in relying) on the representation and warranty of the Company deemed made pursuant to Section 4.02)$50,000,000.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit, other than an automatic renewal permitted pursuant to paragraph (c) of this Section)), a the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing BankLender) to an the Issuing Bank Lender and the Administrative Agent, Agent (reasonably in advance of the requested date of issuance, amendment, renewal or extension, ) a notice pursuant to an LC Request requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this SectionSection 3.1(a)), the amount and currency of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit is to be a Tranche One Dollar Letter of Credit or a Tranche Two an Alternative Currency Letter of Credit, the currency in which such Letter of Credit is to be denominated (which, in the case of a Dollar Letter of Credit, shall be in Dollars, and, in the case of an Alternative Currency Letter of Credit, shall be in Dollars or any other Alternative Currency), the name and address of the beneficiary thereof and such other information as shall be necessary to enable the applicable Issuing Bank to prepare, amend, renew or extend such Letter of Credit. If requested by the applicable Issuing BankLender, the Borrower also shall submit a letter of credit application an Application on such the Issuing BankLender’s standard form in connection with any request for a Letter of Credit. A Dollar Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit the Company Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension extension, (i) the LC Exposure Obligations shall not exceed US$350,000,000the LC Commitment, (ii) the amount of the LC Exposure attributable to Letters of Credit issued by the applicable Issuing Bank will Available Dollar Revolving Commitments would not exceed the LC Commitment of such Issuing Bank, be less than zero and (iii) the aggregate Tranche One Revolving Credit Exposures shall Dollar LC Obligations with respect to any Issuing Lender would not exceed the aggregate Tranche One Commitments, (iv) the Tranche One Revolving Credit Exposure applicable Specified Dollar LC Sublimit of any Lender will not exceed its Tranche One Commitment, (v) the aggregate Tranche Two Revolving Credit Exposures shall not exceed the aggregate Tranche Two Commitments and (vi) the Tranche Two Revolving Credit Exposure of any Lender will not exceed its Tranche Two Commitment. If the Required Lenders notify any Issuing Bank that a Default exists and instruct such Issuing Bank to suspend the Lender then in effect. An Alternative Currency Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of Letters each Letter of Credit the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension, (i) the LC Obligations shall not exceed the LC Commitment, (ii) the Available Alternative Currency Revolving Commitments would not be less than zero and (iii) the Alternative Currency LC Obligations with respect to any Issuing Lender would not exceed the applicable Specified Alternative Currency LC Sublimit of such Issuing Lender then in effect Upon request of an Issuing Lender, the Administrative Agent will provide written confirmation to such Issuing Lender of (i) the amount available under the Alternative Currency LC Commitment or Dollar LC Commitment, as applicable, as of such date and (ii) the aggregate Total Alternative Currency Revolving Extensions of Credit or Total Dollar Revolving Extensions of Credit, such Issuing Bank shall not issueas applicable, amend, renew (except pursuant to automatic renewal provisions if such Issuing Bank shall no longer be entitled to elect not to renew) or extend any Letter of Credit without the consent of the Required Lenders until such notice is withdrawn by the Required Lenders (and each Lender that shall have delivered such a notice agrees promptly to withdraw it at such time as it determines that no Default exists), it being understood and agreed that in the absence of any such notice, each Issuing Bank may rely (and shall incur no liability in relying) on the representation and warranty of the Company deemed made pursuant to Section 4.02)then outstanding.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit, other than an automatic renewal permitted pursuant to paragraph (c) of this Section)), a the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to an the applicable Issuing Bank and the Administrative Agent, Agent (reasonably in advance of the requested date of issuance, amendment, renewal or extension, ) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (cc)(i) of this Section), the amount and currency of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit is to be a Tranche One Letter of Credit or a Tranche Two Letter of Credit thereof and such other information as shall be necessary to enable the applicable Issuing Bank to prepare, amend, renew or extend such Letter of Credit. If there is more than one Issuing Bank, the Borrower may select among the Issuing Banks in connection with the issuance of any Letter of Credit. If requested by the applicable Issuing Bank, the Borrower also shall submit a letter Letter of credit application Credit Application on such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit the Company Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the LC Exposure of any Issuing Bank shall not exceed US$350,000,000, $40,000,000 (unless such Issuing Bank shall agree to waive such limitation) and the LC Exposure shall not exceed $200,000,000 and (ii) the amount of the LC Exposure attributable to Letters of Credit issued by the applicable Issuing Bank will not exceed the LC Commitment of such Issuing Bank, (iii) the aggregate Tranche One total Revolving Credit Exposures shall not exceed the aggregate Tranche One total Commitments, ; provided that if (ivi) the Tranche One Revolving Credit Exposure of any Lender will Maturity Date has been extended as to some but not exceed its Tranche One Commitment, all Lenders pursuant to Section 2.22 and (vii) the aggregate Tranche Two Revolving Credit Exposures shall not exceed Borrower requests the aggregate Tranche Two Commitments and (vi) the Tranche Two Revolving Credit Exposure issuance of any Lender will not exceed its Tranche Two Commitment. If the Required Lenders notify any Issuing Bank that a Default exists and instruct such Issuing Bank to suspend the issuance, amendment, renewal or extension of Letters of Credit, such Issuing Bank shall not issue, amend, renew (except pursuant to automatic renewal provisions if such Issuing Bank shall no longer be entitled to elect not to renew) or extend any Letter of Credit without which expires later than the consent of Maturity Date in effect prior to such extension, then compliance with clause (ii) above shall be determined solely with reference to the Required Lenders until such notice is withdrawn by the Required Lenders (and each Lender that shall whose Commitments have delivered such a notice agrees promptly to withdraw it at such time as it determines that no Default exists), it being understood and agreed that in the absence of any such notice, each Issuing Bank may rely (and shall incur no liability in relying) on the representation and warranty of the Company deemed made pursuant to Section 4.02)been so extended.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit, other than an automatic renewal permitted pursuant to paragraph (c) of this Section)), a the Borrower shall deliver or fax (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bankrecipient) to an the applicable Issuing Bank and the Administrative Agent, reasonably in advance of the requested date of issuance, amendment, renewal or extension, a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit is to be a Tranche One Letter of Credit or a Tranche Two Letter of Credit thereof and such other information as shall be reasonably necessary to enable the applicable Issuing Bank to prepare, amend, renew or extend such Letter of Credit. If requested by the applicable Issuing Bank, the Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form in connection with any request for a Letter of Creditsuch request. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit the Company Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the LC Exposure shall not exceed US$350,000,000$250,000,000, (ii) the aggregate amount of the LC Exposure attributable to Letters of Credit issued by the applicable any Issuing Bank will not exceed the LC Commitment of such Issuing Bank, (iii) the aggregate Tranche One no Revolving Lender’s Credit Exposures Exposure shall not exceed the aggregate Tranche One Commitmentsits Revolving Commitment, (iv) the Tranche One Revolving total Credit Exposure of any Lender Exposures will not exceed its Tranche One Commitment, the total Revolving Commitments and (v) in the aggregate Tranche Two event the Existing Revolving Maturity Date shall have been extended as provided in Section 2.21, the sum of the LC Exposure attributable to Letters of Credit Exposures expiring after any Existing Revolving Maturity Date shall not exceed the aggregate Tranche Two total Revolving Commitments and that shall have been extended to a date after the latest expiration date of such Letters of Credit. Notwithstanding the foregoing, no Issuing Bank shall be under any obligation to issue any Letter of Credit if (vii) the Tranche Two Revolving Credit Exposure any order, judgment or decree of any Lender will not exceed Governmental Authority or arbitrator shall by its Tranche Two Commitment. If the Required Lenders notify any Issuing Bank that a Default exists and instruct terms purport to enjoin or restrain such Issuing Bank to suspend from issuing the issuance, amendment, renewal or extension of Letters Letter of Credit, or any law applicable to such Issuing Bank or any request or directive (whether 32 or not having the force of law) from any Governmental Authority with jurisdiction over such Issuing Bank shall not issueprohibit, amend, renew (except pursuant to automatic renewal provisions if or request that such Issuing Bank shall no longer be entitled to elect not to renew) refrain from, the issuance of letters of credit generally or extend any the Letter of Credit without in particular or shall impose upon such Issuing Bank with respect to the consent Letter of Credit any restriction, reserve or capital requirement (for which such Issuing Bank is not otherwise compensated hereunder) not in effect on the Effective Date, or shall impose upon such Issuing Bank any unreimbursed loss, cost or expense which was not applicable on the Effective Date and which such Issuing Bank in good xxxxx xxxxx material to it, (ii) the issuance of the Required Lenders until Letter of Credit would violate one or more policies of such notice is withdrawn by Issuing Bank applicable to letters of credit generally or (iii) such Issuing Bank does not as of the Required Lenders (and each Lender that shall have delivered such a notice agrees promptly to withdraw it at such time as it determines that no Default exists), it being understood and agreed that issuance date of the requested Letter of Credit issue Letters of Credit in the absence of any such notice, each Issuing Bank may rely (and shall incur no liability in relying) on the representation and warranty of the Company deemed made pursuant to Section 4.02)requested currency.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit, other than an automatic renewal permitted pursuant to paragraph (c) of this Section)), a Financial Officer of the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing BankLender) to an the Issuing Bank Lender and the Administrative Agent, Agent (reasonably in advance of the requested date of issuance, amendment, renewal or extension, ) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency of such Letter of CreditCredit and whether such Letter of Credit is to be issued in U.S. Dollars or an Alternative Currency, the name and address of the beneficiary thereof, whether such Letter of Credit is to be a Tranche One Letter of Credit or a Tranche Two Letter of Credit thereof and such other information as shall be necessary to enable the applicable Issuing Bank to prepare, amend, renew or extend such Letter of Credit. If requested by the applicable Issuing BankLender, the Borrower also shall submit a letter of credit application on such the Issuing BankLender’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit the Company Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the total LC Exposure shall not exceed US$350,000,000$50,000,000, (ii) the amount of the LC total Revolving Credit Exposure attributable to Letters of Credit issued by the applicable Issuing Bank will shall not exceed the LC Commitment of such Issuing Banktotal Revolving Loan Commitments, (iii) the aggregate Tranche One Revolving total Multicurrency Credit Exposures Exposure shall not exceed the aggregate Tranche One Commitments, $50,000,000 and (iv) the Tranche One no Lender’s Revolving Credit Exposure of any Lender will not shall exceed its Tranche One such Lender’s Revolving Loan Commitment, (v) the aggregate Tranche Two Revolving Credit Exposures shall not exceed the aggregate Tranche Two Commitments and (vi) the Tranche Two Revolving Credit Exposure of any Lender will not exceed its Tranche Two Commitment. If the Required Lenders notify any Issuing Bank that a Default exists and instruct such Issuing Bank to suspend the issuance, amendment, renewal or extension of Letters of Credit, such Issuing Bank shall not issue, amend, renew (except pursuant to automatic renewal provisions if such Issuing Bank shall no longer be entitled to elect not to renew) or extend any Letter of Credit without the consent of the Required Lenders until such notice is withdrawn by the Required Lenders (and each Lender that shall have delivered such a notice agrees promptly to withdraw it at such time as it determines that no Default exists), it being understood and agreed that in the absence of any such notice, each Issuing Bank may rely (and shall incur no liability in relying) on the representation and warranty of the Company deemed made pursuant to Section 4.02).

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit, other than an automatic renewal permitted pursuant to paragraph (c) of this Section)), a Borrower shall deliver (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to an Issuing Bank and the Administrative Agent, reasonably in advance of the requested date of issuance, amendment, renewal or extension, a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit is to be a Tranche One Letter of Credit or a Tranche Two Letter of Credit and such other information as shall be necessary to enable the applicable Issuing Bank to prepare, amend, renew or extend such Letter of Credit. If requested by the applicable Issuing Bank, the Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit the Company shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the LC Exposure shall not exceed US$350,000,00050,000,000, (ii) the amount of the LC Exposure attributable to Letters of Credit issued by the applicable Issuing Bank will not exceed the LC Commitment of such Issuing Bank, (iii) the aggregate Aggregate Tranche One Revolving Credit Exposures Exposure shall not exceed the aggregate Tranche One Commitments, (iv) the Tranche One Revolving Credit Exposure of any Lender will not exceed its Tranche One Commitment, (v) the aggregate Aggregate Tranche Two Revolving Credit Exposures Exposure shall not exceed the aggregate Tranche Two Commitments and (vi) the Tranche Two Revolving Credit Exposure of any Lender will not exceed its Tranche Two Commitment. If the Required Lenders notify any Issuing Bank that a Default exists and instruct such Issuing Bank to suspend the issuance, amendment, renewal or extension of Letters of Credit, such Issuing Bank shall not issue, amend, renew (except pursuant to automatic renewal provisions if such Issuing Bank shall no longer be entitled to elect not to renew) or extend any Letter of Credit without the consent of the Required Lenders until such notice is withdrawn by the Required Lenders (and each Lender that shall have delivered such a notice agrees promptly to withdraw it at such time as it determines that no Default exists), it being understood and agreed that in the absence of any such notice, each Issuing Bank may rely (and shall incur no liability in relying) on the representation and warranty of the Company deemed made pursuant to Section 4.02).

