Common use of Notice of LC Activity Clause in Contracts

Notice of LC Activity. Subject to the terms and conditions contained in this Financing Agreement (including the satisfaction of the requirements in Section 2.2(b)) and so long as no Inchoate Default or Event of Default has occurred and is continuing, Borrower shall request (x) the issuance or extension of any Letter of Credit, or (y) any reinstatement, increase or decrease in the Stated Amount thereof, in each case, by delivering to Administrative Agent and Issuing Bank an irrevocable written notice in the form of Exhibit S, appropriately completed (a “Notice of LC Activity”), which specifies, among other things: (i) the particulars of any Letters of Credit to be issued, extended or amended, including the then-current Stated Amount of such Letters of Credit (which shall not exceed the then Available LC Commitment applicable to such Letters of Credit); and (ii) with respect to any Hedge LC or Working Capital LC, if a reinstatement, increase or decrease to the Stated Amount of such Letter of Credit is requested, the amount by which such Stated Amount is to be reinstated, increased or decreased, as applicable. In the case of any Hedge LC or Working Capital LC, Borrower shall deliver the Notice of LC Activity to Administrative Agent (with a copy to Issuing Bank) at least five (5) Business Days before the date of issuance, reinstatement, increase or decrease of the Stated Amount of such Letter of Credit. Upon the adjustment date specified in such Notice of LC Activity, subject to the terms and conditions set forth in this Financing Agreement, Issuing Bank shall, by amendment or adjustment to the Letter of Credit, adjust the Stated Amount thereof to reflect the change specified in such Notice of LC Activity. From the effective date of any such adjustment, the LC Fees payable pursuant to Section 3.3(e) shall be computed on the basis of the Stated Amount as so adjusted.

Notice of LC Activity. Subject to the terms and conditions contained in this Financing Agreement (including the satisfaction of the requirements in Section 2.2(b)) and so long as no Inchoate Default or Event of Default has occurred and is continuing, Borrower shall request (x) the issuance issuance, extension of the Expiration Date or extension increase in the Stated Amount of any Letter of Credit, or (y) any reinstatement, increase or decrease in the Stated Amount thereof, in each case, Credit by delivering to Administrative Agent and Issuing the LC Bank an irrevocable written notice in the form of Exhibit SC-5, appropriately completed (a “"Notice of LC Activity”"), which specifies, among other things: (ia) the The particulars of any Letters the Letter of Credit to be issued or the specific Letter of Credit the Expiration Date of which is to be extended or the Stated Amount of which is to be increased (including, for a Project Letter of Credit, the Approved Project for which such Project Letter of Credit is being issued, extended or amendedincreased); (b) Subject to Section 2.2.2, including the then-current issue date and Expiration Date of the Letter of Credit to be issued or the new Expiration Date of the Letter of Credit to be extended; and (c) The Stated Amount (as increased, if applicable) of the Letter of Credit, provided that (i) the Stated Amount of such Letters any requested Project Letter of Credit (which shall not exceed the then current Available Working Capital/Project LC Commitment applicable to such Letters of Credit); and Commitment, and (ii) with respect to any Hedge LC or Working Capital LC, if a reinstatement, increase or decrease to the Stated Amount of such the requested DSR Letter of Credit is requested, shall not exceed the amount by which such Stated Amount is to be reinstated, increased or decreased, as applicablethen current Available DSR LC Commitment. In the case of any Hedge LC or Working Capital LC, Borrower shall deliver give the Notice of LC Activity to Administrative Agent (with a copy to Issuing Bank) and the LC Bank at least five (5) Business Banking Days before the requested date of issuanceissuance of any Letter of Credit, reinstatement, and at least three Banking Days before the requested date of any extension of the Expiration Date of any Letter of Credit or increase or decrease of in the Stated Amount of such any Letter of Credit. Upon the adjustment date specified in such Any Notice of LC Activity, subject to once given by Borrower, may not be modified or revoked. Administrative Agent shall promptly notify each Bank of the terms and conditions set forth in this Financing Agreement, Issuing Bank shall, by amendment or adjustment to the Letter contents of Credit, adjust the Stated Amount thereof to reflect the change specified in such each Notice of LC Activity. From the effective date of any such adjustment, the LC Fees payable pursuant to Section 3.3(e) shall be computed on the basis of the Stated Amount as so adjusted.

