Common use of NOTICE OF ISSUANCE OF LETTER OF CREDIT; AGREEMENT TO ISSUE Clause in Contracts

NOTICE OF ISSUANCE OF LETTER OF CREDIT; AGREEMENT TO ISSUE. (a) Whenever the Borrower desires the issuance of a Letter of Credit, it shall, in addition to any application and documentation procedures required by the Agent for the issuance of or joint application for such Letter of Credit, deliver to the Agent a written notice no later than 11:00 AM (local time for the Agent) at least five (5) days in advance of the proposed date of issuance and the Agent shall promptly forward a copy of such notice to each of the Lenders. Each such notice shall specify (i) the proposed date of issuance (which shall be a Business Day); (ii) the face amount of the Letter of Credit; (iii) the expiration date of the Letter of Credit; and (iv) the name and address of the beneficiary with respect to such Letter of Credit and shall attach a precise description of the documentation and a verbatim text of any certificate to be presented by the beneficiary of such Letter of Credit which would require the issuer to make payment under the Letter of Credit, provided that the Agent may require changes in any such documents and certificates in accordance with its customary letter of credit practices, and provided further, that no Letter of Credit shall require payment against a conforming draft to be made thereunder on the same Business Day that such draft is presented if such presentation is made after 11:00 AM (New York, New York time). In determining whether to pay any draft under any Letter of Credit, the Agent shall be responsible only to determine that the documents and certificate required to be delivered under its Letter of Credit have been delivered, and that they comply on their face with the requirements of the Letter of Credit. Promptly after receiving the notice of issuance of a Letter of Credit, the Agent shall notify each Lender of such Lender's respective participation therein, determined in accordance with its respective Letter of Credit Percentage. (b) The Agent agrees, subject to the terms and conditions set forth in this Agreement, to issue for or jointly apply for the issuance on the account of the Borrower or an Eligible Subsidiary a Letter of Credit in a face amount equal to the face amount requested under paragraph (a) above, following its receipt of a notice required by Section 2.1.5 (a) Immediately upon the issuance of or joint application for each Letter of Credit, each Lender shall be deemed to, and hereby agrees to, have irrevocably purchased from the Agent a participation in such Letter of Credit and any drawing thereunder in an amount equal to such Letter of Credit Percentage multiplied by the face amount of such Letter of Credit. Upon issuance and amendment or extension of any Letter of Credit, the Agent shall provide a copy of each such Letter of Credit issued, amended or extended hereunder to each of the Lenders.

NOTICE OF ISSUANCE OF LETTER OF CREDIT; AGREEMENT TO ISSUE. (a) Whenever the Borrower Company desires the issuance of a Letter of Credit, it shall, in addition to any application and documentation procedures required by the Administrative Agent for the issuance of or joint application for such Letter of Credit, deliver to the Administrative Agent a written notice no later than 11:00 AM A.M. (local time for the AgentNew York, New York time) at least five (5) days in advance of the proposed date of issuance and the Agent shall promptly forward a copy of such notice to each of the Lendersissuance. Each such notice shall specify (i) the proposed date of issuance (which shall be a Business Day); (ii) the face amount of the Letter of Credit; (iii) the expiration date of the Letter of Credit; and (iv) the name and address of the beneficiary with respect to such Letter of Credit and shall attach a precise description of the documentation and a verbatim text of any certificate to be presented by the beneficiary of such Letter of Credit which would require the issuer Administrative Agent to make payment under the Letter of Credit, provided that the Administrative Agent may require changes in any such documents and certificates in accordance with its customary letter of credit practices, and provided further, that no Letter of Credit shall require payment against a conforming draft to be made thereunder on the same Business Day that such draft is presented if such presentation is made after 11:00 AM A.M. (New York, New York time). In determining whether to pay any draft under any Letter of Credit, the Administrative Agent shall be responsible only to determine that the documents and certificate required to be delivered under its Letter of Credit have been delivered, and that they comply on their face with the requirements of the Letter of Credit. Promptly after receiving the notice of issuance of a Letter of Credit, the Administrative Agent shall notify each Lender of such Lender's respective participation therein, determined in accordance with its respective Pro Rata Share of the Revolving Loan Commitments as determined on the date of the issuance of such Letter of Credit PercentageCredit. (b) The Administrative Agent agrees, subject to the terms and conditions set forth in this Agreement, to issue for or jointly apply for the issuance on the account of the Borrower or an Eligible Subsidiary Company, a Letter of Credit in a face amount equal to the face amount requested under paragraph (a) above, following its receipt of a notice and the application and other documents required by Section 2.1.5 (a) 2.05(a). Immediately upon the issuance of or joint application for each Letter of Credit, each Lender shall be deemed to, and hereby agrees to, have irrevocably purchased from the Administrative Agent a participation in such Letter of Credit and any drawing thereunder in an amount equal to such Letter of Credit Percentage Lender's Pro Rata Share multiplied by the face amount of such Letter of Credit. Upon issuance and amendment or extension of any Letter of Credit, the Agent shall provide a copy of each such Letter of Credit issued, amended or extended hereunder to each of the Lenders.