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit, Credit (other than an any automatic renewal extension permitted pursuant to paragraph (c) of this Section)), a the Borrower shall hand deliver or fax (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable such Issuing Bank) to an the applicable Issuing Bank and the Administrative Agent, Agent (reasonably in advance of the requested date of issuance, amendment, renewal or extension, ) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the requested date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the currency and amount and currency of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit is to be a Tranche One Letter of Credit or a Tranche Two Letter of Credit thereof and such other information as shall be requested by the applicable Issuing Bank as necessary to enable the applicable such Issuing Bank to prepare, amend, renew or extend such Letter of Credit. If requested by the applicable Issuing Bank, the Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A An Issuing Bank shall not be obligated to issue any trade Letter of Credit (unless it otherwise consents) and no Letter of Credit shall be issued, amended, renewed or extended only if unless (and upon issuance, amendment, renewal or extension of each any Letter of Credit the Company Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension extension, (i) the sum of the LC Exposure shall not exceed US$350,000,000the LC Sublimit, (ii) the Aggregate Revolving Exposure shall not exceed the Line Cap, (iii) the face amount of the LC Exposure attributable to Letters of Credit issued by the applicable Issuing Bank will shall not exceed the LC Commitment of such Issuing BankBank (unless it otherwise agrees) and (iv) following the effectiveness of any Maturity Date Extension Request with respect to the Revolving Commitments of any Class, (iii) the aggregate Tranche One Revolving LC Exposure in respect of all Letters of Credit Exposures of such Class having an expiration date after the fifth Business Day prior to the applicable Existing Maturity Date shall not exceed the aggregate Tranche One Commitments, (iv) Revolving Commitments of such Class of the Tranche One Revolving Credit Exposure of any Lender will not exceed its Tranche One Commitment, (v) the aggregate Tranche Two Revolving Credit Exposures Consenting Lenders extended pursuant to Section 2.22. Each Issuing Bank agrees that it shall not exceed the aggregate Tranche Two Commitments and (vi) the Tranche Two Revolving Credit Exposure of permit any Lender will not exceed its Tranche Two Commitment. If the Required Lenders notify any Issuing Bank that a Default exists and instruct such Issuing Bank to suspend the issuance, amendment, renewal or extension of Letters a Letter of CreditCredit to occur unless it shall give to the Administrative Agent written notice thereof as required under paragraph (l) of this Section. Notwithstanding anything herein to the contrary, an Issuing Bank shall have no obligation hereunder to issue any Letter of Credit if (x) any law applicable to such Issuing Bank from any Governmental Authority with jurisdiction over such Issuing Bank shall not issue, amend, renew (except pursuant to automatic renewal provisions if such Issuing Bank shall no longer be entitled to elect not to renew) prohibit the issuance of letters of credit generally or extend any the Letter of Credit without the consent in particular or (y) such issuance shall violate such Issuing Bank’s internal policies that are applicable to letters of the Required Lenders until such notice is withdrawn by the Required Lenders (and each Lender that shall have delivered such a notice agrees promptly to withdraw it at such time as it determines that no Default exists), it being understood and agreed that in the absence of any such notice, each Issuing Bank may rely (and shall incur no liability in relying) on the representation and warranty of the Company deemed made pursuant to Section 4.02)credit generally.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit, other than an automatic renewal permitted pursuant to paragraph (c) of this Section)), a the requesting Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Fronting Bank) to an Issuing the applicable Fronting Bank and the Administrative Agent, Agent (reasonably in advance of the requested date of issuance, amendment, renewal or extension, ) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency (which shall be a Permitted LC Currency) of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit is to be a Tranche One Letter of Credit or a Tranche Two Letter of Credit thereof and such other information as shall be necessary to enable the applicable Issuing Bank to prepare, amend, renew or extend such Letter of Credit. If requested by the applicable Issuing Fronting Bank, the applicable Borrower also shall submit a letter of credit application on such Issuing Fronting Bank’s standard form in connection with any request for a Letter of Credit, provided that any such application shall be subject to the provisions of Section 2.5(a). A Letter of Credit shall be issued, amendedamended to increase the maximum amount that may be drawn under the Letter of Credit, renewed or extended only if (and upon such issuance, amendment, renewal or extension of each Letter of Credit the Company applicable Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension extension, the aggregate Credit Exposure (i) in the LC Exposure shall not exceed US$350,000,000, (ii) the amount case of any part of the LC Credit Exposure attributable to Letters denominated in Alternative Currencies, calculated, as of Credit issued by the applicable Issuing Bank will not exceed the LC Commitment date of such Issuing Bank, (iii) the aggregate Tranche One Revolving Credit Exposures shall not exceed the aggregate Tranche One Commitments, (iv) the Tranche One Revolving Credit Exposure of any Lender will not exceed its Tranche One Commitment, (v) the aggregate Tranche Two Revolving Credit Exposures shall not exceed the aggregate Tranche Two Commitments and (vi) the Tranche Two Revolving Credit Exposure of any Lender will not exceed its Tranche Two Commitment. If the Required Lenders notify any Issuing Bank that a Default exists and instruct such Issuing Bank to suspend the issuance, amendment, renewal or extension extension, by reference to the Dollar Equivalent Value of Letters such Credit Exposure) will not exceed the Aggregate Committed Sum. The Administrative Agent shall promptly notify the Lenders of the issuance of a Letter of Credit, such Issuing Bank shall not issue, amend, renew (except pursuant to automatic renewal provisions if such Issuing Bank shall no longer be entitled to elect not to renew) or extend any Letter of Credit without including the consent of the Required Lenders until such notice is withdrawn by the Required Lenders (amount and each Lender that shall have delivered such a notice agrees promptly to withdraw it at such time as it determines that no Default exists), it being understood and agreed that in the absence of any such notice, each Issuing Bank may rely (and shall incur no liability in relying) on the representation and warranty of the Company deemed made pursuant to Section 4.02)currency thereof.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit, other than an automatic renewal permitted pursuant to paragraph (c) of this Section)), a any Borrower or any Additional Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable such Issuing Bank) to an the applicable Issuing Bank and the Administrative Agent, Agent (reasonably in advance of the requested date of issuance, amendment, renewal or extension, ) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Domestic Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency of such Letter of Credit, the currency in which such Letter of Credit shall be denominated, the name and address of the beneficiary thereof, whether such Letter of Credit is to be a Tranche One Letter of Credit or a Tranche Two Letter of Credit thereof and such other information as shall be necessary to enable the applicable Issuing Bank to prepare, amend, renew or extend such Letter of Credit. If requested by the applicable Issuing Bank, the such Borrower or such Additional Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit the Company such Borrower or such Additional Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the Dollar Equivalent of the LC Exposure at such time shall not exceed US$350,000,000$200,000,000, (ii) the aggregate face amount of the LC Exposure attributable to outstanding Letters of Credit issued by the applicable Issuing Bank will each of JPMorgan Chase Bank, N.A. and Citibank, N.A. shall not exceed respective amounts set forth in the LC Commitment last sentence of such Issuing Bank, Section 2.18(a) and (iii) the sum of the Dollar Equivalent of the aggregate Tranche One Revolving Credit Exposures outstanding principal amount of the Loans plus the Dollar Equivalent of the LC Exposure, in each case at such time shall not exceed the aggregate Tranche One total Commitments, (iv) the Tranche One Revolving Credit Exposure of any Lender will not exceed its Tranche One Commitment, (v) the aggregate Tranche Two Revolving Credit Exposures shall not exceed the aggregate Tranche Two Commitments and (vi) the Tranche Two Revolving Credit Exposure of any Lender will not exceed its Tranche Two Commitment. If the Required Lenders notify any Issuing Bank that a Default exists and instruct such Issuing Bank to suspend the issuance, amendment, renewal or extension of Letters of Credit, such No Issuing Bank shall not issue, amend, renew (except pursuant or extend a Letter of Credit if notice has been given to automatic renewal provisions if such Issuing Bank shall no longer be entitled to elect not to renew) by the Administrative Agent or extend any Letter of Credit without the consent of the Required Lenders until such notice Banks that a Default or Event of Default has occurred and is withdrawn by continuing. The Issuing Banks shall provide to the Required Lenders (and each Lender that Administrative Agent and, in turn, the Administrative Agent shall have delivered such provide to the Banks a notice agrees promptly to withdraw it at such time as it determines that no Default exists)monthly update, in accordance with customary practices, of total LC Exposures, it being understood and agreed that in the absence of any such notice, each Issuing Bank may rely (and shall incur no liability in relying) on the representation and warranty obligations of the Company deemed made pursuant Banks shall not be subject to Section 4.02)the receipt of such update.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit, other than an automatic renewal permitted pursuant to paragraph (c) of this Section)), a the applicable Borrower shall hand deliver or facsimile (or transmit by electronic communicationthrough Electronic System, if arrangements for doing so have been approved by the applicable Issuing Bank) to an the Issuing Bank and the Administrative Agent, Agent (reasonably in advance of the requested date of issuance, amendment, renewal or extension, but in any event no less than three Business Days) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency of such Letter of Credit (and, if applicable, whether such Letter of Credit shall be an Alternate Currency Letter of Credit), the name and address of the beneficiary thereof, whether such Letter of Credit is to be a Tranche One Letter of Credit or a Tranche Two Letter of Credit thereof and such other information as shall be necessary to enable the applicable Issuing Bank to prepare, amend, renew or extend such Letter of Credit. In the case of any such notice requesting the issuance of a Letter of Credit, such notice also shall specify whether such Letter of Credit is to be a Tranche A Letter of Credit or a Tranche B Letter of Credit. In the event that no such specification is made (x) and the currency is specified as a currency other than dollars, then the requested Letter of Credit shall be issued as a Tranche B Letter of Credit, and (y) and the currency is specified as dollars, then the requested Letter of Credit shall be issued as a Tranche A Letter of Credit if there are available Tranche A Revolving Credit Commitments and, if there are not such available commitments, shall be issued as a Tranche B Letter of Credit. If requested by the applicable Issuing Bank, the applicable Borrower also shall submit a letter of credit application on such the Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit the Company applicable Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the LC Exposure shall not exceed US$350,000,000, (ii) the amount sum of the LC Exposure attributable to Letters of Credit issued by the applicable Issuing Bank will not exceed the LC Commitment of such Issuing Bank, (iii) the aggregate Tranche One total Revolving Credit Exposures of the applicable Class shall not exceed the aggregate Tranche One Commitments, (iv) the Tranche One total Revolving Credit Exposure Commitments of any Lender will not exceed its Tranche One Commitment, (v) the aggregate Tranche Two Revolving Credit Exposures shall not exceed the aggregate Tranche Two Commitments and (vi) the Tranche Two Revolving Credit Exposure of any Lender will not exceed its Tranche Two Commitment. If the Required Lenders notify any Issuing Bank that a Default exists and instruct such Issuing Bank to suspend the issuance, amendment, renewal or extension of Letters of Credit, such Issuing Bank shall not issue, amend, renew (except pursuant to automatic renewal provisions if such Issuing Bank shall no longer be entitled to elect not to renew) or extend any Letter of Credit without the consent of the Required Lenders until such notice is withdrawn by the Required Lenders (and each Lender that shall have delivered such a notice agrees promptly to withdraw it at such time as it determines that no Default exists), it being understood and agreed that in the absence of any such notice, each Issuing Bank may rely (and shall incur no liability in relying) on the representation and warranty of the Company deemed made pursuant to Section 4.02)Class.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit, other than an automatic renewal permitted pursuant to paragraph (c) of this Section)), a the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to an the Issuing Bank and the Administrative Agent, Agent (reasonably in advance of the requested date of issuance, amendment, renewal or extension, ) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency of such Letter of Credit, the Agreed Currency applicable thereto, whether such Letter of Credit is a Multicurrency Tranche Letter of Credit or a Dollar Tranche Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit is to be a Tranche One Letter of Credit or a Tranche Two Letter of Credit thereof and such other information as shall be necessary to enable the applicable Issuing Bank to prepare, amend, renew or extend such Letter of Credit. If requested by the applicable Issuing Bank, the Borrower also shall submit a letter of credit application on such the Issuing Bank’s 's standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit the Company Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) subject to Sections 2.04 and 2.11(b), the Dollar Amount of the LC Exposure shall not exceed US$350,000,000$25,000,000, (ii) subject to Sections 2.04 and 2.11(b), the amount sum of the LC Exposure attributable to Letters Dollar Amount of Credit issued by the applicable Issuing Bank will not exceed the LC Commitment of such Issuing Bank, (iii) the aggregate total Multicurrency Tranche One Revolving Credit Exposures shall not exceed the aggregate Multicurrency Tranche One Commitments, (iviii) subject to Sections 2.04 and 2.11(b), the sum of the total Dollar Tranche One Revolving Credit Exposure of any Lender will not exceed its Tranche One Commitment, (v) the aggregate Tranche Two Revolving Credit Exposures shall not exceed the aggregate Dollar Tranche Two Commitments and (viiv) subject to Section 2.04 and 2.11(b), the Dollar Amount of the total outstanding Multicurrency Tranche Two Revolving Credit Exposure of any Lender will Loans and Multicurrency Tranche LC Exposure, in each case denominated in Foreign Currencies, shall not exceed its Tranche Two Commitment. If the Required Lenders notify any Issuing Bank that a Default exists and instruct such Issuing Bank to suspend the issuance, amendment, renewal or extension of Letters of Credit, such Issuing Bank shall not issue, amend, renew (except pursuant to automatic renewal provisions if such Issuing Bank shall no longer be entitled to elect not to renew) or extend any Letter of Credit without the consent of the Required Lenders until such notice is withdrawn by the Required Lenders (and each Lender that shall have delivered such a notice agrees promptly to withdraw it at such time as it determines that no Default exists), it being understood and agreed that in the absence of any such notice, each Issuing Bank may rely (and shall incur no liability in relying) on the representation and warranty of the Company deemed made pursuant to Section 4.02)Foreign Currency Sublimit.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit, other than an automatic renewal permitted pursuant to paragraph (c) of this Section)), a the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to an the Issuing Bank and the Administrative Agent, Agent (reasonably in advance of the requested date of issuance, amendment, renewal or extension, ) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency of such Letter of Credit, the Agreed Currency applicable thereto, whether such Letter of Credit is a Multicurrency Tranche Letter of Credit or a Dollar Tranche Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit is to be a Tranche One Letter of Credit or a Tranche Two Letter of Credit thereof and such other information as shall be necessary to enable the applicable Issuing Bank to prepare, amend, renew or extend such Letter of Credit. If requested by the applicable Issuing Bank, the Borrower also shall submit a letter of credit application on such the Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit the Company Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) subject to Sections 2.04 and 2.11(b), the Dollar Amount of the LC Exposure shall not exceed US$350,000,000$35,000,000, (ii) subject to Sections 2.04 and 2.11(b), the amount sum of the LC Exposure attributable to Letters Dollar Amount of Credit issued by the applicable Issuing Bank will not exceed the LC Commitment of such Issuing Bank, (iii) the aggregate total Multicurrency Tranche One Revolving Credit Exposures shall not exceed the aggregate Multicurrency Tranche One Commitments, (iviii) subject to Sections 2.04 and 2.11(b), the sum of the total Dollar Tranche One Revolving Credit Exposure of any Lender will not exceed its Tranche One Commitment, (v) the aggregate Tranche Two Revolving Credit Exposures shall not exceed the aggregate Dollar Tranche Two Commitments and (viiv) subject to Section 2.04 and 2.11(b), the Dollar Amount of the total outstanding Multicurrency Tranche Two Revolving Credit Exposure of any Lender will Loans and Multicurrency Tranche LC Exposure, in each case denominated in Foreign Currencies, shall not exceed its Tranche Two Commitment. If the Required Lenders notify any Issuing Bank that a Default exists and instruct such Issuing Bank to suspend the issuance, amendment, renewal or extension of Letters of Credit, such Issuing Bank shall not issue, amend, renew (except pursuant to automatic renewal provisions if such Issuing Bank shall no longer be entitled to elect not to renew) or extend any Letter of Credit without the consent of the Required Lenders until such notice is withdrawn by the Required Lenders (and each Lender that shall have delivered such a notice agrees promptly to withdraw it at such time as it determines that no Default exists), it being understood and agreed that in the absence of any such notice, each Issuing Bank may rely (and shall incur no liability in relying) on the representation and warranty of the Company deemed made pursuant to Section 4.02)Foreign Currency Sublimit.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit, other than an automatic renewal permitted pursuant to paragraph (c) of this Section)), a the U.S. Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to an the Issuing Bank and the Administrative Agent, Agent (reasonably in advance of the requested date of issuance, amendment, renewal or extension, ) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency of such Letter of Credit, the name and address of the beneficiary thereofaccount party thereof (which shall be the U.S. Borrower or a Subsidiary, whether and if a Subsidiary then the U.S. Borrower and such Subsidiary shall be jointly and severally liable with respect to all Obligations relating to such Letter of Credit is to be a Tranche One Letter Credit), the name and address of Credit or a Tranche Two Letter of Credit the beneficiary thereof and such other information as shall be necessary to enable the applicable Issuing Bank to prepare, amend, renew or extend such Letter of Credit. If requested by the applicable Issuing Bank, the U.S. Borrower (and the applicable Subsidiary if such Letter of Credit is to be issued for the account of a Subsidiary) also shall submit a letter of credit application on such the Issuing Bank’s 's standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit the Company U.S. Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the LC Exposure shall not exceed US$350,000,000$50,000,000, (ii) the amount of the LC (A) Aggregate Revolving Credit Exposure attributable to Letters of Credit issued by the applicable Issuing Bank will shall not exceed (B) the LC Commitment of such Issuing Bank, Aggregate Revolving Commitments minus the Aggregate Ancillary Commitments and (iii) the aggregate Tranche One sum of the Aggregate Total Revolving Credit Exposures Exposure shall not exceed the aggregate Tranche One Aggregate Revolving Commitments, (iv) the Tranche One Revolving Credit Exposure of any Lender will not exceed its Tranche One Commitment, (v) the aggregate Tranche Two Revolving Credit Exposures shall not exceed the aggregate Tranche Two Commitments and (vi) the Tranche Two Revolving Credit Exposure of any Lender will not exceed its Tranche Two Commitment. If the Required Lenders notify any Issuing Bank that a Default exists and instruct such Issuing Bank to suspend the issuance, amendment, renewal or extension of Letters of Credit, such Issuing Bank shall not issue, amend, renew (except pursuant to automatic renewal provisions if such Issuing Bank shall no longer be entitled to elect not to renew) or extend any Letter of Credit without the consent of the Required Lenders until such notice is withdrawn by the Required Lenders (and each Lender that shall have delivered such a notice agrees promptly to withdraw it at such time as it determines that no Default exists), it being understood and agreed that in the absence of any such notice, each Issuing Bank may rely (and shall incur no liability in relying) on the representation and warranty of the Company deemed made pursuant to Section 4.02).

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter letter of Credit credit (or the amendment, renewal or extension of an outstanding Letter of Credit, other than an automatic renewal permitted pursuant to paragraph (c) of this Section)), a Borrower Carlisle shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to an the applicable Issuing Bank and the Administrative Agent, Agent (reasonably in advance of the requested date of issuance, amendment, renewal or extension, ) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Domestic Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit is to be a Tranche One Letter of Credit or a Tranche Two Letter of Credit thereof and such other information as shall be necessary to enable the applicable Issuing Bank to prepare, amend, renew or extend such Letter of Credit. If requested by the applicable Issuing Bank, the Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form Bank in connection with any request for a Letter of Credit, the Co-Borrowers also shall submit a letter of credit application on the applicable Issuing Bank’s standard form (with such changes thereto as may be acceptable to the applicable Issuing Bank and the Co-Borrowers). In the event of any inconsistency between the terms and conditions of this Agreement and the terms and conditions of any form of letter of credit application or other agreement submitted by the Co-Borrowers to, or entered into by the Co-Borrowers with, the applicable Issuing Bank relating to any Letter of Credit, the terms and conditions of this Agreement shall control. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit the Company Co-Borrowers shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the LC Exposure shall not exceed US$350,000,000, $50,000,000 and (ii) the amount of the LC Exposure attributable to Letters of Credit issued by the applicable Issuing Bank will not exceed the LC Commitment of such Issuing Bank, (iii) the aggregate Tranche One total Revolving Credit Exposures shall not exceed the aggregate Tranche One total Commitments, (iv) the Tranche One Revolving Credit Exposure of any Lender will not exceed its Tranche One Commitment, (v) the aggregate Tranche Two Revolving Credit Exposures shall not exceed the aggregate Tranche Two Commitments and (vi) the Tranche Two Revolving Credit Exposure of any Lender will not exceed its Tranche Two Commitment. If the Required Lenders notify any Issuing Bank that a Default exists and instruct such Issuing Bank to suspend the issuance, amendment, renewal or extension of Letters of Credit, such Issuing Bank shall not issue, amend, renew (except pursuant to automatic renewal provisions if such Issuing Bank shall no longer be entitled to elect not to renew) or extend any Letter of Credit without the consent of the Required Lenders until such notice is withdrawn by the Required Lenders (and each Lender that shall have delivered such a notice agrees promptly to withdraw it at such time as it determines that no Default exists), it being understood and agreed that in the absence of any such notice, each Issuing Bank may rely (and shall incur no liability in relying) on the representation and warranty of the Company deemed made pursuant to Section 4.02).

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit, other than an automatic renewal permitted pursuant to paragraph (c) of this Section)), a the applicable Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to an Issuing Bank and the Administrative Agent, Applicable Agent (reasonably in advance of the requested date of issuance, amendment, renewal or extension, ) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency of such Letter of Credit, the currency in which such Letter of Credit shall be denominated (which shall comply with paragraph (c) of this Section), the name and address of the beneficiary thereof, whether such Letter of Credit is to be a Tranche One Letter of Credit or a Tranche Two Letter of Credit thereof and such other information as shall be necessary to enable the applicable Issuing Bank to prepare, amend, renew or extend such Letter of Credit. If requested by the applicable Issuing Bank, the such Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit the Company Borrowers shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension extension, it will not result in (i) the LC Exposure shall not exceed exceeding US$350,000,000235,000,000, (ii) the amount of the Foreign Currency LC Exposure attributable to Letters of Credit issued by the applicable Issuing Bank will not exceed the LC Commitment of such Issuing Bankexceeding US$25,000,000, (iii) the aggregate Tranche One Revolving Credit Exposures shall not exceed sum of the aggregate Tranche One Commitments, Participating Revolving Exposures exceeding the sum of the aggregate Participating Revolving Commitments and (iv) the Tranche One Revolving Credit Exposure sum of any Lender will not exceed its Tranche One Commitment, (v) the aggregate Tranche Two Limited Currency Revolving Credit Exposures shall not exceed exceeding the sum of the aggregate Tranche Two Commitments and (vi) the Tranche Two Limited Currency Revolving Credit Exposure of any Lender will not exceed its Tranche Two Commitment. If the Required Lenders notify any Issuing Bank that a Default exists and instruct such Issuing Bank to suspend the issuance, amendment, renewal or extension of Letters of Credit, such Issuing Bank shall not issue, amend, renew (except pursuant to automatic renewal provisions if such Issuing Bank shall no longer be entitled to elect not to renew) or extend any Letter of Credit without the consent of the Required Lenders until such notice is withdrawn by the Required Lenders (and each Lender that shall have delivered such a notice agrees promptly to withdraw it at such time as it determines that no Default exists), it being understood and agreed that in the absence of any such notice, each Issuing Bank may rely (and shall incur no liability in relying) on the representation and warranty of the Company deemed made pursuant to Section 4.02)Commitments.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit, other than an automatic renewal permitted pursuant to paragraph (c) of this Section)), a the Borrower Representative shall hand deliver or fax (or transmit by other electronic communication, if arrangements for doing so have been approved by communication to which the applicable Issuing BankBank has agreed to in writing) to an the Issuing Bank and the Administrative Agent, Agent (reasonably in advance of the requested date of issuance, amendment, renewal or extension, but in any event no less than three Business Days) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency of such Letter of CreditCredit (which such amount shall not be less than the Dollar Amount of $50,000.00), the Agreed Currency applicable thereto, the name and address of the beneficiary thereof, whether such Letter of Credit is to be a Tranche One Letter of Credit or a Tranche Two Letter of Credit and such other information as shall be necessary to enable the applicable Issuing Bank to prepare, amend, renew or extend such Letter of Credit. If requested by the applicable Issuing Bank, the applicable Borrower also shall submit a letter of credit application on such the Issuing Bank’s 's standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit the Company Borrowers shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the LC Exposure shall not exceed US$350,000,000, sum of (iix) the Dollar Amount of the aggregate undrawn amount of the LC Exposure attributable to all outstanding Letters of Credit issued by the applicable Issuing Bank will at such time plus (y) the Dollar Amount of the aggregate amount of all LC Disbursements made by the Issuing Bank that have not yet been reimbursed by or on behalf of the applicable Borrower shall not exceed the LC Commitment of such its Issuing BankBank Sublimit, (ii) no Revolving Lender's Revolving Exposure shall exceed its Commitment; (iii) the aggregate Tranche One Aggregate Revolving Credit Exposures Exposure shall not exceed the aggregate Tranche One Commitments, Commitments and (iv) the Tranche One Revolving Credit Exposure aggregate outstanding principal Dollar Amount of any Lender will not exceed its Tranche One Commitment, (v) the aggregate Tranche Two Revolving Credit sum of all Eurocurrency Loans in Foreign Currencies plus LC Exposures in Foreign Currencies shall not exceed the aggregate Tranche Two Commitments Maximum Foreign Currency Amount. The Borrowers may, at any time and (vi) from time to time, reduce the Tranche Two Revolving Credit Exposure Issuing Bank Sublimit of any Lender will not exceed its Tranche Two Commitment. If the Required Lenders notify any Issuing Bank that a Default exists and instruct with the consent of such Issuing Bank; provided that the Borrowers shall not reduce the Issuing Bank Sublimit of any Issuing Bank if, after giving effect to suspend such reduction, the issuanceconditions set forth in clauses (i) through (iv) above shall not be satisfied. Notwithstanding the foregoing or anything to the contrary contained herein, amendment, renewal or extension of Letters of Credit, such no Issuing Bank shall not issue, amend, renew (except pursuant be obligated to automatic renewal provisions if such Issuing Bank shall no longer be entitled to elect not to renew) issue or extend modify any Letter of Credit without if, immediately after giving effect thereto, the consent outstanding LC Exposure in respect of the Required Lenders until all Letters of Credit issued by such notice is withdrawn by the Required Lenders (Person and each Lender that shall have delivered its Affiliates would exceed such a notice agrees promptly to withdraw it at such time as it determines that no Default exists), it being understood and agreed that in the absence of any such notice, each Issuing Bank's Issuing Bank may rely (and shall incur no liability in relying) on the representation and warranty of the Company deemed made pursuant to Section 4.02)Sublimit.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit, other than an automatic renewal permitted pursuant to paragraph (c) of this Section)), a the Borrower shall deliver by hand or facsimile (or transmit by electronic communicationthrough Electronic System, if arrangements for doing so have been approved by the applicable Issuing Bank) to an the Issuing Bank and the Administrative AgentAgent (prior to 12:00 noon, reasonably in advance of Houston, Texas time, at least three (3) Business Days prior to the requested date of issuance, amendment, renewal or extension, extension (or such shorter period as may be agreed by the applicable Issuing Bank in its discretion)) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit is to be a Tranche One Letter of Credit or a Tranche Two Letter of Credit thereof and such other information as shall be necessary to enable the applicable Issuing Bank to prepare, amend, renew or extend such Letter of Credit. If requested by the applicable Issuing Bank, the Borrower also shall submit a letter of credit application on such the Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit the Company Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the aggregate LC Exposure shall not exceed US$350,000,000$15,000,000, (ii) no Lender’s Revolving Exposure shall exceed its Commitment and (iii) the amount Aggregate Revolving Exposure shall not exceed the lesser of (x) the Aggregate Commitment and (y) the Borrowing Base. Notwithstanding the foregoing or anything to the contrary contained herein, no Issuing Bank shall be obligated to issue or modify any Letter of Credit if, immediately after giving effect thereto, the outstanding LC Exposure attributable to in respect of all Letters of Credit issued by the applicable Issuing Bank will not such Person and its Affiliates would exceed the LC Commitment of such Issuing Bank, (iii) the aggregate Tranche One Revolving Credit Exposures shall not exceed the aggregate Tranche One Commitments, (iv) the Tranche One Revolving Credit Exposure of any Lender will not exceed its Tranche One Commitment, (v) the aggregate Tranche Two Revolving Credit Exposures shall not exceed the aggregate Tranche Two Commitments and (vi) the Tranche Two Revolving Credit Exposure of any Lender will not exceed its Tranche Two Commitment. If the Required Lenders notify any ’s Issuing Bank that a Default exists Sublimit. Without limiting the foregoing and instruct such Issuing Bank to suspend without affecting the issuance, amendment, renewal or extension of Letters of Credit, such Issuing Bank shall not issue, amend, renew (except pursuant to automatic renewal provisions if such Issuing Bank shall no longer be entitled to elect not to renew) or extend any Letter of Credit without the consent of the Required Lenders until such notice is withdrawn by the Required Lenders (and each Lender that shall have delivered such a notice agrees promptly to withdraw it at such time as it determines that no Default exists)limitations contained herein, it being is understood and agreed that the Borrower may from time to time request that an Issuing Bank issue Letters of Credit in excess of its individual Issuing Bank Sublimit in effect at the absence time of any such noticerequest, and each Issuing Bank may rely (agrees to consider any such request in good faith but shall have no obligation to issue such requested Letter of Credit. Any Letter of Credit so issued by an Issuing Bank in excess of its individual Issuing Bank Sublimit then in effect shall nonetheless constitute a Letter of Credit for all purposes of the Credit Agreement, and shall incur no liability in relying) not affect the Issuing Bank Sublimit of any other Issuing Bank, subject to the limitations on the representation and warranty aggregate LC Exposure set forth in clause (i) of the Company deemed made pursuant to this Section 4.022.06(b).