Notice of LC Activity. (i) Subject to Section 2.04(d), the terms and conditions contained in this Financing Agreement (including the satisfaction of the requirements in Section 2.2(b)) and so long as no Inchoate Default or Event of Default has occurred and is continuing, Borrower shall may request (xA) the issuance or extension of any Letter of Credit, or Credit and (yB) any reinstatement, decrease or increase or decrease in the Stated Amount thereof, in each case, thereof by delivering to the Administrative Agent and the Issuing Bank an irrevocable written notice in the form of Exhibit SC-2, appropriately completed (a “Notice of LC Activity”), which specifiesshall specify, among other things: (i) : the particulars of any Letters the Letter of Credit to be issued, extended or amended, including the then-current Stated Amount (1) the proposed issuance, extension or amendment date of such Letters the requested Letter of Credit (which shall not exceed the then Available LC Commitment applicable to such Letters of Creditbe a Business Day); and (ii2) with respect to any Hedge LC or Working Capital LC, if a reinstatement, increase or decrease to the requested Stated Amount of such the Letter of Credit is requested, or the amount by which such Stated Amount is to be reinstated, decreased or increased or decreased, (as applicable), (3) the expiry date thereof; (4) the name and address of the beneficiary thereof; (5) the documents to be presented by such beneficiary in case of any drawing thereunder; (6) the full text of any certificate to be presented by such beneficiary in case of any drawing [***] Confidential treatment has been requested for the bracketed portions. In The confidential redacted portion has been omitted and filed separately with the Securities and Exchange Commission. thereunder; and (7) and, in the case of an amendment, the Letter of Credit to be amended, the nature of the amendment and the written confirmation of the beneficiary of such Letter of Credit confirming a decrease or increase in the Stated Amount of such Letter of Credit; provided, however, that in no instance may any Hedge request for a Letter of Credit or the increase in the Stated Amount of a Letter of Credit cause the LC or Working Capital LC, Exposure of all LC Lenders to exceed the total aggregate LC Commitment. The Borrower shall deliver the Notice of LC Activity to the Administrative Agent (with a copy to the Issuing Bank) by 11:00 a.m. at least five (5) Business Days before the date of issuance, reinstatementextension, increase or decrease of the Stated Amount of such the Letter of Credit. Additionally, the Borrower shall furnish to the applicable Issuing Bank and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance, extension or amendment, including any LC Documents, as such Issuing Bank or the Administrative Agent may reasonably require. (ii) Promptly after receipt of any LC Application, the applicable Issuing Bank will confirm with the Administrative Agent that the Administrative Agent has received a copy of such LC Application from the Borrower and, if not, such Issuing Bank will provide the Administrative Agent with a copy thereof. Upon receipt by such Issuing Bank of confirmation from the adjustment Administrative Agent that the requested issuance or amendment is permitted in accordance with the terms hereof, then, upon (x) the amendment date, in the case of a requested increase or decrease of the Stated Amount under a Letter of Credit, or (y) the date specified as being the date requested for issuance or extension, in the case of the issuance or extension of a Letter of Credit, in each case as the applicable date is specified in such Notice of LC Activity, subject to the terms and conditions set forth in this Financing AgreementAgreement (including Section 2.04(d) and the applicable conditions precedent set forth in Section 10.04), the Issuing Bank shall, by amendment or adjustment to the Letter of Credit, adjust the Stated Amount thereof downward or upward, as applicable, to reflect the change decrease or increase, as applicable, or issue or extend the Letter of Credit, in each case as specified in such Notice of LC Activity. From Upon the effective date issuance of any Letter of Credit by the Issuing Bank or amendment or modification to a Letter of Credit, (1) the Issuing Bank shall promptly notify the Administrative Agent of such adjustmentissuance, extension or amendment and (2) the Administrative Agent shall then promptly notify each applicable LC Fees payable pursuant to Section 3.3(e) Lender of such issuance, extension or amendment and each such notice shall be computed on accompanied by a copy of such Letter of Credit or amendment or modification to a Letter of Credit and the basis amount of the Stated Amount as so adjustedeach applicable LC Lender’s respective participation in such Letter of Credit.