NOTICE OF ISSUANCE OF LETTER OF CREDIT; AGREEMENT TO ISSUE. (a) Whenever the Borrower Company desires the issuance of a Letter of Credit, it shall, in addition to any application and documentation procedures reasonably required by the Agent Lender for the issuance of or joint application for such Letter of Credit, deliver to the Agent Lender a written notice no later than 11:00 AM (local time for the AgentLender) at least five two (52) days Business Days in advance of the proposed date of issuance and the Agent shall promptly forward a copy of such notice to each of the Lendersissuance. Each such notice shall specify (i) the Account Party, (ii) the proposed date of issuance (which shall be a Business Day); (iiiii) the face amount of the Letter of Credit; (iiiiv) the expiration date of the Letter of Credit; and (ivv) the name and address of the beneficiary with respect to such Letter of Credit and shall attach a precise description of the documentation and a verbatim text of any certificate to be presented by the beneficiary of such Letter of Credit which would require the issuer Lender to make payment under the Letter of Credit, provided that the Agent Lender may require reasonable changes in any such documents and certificates in accordance with its customary letter of credit practices, and provided further, that no Letter of Credit shall require payment against a conforming draft to be made thereunder on the same Business Day that such draft is presented if such presentation is made after 11:00 AM (New YorkFort Lauderdale, New York Florida time). In determining whether to pay any draft under any Letter of Credit, the Agent Lender shall be responsible only to determine that the documents and certificate required to be delivered under its Letter of Credit have been delivered, and that they comply on their face with the requirements of the Letter of Credit. Promptly after receiving the notice of issuance of a Letter of Credit, the Agent shall notify each Lender of such Lender's respective participation therein, determined in accordance with its respective Letter of Credit Percentage. (b) The Agent Lender agrees, subject to the terms and conditions set forth in this Agreement, to issue for or jointly apply for the issuance on the account of the Borrower or an Eligible Subsidiary such Account Party a Letter of Credit in a face amount equal to the face amount requested under paragraph (a) above, following its receipt of a notice required by Section 2.1.52.04(a). (ac) Immediately upon As of the issuance of or joint application for each Letter of CreditClosing Date, each Lender of the Existing Letters of Credit shall be deemed to, and hereby agrees to, to have irrevocably purchased from the Agent a participation in such Letter of Credit and any drawing thereunder in an amount equal to such Letter of Credit Percentage multiplied been issued by the face amount of such Letter of Credit. Upon issuance and amendment or extension of any Letter of Credit, Lender in accordance with the Agent shall provide a copy of each such Letter of Credit issued, amended or extended hereunder to each of the Lendersterms hereof.