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit, other than an automatic renewal permitted pursuant to paragraph (c) of this Section)), a Borrower the Parent and the applicable Letter of Credit Applicant shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to an the Issuing Bank and the Administrative Agent, reasonably in advance of Agent (not later than three Business Days before the requested date of issuance, amendment, renewal or extension, ) a notice Letter of Credit Request requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this SectionSection 2.10(c)), the amount and currency of such Letter of Credit, the Currency in which such Letter of Credit is requested to be denominated, the name and address of the beneficiary thereof, whether such Letter of Credit is to be a Tranche One Letter of Credit or a Tranche Two Letter of Credit thereof and such other information as shall be necessary to enable the applicable Issuing Bank to prepare, amend, renew or extend such Letter of Credit. If requested by the applicable Issuing Bank, the Borrower Parent and the applicable Letter of Credit Applicant also shall submit a letter of credit application on such the Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and and, upon issuance, amendment, renewal or extension of each Letter of Credit, the Parent and such Letter of Credit the Company Applicant shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension extension, (i) the LC Exposure shall not exceed US$350,000,000the Letter of Credit Commitment, (ii) the amount of the LC Aggregate Credit Exposure attributable to Letters of Credit issued by the applicable Issuing Bank will shall not exceed the LC Commitment of such Issuing BankAggregate Commitments, and (iii) the aggregate Tranche One Revolving Aggregate Core Currency Credit Exposures Exposure shall not exceed the aggregate Tranche One Aggregate Core Currency Commitments, (iv) the Tranche One Revolving Credit Exposure of any Lender will not exceed its Tranche One Commitment, (v) the aggregate Tranche Two Revolving Credit Exposures shall not exceed the aggregate Tranche Two Commitments and (vi) the Tranche Two Revolving Credit Exposure of any Lender will not exceed its Tranche Two Commitment. If the Required Lenders notify any Issuing Bank that a Default exists and instruct such Issuing Bank to suspend the issuance, amendment, renewal or extension of Letters of Credit, such Issuing Bank shall not issue, amend, renew (except pursuant to automatic renewal provisions if such Issuing Bank shall no longer be entitled to elect not to renew) or extend any Letter of Credit without the consent of the Required Lenders until such notice is withdrawn by the Required Lenders (and each Lender that shall have delivered such a notice agrees promptly to withdraw it at such time as it determines that no Default exists), it being understood and agreed that in the absence of any such notice, each Issuing Bank may rely (and shall incur no liability in relying) on the representation and warranty of the Company deemed made pursuant to Section 4.02).

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit, other than an automatic renewal permitted pursuant to paragraph (c) of this Section)), a the applicable Borrower shall hand deliver or facsimile (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to an the applicable Issuing Bank and the Administrative Agent (at least three Business Days (or such shorter period as may be agreed by the applicable Issuing Bank and the Agent, reasonably ) in advance of the requested date of issuance, amendment, renewal or extension, ) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this SectionSection 2.7), the amount and currency of such Letter of Credit, the applicable Borrower with respect to such Letter of Credit and whether such Borrower is a US Borrower or a Canadian Borrower, whether the Letter of Credit is to be a US Tranche Letter of Credit or a Canadian Tranche Letter of Credit, the currency in which such Letter of Credit is to be denominated, the name and address of the beneficiary thereof, whether such Letter of Credit is to be a Tranche One Letter of Credit or a Tranche Two Letter of Credit thereof and such other information as shall be necessary to enable the applicable Issuing Bank to prepare, amend, renew or extend such Letter of Credit. If requested by the applicable an Issuing Bank, the applicable Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit the Company applicable Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) in the case of US Tranche Letters of Credit, (A) the LC Exposure with respect to US Tranche Letters of Credit shall not exceed the US Tranche LC Sublimit, (B) the Total US Tranche Revolving Credit Exposure shall not exceed US$350,000,000the sum of the total US Tranche Revolving Credit Commitments at such time and (C) the Total US Tranche Revolving Credit Exposure shall not exceed the US Line Cap at such time, (ii) in the amount case of Canadian Tranche Letters of Credit, (A) the LC Exposure attributable with respect to Canadian Tranche Letters of Credit issued by the applicable Issuing Bank will not exceed the LC Commitment of such Issuing Bank, (iii) the aggregate Tranche One Revolving Credit Exposures shall not exceed the aggregate Canadian Tranche One CommitmentsLC Sublimit, (ivB) the Total Canadian Tranche One Revolving Credit Exposure of any Lender will not exceed its Tranche One Commitment, (v) the aggregate Tranche Two Revolving Credit Exposures shall not exceed the aggregate sum of the total Canadian Tranche Two Revolving Credit Commitments at such time and (viC) the Total Canadian Tranche Two Revolving Credit Exposure of any Lender will shall not exceed its Tranche Two Commitment. If the Required Lenders notify any Issuing Bank that a Default exists Canadian Line Cap at such time and instruct such Issuing Bank to suspend (iii) in the issuance, amendment, renewal or extension case of all Letters of Credit, such Issuing Bank (A) the LC Exposure with respect to all Letters of Credit shall not issueexceed the Total LC Sublimit, amend, renew (except pursuant to automatic renewal provisions if such Issuing Bank B) the Total Revolving Credit Exposure shall no longer be entitled to elect not to renew) or extend any Letter of Credit without exceed the consent of the Required Lenders until such notice is withdrawn by the Required Lenders (and each Lender that shall have delivered such a notice agrees promptly to withdraw it Line Cap at such time as it determines that no Default exists), it being understood and agreed that in (C) the absence applicable Issuing Bank’s total LC Exposure with respect to all Letters of any such notice, each Issuing Bank may rely Credit (and shall incur no liability in relying) on determined for this purpose without giving effect to the representation and warranty participations therein of the Company deemed made Lenders pursuant to Section 4.022.7(d)) would not exceed such Issuing Bank’s LC Issuer Sublimit.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit, other than an automatic renewal permitted pursuant to paragraph (c) of this Section)), a the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to an the applicable Issuing Bank and the Administrative Agent, reasonably Agent (at least five Business Days in advance of the requested date of issuance, amendment, renewal or extension, ) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day)extension, the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this SectionSection 2.18(3)), the amount and currency (Canadian Dollars or U.S. Dollars only in the case of Letters of Credit under the Revolving Credit, and Canadian Dollars, U.S. Dollars, Euros or such other currency as the Borrower and the Additional LC Lenders may agree in the case of Letters of Credit under the Additional LC Credit) of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit is to be a Tranche One Letter of Credit or a Tranche Two Letter of Credit thereof and such other information as shall be necessary to enable the applicable Issuing Bank to prepare, amend, renew or extend such Letter of Credit. If requested by the applicable Issuing Bank, the Borrower also shall submit a letter of credit application on such the applicable Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit Credit, the Company Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (a) in the case of a Letter of Credit under the Revolving Credit (i) the aggregate LC Exposure shall not exceed US$350,000,000U.S.$100,000,000, and (ii) the amount of the LC Exposure attributable to Letters of Credit issued by the applicable Issuing Bank will not exceed the LC Commitment of such Issuing Bank, (iii) the aggregate Tranche One Revolving Credit Exposures Exposure shall not exceed the aggregate Tranche One total Revolving Credit Commitments, and (ivb) ) in the Tranche One Revolving case of Letters of Credit under the Additional LC Credit, the aggregate Additional LC Credit Exposure of any Lender will not exceed its Tranche One Commitment, (v) the aggregate Tranche Two Revolving Credit Exposures shall not exceed the aggregate Tranche Two Commitments and (vi) the Tranche Two Revolving Credit Exposure of any Lender will not exceed its Tranche Two Commitment. If the Required Lenders notify any Issuing Bank that a Default exists and instruct such Issuing Bank to suspend the issuance, amendment, renewal or extension of Letters of total Additional LC Credit, such Issuing Bank shall not issue, amend, renew (except pursuant to automatic renewal provisions if such Issuing Bank shall no longer be entitled to elect not to renew) or extend any Letter of Credit without the consent of the Required Lenders until such notice is withdrawn by the Required Lenders (and each Lender that shall have delivered such a notice agrees promptly to withdraw it at such time as it determines that no Default exists), it being understood and agreed that in the absence of any such notice, each Issuing Bank may rely (and shall incur no liability in relying) on the representation and warranty of the Company deemed made pursuant to Section 4.02).

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit, other than an automatic renewal permitted pursuant to paragraph (c) of this Section)), a the applicable Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to an the applicable Issuing Bank and the Administrative Agent, Agent (reasonably in advance of the requested date of issuance, amendment, renewal or extension, ) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency of such Letter of Credit, the account party or account parties with respect to such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit is to be a Tranche One Letter of Credit or a Tranche Two Letter of Credit thereof and such other information as shall be necessary to enable the applicable Issuing Bank to prepare, amend, renew or extend such Letter of Credit. If requested by the applicable Issuing Bank, the such Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit the Company Credit, such Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the LC Aggregate Revolving Credit Exposure shall will not exceed US$350,000,000the Aggregate Commitment, (ii) the amount Revolving Credit Exposure of any Lender will not exceed its Commitment, (iii) the Borrower Credit Exposure of any Borrower will not exceed the Borrower Sublimit of such Borrower, (iv) the portion of the LC Exposure attributable to Letters of Credit issued by the applicable Issuing Bank will not exceed the LC Commitment of such Issuing Bank, (iii) the aggregate Tranche One Revolving Credit Exposures shall not exceed the aggregate Tranche One Commitments, (iv) the Tranche One Revolving Credit Exposure of any Lender will not exceed its Tranche One Commitment, Bank and (v) the aggregate Tranche Two Revolving Credit Exposures shall not exceed the aggregate Tranche Two Commitments and (vi) the Tranche Two Revolving Credit LC Exposure of any Lender will not exceed its Tranche Two Commitment$200,000,000. If the Required Lenders notify any the Issuing Bank Banks that a Default exists with respect to any Borrower and instruct such the Issuing Bank Banks to suspend the issuance, amendment, renewal or extension of Letters of CreditCredit for the account of such Borrower, such no Issuing Bank shall not issue, amend, renew (except pursuant to automatic renewal provisions if such Issuing Bank shall no longer be entitled to elect not to renew) or extend any Letter of Credit for the account of such Borrower or the Company without the consent of the Required Lenders until such notice is withdrawn by the Required Lenders (and each Lender that shall have delivered such a notice agrees promptly to withdraw it at such time as it determines that no Default exists), it being understood and agreed that in the absence of any such notice, each Issuing Bank may rely (and shall incur no liability in relying) on the representation and warranty of the Company deemed made pursuant to Section 4.02).

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To In order to request the issuance of a Letter of Credit (or the amendmentto amend, renewal renew or extension of extend an outstanding existing Letter of Credit, other than an automatic renewal permitted pursuant to paragraph (c) of this Section)), a the applicable Borrower shall hand deliver (or transmit by electronic communication, if arrangements for doing so have been approved by fax to the applicable Issuing Bank) to an Issuing Bank and the Administrative Agent, reasonably Agent (three Business Days in advance of the requested date of issuance, amendment, renewal or extension, or such shorter period as the applicable Borrower, the Administrative Agent and the applicable Issuing Bank shall agree) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying whether such Letter of Credit is to be a Domestic Letter of Credit or a Multicurrency Letter of Credit, the date of issuance, amendment, renewal or extension (which shall be a Business Day)extension, the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Sectionbelow), the amount and currency (which must be dollars in the case of a Domestic Letter of Credit or an Alternative Currency in the case of a Multicurrency Letter of Credit) of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit is to be a Tranche One Letter of Credit or a Tranche Two Letter of Credit thereof and such other information as shall be necessary to enable the applicable Issuing Bank to prepare, amend, renew or extend prepare such Letter of Credit. If requested by the applicable Issuing Bank, the Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (if, and upon issuance, amendment, renewal or extension of each Letter of Credit the Company applicable Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (iA) the LC sum of the L/C Exposure and the Additional L/C Exposure shall not exceed US$350,000,000$400,000,000, (iiB) the amount sum of the LC Exposure attributable to Letters of Credit issued by the applicable Issuing Bank will not exceed the LC Commitment of such Issuing Bank, (iii) the aggregate Tranche One Aggregate Domestic Revolving Credit Exposures Exposure and the Domestic Contract Loan Exposure shall not exceed the aggregate Tranche One Commitments, Total Domestic Revolving Credit Commitment and (ivC) the Tranche One sum of the Aggregate Multicurrency Revolving Credit Exposure of any Lender will not exceed its Tranche One Commitment, (v) and the aggregate Tranche Two Revolving Credit Exposures Multicurrency Contract Loan Exposure shall not exceed the aggregate Tranche Two Commitments and (vi) the Tranche Two Total Multicurrency Revolving Credit Exposure of any Lender will not exceed its Tranche Two Commitment. If the Required Lenders notify any Issuing Bank that a Default exists and instruct such Issuing Bank to suspend the issuance, amendment, renewal or extension of Letters of Credit, such Issuing Bank shall not issue, amend, renew (except pursuant to automatic renewal provisions if such Issuing Bank shall no longer be entitled to elect not to renew) or extend any Letter of Credit without the consent of the Required Lenders until such notice is withdrawn by the Required Lenders (and each Lender that shall have delivered such a notice agrees promptly to withdraw it at such time as it determines that no Default exists), it being understood and agreed that in the absence of any such notice, each Issuing Bank may rely (and shall incur no liability in relying) on the representation and warranty of the Company deemed made pursuant to Section 4.02).

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit, other than an automatic renewal permitted pursuant to paragraph (c) of this Section)), a the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to an Issuing Bank and the Administrative Agent, Agent (reasonably in advance of the requested date of issuance, amendment, renewal or extension, ) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit is to be a Tranche One Letter of Credit or a Tranche Two Letter of Credit thereof and such other information as shall be necessary to enable the applicable Issuing Bank to prepare, amend, renew or extend such Letter of Credit. If requested by the applicable Issuing Bank, the Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit the Company Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the LC Exposure shall not exceed US$350,000,000the Commitments, (ii) the amount of the LC Exposure attributable to Letters of Credit issued by the applicable Issuing Bank will not exceed the LC Commitment of such Issuing Bank, (iii) the aggregate Tranche One sum of the total Revolving Credit Exposures plus the aggregate principal amount of outstanding Competitive Loans shall not exceed the total Commitments and (iv) the sum of (A) the amount of the LC Exposure attributable to Letters of Credit expiring after any Maturity Date and (B) the aggregate principal amount of the Competitive Loans maturing after such Maturity Date shall not exceed the aggregate Tranche One Commitments, (iv) Commitments that have been extended to a date after the Tranche One Revolving Credit Exposure maturity of any Lender will not exceed its Tranche One Commitment, (v) the aggregate Tranche Two Revolving Credit Exposures shall not exceed last of such Competitive Loans and the aggregate Tranche Two Commitments and (vi) expiration date of the Tranche Two Revolving Credit Exposure last of any Lender will not exceed its Tranche Two Commitmentsuch Letters of Credit. If the Required Lenders notify any the Issuing Bank Banks that a Default exists and instruct such the Issuing Bank Banks to suspend the issuance, amendment, renewal or extension of Letters of Credit, such the Issuing Bank Banks shall not issue, amend, renew (except pursuant to automatic renewal provisions if such Issuing Bank shall no longer be entitled to elect not to renew) or extend any Letter of Credit without the consent of the Required Lenders until such notice is withdrawn by the Required Lenders (and each Lender that shall have delivered such a notice agrees promptly to withdraw it at such time as it determines that no Default exists), it being understood and agreed that in the absence of any such notice, each Issuing Bank may rely (and shall incur no liability in relying) on the representation and warranty of the Company deemed made pursuant to Section 4.02).