Notice of LC Activity. (i) Subject to Section 2.02(d), the terms and conditions contained in this Financing Agreement (including the satisfaction of the requirements in Section 2.2(b)) and so long as no Inchoate Default or Event of Default has occurred and is continuing, Borrower shall may request (xA) the issuance or extension of any Letter of Credit, or Credit and (yB) any reinstatement, decrease or increase or decrease in the Stated Amount thereof, in each case, thereof by delivering to the Administrative Agent and Issuing Bank the LC Issuer an irrevocable written notice in the form of Exhibit SC-2, appropriately completed (a “Notice of LC Activity”), which specifiesshall specify, among other things: (i) : the particulars of any Letters the Letter of Credit to be issued, extended or amended, including the then-current Stated Amount (1) the proposed issuance, extension or amendment date of such Letters the requested Letter of Credit (which shall not exceed the then Available LC Commitment applicable to such Letters of Creditbe a Business Day); and (ii2) with respect to any Hedge LC or Working Capital LC, if a reinstatement, increase or decrease to the requested Stated Amount of such the Letter of Credit is requested, or the amount by which such Stated Amount is to be reinstated, decreased or increased or decreased, (as applicable. In ), (3) the expiry date thereof; (4) the name and address of the beneficiary thereof; (5) the documents to be presented by such beneficiary in case of any drawing thereunder; (6) the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder; and (7) and, in the case of an amendment, the Letter of Credit to be amended, the nature of the amendment and the written confirmation of the beneficiary of such Letter of Credit confirming a decrease or increase in the Stated Amount of such Letter of Credit; provided, however, that in no instance may any Hedge request for a Letter of Credit or the increase in the Stated Amount of a Letter of Credit cause the LC or Working Capital LC, Exposure of all LC Lenders to exceed the total aggregate LC Commitment. The Borrower shall deliver the Notice of LC Activity to the Administrative Agent (with a copy to Issuing Bankthe LC Issuer) by 11:00 a.m. at least five (5) Business Days before the date of issuance, reinstatementextension, increase or decrease of the Stated Amount of such the Letter of Credit. Additionally, the Borrower shall furnish to the LC Issuer and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance, extension or amendment, including any LC Documents, as the LC Issuer or the Administrative Agent may reasonably require. [***] Confidential treatment has been requested for the bracketed portions. The confidential redacted portion has been omitted and filed separately with the Securities and Exchange Commission. (ii) Promptly after receipt of any LC Application, the LC Issuer will confirm with the Administrative Agent that the Administrative Agent has received a copy of such LC Application from the Borrower and, if not, the LC Issuer will provide the Administrative Agent with a copy thereof. Upon receipt by the adjustment LC Issuer of confirmation from the Administrative Agent that the requested issuance or amendment is permitted in accordance with the terms hereof, then, upon (x) the amendment date, in the case of a requested increase or decrease of the Stated Amount under a Letter of Credit, or (y) the date specified as being the date requested for issuance or extension, in the case of the issuance or extension of a Letter of Credit, in each case as the applicable date is specified in such Notice of LC Activity, subject to the terms and conditions set forth in this Financing AgreementAgreement (including Section 2.02(d) and the applicable conditions precedent set forth in Section 9.03), Issuing Bank the LC Issuer shall, by amendment or adjustment to the Letter of Credit, adjust the Stated Amount thereof downward or upward, as applicable, to reflect the change decrease or increase, as applicable, or issue or extend the Letter of Credit, in each case as specified in such Notice of LC Activity. From Upon the effective date issuance of any such adjustment, Letter of Credit by the LC Fees payable pursuant Issuer or amendment or modification to Section 3.3(ea Letter of Credit, (1) the LC Issuer shall promptly notify the Administrative Agent of such issuance, extension or amendment and (2) the Administrative Agent shall then promptly notify each applicable LC Lender of such issuance, extension or amendment and each such notice shall be computed on accompanied by a copy of such Letter of Credit or amendment or modification to a Letter of Credit and the basis amount of the Stated Amount as so adjustedeach applicable LC Lender’s respective participation in such Letter of Credit.