NOTICE OF ISSUANCE OF LETTER OF CREDIT; AGREEMENT TO ISSUE. (a) Whenever the Borrower desires the issuance of a Letter of Credit, it shall, in addition to any application and documentation procedures customarily required by the Agent for the issuance of or joint application for such Letter of Credit, deliver to the Agent a written notice no later than 11:00 AM A.M. (local time for the AgentAtlanta, Georgia time) at least five (5) days in advance of the proposed date of issuance and the Agent shall promptly forward a copy of such notice to each of the Lendersissuance. Each such notice shall specify (i) the proposed date of issuance (which shall be a Business Day); (ii) the face amount of the Letter of Credit; (iii) the expiration date of the Letter of Credit; and (iv) the name and address of the beneficiary with respect to such Letter of Credit and shall attach a precise description of the documentation and a verbatim text of any certificate to be presented by the beneficiary of such Letter of Credit which would require the issuer Agent to make payment under the Letter of Credit, provided that the Agent may require changes in any such documents and certificates in accordance with its customary letter of credit practices, and provided further, that no Letter of Credit shall require payment against a conforming draft to be made thereunder on the same Business Day that such draft is presented if such presentation is made after 11:00 AM A.M. (New YorkAtlanta, New York Georgia time). In determining whether to pay any draft under any Letter of Credit, the Agent shall be responsible only to determine that the documents and certificate required to be delivered under its Letter of Credit have been delivered, and that they comply on their face with the requirements of the Letter of Credit. Promptly after receiving the notice of issuance of a Letter of Credit, the Agent shall notify each Lender of such Lender's respective participation therein, determined in accordance with its respective Pro Rata Share of the Revolving Credit Commitments In the event that the written request of the Borrower for a Letter of Credit Percentagehereunder is delivered at least seven (7) Business Days prior to the proposed date of issuance of such Letter of Credit and is accompanied by a request for a prior review of such Letter of Credit, the Agent shall deliver to the Borrower for the Borrower's review and comment, a copy of such proposed Letter of Credit at least two (2) Business Days prior to the proposed date of issuance thereof. (b) The Agent agrees, subject to the terms and conditions set forth in this Agreement, to issue for or jointly apply for the issuance on the account of the Borrower or an Eligible Subsidiary a Letter of Credit in a face amount equal to the face amount requested under paragraph (a) above, following its receipt of a notice required by Section 2.1.5 (a) 2.06(a). Immediately upon the issuance of or joint application for each Letter of Credit, each Lender shall be deemed to, and hereby agrees to, have irrevocably purchased from the Agent a participation in such Letter of Credit and any drawing thereunder in an amount equal to such Letter Lender's Pro Rata Share of the Revolving Credit Percentage Commitments multiplied by the face amount of such Letter of Credit. Upon issuance and amendment or extension of any Letter of Credit, the The Agent shall provide promptly forward a copy of each such Letter of Credit issued, amended or extended issued hereunder to each of Lender and to the LendersBorrower.

NOTICE OF ISSUANCE OF LETTER OF CREDIT; AGREEMENT TO ISSUE. (a) Whenever the Borrower desires the issuance of a Letter of Credit, it shall, in addition to any application and documentation procedures reasonably required by the Agent and the Issuing Bank for the issuance of or joint application for such Letter of Credit, deliver to the Agent and the Issuing Bank a written notice no later than 11:00 AM (local time for the Agent) at least five two (52) days Business Days in advance of the proposed date of issuance and the Agent shall promptly forward a copy of such notice to each of the LendersLender. Each such notice shall specify (i) the Account Party, (ii) the proposed date of issuance (which shall be a Business Day); (iiiii) the face amount of the Letter of Credit; (iiiiv) the expiration date of the Letter of Credit; and (ivv) the name and address of the beneficiary with respect to such Letter of Credit and shall attach a precise description of the documentation and a verbatim text of any certificate to be presented by the beneficiary of such Letter of Credit which would require the issuer Issuing Bank to make payment under the Letter of Credit, provided that the Agent Issuing Bank may require reasonable changes in any such documents and certificates in accordance with its customary letter of credit practices, and provided further, that no Letter of Credit shall require payment against a conforming draft to be made thereunder on the same Business Day that such draft is presented if such presentation is made after 11:00 AM (New YorkAtlanta, New York Georgia time). In determining whether to pay any draft under any Letter of Credit, the Agent Issuing Bank shall be responsible only to determine that the documents and certificate required to be delivered under its Letter of Credit have been delivered, and that they comply on their face with the requirements of the Letter of Credit. Promptly after receiving the notice of issuance of a Letter of Credit, the Agent shall notify each Lender of such Lender's respective participation therein, determined in accordance with its respective Letter of Credit Percentage. (b) The Agent agrees, subject to the terms and conditions set forth in this Agreement, to issue for or jointly apply for the issuance on the account Pro Rata Share of the Borrower or an Eligible Subsidiary a Letter of Credit in a face amount equal to the face amount requested under paragraph (a) above, following its receipt of a notice required by Section 2.1.5 (a) Immediately upon the issuance of or joint application for each Letter of Credit, each Lender shall be deemed to, and hereby agrees to, have irrevocably purchased from the Agent a participation in such Letter of Credit and any drawing thereunder in an amount equal to such Letter of Credit Percentage multiplied by the face amount of such Letter of Credit. Upon issuance and amendment or extension of any Letter of Credit, the Agent shall provide a copy of each such Letter of Credit issued, amended or extended hereunder to each of the LendersCommitments.