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit, other than an automatic renewal permitted pursuant to paragraph (c) of this Section)), a the Borrower or any Additional Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to an the Issuing Bank and the Administrative Agent, Agent (reasonably in advance of the requested date of issuance, amendment, renewal or extension, ) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Domestic Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency of such Letter of Credit, the currency in which the Letter of Credit shall be denominated, the name and address of the beneficiary thereof, whether such Letter of Credit is to be a Tranche One Letter of Credit or a Tranche Two Letter of Credit thereof and such other information as shall be necessary to enable the applicable Issuing Bank to prepare, amend, renew or extend such Letter of Credit. If requested by the applicable Issuing Bank, the Borrower or such Additional Borrower also shall submit a letter of credit application on such the Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit the Company Borrower or such Additional Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the Dollar Equivalent of the LC Exposure shall not exceed US$350,000,000, $200,000,000 and (ii) the amount sum of the Dollar Equivalent of the total Loans plus the Dollar Equivalent of the LC Exposure attributable to Letters of Credit issued by the applicable Issuing Bank will not exceed the LC Commitment of such Issuing Bank, (iii) the aggregate Tranche One Revolving Credit Exposures shall not exceed the aggregate Tranche One total Commitments, (iv) the Tranche One Revolving Credit Exposure of any Lender will not exceed its Tranche One Commitment, (v) the aggregate Tranche Two Revolving Credit Exposures shall not exceed the aggregate Tranche Two Commitments and (vi) the Tranche Two Revolving Credit Exposure of any Lender will not exceed its Tranche Two Commitment. If the Required Lenders notify any Issuing Bank that a Default exists and instruct such Issuing Bank to suspend the issuance, amendment, renewal or extension of Letters of Credit, such The Issuing Bank shall not issue, amend, renew (except pursuant or extend a Letter of Credit if notice has been given to automatic renewal provisions if such Issuing Bank shall no longer be entitled to elect not to renew) by the Administrative Agent or extend any Letter of Credit without the consent of the Required Lenders until such notice Banks that a Default or Event of Default has occurred and is withdrawn by continuing. The Issuing Bank shall provide to the Required Lenders (and each Lender that Administrative Agent and, in turn, the Administrative Agent shall have delivered such provide to the Banks a notice agrees promptly to withdraw it at such time as it determines that no Default exists)monthly update, in accordance with customary practices, of total LC Exposures, it being understood and agreed that in the absence of any such notice, each Issuing Bank may rely (and shall incur no liability in relying) on the representation and warranty obligations of the Company deemed made pursuant Banks shall not be subject to Section 4.02)the receipt of such update.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit, other than an automatic renewal permitted pursuant to paragraph (c) of this Section)), a the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to an the Issuing Bank and the Administrative Agent, Agent (reasonably in advance of the requested date of issuance, amendment, renewal or extension, ) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency of such Letter of Credit, the Agreed Currency applicable thereto, whether such Letter of Credit is a Multicurrency Tranche Letter of Credit or a Dollar Tranche Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit is to be a Tranche One Letter of Credit or a Tranche Two Letter of Credit thereof and such other information as shall be necessary to enable the applicable Issuing Bank to prepare, amend, renew or extend such Letter of Credit. If requested by the applicable Issuing Bank, the Borrower also shall submit a letter of credit application on such the Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit the Company Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) subject to Sections 2.04 and 2.11(b), the Dollar Amount of the LC Exposure shall not exceed US$350,000,000$40,000,00015,000,000, (ii) subject to Sections 2.04 and 2.11(b), the amount sum of the LC Exposure attributable to Letters Dollar Amount of Credit issued by the applicable Issuing Bank will not exceed the LC Commitment of such Issuing Bank, (iii) the aggregate total Multicurrency Tranche One Revolving Credit Exposures shall not exceed the aggregate Multicurrency Tranche One Commitments, (iviii) the sum of the total Dollar Tranche One Revolving Credit Exposure of any Lender will not exceed its Tranche One Commitment, (v) the aggregate Tranche Two Revolving Credit Exposures shall not exceed the aggregate Dollar Tranche Two Commitments and (viiv) subject to Sections 2.04 and 2.11(b), the Dollar Amount of the total outstanding Multicurrency Tranche Two Revolving Credit Exposure of any Lender will Loans and Multicurrency Tranche LC Exposure, in each case denominated in Foreign Currencies, shall not exceed its Tranche Two Commitment. If the Required Lenders notify any Issuing Bank that a Default exists and instruct such Issuing Bank to suspend the issuance, amendment, renewal or extension of Letters of Credit, such Issuing Bank shall not issue, amend, renew (except pursuant to automatic renewal provisions if such Issuing Bank shall no longer be entitled to elect not to renew) or extend any Letter of Credit without the consent of the Required Lenders until such notice is withdrawn by the Required Lenders (and each Lender that shall have delivered such a notice agrees promptly to withdraw it at such time as it determines that no Default exists), it being understood and agreed that in the absence of any such notice, each Issuing Bank may rely (and shall incur no liability in relying) on the representation and warranty of the Company deemed made pursuant to Section 4.02)Foreign Currency Sublimit.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit from any Issuing Bank (or the amendment, renewal or extension of an outstanding Letter of Credit, other than an automatic renewal permitted pursuant to paragraph (c) of this Section)), a Borrower the Borrower, AII or MICL shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable such Issuing Bank) to an such Issuing Bank and the Administrative Agent, Agent (reasonably in advance of the requested date of issuance, amendment, renewal or extension, ) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency of such Letter of Credit, the Agreed Currency applicable thereto, the name and address of the beneficiary thereof, whether such Letter of Credit is to be a Tranche One Letter of Credit or a Tranche Two Letter of Credit thereof and such other information as shall be necessary to enable the applicable Issuing Bank to prepare, amend, renew or extend such Letter of Credit. If requested In addition, if required by the applicable such Issuing Bank, the Borrower also Borrower, AII or MICL (as applicable) shall submit a letter of credit application on and/or enter into a continuing agreement (or other letter of credit agreement) for the issuance of letters of credit, in each case, using such Issuing Bank’s standard form in connection with any request for application or agreement form, as applicable (each, a “Letter of CreditCredit Document”). A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit the Company Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension extension, subject to Sections 2.04 and 2.10(b), the Dollar Amount of (i) (x) the aggregate undrawn amount of all outstanding Letters of Credit issued by such Issuing Bank at such time plus (y) the aggregate amount of all LC Disbursements made by such Issuing Bank that have not yet been reimbursed by or on behalf of the Borrower at such time shall not exceed such Issuing Bank’s Letter of Credit Commitment, (ii) the LC Exposure shall not exceed US$350,000,000, (ii) the amount of the LC Exposure attributable to Letters of Credit issued by the applicable Issuing Bank will not exceed the LC Commitment of such Issuing BankSublimit, (iii) the aggregate Tranche One Total Revolving Credit Exposures Exposure shall not exceed the aggregate Tranche One Commitments, Revolving Commitments and (iv) the Tranche One each Lender’s Revolving Credit Exposure of any Lender will not exceed its Tranche One Commitment, (v) the aggregate Tranche Two Revolving Credit Exposures shall not exceed the aggregate Tranche Two Commitments and (vi) the Tranche Two such Xxxxxx’s Revolving Credit Exposure of any Lender will not exceed its Tranche Two Commitment. If The Borrower may, at any time and from time to time, reduce the Required Lenders notify Letter of Credit Commitment of any Issuing Bank that a Default exists and instruct with the consent of such Issuing Bank to suspend Bank; provided that the issuance, amendment, renewal or extension of Letters of Credit, such Issuing Bank Borrower shall not issue, amend, renew (except pursuant to automatic renewal provisions if such Issuing Bank shall no longer be entitled to elect not to renew) or extend any reduce the Letter of Credit without the consent of the Required Lenders until such notice is withdrawn by the Required Lenders (and each Lender that shall have delivered such a notice agrees promptly to withdraw it at such time as it determines that no Default exists), it being understood and agreed that in the absence Commitment of any such notice, each Issuing Bank may rely if, after giving effect of such reduction, the conditions set forth in clauses (and i) through (iii) above shall incur no liability in relying) on the representation and warranty of the Company deemed made pursuant to Section 4.02)not be satisfied.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit, other than an automatic renewal permitted pursuant to paragraph (c) of this Section)), a Borrower the Company shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to an the Issuing Bank and the Administrative Agent, Agent (reasonably in advance of the requested date of issuance, amendment, renewal or extension, ) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the Tranche under which such Letter of Credit is to be issued or maintained, the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency of such Letter of Credit, the currency in which such Letter of Credit is to be denominated (which shall be US Dollars or an Alternative Currency), the name and address of the beneficiary thereof, whether such Letter of Credit is to be a Tranche One Letter of Credit or a Tranche Two Letter of Credit thereof and such other information as shall be necessary to enable the applicable Issuing Bank to prepare, amend, renew or extend such Letter of Credit. If requested by the applicable Issuing Bank, the Borrower Company also shall submit a letter of credit application on such the Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit the Company shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the LC US Tranche Exposure shall not exceed US$350,000,000the total US Tranche Commitments, (ii) the amount of the LC Canadian Tranche Exposure attributable to Letters of Credit issued by the applicable Issuing Bank will shall not exceed the LC Commitment of such Issuing Banktotal Canadian Tranche Commitments, and (iii) the aggregate UK Tranche One Revolving Credit Exposures Exposure shall not exceed the aggregate total UK Tranche One Commitments, (iv) the Tranche One Revolving Credit Exposure of any Lender will not exceed its Tranche One Commitment, (v) the aggregate Tranche Two Revolving Credit Exposures shall not exceed the aggregate Tranche Two Commitments and (vi) the Tranche Two Revolving Credit Exposure of any Lender will not exceed its Tranche Two Commitment. If the Required Lenders notify any Issuing Bank that a Default exists and instruct such Issuing Bank to suspend the issuance, amendment, renewal or extension of Letters of Credit, such Issuing Bank shall not issue, amend, renew (except pursuant to automatic renewal provisions if such Issuing Bank shall no longer be entitled to elect not to renew) or extend any Letter of Credit without the consent of the Required Lenders until such notice is withdrawn by the Required Lenders (and each Lender that shall have delivered such a notice agrees promptly to withdraw it at such time as it determines that no Default exists), it being understood and agreed that in the absence of any such notice, each Issuing Bank may rely (and shall incur no liability in relying) on the representation and warranty of the Company deemed made pursuant to Section 4.02).

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit, other than an automatic renewal permitted pursuant to paragraph (c) of this Section)), a the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to an the Issuing Bank and the Administrative Agent, Agent (reasonably in advance of the requested date of issuance, amendment, renewal or extension, ) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency of such Letter of Credit, the Agreed Currency applicable thereto, whether such Letter of Credit is a Multicurrency Tranche Letter of Credit or a Dollar Tranche Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit is to be a Tranche One Letter of Credit or a Tranche Two Letter of Credit thereof and such other information as shall be necessary to enable the applicable Issuing Bank to prepare, amend, renew or extend such Letter of Credit. If requested by the applicable Issuing Bank, the Borrower also shall submit a letter of credit application on such the Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit the Company Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) subject to Sections 2.04 and 2.11(b), the Dollar Amount of the LC Exposure shall not exceed US$350,000,000$40,000,000, (ii) subject to Sections 2.04 and 2.11(b), the amount sum of the LC Exposure attributable to Letters Dollar Amount of Credit issued by the applicable Issuing Bank will not exceed the LC Commitment of such Issuing Bank, (iii) the aggregate total Multicurrency Tranche One Revolving Credit Exposures shall not exceed the aggregate Multicurrency Tranche One Commitments, (iviii) the sum of the total Dollar Tranche One Revolving Credit Exposure of any Lender will not exceed its Tranche One Commitment, (v) the aggregate Tranche Two Revolving Credit Exposures shall not exceed the aggregate Dollar Tranche Two Commitments and (viiv) subject to Sections 2.04 and 2.11(b), the Dollar Amount of the total outstanding Multicurrency Tranche Two Revolving Credit Exposure of any Lender will Loans and Multicurrency Tranche LC Exposure, in each case denominated in Foreign Currencies, shall not exceed its Tranche Two Commitment. If the Required Lenders notify any Issuing Bank that a Default exists and instruct such Issuing Bank to suspend the issuance, amendment, renewal or extension of Letters of Credit, such Issuing Bank shall not issue, amend, renew (except pursuant to automatic renewal provisions if such Issuing Bank shall no longer be entitled to elect not to renew) or extend any Letter of Credit without the consent of the Required Lenders until such notice is withdrawn by the Required Lenders (and each Lender that shall have delivered such a notice agrees promptly to withdraw it at such time as it determines that no Default exists), it being understood and agreed that in the absence of any such notice, each Issuing Bank may rely (and shall incur no liability in relying) on the representation and warranty of the Company deemed made pursuant to Section 4.02)Foreign Currency Sublimit.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit, other than an automatic renewal permitted pursuant to paragraph (c) of this Section)), a any Borrower or any Additional Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable such Issuing Bank) to an the applicable Issuing Bank and the Administrative Agent, Agent (reasonably in advance of the requested date of issuance, amendment, renewal or extension, ) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Domestic Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency of such Letter of Credit, the currency in which such Letter of Credit shall be denominated, the name and address of the beneficiary thereof, whether such Letter of Credit is to be a Tranche One Letter of Credit or a Tranche Two Letter of Credit thereof and such other information as shall be necessary to enable the applicable Issuing Bank to prepare, amend, renew or extend such Letter of Credit. If requested by the applicable Issuing Bank, the such Borrower or such Additional Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit the Company such Borrower or such Additional Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the Dollar Equivalent of the LC Exposure at such time shall not exceed US$350,000,000$150,000,000, (ii) the aggregate face amount of the LC Exposure attributable to outstanding Letters of Credit issued by the applicable Issuing Bank will each of JPMorgan Chase Bank, N.A. and Citibank, N.A. shall not exceed respective amounts set forth in the LC Commitment last sentence of such Issuing Bank, Section 2.18(a) and (iii) the sum of the Dollar Equivalent of the aggregate Tranche One Revolving Credit Exposures outstanding principal amount of the Loans plus the Dollar Equivalent of the LC Exposure, in each case at such time shall not exceed the aggregate Tranche One total Commitments, (iv) the Tranche One Revolving Credit Exposure of any Lender will not exceed its Tranche One Commitment, (v) the aggregate Tranche Two Revolving Credit Exposures shall not exceed the aggregate Tranche Two Commitments and (vi) the Tranche Two Revolving Credit Exposure of any Lender will not exceed its Tranche Two Commitment. If the Required Lenders notify any Issuing Bank that a Default exists and instruct such Issuing Bank to suspend the issuance, amendment, renewal or extension of Letters of Credit, such No Issuing Bank shall not issue, amend, renew (except pursuant or extend a Letter of Credit if notice has been given to automatic renewal provisions if such Issuing Bank shall no longer be entitled to elect not to renew) by the Administrative Agent or extend any Letter of Credit without the consent of the Required Lenders until such notice Banks that a Default or Event of Default has occurred and is withdrawn by continuing. The Issuing Banks shall provide to the Required Lenders (and each Lender that Administrative Agent and, in turn, the Administrative Agent shall have delivered such provide to the Banks a notice agrees promptly to withdraw it at such time as it determines that no Default exists)monthly update, in accordance with customary practices, of total LC Exposures, it being understood and agreed that in the absence of any such notice, each Issuing Bank may rely (and shall incur no liability in relying) on the representation and warranty obligations of the Company deemed made pursuant Banks shall not be subject to Section 4.02)the receipt of such update.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit, other than an automatic renewal permitted pursuant to paragraph (c) of this Section)), a the applicable Borrower shall deliver (or transmit including by electronic communication, if arrangements for doing so have been approved by the applicable relevant Issuing Bank) to an the relevant Issuing Bank and the Administrative Agent, Agent (reasonably in advance of the requested date of issuance, amendment, renewal or extension) a written notice pursuant to, a notice and in accordance with, Section 9.01 requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency of such Letter of Credit, the Agreed Currency applicable thereto, the name and address of the beneficiary thereof, whether such Letter of Credit is to be a Tranche One Letter of Credit or a Tranche Two Letter of Credit thereof and such other information as shall be necessary to enable the applicable Issuing Bank to prepare, amend, renew or extend such Letter of Credit. If requested by the applicable an Issuing Bank, the applicable Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit the Company applicable Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) subject to Sections 2.04 and 2.11(b), the Dollar Amount of the LC Exposure shall not exceed US$350,000,000, $300,000,000 and (ii) subject to Sections 2.04 and 2.11(b), the amount sum of the LC Exposure attributable to Letters Dollar Amount of Credit issued by the applicable Issuing Bank will not exceed the LC Commitment of such Issuing Bank, (iii) the aggregate Tranche One total Revolving Credit Exposures shall not exceed the aggregate Tranche One Revolving Commitments, (iv) the Tranche One Revolving Credit Exposure of any Lender will not exceed its Tranche One Commitment, (v) the aggregate Tranche Two Revolving Credit Exposures shall not exceed the aggregate Tranche Two Commitments and (vi) the Tranche Two Revolving Credit Exposure of any Lender will not exceed its Tranche Two Commitment. If the Required Lenders notify any Issuing Bank that a Default exists and instruct such Issuing Bank to suspend the issuance, amendment, renewal or extension of Letters of Credit, such Issuing Bank shall not issue, amend, renew (except pursuant to automatic renewal provisions if such Issuing Bank shall no longer be entitled to elect not to renew) or extend any Letter of Credit without the consent of the Required Lenders until such notice is withdrawn by the Required Lenders (and each Lender that shall have delivered such a notice agrees promptly to withdraw it at such time as it determines that no Default exists), it being understood and agreed that in the absence of any such notice, each Issuing Bank may rely (and shall incur no liability in relying) on the representation and warranty of the Company deemed made pursuant to Section 4.02).

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit, other than an automatic renewal permitted pursuant to paragraph (c) of this Section)), a the Borrower shall hand deliver or fax (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to an the Issuing Bank and the Administrative Agent, Agent (reasonably in advance of the requested date of issuance, amendment, renewal or extension, but in any event no less than three Business Days) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit is to be a Tranche One Letter of Credit or a Tranche Two Letter of Credit and such other information as shall be necessary to enable the applicable Issuing Bank to prepare, amend, renew or extend such Letter of Credit. If requested by the applicable Issuing Bank, the Borrower also shall submit a letter of credit application on such the Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit the Company Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the LC Exposure shall not exceed US$350,000,000$3,000,000, (ii) the amount of the Standby LC Exposure attributable shall not exceed $3,000,000, (iii) the Commercial LC Exposure shall not exceed $3,000,000 and (iv) the Aggregate Revolving Exposure shall not exceed the aggregate Revolving Commitments. Notwithstanding the foregoing or anything to the contrary contained herein, no Issuing Bank shall be obligated to issue or modify any Letter of Credit if, immediately after giving effect thereto, the outstanding LC Exposure in respect of all Letters of Credit issued by the applicable Issuing Bank will not such Person and its Affiliates would exceed the LC Commitment of such Issuing Bank, (iii) the aggregate Tranche One Revolving Credit Exposures shall not exceed the aggregate Tranche One Commitments, (iv) the Tranche One Revolving Credit Exposure of any Lender will not exceed its Tranche One Commitment, (v) the aggregate Tranche Two Revolving Credit Exposures shall not exceed the aggregate Tranche Two Commitments and (vi) the Tranche Two Revolving Credit Exposure of any Lender will not exceed its Tranche Two Commitment. If the Required Lenders notify any ’s Issuing Bank that a Default exists Sublimit. Without limiting the foregoing and instruct such Issuing Bank to suspend without affecting the issuance, amendment, renewal or extension of Letters of Credit, such Issuing Bank shall not issue, amend, renew (except pursuant to automatic renewal provisions if such Issuing Bank shall no longer be entitled to elect not to renew) or extend any Letter of Credit without the consent of the Required Lenders until such notice is withdrawn by the Required Lenders (and each Lender that shall have delivered such a notice agrees promptly to withdraw it at such time as it determines that no Default exists)limitations contained herein, it being is understood and agreed that the Borrower may from time to time request that an Issuing Bank issue Letters of Credit in excess of its individual Issuing Bank Sublimit in effect at the absence time of any such noticerequest, and each Issuing Bank may rely (agrees to consider any such request in good faith. Any Letter of Credit so issued by an Issuing Bank in excess of its individual Issuing Bank Sublimit then in effect shall nonetheless constitute a Letter of Credit for all purposes of the Credit Agreement, and shall incur no liability in relying) not affect the Issuing Bank Sublimit of any other Issuing Bank, subject to the limitations on the representation and warranty aggregate LC Exposure set forth in clause (i) of the Company deemed made pursuant to this Section 4.022.04(b).