Notice of LC Activity. Subject to the terms and conditions contained in this Financing Agreement (including the satisfaction of the requirements in Section 2.2(b)) and so long as no Inchoate Default or Event of Default has occurred and is continuingAgreement, Borrower shall request (x) the issuance or extension of any Letter of Credit, or (y) so long as no Default or Event of Default has occurred and is continuing, any reinstatementdecrease or increase (subject to the satisfaction of the requirements in Section 2.3(b)) in the Stated Amount thereof or (z) so long as no Default or Event of Default has occurred and is continuing, upon the full or partial repayment of any DSRA LC Loans or Project Agreement LC Loans and any interest accrued with respect thereto, any increase or decrease in the Stated Amount thereof, in each case, by delivering to Administrative Agent and Issuing LC Fronting Bank an irrevocable written notice in the form of Exhibit SD-5, appropriately completed (a “Notice of LC Activity”), which specifies, among other things: (i) the particulars of any Letters of Credit to be issued, extended or amended, including the then-current Stated Amount of such Letters of Credit (which shall not exceed the then Available LC LC/Cash Collateral Commitment applicable to such Letters of Credit); and (ii) with respect to any Hedge the DSRA LC or Working Capital any Project Agreement LC, if a reinstatement, increase or decrease change to the Stated Amount of such Letter of Credit is requested, the amount by which such Stated Amount is to be reinstated, increased or decreased, as applicablechanged. In the case of any Hedge the DSRA LC or Working Capital any Project Agreement LC, Borrower shall deliver the Notice of LC Activity to Administrative Agent (with a copy to Issuing LC Fronting Bank) at least five three (53) Business Banking Days before the date of issuance, reinstatement, increase issuance or decrease change of the Stated Amount of such Letter of Credit. Upon the adjustment date specified in such Notice of LC Activity, subject to the terms and conditions set forth in this Financing Agreement, Issuing LC Fronting Bank shall, by amendment or adjustment to the Letter of Credit, adjust the Stated Amount thereof to reflect the change specified in such Notice of LC Activity. From the effective date of any such adjustment, the LC Fees payable pursuant to Section 3.3(e2.6(c) shall be computed on the basis of the Stated Amount as so adjusted. The initial Notice of LC Activity requesting the issuance of the Energy Hedge LC as described in Section 2.3(a) may be delivered to Administrative Agent (with a copy to LC Fronting Bank) two (2) Banking Days before the requested issuance date.