NOTICE OF ISSUANCE OF LETTER OF CREDIT; AGREEMENT TO ISSUE. (a) Whenever the a Revolving Borrower desires the issuance of a Letter of Credit, it shall, in addition to any application and documentation procedures required by the Agent for the issuance of or joint application for such Letter of Credit, deliver to the Agent a written notice no later than 11:00 AM A.M. (local time for the AgentAtlanta, Georgia time) at least five ten (510) days in advance of the proposed date of issuance and the Agent shall promptly forward a copy of such notice to each of the Lendersissuance. Each such notice shall specify (i) the proposed date of issuance (which shall be a Business Day); (ii) the face amount of the Letter of Credit; (iii) the expiration date of the Letter of Credit; and (iv) the name and address of the beneficiary with respect to such Letter of Credit and shall attach a precise description of the documentation and a verbatim text of any certificate to be presented by the beneficiary of such Letter of Credit which would require the issuer Agent to make payment under the Letter of Credit, provided that the Agent may require changes in any such documents and certificates in accordance with its customary letter of credit practices, and provided further, that no Letter of Credit shall require payment against a conforming draft to be made thereunder on the same Business Day that such draft is presented if such presentation is made after 11:00 AM A.M. (New YorkAtlanta, New York Georgia time). In determining whether to pay any draft under any Letter of Credit, the Agent shall be responsible only to determine that the documents and certificate required to be delivered under its Letter of Credit have been delivered, and that they comply on their face with the requirements of the Letter of Credit. Promptly after receiving the notice of issuance of a Letter of Credit, the Agent shall notify each Lender of such Lender's respective participation therein, determined in accordance with its respective Pro Rata Share as determined on the date of the issuance of such Letter of Credit PercentageCredit. (b) The Agent agrees, subject to the terms and conditions set forth in this Agreement, to issue for or jointly apply for the issuance on the account of the Borrower or an Eligible Subsidiary Borrowers a Letter of Credit in a face amount equal to the face amount requested under paragraph (a) above, following its receipt of a notice and the application and other documents required by Section 2.1.53.05 (a) Immediately upon the issuance of or joint application for each Letter of Credit, each Lender shall be deemed to, and hereby agrees to, have irrevocably purchased from the Agent a participation in such Letter of Credit and any drawing thereunder in an amount equal to such Lender's Pro Rata Share of such Letter of Credit Percentage multiplied by the face amount of such Letter of Credit. Upon issuance . (c) In addition, upon the terms and amendment or extension subject to the conditions of any the Letter of CreditCredit Agreement, the terms of which are expressly incorporated herein by this reference, the Agent has issued the IRB LC, which for purposes of this Agreement, shall provide be deemed to have been issued hereunder pursuant to the Revolving Loan Commitments, and the Revolving Loan Commitments and L/C Subcommitment shall be reduced by the stated amount thereof. Each Lender hereby irrevocably purchases a copy of each participation interest in such IRB LC and in any advance made pursuant to such IRB LC in accordance with subsection (b) above. Notwithstanding anything in this Agreement to the contrary, the Lenders shall not be entitled to receive any fees paid with respect to the IRB LC pursuant to the Letter of Credit issued, amended or extended hereunder to each of the LendersAgreement except as specifically provided in Section 4.05(c) hereof.