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit, other than an automatic renewal permitted pursuant to paragraph (c) of this Section)), a the Borrower Representative shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to an the Issuing Bank and the Administrative Agent, Agent (reasonably in advance of the requested date of issuance, amendment, renewal or extension, ) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit is to will be a Tranche One Secured Letter of Credit or a Tranche Two an Unsecured Letter of Credit and such other information as shall be necessary to enable the applicable Issuing Bank to prepare, amend, renew or extend such Letter of Credit. If requested by the applicable Issuing Bank, the Borrower Representative also shall submit a letter of credit application on such the Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended by the Issuing Bank only if (and upon issuance, amendment, renewal or extension of each Letter of Credit the Company each Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the LC Exposure shall not exceed US$350,000,000, the Dollar Equivalent of an amount equal to 10% of the aggregate amount of the Commitments and (ii) the amount sum of the LC Exposure attributable to Letters of Credit issued by the applicable Issuing Bank will not exceed the LC Commitment of such Issuing Bank, (iii) the aggregate Tranche One total Revolving Credit Exposures shall not exceed the aggregate Tranche One total Commitments, (iv) the Tranche One Revolving Credit Exposure of any Lender will not exceed its Tranche One Commitment, (v) the aggregate Tranche Two Revolving Credit Exposures shall not exceed the aggregate Tranche Two Commitments and (vi) the Tranche Two Revolving Credit Exposure of any Lender will not exceed its Tranche Two Commitment. If the Required Lenders notify any Issuing Bank that a Default exists and instruct such Issuing Bank to suspend the issuance, amendment, renewal or extension of Letters of Credit, such Issuing Bank shall not issue, amend, renew (except pursuant to automatic renewal provisions if such Issuing Bank shall no longer be entitled to elect not to renew) or extend any Letter of Credit without the consent of the Required Lenders until such notice is withdrawn by the Required Lenders (and each Lender that shall have delivered such a notice agrees promptly to withdraw it at such time as it determines that no Default exists), it being understood and agreed that in the absence of any such notice, each Issuing Bank may rely (and shall incur no liability in relying) on the representation and warranty of the Company deemed made pursuant to Section 4.02).

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit, other than an automatic renewal permitted pursuant to paragraph (c) of this Section)), a the applicable Borrower shall deliver by hand or facsimile transmission (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bankrecipient of such notice) to an the applicable Issuing Bank and the Administrative Agent, Agent (reasonably in advance of the requested date of issuance, amendment, renewal or extension, ) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency of such Letter of Credit, the currency in which such Letter of Credit is to be denominated (which shall be US Dollars or an Alternative Currency), the name and address of the beneficiary thereof, whether such Letter of Credit is to be a Tranche One Letter of Credit or a Tranche Two Letter of Credit thereof and such other information as shall be necessary to enable the applicable Issuing Bank to prepare, amend, renew or extend such Letter of Credit. If requested by the applicable Issuing Bank, the applicable Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form in connection with any request for a Letter of Credit; provided that any provisions in any such letter of credit application that create Liens securing the obligations of a Borrower thereunder or that are inconsistent with the provisions of this Agreement or the other Loan Documents shall be of no force or effect. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon each issuance, amendment, renewal or extension of each any Letter of Credit the Company applicable Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the LC Exposure shall not exceed US$350,000,00090,000,000, (ii) the amount aggregate US Tranche Revolving Exposures shall not exceed the aggregate US Tranche Commitments, (iii) the aggregate European Tranche Revolving Exposures shall not exceed the aggregate European Tranche Commitments and (iv) the portion of the LC Exposure attributable to Letters of Credit issued by the applicable any Issuing Bank will shall not exceed the LC Commitment of such Issuing Bank, (iii) the aggregate Tranche One Revolving Credit Exposures shall not exceed the aggregate Tranche One Commitments, (iv) the Tranche One Revolving Credit Exposure of any Lender will not exceed its Tranche One Commitment, (v) the aggregate Tranche Two Revolving Credit Exposures shall not exceed the aggregate Tranche Two Commitments and (vi) the Tranche Two Revolving Credit Exposure of any Lender will not exceed its Tranche Two Commitment. If the Required Lenders notify any Issuing Bank that a Default exists and instruct such Issuing Bank to suspend the issuance, amendment, renewal or extension of Letters of Credit, such Issuing Bank shall not issue, amend, renew (except pursuant to automatic renewal provisions if such Issuing Bank shall no longer be entitled to elect not to renew) or extend any Letter of Credit without the consent of the Required Lenders until such notice is withdrawn by the Required Lenders (and each Lender that shall have delivered such a notice agrees promptly to withdraw it at such time as it determines that no Default exists), it being understood and agreed that in the absence of any such notice, each Issuing Bank may rely (and shall incur no liability in relying) on the representation and warranty of the Company deemed made pursuant to Section 4.02).

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit, other than an automatic renewal permitted pursuant to paragraph (c) of this Section)), a the Borrower shall deliver or fax (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bankrecipient) to an the applicable Issuing Bank and the Administrative Agent, reasonably in advance of the requested date of issuance, amendment, renewal or extension, a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit is to be a Tranche One Letter of Credit or a Tranche Two Letter of Credit thereof and such other information as shall be reasonably necessary to enable the applicable Issuing Bank to prepare, amend, renew or extend such Letter of Credit. If requested by the applicable Issuing Bank, the Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form in connection with any request for a Letter of Creditsuch request. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit the Company Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the LC Exposure shall not exceed US$350,000,000$250,000,000, (ii) the aggregate amount of the LC Exposure attributable to Letters of Credit issued by the applicable any Issuing Bank will not exceed the LC Commitment of such Issuing Bank, (iii) the aggregate Tranche One no Revolving Lender’s Credit Exposures Exposure shall not exceed the aggregate Tranche One Commitmentsits Revolving Commitment, (iv) the Tranche One Revolving total Credit Exposure of any Lender Exposures will not exceed its Tranche One Commitment, the total Revolving Commitments and (v) in the aggregate Tranche Two event the Existing Revolving Maturity Date shall have been extended as provided in Section 2.21, the sum of the LC Exposure attributable to Letters of Credit Exposures expiring after any Existing Revolving Maturity Date shall not exceed the aggregate Tranche Two total Revolving Commitments and that shall have been extended to a date after the latest expiration date of such Letters of Credit. Notwithstanding the foregoing, no Issuing Bank shall be under any obligation to issue any Letter of Credit if (vii) the Tranche Two Revolving Credit Exposure any order, judgment or decree of any Lender will not exceed Governmental Authority or arbitrator shall by its Tranche Two Commitment. If the Required Lenders notify any Issuing Bank that a Default exists and instruct terms purport to enjoin or restrain such Issuing Bank to suspend from issuing the issuance, amendment, renewal or extension of Letters Letter of Credit, or any law applicable to such Issuing Bank or any request or directive (whether or not having the force of law) from any Governmental Authority with jurisdiction over such Issuing Bank shall not issueprohibit, amend, renew (except pursuant to automatic renewal provisions if or request that such Issuing Bank shall no longer be entitled to elect not to renew) refrain from, the issuance of letters of credit generally or extend any the Letter of Credit without in particular or shall impose upon such Issuing Bank with respect to the consent Letter of Credit any restriction, reserve or capital requirement (for which such Issuing Bank is not otherwise compensated hereunder) not in effect on the Effective Date, or shall impose upon such Issuing Bank any unreimbursed loss, cost or expense which was not applicable on the Effective Date and which such Issuing Bank in good xxxxx xxxxx material to it, (ii) the issuance of the Required Lenders until Letter of Credit would violate one or more policies of such notice is withdrawn by Issuing Bank applicable to letters of credit generally or (iii) such Issuing Bank does not as of the Required Lenders (and each Lender that shall have delivered such a notice agrees promptly to withdraw it at such time as it determines that no Default exists), it being understood and agreed that issuance date of the requested Letter of Credit issue Letters of Credit in the absence of any such notice, each Issuing Bank may rely (and shall incur no liability in relying) on the representation and warranty of the Company deemed made pursuant to Section 4.02)requested currency.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit, other than an automatic renewal permitted pursuant to paragraph (c) of this Section)), a the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to an the Issuing Bank and the Administrative Agent, Agent (reasonably in advance of the requested date of issuance, amendment, renewal or extension, but in any event no later than three Business Days prior to such date unless otherwise agreed by the Issuing Bank and the Administrative Agent) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit is to be a Tranche One Letter of Credit or a Tranche Two Letter of Credit thereof and such other information as shall be necessary to enable the applicable Issuing Bank to prepare, amend, renew or extend such Letter of Credit. If requested by the applicable Issuing Bank, the Borrower also shall submit a letter of credit application on such the Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit the Company shall be deemed to represent and warrant that)if, after giving effect to such issuance, amendment, renewal or extension (i) the LC Exposure shall not exceed US$350,000,000$100,000,000,75,000,000, (ii) the total Outstanding Revolving Credits shall not exceed the Total Revolving Commitments and (iii) with respect to such Issuing Bank, the sum of the aggregate face amount of the LC Exposure attributable to Letters of Credit issued by the applicable such Issuing Bank will not exceed the LC Commitment of shall not, unless otherwise agreed by such Issuing Bank, (iii) the aggregate Tranche One Revolving Credit Exposures shall not exceed the aggregate Tranche One Commitments, (iv) the Tranche One Revolving Credit Exposure of any Lender will not exceed its Tranche One Commitment, (v) the aggregate Tranche Two Revolving Credit Exposures shall not exceed the aggregate Tranche Two Commitments and (vi) the Tranche Two Revolving Credit Exposure of any Lender will not exceed its Tranche Two CommitmentLC Sublimit. If the Required Lenders notify Borrower so requests in any applicable letter of credit application, the Issuing Bank may, in its sole discretion, agree to issue a Letter of Credit that a Default exists and instruct has automatic extension provisions (each, an “Auto-Extension Letter of Credit”); provided that any such Auto-Extension Letter of Credit must permit the Issuing Bank to suspend prevent any such extension at least once in each twelve-month period (commencing with the issuancedate of issuance of such Letter of Credit) by giving prior notice to the beneficiary thereof not later than a day (the “Non-Extension Notice Date”) in each such twelve-month period to be agreed upon at the time such Letter of Credit is issued. Unless otherwise directed by the Issuing Bank, amendmentthe Borrower shall not be required to make a specific request to the Issuing Bank for any such extension. Once an Auto-Extension Letter of Credit has been issued, renewal or the Lenders shall be deemed to have authorized (but may not require) the Issuing Bank to permit the extension of Letters such Letter of CreditCredit at any time to an expiry date not later than the Letter of Credit expiration date referenced in clause (c) below; provided, such however, that the Issuing Bank shall not issuepermit any such extension if (A) the Issuing Bank has determined that it would not be permitted at such time to issue such Letter of Credit in its revised form (as extended) under the terms hereof, amendor (B) it has received notice (which may be by telephone or in writing) on or before the day that is seven Business Days before the Non-Extension Notice Date (1) from the Administrative Agent that the Required Lenders have elected not to permit such extension or (2) from the Administrative Agent, renew (except pursuant any Lender or the Borrower that one or more of the applicable conditions specified in Section 4.02 is not then satisfied, and in each such case directing the Issuing Bank not to automatic renewal provisions if permit such extension. The Issuing Bank shall no longer not be entitled under any obligation to elect not to renew) or extend issue any Letter of Credit without if: (A) any order, judgment or decree of any Governmental Authority or arbitrator shall by its terms purport to enjoin or restrain the consent Issuing Bank from issuing the Letter of Credit, or any Law applicable to the Issuing Bank or any request or directive (whether or not having the force of law) from any Governmental Authority with jurisdiction over the Issuing Bank shall prohibit, or request that the Issuing Bank refrain from, the issuance of letters of credit generally or the Letter of Credit in particular or shall impose upon the Issuing Bank with respect to the Letter of Credit any restriction, reserve or capital requirement (for which the Issuing Bank is not otherwise compensated hereunder) not in effect on the Closing Date, or shall impose upon the Issuing Bank any unreimbursed loss, cost or expense which was not applicable on the Closing Date and which the Issuing Bank in good xxxxx xxxxx material to it; or (B) the issuance of the Required Lenders until such notice is withdrawn by Letter of Credit would violate one or more policies of the Required Lenders (and each Lender that shall have delivered such a notice agrees promptly to withdraw it at such time as it determines that no Default exists), it being understood and agreed that in the absence of any such notice, each Issuing Bank may rely (and shall incur no liability in relying) on the representation and warranty applicable to letters of the Company deemed made pursuant to Section 4.02)credit generally.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit, other than an automatic renewal permitted pursuant to paragraph (c) of this Section)), a the requesting Borrower shall deliver (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bankrecipient) to an the applicable Issuing Bank and the Administrative Agent, reasonably in advance of the requested date of issuance, amendment, renewal or extension, a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit is to be a Tranche One Letter of Credit or a Tranche Two Letter of Credit thereof and such other information as shall be reasonably necessary to enable the applicable Issuing Bank to prepare, amend, renew or extend such Letter of Credit. If requested by the applicable Issuing Bank, the applicable Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit the Company applicable Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the LC Exposure shall not exceed US$350,000,000, 75,000,000 and (ii) the amount total Revolving Credit Exposures will not exceed the total Commitments and (iii) in the event the Existing Maturity Date shall have been extended as provided in Section 2.09, the sum of the LC Exposure attributable to Letters of Credit issued by expiring after any Existing Maturity Date and the applicable Issuing Bank will not exceed the LC Commitment of Swingline Exposure attributable to Swingline Loans maturing after such Issuing Bank, (iii) the aggregate Tranche One Revolving Credit Exposures Existing Maturity Date shall not exceed the aggregate Tranche One Commitmentstotal Commitments that shall have been extended to a date after the latest expiration date of such Letters of Credit and the latest maturity date of such Swingline Loans. Notwithstanding the foregoing, no Issuing Bank shall be under any obligation to issue any Letter of Credit if (ivi) the Tranche One Revolving Credit Exposure any order, judgment or decree of any Lender will not exceed Governmental Authority or arbitrator shall by its Tranche One Commitment, (v) the aggregate Tranche Two Revolving Credit Exposures shall not exceed the aggregate Tranche Two Commitments and (vi) the Tranche Two Revolving Credit Exposure of any Lender will not exceed its Tranche Two Commitment. If the Required Lenders notify any Issuing Bank that a Default exists and instruct terms purport to enjoin or restrain such Issuing Bank to suspend from issuing the issuance, amendment, renewal or extension of Letters Letter of Credit, or any law applicable to such Issuing Bank or any request or directive (whether or not having the force of law) from any Governmental Authority with jurisdiction over such Issuing Bank shall not issueprohibit, amend, renew (except pursuant to automatic renewal provisions if or request that such Issuing Bank shall no longer be entitled to elect not to renew) refrain from, the issuance of letters of credit generally or extend any the Letter of Credit without in particular or shall impose upon such Issuing Bank with respect to the consent Letter of Credit any restriction, reserve or capital requirement (for which such Issuing Bank is not otherwise compensated hereunder) not in effect on the Effective Date, or shall impose upon such Issuing Bank any unreimbursed loss, cost or expense which was not applicable on the Effective Date and which such Issuing Bank in good fxxxx xxxxx material to it, (ii) the issuance of the Required Lenders until Letter of Credit would violate one or more policies of such notice is withdrawn by Issuing Bank applicable to letters of credit generally or (iii) such Issuing Bank does not as of the Required Lenders (and each Lender that shall have delivered such a notice agrees promptly to withdraw it at such time as it determines that no Default exists), it being understood and agreed that issuance date of the requested Letter of Credit issue Letters of Credit in the absence of any such notice, each Issuing Bank may rely (and shall incur no liability in relying) on the representation and warranty of the Company deemed made pursuant to Section 4.02)requested currency.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit, other than an automatic renewal permitted pursuant to paragraph (c) of this Section)), a the applicable Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to an the Issuing Bank and the Administrative Agent, Agent (reasonably in advance of the requested date of issuance, amendment, renewal or extension, ) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (cSection 2.04(c) of this Sectionbelow), the amount and currency of such Letter of Credit, the name and address of the beneficiary thereofaccount party thereof (which shall be a Borrower or a Subsidiary, whether and if a Subsidiary then the applicable Borrower shall be directly liable with respect to all Obligations relating to such Letter of Credit is to be a Tranche One Letter Credit), the name and address of Credit or a Tranche Two Letter of Credit the beneficiary thereof and such other information as shall be necessary to enable the applicable Issuing Bank to prepare, amend, renew or extend such Letter of Credit. If requested by the applicable Issuing Bank, the applicable Borrower (and the applicable Subsidiary if such Letter of Credit is to be issued for the account of a Subsidiary) also shall submit a letter of credit application on such the Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit the Company applicable Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the Dollar Equivalent of the aggregate LC Exposure shall not exceed US$350,000,000the aggregate LC Commitment, (ii) the amount Dollar Equivalent of the LC Exposure attributable to Letters of Credit issued by the applicable a particular Issuing Bank will shall not exceed the LC Commitment of such Issuing Bank’s LC Commitment (provided such Issuing Bank may, in its sole discretion, agree to waive such requirement as to itself), (iii) the aggregate Tranche One Dollar Equivalent of any Lender’s Revolving Credit Exposures shall Exposure does not exceed the aggregate Tranche One Commitmentssuch Lender’s Revolving Commitment, (iv) the Tranche One Dollar Equivalent of the Aggregate Revolving Credit Exposure of any Lender will does not exceed its Tranche One Commitment, the Aggregate Revolving Commitments and (v) the aggregate Tranche Two Dollar Equivalent of the Aggregate Revolving Credit Exposures shall Exposure denominated in Alternative Currencies does not exceed the aggregate Tranche Two Commitments and (vi) Alternative Currency Sublimit; additionally, prior to the Tranche Two Revolving Credit Exposure Closing Date, no extensions of any Lender will not exceed its Tranche Two Commitment. If credit may be made under the Required Lenders notify any Issuing Bank that a Default exists and instruct such Issuing Bank to suspend the issuance, amendment, renewal or extension of Letters of Credit, such Issuing Bank shall not issue, amend, renew (except pursuant to automatic renewal provisions if such Issuing Bank shall no longer be entitled to elect not to renew) or extend any Letter of Credit without the consent of the Required Lenders until such notice is withdrawn by the Required Lenders (and each Lender that shall have delivered such a notice agrees promptly to withdraw it at such time as it determines that no Default exists), it being understood and agreed that in the absence of any such notice, each Issuing Bank may rely (and shall incur no liability in relying) on the representation and warranty of the Company deemed made pursuant to Section 4.02)Closing Date Revolver Portion.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit, other than an automatic renewal permitted pursuant to paragraph (c) of this Section)), a the Borrower shall deliver by hand or facsimile (or transmit by electronic communicationthrough any Electronic System, if arrangements for doing so have been approved by the applicable relevant Issuing Bank) to an Issuing Bank and the Administrative Agent, Agent (reasonably in advance of the requested date of issuance, amendment, renewal or extension, ) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit is to be a Tranche One Letter of Credit or a Tranche Two Letter of Credit thereof and such other information as shall be necessary to enable the applicable Issuing Bank to prepare, amend, renew or extend such Letter of Credit. If requested by the applicable such Issuing Bank, the Borrower also shall submit a letter of credit application and (in the case of a commercial Letter of Credit) a master agreement for the issuance of commercial Letters of Credit, in each case on such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit the Company Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the LC Exposure shall not exceed US$350,000,000, $35,000,000 and (ii) the amount of the LC Exposure attributable to Letters of Credit issued by the applicable Issuing Bank will not exceed the LC Commitment of such Issuing Bank, (iii) the aggregate Tranche One Revolving total Credit Exposures shall not exceed the aggregate Tranche One Commitmentslesser of the Aggregate Commitment and the Borrowing Base. Notwithstanding the foregoing or anything to the contrary contained herein, (iv) the Tranche One Revolving Credit Exposure of any Lender will not exceed its Tranche One Commitment, (v) the aggregate Tranche Two Revolving Credit Exposures shall not exceed the aggregate Tranche Two Commitments and (vi) the Tranche Two Revolving Credit Exposure of any Lender will not exceed its Tranche Two Commitment. If the Required Lenders notify any Issuing Bank that a Default exists and instruct such Issuing Bank to suspend the issuance, amendment, renewal or extension of Letters of Credit, such no Issuing Bank shall not issue, amend, renew (except pursuant be obligated to automatic renewal provisions if such Issuing Bank shall no longer be entitled to elect not to renew) issue or extend modify any Letter of Credit if, immediately after giving effect thereto, the outstanding LC Exposure in respect of all Letters of Credit issued by such Person and its Affiliates would exceed such Issuing Bank’s Issuing Bank Sublimit. Without limiting the foregoing and without affecting the consent of the Required Lenders until such notice is withdrawn by the Required Lenders (and each Lender that shall have delivered such a notice agrees promptly to withdraw it at such time as it determines that no Default exists)limitations contained herein, it being is understood and agreed that the Borrower may from time to time request that an Issuing Bank issue Letters of Credit in excess of its individual Issuing Bank Sublimit in effect at the absence time of any such noticerequest, and each Issuing Bank may rely (agrees to consider any such request in good faith. Any Letter of Credit so issued by an Issuing Bank in excess of its individual Issuing Bank Sublimit then in effect shall nonetheless constitute a Letter of Credit for all purposes of the Credit Agreement, and shall incur no liability in relying) not affect the Issuing Bank Sublimit of any other Issuing Bank, subject to the limitations on the representation and warranty aggregate LC Exposure set forth in clause (i) of the Company deemed made pursuant to this Section 4.022.06(b).