Notice of LC Activity. Subject to the terms and conditions contained in this Financing Agreement (including the satisfaction of the requirements in Section 2.2(b)) and so long as no Inchoate Default or Event of Default has occurred and is continuing, Borrower shall request (x) the issuance or extension of any Letter of Credit, or (y) any reinstatementdecrease or increase (subject to the satisfaction of the requirements in Section 2.3(b)) in the Stated Amount thereof or (z) upon the full or partial repayment of any DSRA LC Loans and any interest accrued with respect thereto, any increase or decrease in the Stated Amount thereof, in each case, by delivering to Administrative Agent and Issuing LC Fronting Bank an irrevocable a written notice in the form of Exhibit SD-5, appropriately completed (a “Notice of LC Activity”), which specifies, among other things: (i) the particulars of any Letters of Credit to be issued, extended or amended, including the then-current Stated Amount of such Letters of Credit (which shall not exceed the then Available LC Commitment applicable to such Letters of Credit); and (ii) with respect to any Hedge LC or Working Capital the DSRA LC, if a reinstatement, increase or decrease change to the Stated Amount of such Letter of Credit DSRA LC is requested, the amount by which such Stated Amount is to be reinstated, increased or decreased, as applicablechanged. In the case of any Hedge LC or Working Capital the DSRA LC, Borrower shall deliver the Notice of LC Activity to Administrative Agent (with a copy to Issuing LC Fronting Bank) at least five three (53) Business Banking Days before the date of issuance, reinstatement, increase issuance or decrease change of the Stated Amount of such Letter of Credit. The Stated Amount of the Energy Hedge LC may not be changed (except as a result of a Drawing Payment as set forth in Section 2.3(d) of this Agreement). Any Notice of LC Activity shall be irrevocable. Upon the adjustment date specified in such Notice of LC Activity, subject to the terms and conditions set forth in this Financing Agreement, Issuing LC Fronting Bank shall, by amendment or adjustment to the Letter of Credit, adjust the Stated Amount thereof to reflect the change specified in such Notice of LC Activity. From the effective date of any such adjustment, the LC Fees payable pursuant to Section 3.3(e2.6(c) shall be computed on the basis of the Stated Amount as so adjusted. The initial Notice of LC Activity requesting the issuance of the Energy Hedge LC on the later of the Financial Closing Date and the Trade Date as described in Section 2.3(a) may be delivered to Administrative Agent (with a copy to LC Fronting Bank) two (2) Banking Days before the later of the Financial Closing Date and the Trade Date.

Notice of LC Activity. Subject to the terms and conditions contained in this Financing Agreement (including the satisfaction of the requirements in Section 2.2(b)) and so long as no Inchoate Default or Event of Default has occurred and is continuing, Borrower shall request (x) the issuance issuance, extension or extension increase in the Stated Amount of any Letter of Credit, or (y) any reinstatement, increase or decrease in the Stated Amount thereof, in each case, Credit by delivering to Administrative Agent and Issuing LC Bank an irrevocable written notice in the form of Exhibit SC-5, appropriately completed (a “"Notice of LC Activity”"), which specifies, among other things: (ia) the The particulars of any Letters the Letter of Credit to be issued, issued or the specific Letter of Credit to be extended or amended, including the then-current Stated Amount of which is to be increased; (b) The Project to which such Letters Letter of Credit relates; (c) The issue date and expiration date of the Letter of Credit to be issued or extended (neither of which shall not exceed in any event be later than the then Available LC Commitment applicable to such Letters of Creditscheduled Loan Maturity Date); and; (iid) with respect to any Hedge LC or Working Capital LC, if a reinstatement, increase or decrease to the The Stated Amount of such Letter of Credit is requestedwhich, together with the Aggregate LC Stated Amount and all outstanding Reimbursement Obligations, shall not exceed the lesser of (i) Total Letter of Credit Commitment and (ii) an amount equal to the excess, if any, of (A) the amount by which of the Total Loan Commitment at such time over (B) the aggregate principal amount of all Loans then outstanding plus the Aggregate LC Stated Amount is and all outstanding Reimbursement Obligations; and (e) The Available Construction Funds which, after taking into effect the issuance of such Letter of Credit, will be equal to be reinstated, increased or decreased, as applicableexceed the remaining Project Costs for Funded Projects. In the case of any Hedge LC or Working Capital LC, Borrower shall deliver give the Notice of LC Activity to Administrative Agent (with a copy to Issuing Bank) and LC Bank at least five (5) Business Banking Days before the requested date of issuance, reinstatement, increase or decrease issuance of the Stated Amount of such any Letter of Credit, and at least five Banking Days before the requested date of extension, or increase in the Stated Amount, thereof. Upon the adjustment date specified in such Any Notice of LC Activity, subject to once given by Borrower, may not be modified or revoked without the terms and conditions set forth in this Financing Agreement, Issuing Bank shall, by amendment or adjustment to the Letter prior consent of Credit, adjust the Stated Amount thereof to reflect the change specified in such Notice of LC Activity. From the effective date of any such adjustment, the LC Fees payable pursuant to Section 3.3(e) shall be computed on the basis of the Stated Amount as so adjustedBank.

Notice of LC Activity. Subject to the terms and conditions contained in this Financing Agreement (including the satisfaction of the requirements in Section 2.2(b)) and so long as no Inchoate Default or Event of Default has occurred and is continuing, Borrower shall request (xi) the issuance issuance, amendment or extension of any Letter of Credit, or and (yii) any reinstatementincrease, increase reinstatement or decrease in the Stated Amount thereof, in each case, thereof by delivering to Administrative Agent and to the applicable LC Issuing Bank an irrevocable (with a copy to the Lenders) a written notice in the form of Exhibit SD-4, appropriately completed (a “Notice of LC Activity”), in addition to any proprietary letter of credit application required by any LC Issuing Bank, which specifies, among other things: (i) the particulars of any Letters each Letter of Credit to be issued, extended extended, reinstated or amended, including the then-current aggregate Stated Amount of such the Letters of Credit (which shall not exceed the then Available LC Commitment applicable to such Letters Letter of Credit); and; (ii) with respect to any Hedge LC or Working Capital LC, if a reinstatement, an increase or decrease reinstatement to the Stated Amount of such a Letter of Credit is requested, the amount by which such Stated Amount is to be reinstated, increased or decreasedreinstated, as applicable; (iii) if a decrease to the Stated Amount of a Letter of Credit is requested, the amount by which such Stated Amount is to be decreased; and (iv) the date of issuance, reinstatement, amendment or adjustment of each such Letter of Credit. In the case of any Hedge LC or Working Capital LC, Borrower shall deliver the Notice of LC Activity to Administrative Agent (with a copy to the applicable LC Issuing Bank) at least five three (53) Business Banking Days before the date of issuance, extension, amendment, reinstatement, increase or decrease of the Stated Amount of such any Letter of Credit. Any delivered Notice of LC Activity shall be irrevocable. Upon the adjustment date specified in such Notice of LC Activity, subject to the terms and conditions set forth in this Financing Agreement, the applicable LC Issuing Bank shall, by amendment or adjustment to the Letter Letter(s) of Credit, adjust the Stated Amount thereof upward or downward to reflect the change increase, reinstatement or decrease specified in such Notice of LC Activity, provided, however, that in the case of a decrease, the applicable LC Issuing Bank has received written consent from the beneficiary of the Letter of Credit. From the effective date of any such adjustmentincrease, reinstatement or decrease of the Stated Amount of a Letter of Credit, the LC Fees payable pursuant to Section 3.3(e) 2.6 shall be computed on the basis of the applicable Stated Amount of such Letter of Credit issued by the applicable LC Issuing Bank as so adjustedincreased, reinstated or decreased.