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit, other than an automatic renewal permitted pursuant to paragraph (c) of this Section)), a the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to an the Issuing Bank and the Administrative Agent, reasonably Agent (at least three (3) Business Days in advance of the requested date of issuance, amendment, renewal or extension, ) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this SectionSection 2.04(c)), the amount and currency of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit is to be a Tranche One Letter of Credit or a Tranche Two Letter of Credit thereof and such other information as shall be necessary to enable the applicable Issuing Bank to prepare, amend, renew or extend such Letter of Credit. If requested by the applicable Issuing Bank, the Borrower also shall submit a letter of credit application on such the Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit the Company Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the LC Exposure shall not exceed US$350,000,000, (ii) the aggregate undrawn amount of the LC Exposure attributable to all outstanding Letters of Credit issued by the applicable Issuing Bank will at such time plus the aggregate amount of all LC Disbursements made by the Issuing Bank that have not yet been reimbursed by or on behalf of Borrower at such time, shall not exceed its Letter of Credit Commitment, (ii) the aggregate undrawn amount of all outstanding Letters of Credit issued by all Issuing Banks at such time plus the aggregate amount of all LC Disbursements made ​ ​ ​ ​ by all Issuing Banks that have not yet been reimbursed by or on behalf of Borrower at such time, shall not exceed the LC Commitment Letter of such Issuing BankCredit Commitment, (iii) no Lender’s Revolving Exposure shall exceed its Revolving Commitment and (iv) the aggregate Tranche One Total Revolving Credit Exposures Exposure shall not exceed the aggregate Tranche One total Revolving Commitments. The Borrower may, (iv) at any time and from time to time, reduce the Tranche One Revolving Credit Exposure of any Lender will not exceed its Tranche One Commitment, (v) the aggregate Tranche Two Revolving Credit Exposures shall not exceed the aggregate Tranche Two Commitments and (vi) the Tranche Two Revolving Credit Exposure of any Lender will not exceed its Tranche Two Commitment. If the Required Lenders notify any Issuing Bank that a Default exists and instruct such Issuing Bank to suspend the issuance, amendment, renewal or extension of Letters of Credit, such Issuing Bank shall not issue, amend, renew (except pursuant to automatic renewal provisions if such Issuing Bank shall no longer be entitled to elect not to renew) or extend any Letter of Credit without Commitment with the consent of the Required Lenders until Issuing Bank; provided, that the Borrower shall not reduce the Letter of Credit Commitment if, after giving effect to such notice is withdrawn by reduction, the Required Lenders conditions set forth in clauses (and each Lender that i) through (iv) above shall have delivered such a notice agrees promptly to withdraw it at such time as it determines that no Default exists), it being understood and agreed that in the absence of any such notice, each Issuing Bank may rely (and shall incur no liability in relying) on the representation and warranty of the Company deemed made pursuant to Section 4.02)not be satisfied.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit, other than an automatic renewal permitted pursuant to paragraph (c) of this Section)), a the Borrower Representative shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable respective Issuing BankBank(s)) to an one or more Issuing Bank Bank(s) selected by it and to the Administrative Agent, Agent (reasonably in advance of the requested date of issuance, amendment, renewal or extension, ) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day)extension, the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this SectionSection 2.04), the amount and currency of such Letter of Credit, the identity of the Borrower or Subsidiary for whose account such Letter of Credit is to be issued, the name and address of the beneficiary thereof, whether such Letter of Credit is to be a Tranche One Letter of Credit or a Tranche Two Letter of Credit thereof and such other information as shall be necessary to enable the applicable Issuing Bank to prepare, amend, renew or extend such Letter of Credit. If requested by the applicable respective Issuing BankBank(s), the Borrower Representative also shall submit a letter of credit application on the standard form of such Issuing Bank’s standard form Bank(s) in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit the Company Borrowers shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the aggregate LC Exposure of all of the Issuing Banks (determined for these purposes without giving effect to the participations therein of the Revolving Credit Lenders pursuant to paragraph (d) of this Section 2.04) shall not exceed US$350,000,000$6,000,000,000 (or if the Revolving Credit Commitments have been increased to a higher amount pursuant to Section 2.08(d), such higher amount), (ii) the sum of the total Revolving Credit Exposure plus the aggregate principal amount of the LC Exposure attributable to Letters of Credit issued by the applicable Issuing Bank will outstanding Competitive Loans shall not exceed the LC Commitment of such Issuing Bank, total Revolving Credit Commitments and (iii) the aggregate Tranche One Revolving Credit Exposures LC Exposure of each Issuing Bank (so determined) shall not exceed the aggregate Tranche One Commitmentsamount that such Issuing Bank has agreed shall be its “Maximum LC Exposure”. Any Issuing Bank listed in the table below hereby agrees that its “Maximum LC Exposure” shall be the amount set forth opposite the name of such Issuing Bank in such table: JPMorgan Chase Bank, (iv) the Tranche One Revolving Credit Exposure N.A. $ 500,000,000 Citibank, N.A. $ 500,000,000 Bank of any Lender will not exceed its Tranche One CommitmentAmerica, (v) the aggregate Tranche Two Revolving Credit Exposures shall not exceed the aggregate Tranche Two Commitments and (vi) the Tranche Two Revolving Credit Exposure N.A. $ 500,000,000 The Bank of any Lender will not exceed its Tranche Two Commitment. If the Required Lenders notify Nova Scotia $ 500,000,000 Barclays Bank Plc $ 500,000,000 Wachovia Bank, National Association $ 500,000,000 Société Générale $ 500,000,000 Royal Bank of Scotland $ 500,000,000 The “Maximum LC Exposure” of any Issuing Bank that becomes such after the date hereof pursuant to a Default exists and instruct such designation by the Borrowers as contemplated in the definition of “Issuing Banks” shall be the amount specified in the written instrument contemplated by said definition. The “Maximum LC Exposure” of any Issuing Bank may be increased at any time pursuant to suspend a written instrument executed and delivered between the issuance, amendment, renewal or extension of Letters of CreditBorrowers, such Issuing Bank and the Administrative Agent. In no event shall not issue, amend, renew (except pursuant any Revolving Credit Lender be obligated to automatic renewal provisions if such Issuing Bank shall no longer be entitled to elect not to renew) or extend any Letter increase its Maximum LC Exposure upon an increase of Revolving Credit without the consent of the Required Lenders until such notice is withdrawn by the Required Lenders (and each Lender that shall have delivered such a notice agrees promptly to withdraw it at such time as it determines that no Default exists), it being understood and agreed that in the absence of any such notice, each Issuing Bank may rely (and shall incur no liability in relying) on the representation and warranty of the Company deemed made Commitments pursuant to Section 4.022.08(d).

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit, other than an automatic renewal permitted pursuant to paragraph (c) of this Section)), a the applicable Borrower shall deliver by hand or facsimile transmission (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bankrecipient of such notice) to an the applicable Issuing Bank and the Administrative Agent, Agent (reasonably in advance of the requested date of issuance, amendment, renewal or extension, ) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency of such Letter of Credit, the currency in which such Letter of Credit is to be denominated (which shall be US Dollars or an Alternative Currency), the name and address of the beneficiary thereof, whether such Letter of Credit is to be a Tranche One Letter of Credit or a Tranche Two Letter of Credit thereof and such other information as shall be necessary to enable the applicable Issuing Bank to prepare, amend, renew or extend such Letter of Credit. If requested by the applicable Issuing Bank, the applicable Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form in connection with any request for a Letter of Credit; provided that any provisions in any such letter of credit application that create Liens securing the obligations of a Borrower thereunder or that are inconsistent with the provisions of this Agreement or the other Loan Documents shall be of no force or effect. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon each issuance, amendment, renewal or extension of each any Letter of Credit the Company applicable Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the LC Exposure shall not exceed US$350,000,000120,000,000, (ii) the amount aggregate US Tranche Revolving Exposures shall not exceed the aggregate US Tranche Commitments, (iii) the aggregate European Tranche Revolving Exposures shall not exceed the aggregate European Tranche Commitments and (iv) the portion of the LC Exposure attributable to Letters of Credit issued by the applicable any Issuing Bank will shall not exceed the LC Commitment of such Issuing Bank, (iii) the aggregate Tranche One Revolving Credit Exposures shall not exceed the aggregate Tranche One Commitments, (iv) the Tranche One Revolving Credit Exposure of any Lender will not exceed its Tranche One Commitment, (v) the aggregate Tranche Two Revolving Credit Exposures shall not exceed the aggregate Tranche Two Commitments and (vi) the Tranche Two Revolving Credit Exposure of any Lender will not exceed its Tranche Two Commitment. If the Required Lenders notify any Issuing Bank that a Default exists and instruct such Issuing Bank to suspend the issuance, amendment, renewal or extension of Letters of Credit, such Issuing Bank shall not issue, amend, renew (except pursuant to automatic renewal provisions if such Issuing Bank shall no longer be entitled to elect not to renew) or extend any Letter of Credit without the consent of the Required Lenders until such notice is withdrawn by the Required Lenders (and each Lender that shall have delivered such a notice agrees promptly to withdraw it at such time as it determines that no Default exists), it being understood and agreed that in the absence of any such notice, each Issuing Bank may rely (and shall incur no liability in relying) on the representation and warranty of the Company deemed made pursuant to Section 4.02).