Notice of LC Activity. Subject to the terms and conditions contained in this Financing Agreement (including the satisfaction of the requirements in Section 2.2(b)) and so long as no Inchoate Default or Event of Default has occurred and is continuing, The Borrower shall request (x) the issuance issuance, extension or extension increase in the Stated Amount of any Letter of Credit, or (y) any reinstatement, increase or decrease in the Stated Amount thereof, in each case, Credit by delivering to the Administrative Agent and Issuing the LC Bank an irrevocable written notice in the form of Exhibit SH, appropriately completed (a “"Notice of LC Activity”"), which specifies, among other things: (ia) the The particulars of any Letters the Letter of Credit to be issued, issued or the Letter of Credit to be extended or amended, including the then-current Stated Amount of which is to be increased; (b) The Borrower (or its Affiliates) and the Facility to which such Letters Letter of Credit relates; (c) The issue date and expiration date of the Letter of Credit to be issued or extended (neither of which shall not exceed in any event be later than the then Available LC Commitment applicable to such Letters of Creditscheduled Maturity Date); and (iid) with respect to any Hedge LC or Working Capital LC, if a reinstatement, increase or decrease to the Stated Amount of such Letter of Credit is requested, the amount by which such Stated Amount is to be reinstated, increased or decreased, as applicable. In the case of any Hedge LC or Working Capital LC, Borrower shall deliver the Notice of LC Activity to Administrative Agent (with a copy to Issuing Bank) at least five (5) Business Days before the date of issuance, reinstatement, increase or decrease of the The Stated Amount of such Letter of Credit; provided, that the sum of (i) such Stated Amount plus (ii) the Aggregate LC Stated Amount plus (iii) all outstanding Reimbursement Obligations, shall not exceed the amount equal to the excess, if any, of (A) the Total Loan Commitment at such time over (B) the aggregate principal amount of all Revolving Loans then outstanding plus the Aggregate LC Stated Amount and all outstanding Reimbursement Obligations at such time. Upon The Borrower shall give the adjustment Notice of LC Activity to the Administrative Agent and the LC Bank at least five Business Days before the requested date specified of issuance of any Letter of Credit, or of any extension or increase in such the Stated Amount of any Letter of Credit. Any Notice of LC Activity, subject to once given by Borrower, may not be modified or revoked without the terms and conditions set forth in this Financing Agreement, Issuing Bank shall, by amendment or adjustment to the Letter prior consent of Credit, adjust the Stated Amount thereof to reflect the change specified in such Notice of LC Activity. From the effective date of any such adjustment, the LC Fees payable pursuant to Section 3.3(e) shall be computed on the basis of the Stated Amount as so adjustedBank.

Notice of LC Activity. Subject to the terms and conditions contained in this Financing Agreement (including the satisfaction of the requirements in Section 2.2(b)) and so long as no Inchoate Default or Event of Default has occurred and is continuing, Borrower shall request (x) the issuance issuance, extension or extension increase in the Stated Amount of any Letter of Credit, or (y) any reinstatement, increase or decrease in the Stated Amount thereof, in each case, Credit by delivering to Administrative Agent and Issuing LC Bank an irrevocable written notice in the form of Exhibit SC-5, appropriately completed (a “"Notice of LC Activity”"), which specifies, among other things: (ia) the The particulars of any Letters the Letter of Credit to be issued, issued or the specific Letter of Credit to be extended or amended, including the then-current Stated Amount of which is to be increased; (b) The Project to which such Letters Letter of Credit relates; (c) The issue date and expiration date of the Letter of Credit to be issued or extended (neither of which shall not exceed in any event be later than the then Available LC Commitment applicable to such Letters of Creditscheduled Loan Maturity Date); and; (iid) with respect to any Hedge LC or Working Capital LC, if a reinstatement, increase or decrease to the The Stated Amount of such Letter of Credit is requestedwhich, together with the Aggregate LC Stated Amount and all outstanding Reimbursement Obligations, shall not exceed the lesser of (i) Total Letter of Credit Commitment and (ii) an amount equal to the excess, if any, of (A) the amount by which of the Total Loan Commitment at such time over (B) the aggregate principal amount of all Loans then outstanding plus the Aggregate LC Stated Amount is and all outstanding Reimbursement Obligations; and (e) The Available Construction Funds which, after taking into effect the issuance of such Letter of Credit, will be equal to be reinstated, increased or decreased, as applicableexceed the remaining Project Costs for the Initial Projects and the Funded Subsequent Projects. In the case of any Hedge LC or Working Capital LC, Borrower shall deliver give the Notice of LC Activity to Administrative Agent (with a copy to Issuing Bank) and LC Bank at least five (5) Business Banking Days before the requested date of issuance, reinstatement, increase or decrease issuance of the Stated Amount of such any Letter of Credit, and at least five Banking Days before the requested date of extension, or increase in the Stated Amount, thereof. Upon the adjustment date specified in such Any Notice of LC Activity, subject to once given by Borrower, may not be modified or revoked without the terms and conditions set forth in this Financing Agreement, Issuing Bank shall, by amendment or adjustment to the Letter prior consent of Credit, adjust the Stated Amount thereof to reflect the change specified in such Notice of LC Activity. From the effective date of any such adjustment, the LC Fees payable pursuant to Section 3.3(e) shall be computed on the basis of the Stated Amount as so adjustedBank.