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit, other than an automatic renewal permitted pursuant to paragraph (c) of this Section)), a any Borrower or any Additional Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable such Issuing Bank) to an the applicable Issuing Bank and the Administrative Agent, Agent (reasonably in advance of the requested date of issuance, amendment, renewal or extension, ) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Domestic Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency Class of such Letter of Credit, the amount of such Letter of Credit, the currency in which such Letter of Credit shall be denominated, the name and address of the beneficiary thereof, whether such Letter of Credit is to be a Tranche One Letter of Credit or a Tranche Two Letter of Credit thereof and such other information as shall be necessary to enable the applicable Issuing Bank to prepare, amend, renew or extend such Letter of Credit. If requested by the applicable Issuing Bank, the such Borrower or such Additional Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit the Company Credit, such Borrower or such Additional Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the sum of the Dollar LC Exposure at such time and the Multi-Currency LC Exposure at such time shall not exceed US$350,000,000$100,000,000, provided that the Multi-Currency LC Exposure at such time shall not exceed $20,000,000, (ii) the aggregate face amount of the LC Exposure attributable to outstanding Letters of Credit issued by the applicable any Issuing Bank will shall not exceed the LC Commitment respective amounts set forth in the final sentence of such Issuing BankSection 2.18(a), (iii) in respect of a Dollar Letter of Credit, the aggregate Tranche One Dollar Revolving Credit Exposures Exposure shall not exceed the aggregate Tranche One Dollar Revolving Commitments, (iv) the Tranche One Revolving Credit Exposure in respect of any Lender will not exceed its Tranche One Commitmenta Multi-Currency Letter of Credit, (v) the aggregate Tranche Two Multi-Currency Revolving Credit Exposures Exposure shall not exceed the aggregate Tranche Two Commitments Multi-Currency Revolving Commitments, and (viv) the Tranche Two no Bank’s Revolving Credit Exposure of with respect to any Lender will not Class shall exceed its Tranche Two CommitmentRevolving Commitment with respect to such Class. If the Required Lenders notify any Issuing Bank that a Default exists and instruct such Issuing Bank to suspend the issuance, amendment, renewal or extension of Letters of Credit, such No Issuing Bank shall not issue, amend, renew (except pursuant or extend a Letter of Credit with respect to automatic renewal provisions any Class if such Issuing Bank shall no longer have been notified by the Administrative Agent or a Majority in Interest of the applicable Class of Revolving Banks that a Default or Event of Default has occurred and is continuing. The Issuing Banks shall provide to the Administrative Agent and, in turn, the Administrative Agent shall provide to the Revolving Banks of each Class a monthly update, in accordance with customary practices, of total LC Exposures with respect to such Class, it being understood that the obligations of the Revolving Banks shall not be entitled subject to elect not the receipt of such update. No Issuing Bank shall be under any obligation to renew) issue or extend amend any Letter of Credit without the consent of the Required Lenders until such notice is withdrawn by the Required Lenders (and each Lender that shall have delivered such a notice agrees promptly to withdraw it at such time as it determines that no Default exists)if any order, it being understood and agreed that in the absence judgment or decree of any Governmental Authority or arbitrator shall by its terms purport to enjoin or restrain such notice, each Issuing Bank may rely (and from issuing or amending such Letter of Credit, or any law applicable to such Issuing Bank or any request or directive from any Governmental Authority with jurisdiction over such Issuing Bank shall incur no liability prohibit, or request that such Issuing Bank refrain from, the issuance of letters of credit generally or such Letter of Credit in relying) on the representation and warranty of the Company deemed made pursuant to Section 4.02)particular.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit, other than an automatic renewal permitted pursuant to paragraph (c) of this Section)), a the US Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to an the applicable Issuing Bank and the Administrative Agent, Agent (reasonably in advance of the requested date of issuance, amendment, renewal or extension, ) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency of such Letter of CreditCredit denominated in the applicable Agreed Currency, the name and address of the beneficiary thereof, whether such Letter of Credit is to be a Tranche One Letter of Credit or a Tranche Two Letter of Credit thereof and such other information as shall be necessary to enable the applicable Issuing Bank to prepare, amend, renew or extend such Letter of Credit. If requested by the applicable an Issuing Bank, the applicable Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit the Company Borrowers shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the LC Exposure shall not exceed US$350,000,000$50,000,000 (the “LC Sublimit”), (ii) with respect to each Issuing Bank, the amount sum of (x) the LC Exposure attributable to aggregate undrawn Dollar Amount of all outstanding Letters of Credit issued by the applicable such Issuing Bank will at such time plus (y) the aggregate Dollar Amount of all LC Disbursements made by such Issuing Bank that have not yet been reimbursed by or on behalf of the Borrowers at such time shall not exceed the LC Letter of Credit Commitment of such Issuing Bank, (iii) the aggregate Tranche One amount of any Lender’s Revolving Credit Exposure shall not exceed such Lender’s Commitment and (iv) the sum of the total Revolving Credit Exposures plus the aggregate principal Dollar Amount of outstanding Competitive Loans shall not exceed the aggregate Tranche One total Commitments. The Company may, at any time and from time to time, increase or reduce the Letter of Credit Commitment of any Issuing Bank as set forth in the definition of Letter of Credit Commitment if, after giving effect of such reduction, the conditions set forth in clauses (i) through (iv) above shall be satisfied. Unless otherwise specified herein, the Tranche One Revolving amount of a Letter of Credit Exposure at anytime shall be deemed to be the stated amount of any Lender will not exceed its Tranche One Commitmentsuch Letter of Credit in effect at such time; provided that, (v) the aggregate Tranche Two Revolving Credit Exposures shall not exceed the aggregate Tranche Two Commitments and (vi) the Tranche Two Revolving Credit Exposure of any Lender will not exceed its Tranche Two Commitment. If the Required Lenders notify any Issuing Bank that a Default exists and instruct such Issuing Bank with respect to suspend the issuance, amendment, renewal or extension of Letters of Credit, such Issuing Bank shall not issue, amend, renew (except pursuant to automatic renewal provisions if such Issuing Bank shall no longer be entitled to elect not to renew) or extend any Letter of Credit without that, by its terms or the consent terms of any letter of credit agreement related thereto, provides for one or more automatic increases in the Required Lenders until stated amount thereof, the amount of such notice Letter of Credit shall be deemed to be the maximum stated amount of such Letter of Credit after giving effect to all such increases, whether or not such maximum stated amount is withdrawn by the Required Lenders (and each Lender that shall have delivered such a notice agrees promptly to withdraw it in effect at such time as it determines that no Default exists), it being understood and agreed that in the absence of any such notice, each Issuing Bank may rely (and shall incur no liability in relying) on the representation and warranty of the Company deemed made pursuant to Section 4.02)times.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit, other than an automatic renewal permitted pursuant to paragraph (c) of this Section)), a the Borrower shall hand deliver or telecopy (or transmit by e-mail or other electronic communication, if if, in each case, arrangements for doing so have been approved by the applicable Issuing Bank) to an the applicable Issuing Bank and the Administrative Agent, Agent (reasonably in advance of the requested date of issuance, amendment, renewal or extension, ) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency of such Letter of Credit, the Agreed Currency applicable thereto, the name and address of the beneficiary thereof, whether such Letter of Credit is to be a Tranche One Letter of Credit or a Tranche Two Letter of Credit thereof and such other information as shall be necessary to enable the applicable Issuing Bank to prepare, amend, renew or extend such Letter of Credit. If requested by the applicable an Issuing Bank, the Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit the Company Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the LC Exposure shall not exceed US$350,000,000, (iix) the amount aggregate undrawn Dollar Amount of the LC Exposure attributable to all outstanding Letters of Credit issued by the applicable such Issuing Bank will at such time plus (y) the aggregate Dollar Amount of all LC Disbursements made such Issuing Bank that have not yet been reimbursed by or on behalf of the Borrower at such time shall not exceed the LC Commitment its Letter of such Issuing BankCredit Commitment, (ii) no Lender’s Dollar Amount of Credit Exposure shall exceed its Revolving Commitment, (iii) subject to Section 2.04, the aggregate Tranche One Revolving Dollar Amount of the Total Credit Exposures Exposure shall not exceed the aggregate Tranche One Commitments, Revolving Commitments and (iv) subject to Section 2.04, the Tranche One Dollar Amount of the total outstanding Revolving Credit Exposure of any Lender will not exceed its Tranche One CommitmentLoans and LC Exposure, (v) the aggregate Tranche Two Revolving Credit Exposures in each case denominated in Foreign Currencies, shall not exceed the aggregate Tranche Two Commitments Foreign Currency Sublimit. The Borrower may, at any time and (vi) from time to time, reduce the Tranche Two Revolving Letter of Credit Exposure Commitment of any Lender will Issuing Bank; provided that the Borrower shall not exceed its Tranche Two Commitment. If reduce the Required Lenders notify Letter of Credit Commitment of any Issuing Bank that a Default exists and instruct if, after giving effect of such Issuing Bank to suspend reduction, the issuance, amendment, renewal or extension of Letters of Credit, such Issuing Bank conditions set forth in clauses (i) through (iv) above shall not issue, amend, renew (except pursuant to automatic renewal provisions if such Issuing Bank shall no longer be entitled to elect not to renew) or extend any Letter of Credit without the consent of the Required Lenders until such notice is withdrawn by the Required Lenders (and each Lender that shall have delivered such a notice agrees promptly to withdraw it at such time as it determines that no Default exists), it being understood and agreed that in the absence of any such notice, each Issuing Bank may rely (and shall incur no liability in relying) on the representation and warranty of the Company deemed made pursuant to Section 4.02)satisfied.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit, other than an automatic renewal permitted pursuant to paragraph (c) of this Section)), a the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to an the Issuing Bank and the Administrative Agent, Agent (reasonably in advance of the requested date of issuance, amendment, renewal or extension, ) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency of such Letter of Credit, the Agreed Currency applicable thereto, whether such Letter of Credit is a Multicurrency Tranche Letter of Credit or a Dollar Tranche Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit is to be a Tranche One Letter of Credit or a Tranche Two Letter of Credit thereof and such other information as shall be necessary to enable the applicable Issuing Bank to prepare, amend, renew or extend such Letter of Credit. If requested by the applicable Issuing Bank, the Borrower also shall submit a letter of credit application on such the Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit the Company Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) subject to Sections 2.04 and 2.11(b), the Dollar Amount of the LC Exposure shall not exceed US$350,000,000$25,000,000, (ii) subject to Sections 2.04 and 2.11(b), the amount sum of the LC Exposure attributable to Letters Dollar Amount of the total 2018 Multicurrency Tranche Revolving Credit issued by Exposures plus the applicable Issuing Bank will not exceed the LC Commitment of such Issuing Bank, (iii) the aggregate total 2020 Multicurrency Tranche One Revolving Credit Exposures shall not exceed the aggregate Multicurrency Tranche One Commitments, (iviii) subject to Sections 2.04 and 2.11(b), the Dollar Amount of the total 2018 Multicurrency Tranche One Revolving Credit Exposure of any Lender will not exceed its Tranche One Commitment, (v) the aggregate Tranche Two Revolving Credit Exposures shall not exceed the aggregate 2018 Multicurrency Tranche Two Commitments Commitments, (iv) subject to Sections 2.04 and 2.11(b), the Dollar Amount of the total 2020 Multicurrency Tranche Revolving Credit Exposures shall not exceed the aggregate 2020 Multicurrency Tranche Commitments, (v) the sum of the total 2018 Dollar Tranche Revolving Credit Exposures plus the total 2020 Dollar Tranche Revolving Credit Exposures shall not exceed the aggregate Dollar Tranche Commitments, (vi) the total 2018 Dollar Tranche Two Revolving Credit Exposure of any Lender will Exposures shall not exceed its the aggregate 2018 Dollar Tranche Two Commitment. If Commitments, (vii) the Required Lenders notify any Issuing Bank that a Default exists and instruct such Issuing Bank to suspend the issuance, amendment, renewal or extension of Letters of Credit, such Issuing Bank total 2020 Dollar Tranche Revolving Credit Exposures shall not issueexceed the aggregate 2020 Dollar Tranche Commitments, amend(viii) subject to Sections 2.04 and 2.11(b), renew (except pursuant to automatic renewal provisions if such Issuing Bank shall no longer be entitled to elect not to renew) or extend any Letter of Credit without the consent Dollar Amount of the Required Lenders until such notice is withdrawn by total Revolving Credit Exposures shall not exceed the Required Lenders aggregate Revolving Commitments and (ix) subject to Section 2.04 and each Lender that shall have delivered such a notice agrees promptly to withdraw it at such time as it determines that no Default exists2.11(b), it being understood and agreed that in the absence of any such notice, each Issuing Bank may rely (and shall incur no liability in relying) on the representation and warranty Dollar Amount of the Company deemed made pursuant to Section 4.02)total outstanding Multicurrency Tranche Revolving Loans and Multicurrency Tranche LC Exposure, in each case denominated in Foreign Currencies, shall not exceed the Foreign Currency Sublimit.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit, other than an automatic renewal permitted pursuant to paragraph (c) of this Section)), a the Applicable Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to an the Issuing Bank and the Administrative Agent, Agent (reasonably in advance of the requested date of issuance, amendment, renewal or extension, ) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency of such Letter of Credit, the name and address of the beneficiary thereof, whether the currency in which such Borrower proposes such Letter of Credit is to be a Tranche One Letter of Credit or a Tranche Two Letter of Credit denominated and such other information as shall be necessary to enable the applicable Issuing Bank to prepare, amend, renew or extend such Letter of Credit. If requested by the applicable Issuing Bank, the such Borrower also shall submit a letter of credit application on such the Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit the Company such Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the LC Exposure shall not exceed US$350,000,000$50,000,000, (ii) the amount of the aggregate LC Exposure attributable to for Letters of Credit issued by the applicable Issuing Bank will denominated in Foreign Currencies shall not exceed the LC Commitment of such Issuing Bank$25,000,000, (iii) the aggregate Tranche One sum of the total Revolving Credit Exposures shall not exceed the aggregate Tranche One Commitments, total Commitments and (iv) the Tranche One Revolving Credit aggregate LC Exposure of any Lender will all Issuing Banks that do not have a Letter of Credit Commitment shall not exceed its Tranche One Commitment$5,000,000. An Issuing Bank that has a Letter of Credit Commitment may, but shall be not obligated to, issue, amend, renew or extend any Letter of Credit if, after giving effect to such issuance, amendment, renewal or extension, (vx) the aggregate Tranche Two Revolving undrawn amount of all outstanding Letters of Credit Exposures shall not exceed issued by such Issuing Bank at such time plus (y) the aggregate Tranche Two Commitments and (vi) amount of all LC Disbursements made by such Issuing Bank that have not yet been reimbursed by or on behalf of the Tranche Two Revolving Borrower at such time exceeds its Letter of Credit Exposure of any Lender will not exceed its Tranche Two Commitment. If The Borrower may, at any time and from time to time, reduce the Required Lenders notify Letter of Credit Commitment of any Issuing Bank that a Default exists and instruct with the consent of such Issuing Bank; provided that the Borrower shall not reduce the Letter of Credit Commitment of any Issuing Bank if, after giving effect of such reduction, the conditions set forth in clauses (i) through (iv) above shall not be satisfied. Each Issuing Bank shall give prompt notice to suspend the Administrative Agent of its issuance, amendment, renewal or extension of Letters of Credit, such Issuing Bank shall not issue, amend, renew (except pursuant to automatic renewal provisions if such Issuing Bank shall no longer be entitled to elect not to renew) or extend any Letter of Credit without the consent of the Required Lenders until such notice is withdrawn by the Required Lenders (and each Lender that shall have delivered such a notice agrees promptly to withdraw it at such time as it determines that no Default exists), it being understood and agreed that in the absence of any such notice, each Issuing Bank may rely (and shall incur no liability in relying) on the representation and warranty of the Company deemed made pursuant to Section 4.02)Credit.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit, other than an automatic renewal permitted pursuant to paragraph (c) of this Section)), a the Borrower shall hand deliver (or transmit by electronic communicationcommunication or facsimile transmission, if arrangements for doing so have been approved by the applicable Issuing Bank) to an the applicable Issuing Bank and the Administrative Agent, Agent (reasonably in advance of the requested date of issuance, amendment, renewal or extension, ) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Domestic Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this SectionSection 2.17(c)), the amount and currency of such Letter of CreditCredit in Dollars, the name and address of the beneficiary thereof, whether such Letter of Credit is to be a Tranche One Letter of Credit or a Tranche Two Letter of Credit thereof and such other information as shall be necessary to enable the applicable Issuing Bank to prepare, amend, renew or extend such Letter of Credit. If requested by the applicable Issuing Bank, the Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (X) the Agent shall have confirmed, based solely on the information delivered to it pursuant to Section 2.17(k) below, that (and upon issuance, amendment, renewal or extension of each Letter of Credit the Company Borrower shall be deemed to represent and warrant that), (A) after giving effect to such issuance, amendment, renewal or extension (i) the LC Exposure shall not exceed US$350,000,000$150,000,000, (ii) the amount of the LC Exposure attributable to Letters of Credit issued by the applicable Issuing Bank will not exceed the LC Commitment of such Issuing Bank, Bank and (iii) the sum of the total LC Exposure plus the aggregate Tranche One Revolving Credit Exposures outstanding principal amount of the Loans shall not exceed the aggregate Tranche One amount of the Commitments, and (ivB) in the Tranche One Revolving event the Maturity Date shall have been extended as provided in Section 2.06(c), the sum of the LC Exposure attributable to Letters of Credit Exposure of expiring after any Lender will not exceed its Tranche One Commitment, (v) Existing Maturity Date and the aggregate Tranche Two Revolving Credit Exposures principal amount of all Money Market Loans maturing after such Existing Maturity Date shall not exceed the aggregate Tranche Two Commitments that have been extended to a date after the latest expiration date of such Letters of Credit and the latest maturity of such Money Market Loans, and (viY) the Tranche Two Revolving Credit Exposure of any Lender will not exceed its Tranche Two Commitment. If the Required Lenders notify any Issuing Bank that a Default exists and instruct such Issuing Bank shall not have received written notice from any Lender, the Agent or the Borrower, at least one Business Day prior to suspend the requested date of issuance, amendment, renewal or extension of Letters the applicable Letter of Credit, such Issuing Bank that one or more applicable conditions contained in Section 3.02 shall not issue, amend, renew (except pursuant to automatic renewal provisions if such Issuing Bank shall no longer be entitled to elect not to renew) or extend any Letter of Credit without the consent of the Required Lenders until such notice is withdrawn by the Required Lenders (and each Lender that shall have delivered such a notice agrees promptly to withdraw it at such time as it determines that no Default exists), it being understood and agreed that in the absence of any such notice, each Issuing Bank may rely (and shall incur no liability in relying) on the representation and warranty of the Company deemed made pursuant to Section 4.02)satisfied.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit, other than an automatic renewal permitted pursuant to paragraph (c) of this Section)), a The US Borrower shall hand deliver or facsimile (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to an the Issuing Bank and the Administrative AgentAgent (prior to noon, reasonably in advance of Chicago time, at least three Business Days prior to the requested date of issuance, amendment, renewal or extension, extension or such shorter period as the Issuing Bank may agree) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit is to be a Tranche One Letter of Credit or a Tranche Two Letter of Credit thereof and such other information as shall be necessary to enable the applicable Issuing Bank to prepare, amend, renew or extend such Letter of Credit. If requested by the applicable Issuing Bank, the US Borrower also shall submit a letter of credit application on such the Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit the Company US Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the LC Exposure shall not exceed US$350,000,000$30,000,000, (ii) the amount USD Equivalent of the LC Exposure attributable Aggregate Credit Exposures with respect to Letters of Credit issued by the applicable Issuing Bank will Borrowers shall not exceed the LC Commitment sum of such Issuing Bank, the total Revolving Commitments and (iii) the aggregate Tranche One USD Equivalent of the total Revolving Credit Exposures (excluding Revolving Netherlands Exposures) shall not exceed the aggregate Tranche One Commitments, (iv) the Tranche One Revolving Credit Exposure of any Lender will not exceed its Tranche One Commitment, (v) the aggregate Tranche Two Revolving Credit Exposures shall not exceed the aggregate Tranche Two Commitments and (vi) the Tranche Two Revolving Credit Exposure of any Lender will not exceed its Tranche Two CommitmentUS Borrowing Base. If the Required Lenders notify any Issuing Bank that a Default exists and instruct such Issuing Bank to suspend the issuance, amendment, renewal or extension of Letters of Credit, such Issuing Bank shall not issue, amend, renew (except pursuant to automatic renewal provisions if such Issuing Bank shall no longer be entitled to elect not to renew) or extend any No Letter of Credit without shall be issued if any Lender or any Borrower has provided written notice to the consent Administrative Agent of the Required Lenders until occurrence of a Default, unless such notice Default is withdrawn by the Required Lenders (and each Lender that shall have delivered such a notice agrees promptly to withdraw it at such time as it determines that no Default exists), it being understood and agreed that in the absence of any such notice, each Issuing Bank may rely (and shall incur no liability in relying) on the representation and warranty of the Company deemed made waived pursuant to Section 4.02).9.02

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit, other than an automatic renewal permitted pursuant to paragraph (c) of this Section)), a the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to an the Issuing Bank and the Administrative Agent, Agent (reasonably in advance of the requested date of issuance, amendment, renewal or extension, ) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency of such Letter of Credit, the Agreed Currency applicable thereto, whether such Letter of Credit is a Multicurrency Tranche Letter of Credit or a Dollar Tranche Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit is to be a Tranche One Letter of Credit or a Tranche Two Letter of Credit thereof and such other information as shall be necessary to enable the applicable Issuing Bank to prepare, amend, renew or extend such Letter of Credit. If requested by the applicable Issuing Bank, the Borrower also shall submit a letter of credit application on such the Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit the Company Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) subject to Sections 2.04 and 2.11(b), the Dollar Amount of the LC Exposure shall not exceed US$350,000,000$30,000,000, (ii) subject to Sections 2.04 and 2.11(b), the amount sum of the LC Exposure attributable to Letters Dollar Amount of Credit issued by the applicable Issuing Bank will not exceed the LC Commitment of such Issuing Bank, (iii) the aggregate total Multicurrency Tranche One Revolving Credit Exposures shall not exceed the aggregate Multicurrency Tranche One Commitments, Commitments and (iviii) the sum of the total Dollar Tranche One Revolving Credit Exposure of any Lender will not exceed its Tranche One Commitment, (v) the aggregate Tranche Two Revolving Credit Exposures shall not exceed the aggregate Dollar Tranche Two Commitments and (vi) the Tranche Two Revolving Credit Exposure of any Lender will not exceed its Tranche Two Commitment. If the Required Lenders notify any Issuing Bank that a Default exists and instruct such Issuing Bank to suspend the issuance, amendment, renewal or extension of Letters of Credit, such Issuing Bank shall not issue, amend, renew (except pursuant to automatic renewal provisions if such Issuing Bank shall no longer be entitled to elect not to renew) or extend any Letter of Credit without the consent of the Required Lenders until such notice is withdrawn by the Required Lenders (and each Lender that shall have delivered such a notice agrees promptly to withdraw it at such time as it determines that no Default exists), it being understood and agreed that in the absence of any such notice, each Issuing Bank may rely (and shall incur no liability in relying) on the representation and warranty of the Company deemed made pursuant to Section 4.02)Commitments.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit, other than an automatic renewal permitted pursuant to paragraph (c) of this Section)), a Borrower an LC Subsidiary shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to an the applicable Issuing Bank and the Administrative Agent, at the Applicable Office, reasonably in advance of the requested date of issuance, amendment, renewal or extension, a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency of such Letter of CreditCredit (which shall be Dollars or an Alternative Currency), the name and address of the beneficiary thereof, whether such Letter of Credit is to be a Tranche One Letter of Credit or a Tranche Two Letter of Credit thereof and such other information as shall be necessary to enable the applicable Issuing Bank to prepare, amend, renew or extend such Letter of Credit. If requested by the applicable Issuing Bank, the Borrower applicable LC Subsidiary also shall submit a letter of credit application on such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit the Company applicable LC Subsidiary shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the LC Exposure shall not exceed US$350,000,000$50,000,000, (ii) the amount portion of the LC Exposure attributable to Letters of Credit issued by the applicable Issuing Bank will shall not exceed the LC Commitment of such Issuing Bank, Bank and (iii) the aggregate Tranche One Revolving Credit Exposures shall not exceed the aggregate Tranche One Available Commitments, (iv) the Tranche One Revolving Credit Exposure of any Lender will not exceed its Tranche One Commitment, (v) the aggregate Tranche Two Revolving Credit Exposures shall not exceed the aggregate Tranche Two Commitments and (vi) the Tranche Two Revolving Credit Exposure of any Lender will not exceed its Tranche Two Commitment. If the Required Lenders notify any Issuing Bank that a Default exists and instruct such Issuing Bank to suspend the issuance, amendment, renewal or extension of Letters of Credit, such Issuing Bank shall not issue, amend, renew (except pursuant to automatic renewal provisions if such Issuing Bank shall no longer be entitled to elect not to renew) or extend any Letter of Credit without the consent of the Required Lenders until such notice is withdrawn by the Required Lenders (and each Lender that shall have delivered such a notice agrees promptly to withdraw it at such time as it determines that no Default exists), it being understood and agreed that in the absence of any such notice, each Issuing Bank may rely (and shall incur no liability in relying) on the representation and warranty of the Company deemed made pursuant to Section 4.02).

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit, other than an automatic renewal permitted pursuant to paragraph (c) of this Section)), a the Borrower shall deliver by hand or facsimile (or transmit by electronic communicationthrough Electronic System, if arrangements for doing so have been approved by the applicable Issuing Bank) to an the Issuing Bank and the Administrative AgentAgent (prior to 12:00 noon, reasonably in advance of Houston, Texas time, at least three (3) Business Days prior to the requested date of issuance, amendment, renewal or extension, extension (or such shorter period as may be agreed by the applicable Issuing Bank in its discretion)) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit is to be a Tranche One Letter of Credit or a Tranche Two Letter of Credit thereof and such other information as shall be necessary to enable the applicable Issuing Bank to prepare, amend, renew or extend such Letter of Credit. If requested by the applicable Issuing Bank, the Borrower also shall submit a letter of credit application on such the Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit the Company Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the aggregate LC Exposure shall not exceed US$350,000,000$15,000,000, (ii) no Lender’s Revolving Exposure shall exceed its Commitment and (iii) the amount Aggregate Revolving Exposure shall not exceed the lesser of (x) the Aggregate Commitment and (y) the Borrowing Base. Notwithstanding the foregoing or anything to the contrary contained herein, no Issuing Bank shall be obligated to issue or modify any Letter of Credit if, immediately after giving effect thereto, the outstanding LC Exposure attributable to in respect of all Letters of Credit issued by the applicable Issuing Bank will not such Person and its Affiliates would exceed the LC Commitment of such Issuing Bank, (iii) the aggregate Tranche One Revolving Credit Exposures shall not exceed the aggregate Tranche One Commitments, (iv) the Tranche One Revolving Credit Exposure of any Lender will not exceed its Tranche One Commitment, (v) the aggregate Tranche Two Revolving Credit Exposures shall not exceed the aggregate Tranche Two Commitments and (vi) the Tranche Two Revolving Credit Exposure of any Lender will not exceed its Tranche Two Commitment. If the Required Lenders notify any ’s Issuing Bank that a Default exists Sublimit. Without limiting the foregoing and instruct such Issuing Bank to suspend without affecting the issuance, amendment, renewal or extension of Letters of Credit, such Issuing Bank shall not issue, amend, renew (except pursuant to automatic renewal provisions if such Issuing Bank shall no longer be entitled to elect not to renew) or extend any Letter of Credit without the consent of the Required Lenders until such notice is withdrawn by the Required Lenders (and each Lender that shall have delivered such a notice agrees promptly to withdraw it at such time as it determines that no Default exists)limitations contained herein, it being is understood and agreed that the Borrower may from time to time request that an Issuing Bank issue Letters of Credit in excess of its individual Issuing Bank Sublimit in effect at the absence time of any such noticerequest, and each Issuing Bank may rely (agrees to consider any such request in good faith but shall have no obligation to issue such requested Letter of Credit. Any Letter of Credit so issued by an Issuing Bank in excess of its individual Issuing Bank Sublimit then in effect shall nonetheless constitute a Letter of Credit for all purposes of the Credit this Agreement, and shall incur no liability in relying) not affect the Issuing Bank Sublimit of any other Issuing Bank, subject to the limitations on the representation and warranty aggregate LC Exposure set forth in clause (i) of the Company deemed made pursuant to this Section 4.022.06(b).

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit, other than an automatic renewal permitted pursuant to paragraph (c) of this Section)), a the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to an Issuing Bank and the Administrative Agent, Agent (reasonably in advance of the requested date of issuance, amendment, renewal or extension, but in any event no less than three Business Days) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which date shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency of such Letter of Credit, the currency in which such Letter of Credit will be denominated (which must be either Dollars, Australian Dollars or Euros), the name and address of the beneficiary thereof, whether such Letter of Credit is to be a Tranche One Letter of Credit or a Tranche Two Letter of Credit thereof and such other information as shall be necessary to enable the applicable Issuing Bank to prepare, amend, renew or extend such Letter of Credit. The applicable Issuing Bank (other than JPMorgan Chase Bank, National Association and its affiliates) shall promptly notify the Administrative Agent in writing of any Letter of Credit issued for the account of the Borrower. If requested by the applicable Issuing Bank, the Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit the Company Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the LC Exposure shall not exceed US$350,000,000$150,000,000, (ii) the amount of the LC no Lender’s Revolving Exposure attributable to Letters of Credit issued by the applicable Issuing Bank will not shall exceed the LC its Revolving Commitment of such Issuing Bank, and (iii) the aggregate Tranche One Total Revolving Credit Exposures shall not exceed the aggregate Tranche One then existing total Revolving Commitments, (iv) the Tranche One Revolving Credit Exposure of any Lender will not exceed its Tranche One Commitment, (v) the aggregate Tranche Two Revolving Credit Exposures shall not exceed the aggregate Tranche Two Commitments and (vi) the Tranche Two Revolving Credit Exposure of any Lender will not exceed its Tranche Two Commitment. If the Required Lenders notify any Issuing Bank that a Default exists and instruct such Issuing Bank to suspend the issuance, amendment, renewal or extension of Letters of Credit, such Issuing Bank shall not issue, amend, renew (except pursuant to automatic renewal provisions if such Issuing Bank shall no longer be entitled to elect not to renew) or extend any Letter of Credit without the consent of the Required Lenders until such notice is withdrawn by the Required Lenders (and each Lender that shall have delivered such a notice agrees promptly to withdraw it at such time as it determines that no Default exists), it being understood and agreed that in the absence of any such notice, each Issuing Bank may rely (and shall incur no liability in relying) on the representation and warranty of the Company deemed made pursuant to Section 4.02).

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit, other than an automatic renewal permitted pursuant to paragraph (c) of this Section)), a any Borrower or any Additional Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable such Issuing Bank) to an the applicable Issuing Bank and the Administrative Agent, Agent (reasonably in advance of the requested date of issuance, amendment, renewal or extension, ) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Domestic Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency of such Letter of Credit, the currency in which such Letter of Credit shall be denominated, the name and address of the beneficiary thereof, whether such Letter of Credit is to be a Tranche One Letter of Credit or a Tranche Two Letter of Credit thereof and such other information as shall be necessary to enable the applicable Issuing Bank to prepare, amend, renew or extend such Letter of Credit. If requested by the applicable Issuing Bank, the such Borrower or such Additional Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit the Company such Borrower or such Additional Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the Dollar Equivalent of the LC Exposure at such time shall not exceed US$350,000,000$200,000,000, (ii) the aggregate face amount of the LC Exposure attributable to outstanding Letters of Credit issued by the applicable Issuing each of Bank will of America, N.A., BNP Paribas and Mizuho Bank, Ltd. shall not exceed respective amounts set forth in the LC Commitment last sentence of such Issuing Bank, Section 2.18(a) and (iii) the sum of the Dollar Equivalent of the aggregate Tranche One Revolving Credit Exposures outstanding principal amount of the Loans plus the Dollar Equivalent of the LC Exposure, in each case at such time shall not exceed the aggregate Tranche One total Commitments, (iv) the Tranche One Revolving Credit Exposure of any Lender will not exceed its Tranche One Commitment, (v) the aggregate Tranche Two Revolving Credit Exposures shall not exceed the aggregate Tranche Two Commitments and (vi) the Tranche Two Revolving Credit Exposure of any Lender will not exceed its Tranche Two Commitment. If the Required Lenders notify any Issuing Bank that a Default exists and instruct such Issuing Bank to suspend the issuance, amendment, renewal or extension of Letters of Credit, such No Issuing Bank shall not issue, amend, renew (except pursuant or extend a Letter of Credit if notice has been given to automatic renewal provisions if such Issuing Bank shall no longer be entitled to elect not to renew) by the Administrative Agent or extend any Letter of Credit without the consent of the Required Lenders until such notice Banks that a Default or Event of Default has occurred and is withdrawn by continuing. The Issuing Banks shall provide to the Required Lenders (and each Lender that Administrative Agent and, in turn, the Administrative Agent shall have delivered such provide to the Banks a notice agrees promptly to withdraw it at such time as it determines that no Default exists)monthly update, in accordance with customary practices, of total LC Exposures, it being understood and agreed that in the absence of any such notice, each Issuing Bank may rely (and shall incur no liability in relying) on the representation and warranty obligations of the Company deemed made pursuant Banks shall not be subject to Section 4.02)the receipt of such update. Notwithstanding anything herein to the contrary, Bank of America, N.A. will not be required to issue Letters of Credit in any currency other than Dollars.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit, Credit (other than an automatic renewal permitted pursuant to paragraph (cSection 2.03(c) of this Sectionhereof)), a Borrower the Company shall deliver (hand deliver, fax or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) e-mail to an Issuing Bank and the Administrative Agent, reasonably in advance of the requested date of issuance, amendment, renewal or extension, a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (cSection 2.03(c) of this Sectionhereof), the amount and currency of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit is to be a Tranche One Letter of Credit or a Tranche Two Letter of Credit thereof and such other information as shall be necessary to enable the applicable Issuing Bank to prepare, amend, renew or extend such Letter of Credit. If requested by the applicable Issuing Bank, the Borrower Company also shall submit a letter of credit application on such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit the Company shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the LC Exposure shall not exceed US$350,000,000$2,000,000,000, (ii) the amount portion of the LC Exposure attributable to Letters of Credit issued by the applicable Issuing Bank will shall not exceed the LC Commitment of such Issuing Bank, ’s LC Commitment and (iii) the sum of the outstanding aggregate Tranche One principal amount of all Revolving Credit Exposures Loans and Competitive Loans made by all Banks and the LC Exposure shall not exceed the aggregate Tranche One Total Commitments, (iv) . At the Tranche One Revolving Credit Exposure request of any Lender Bank at any time, each Issuing Bank will not exceed its Tranche One Commitment, (v) advise such Bank of the aggregate Tranche Two Revolving amount of the LC Exposure attributable to Letters of Credit Exposures shall not exceed the aggregate Tranche Two Commitments and (vi) the Tranche Two Revolving Credit Exposure of any Lender will not exceed its Tranche Two Commitmentissued by such Issuing Bank at such time. If the Required Lenders Banks notify any an Issuing Bank (with a copy to the Administrative Agent) that a an Event of Default or an Unmatured Event of Default exists and instruct such Issuing Bank to suspend the issuance, amendment, renewal or extension of Letters of Credit, such Issuing Bank shall not issue, amend, renew (except pursuant to an automatic renewal provisions if permitted pursuant to Section 2.03(c) hereof unless such notice is received at least one Business Day prior to the date by which the election not to renew must be made by such Issuing Bank shall no longer be entitled to elect not to renewBank) or extend any Letter of Credit without the consent of the Required Lenders Banks until such notice is withdrawn by the Required Lenders Banks (and each Lender Bank that shall have delivered such a notice agrees promptly to withdraw it at such time as it determines that no Event of Default or Unmatured Event of Default exists), it being understood and agreed that in the absence of any such notice, each Issuing Bank may rely (and shall incur no liability in relying) on the representation and warranty of the Company deemed made pursuant to Section 4.02).

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit, other than an automatic renewal permitted pursuant to paragraph (c) of this Section)), a Borrower shall hand deliver or telecopy (or transmit by other electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to an Issuing Bank and the Applicable Agent (with a copy to the General Administrative Agent if the Applicable Agent shall be the Canadian Administrative Agent), reasonably in advance of the requested date of issuance, amendment, renewal or extension, a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the Tranche under which such Letter of Credit is to be or has been issued, the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and and, in the case of a Global Tranche Letter of Credit, the currency of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit is to be a Tranche One Letter of Credit or a Tranche Two Letter of Credit thereof and such other information as shall be necessary to enable the applicable Issuing Bank to prepare, amend, renew or extend such Letter of Credit. If requested by the applicable Issuing Bank, the applicable Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit the Company and the applicable Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the Global Tranche LC Exposure shall not exceed US$350,000,000200,000,000, (ii) the Canadian Tranche LC Exposure shall not exceed US$50,000,000, (iii) the amount of the LC Exposure attributable to Letters of Credit issued by the applicable Issuing Bank will not exceed the LC Commitment of such Issuing Bank, (iiiiv) the aggregate Global Tranche One Revolving Credit Exposures shall not exceed the aggregate Global Tranche One Commitments, (iv) the Tranche One Revolving Credit Exposure of any Lender will not exceed its Tranche One Commitment, (v) the Global Tranche Revolving Credit Exposure of each Lender will not exceed the Global Tranche Commitment of such Lender, (vi) the aggregate Canadian Tranche Two Revolving Credit Exposures shall not exceed the aggregate Canadian Tranche Two Commitments and Commitments, (vivii) the Canadian Tranche Two Revolving Credit Exposure of any each Lender will not exceed its the Canadian Tranche Two CommitmentCommitment of such Lender or (viii) the aggregate Thomson-Reuters PLC Subsidiary Revolving Credit Exposures exceeding the Thomson-Reuters PLC Subsidiary Revolving Credit Exposure Limit. If the Required Lenders notify any the Issuing Bank Banks that a Specified Default or an Event of Default exists and instruct such the Issuing Bank Banks to suspend the issuance, amendment, renewal or extension of Letters of Credit, such no Issuing Bank shall not issue, amend, renew (except pursuant to automatic renewal provisions if such Issuing Bank shall no longer be entitled to elect not to renew) or extend any Letter of Credit without the consent of the Required Lenders until such notice is withdrawn by the Required Lenders (and each Lender that shall have delivered such a notice agrees promptly to withdraw it at such time as it determines that no Specified Default or Event of Default exists), it being understood and agreed that in the absence of any such notice, each Issuing Bank may rely (and shall incur no liability in relying) on the representation and warranty of the Company deemed made pursuant to Section 4.02).

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit, other than an automatic renewal permitted pursuant to paragraph (c) of this Section)), a the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to an Issuing Bank and the Administrative Agent, Agent (reasonably in advance of the requested date of issuance, amendment, renewal or extension, but in any event no less than three Business Days) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which date shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency of such Letter of Credit, the currency in which such Letter of Credit will be denominated (which must be either Dollars, Australian Dollars or Euros), the name and address of the beneficiary thereof, whether such Letter of Credit is to be a Tranche One Letter of Credit or a Tranche Two Letter of Credit thereof and such other information as shall be necessary to enable the applicable Issuing Bank to prepare, amend, renew or extend such Letter of Credit. The applicable Issuing Bank (other than JPMorgan Chase Bank, N.A. and its affiliates) shall promptly notify the Administrative Agent in writing of any Letter of Credit issued for the account of the Borrower. If requested by the applicable Issuing Bank, the Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall may be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit the Company Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the LC Exposure shall not exceed US$350,000,000$100,000,000, (ii) the amount of the LC no Lender’s Revolving Exposure attributable to Letters of Credit issued by the applicable Issuing Bank will not shall exceed the LC its Revolving Commitment of such Issuing Bank, and (iii) the aggregate Tranche One Total Revolving Credit Exposures shall not exceed the aggregate Tranche One then existing total Revolving Commitments, (iv) the Tranche One Revolving Credit Exposure of any Lender will not exceed its Tranche One Commitment, (v) the aggregate Tranche Two Revolving Credit Exposures shall not exceed the aggregate Tranche Two Commitments and (vi) the Tranche Two Revolving Credit Exposure of any Lender will not exceed its Tranche Two Commitment. If the Required Lenders notify any Issuing Bank that a Default exists and instruct such Issuing Bank to suspend the issuance, amendment, renewal or extension of Letters of Credit, such Issuing Bank shall not issue, amend, renew (except pursuant to automatic renewal provisions if such Issuing Bank shall no longer be entitled to elect not to renew) or extend any Letter of Credit without the consent of the Required Lenders until such notice is withdrawn by the Required Lenders (and each Lender that shall have delivered such a notice agrees promptly to withdraw it at such time as it determines that no Default exists), it being understood and agreed that in the absence of any such notice, each Issuing Bank may rely (and shall incur no liability in relying) on the representation and warranty of the Company deemed made pursuant to Section 4.02).

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit, other than an automatic renewal permitted pursuant to paragraph (c) of this Section)), a the Borrower shall hand deliver or telecopy (or transmit by e-mail or other electronic communication, if if, in each case, arrangements for doing so have been approved by the applicable Issuing Bank) to an the applicable Issuing Bank and the Administrative Agent, Agent (reasonably in advance of the requested date of issuance, amendment, renewal or extension, ) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency of such Letter of Credit, the Agreed Currency applicable thereto, the name and address of the beneficiary thereof, whether such Letter of Credit is to be a Tranche One Letter of Credit or a Tranche Two Letter of Credit thereof and such other information as shall be necessary to enable the applicable Issuing Bank to prepare, amend, renew or extend such Letter of Credit. If requested by the applicable an Issuing Bank, the Borrower also shall submit a letter of credit application on such Issuing Bank’s 's standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit the Company Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the LC Exposure shall not exceed US$350,000,000, (iix) the amount aggregate undrawn Dollar Amount of the LC Exposure attributable to all outstanding Letters of Credit issued by the applicable such Issuing Bank will at such time plus (y) the aggregate Dollar Amount of all LC Disbursements made such Issuing Bank that have not yet been reimbursed by or on behalf of the Borrower at such time shall not exceed the LC Commitment its Letter of such Issuing BankCredit Commitment, (ii) no Lender's Dollar Amount of Credit Exposure shall exceed its Revolving Commitment, (iii) subject to Section 2.04, the aggregate Tranche One Revolving Dollar Amount of the Total Credit Exposures Exposure shall not exceed the aggregate Tranche One Commitments, Revolving Commitments and (iv) subject to Section 2.04, the Tranche One Dollar Amount of the total outstanding Revolving Credit Exposure of any Lender will not exceed its Tranche One CommitmentLoans and LC Exposure, (v) the aggregate Tranche Two Revolving Credit Exposures in each case denominated in Foreign Currencies, shall not exceed the aggregate Tranche Two Commitments Foreign Currency Sublimit. The Borrower may, at any time and (vi) from time to time, reduce the Tranche Two Revolving Letter of Credit Exposure Commitment of any Lender will Issuing Bank; provided that the Borrower shall not exceed its Tranche Two Commitment. If reduce the Required Lenders notify Letter of Credit Commitment of any Issuing Bank that a Default exists and instruct if, after giving effect of such Issuing Bank to suspend reduction, the issuance, amendment, renewal or extension of Letters of Credit, such Issuing Bank conditions set forth in clauses (i) through (iv) above shall not issue, amend, renew (except pursuant to automatic renewal provisions if such Issuing Bank shall no longer be entitled to elect not to renew) or extend any Letter of Credit without the consent of the Required Lenders until such notice is withdrawn by the Required Lenders (and each Lender that shall have delivered such a notice agrees promptly to withdraw it at such time as it determines that no Default exists), it being understood and agreed that in the absence of any such notice, each Issuing Bank may rely (and shall incur no liability in relying) on the representation and warranty of the Company deemed made pursuant to Section 4.02)satisfied.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit, other than an automatic renewal permitted pursuant to paragraph (c) of this Section)), a the requesting Borrower shall deliver (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bankrecipient) to an the applicable Issuing Bank and the Administrative Agent, reasonably in advance of the requested date of issuance, amendment, renewal or extension, a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit is to be a Tranche One Letter of Credit or a Tranche Two Letter of Credit thereof and such other information as shall be reasonably necessary to enable the applicable Issuing Bank to prepare, amend, renew or extend such Letter of Credit. If requested by the applicable Issuing Bank, the applicable Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit the Company applicable Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the LC Exposure shall not exceed US$350,000,000, 100,000,000 and (ii) the amount total Revolving Credit Exposures will not exceed the total Revolving Commitments and (iii) in the event the Existing Maturity Date shall have been extended as provided in Section 2.09, the sum of the LC Exposure attributable to Letters of Credit issued by expiring after any Existing Maturity Date and the applicable Issuing Bank will not exceed the LC Commitment of Swingline Exposure attributable to Swingline Loans maturing after such Issuing Bank, (iii) the aggregate Tranche One Revolving Credit Exposures Existing Maturity Date shall not exceed the aggregate Tranche One Commitmentstotal Revolving Commitments that shall have been extended to a date after the latest expiration date of such Letters of Credit and the latest maturity date of such Swingline Loans. Notwithstanding the foregoing, no Issuing Bank shall be under any obligation to issue any Letter of Credit if (ivi) the Tranche One Revolving Credit Exposure any order, judgment or decree of any Lender will not exceed Governmental Authority or arbitrator shall by its Tranche One Commitment, (v) the aggregate Tranche Two Revolving Credit Exposures shall not exceed the aggregate Tranche Two Commitments and (vi) the Tranche Two Revolving Credit Exposure of any Lender will not exceed its Tranche Two Commitment. If the Required Lenders notify any Issuing Bank that a Default exists and instruct terms purport to enjoin or restrain such Issuing Bank to suspend from issuing the issuance, amendment, renewal or extension of Letters Letter of Credit, or any law applicable to such Issuing Bank or any request or directive (whether or not having the force of law) from any Governmental Authority with jurisdiction over such Issuing Bank shall not issueprohibit, amend, renew (except pursuant to automatic renewal provisions if or request that such Issuing Bank shall no longer be entitled to elect not to renew) refrain from, the issuance of letters of credit generally or extend any the Letter of Credit without in particular or shall impose upon such Issuing Bank with respect to the consent Letter of Credit any restriction, reserve or capital requirement (for which such Issuing Bank is not otherwise compensated hereunder) not in effect on the Effective Date, or shall impose upon such Issuing Bank any unreimbursed loss, cost or expense which was not applicable on the Effective Date and which such Issuing Bank in good xxxxx xxxxx material to it, (ii) the issuance of the Required Lenders until Letter of Credit would violate one or more policies of such notice is withdrawn by Issuing Bank applicable to letters of credit generally or (iii) such Issuing Bank does not as of the Required Lenders (and each Lender that shall have delivered such a notice agrees promptly to withdraw it at such time as it determines that no Default exists), it being understood and agreed that issuance date of the requested Letter of Credit issue Letters of Credit in the absence of any such notice, each Issuing Bank may rely (and shall incur no liability in relying) on the representation and warranty of the Company deemed made pursuant to Section 4.02)requested currency.

Notice of Issuance, Amendment, Renewal, Extension; Certain Conditions. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit, other than an automatic renewal permitted pursuant to paragraph (c) of this Section)), a Borrower shall deliver (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to an Issuing Bank and the Administrative Agent, reasonably in advance of the requested date of issuance (which shall be a day at least three Business Days in advance of the requested date of issuance), amendment, renewal or extension, a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount and currency of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit is to be a Tranche One Letter of Credit or a Tranche Two Letter of Credit thereof and such other information as shall be necessary to enable the applicable Issuing Bank to prepare, amend, renew or extend such Letter of Credit. If requested by the applicable Issuing Bank, the Borrower also shall submit a letter of credit application on such Issuing Bank’s 's standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit the Company shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the LC Exposure shall not exceed US$350,000,00050,000,000, (ii) the amount of the LC Exposure attributable to Letters of Credit issued by the applicable Issuing Bank will not exceed the LC Commitment of such Issuing Bank, (iii) the aggregate Tranche One A Revolving Credit Exposures shall will not exceed the aggregate Tranche One Commitments, A Commitments and (iv) the Tranche One A Revolving Credit Exposure of any each Lender will not exceed its the Tranche One Commitment, A Commitment of such Lender and (v) in the aggregate Tranche Two Revolving event the Maturity Date shall have been extended as provided in Section 2.09(e), the LC Exposures attributable to Letters of Credit Exposures expiring after any Existing Maturity Date shall not exceed the aggregate total Tranche Two A Commitments and (vi) that have been extended to a date after the Tranche Two Revolving Credit Exposure expiration date of any Lender will not exceed its Tranche Two Commitmentthe last of such Letters of Credit. If the Required Lenders notify any the Issuing Bank Banks that a Default exists and instruct such the Issuing Bank Banks to suspend the issuance, amendment, renewal or extension of Letters of Credit, such no Issuing Bank shall not issue, amend, renew (except pursuant to automatic renewal provisions if such Issuing Bank shall no longer be entitled to elect not to renew) or extend any Letter of Credit without the consent of the Required Lenders until such notice is withdrawn by the Required Lenders (and each Lender that shall have delivered such a notice agrees hereby agreeing promptly to withdraw it at such time as it determines that no Default exists), it being understood and agreed that in the absence of any such notice, each Issuing Bank may rely (and shall incur no liability in relying) on the representation and warranty of the Company deemed made pursuant to Section 4.02).