Notice of LC Activity. Subject to the terms and conditions contained in this Financing Agreement (including the satisfaction of the requirements in Section 2.2(b)) and so long as no Inchoate Default or Event of Default has occurred and is continuing, Borrower shall request (x) the issuance issuance, extension or extension increase in the Stated Amount of any Letter of Credit, or (y) any reinstatement, increase or decrease in the Stated Amount thereof, in each case, Credit by delivering to Administrative Agent and Issuing Bank an irrevocable written notice in the form of Exhibit SC-4, appropriately completed (a “"Notice of LC Activity”"), which specifies, among other things: (ia) the The particulars of any Letters the Letter of Credit to be issued, issued or the specific Letter of Credit to be extended or amended, including the then-current Stated Amount of which is to be increased; (b) The Project to which such Letters Letter of Credit relates; (c) The issue date and expiration date of the Letter of Credit to be issued or extended (neither of which shall not exceed in any event be later than the then Available LC Commitment applicable to such Letters of Creditscheduled Loan Maturity Date); and; (iid) with respect to any Hedge LC or Working Capital LC, if a reinstatement, increase or decrease to the The Stated Amount of such Letter of Credit is requestedwhich, together with the Aggregate LC Stated Amount and all outstanding Reimbursement Obligations, shall not exceed the lesser of (i) Total Letter of Credit Commitment and (ii) an amount equal to the excess, if any, of (A) the amount by which of the Total Loan Commitment at such time over (B) the aggregate principal amount of all Loans then outstanding plus the Aggregate LC Stated Amount is and all outstanding Reimbursement Obligations; and (e) The Available Construction Funds which, after taking into effect the issuance of such Letter of Credit, will be equal to be reinstated, increased or decreased, as applicableexceed the remaining Project Costs for the Initial Projects and the Funded Subsequent Projects. In the case of any Hedge LC or Working Capital LC, Borrower shall deliver give the Notice of LC Activity to Administrative Agent (with a copy to Issuing Bank) and LC Bank at least five (5) Business Banking Days before the requested date of issuance, reinstatement, increase or decrease issuance of the Stated Amount of such any Letter of Credit, and at least five Banking Days before the requested date of extension, or increase in the Stated Amount, thereof. Upon the adjustment date specified in such Any Notice of LC Activity, subject to once given by Borrower, may not be modified or revoked without the terms and conditions set forth in this Financing Agreement, Issuing Bank shall, by amendment or adjustment to the Letter prior consent of Credit, adjust the Stated Amount thereof to reflect the change specified in such Notice of LC Activity. From the effective date of any such adjustment, the LC Fees payable pursuant to Section 3.3(e) shall be computed on the basis of the Stated Amount as so adjustedBank.

Notice of LC Activity. Subject to the terms and conditions contained in this Financing Agreement (including the satisfaction of the requirements in Section 2.2(b)) and so long as no Inchoate Default or Event of Default has occurred and is continuing, Borrower shall may request (x) the issuance or extension of any Letter of Credit, or Credit and (y) any reinstatement, decrease or increase or decrease in the Stated Amount thereof, in each case, thereof by delivering to Administrative Agent and the applicable Letter of Credit Issuing Bank (with a copy to the applicable LC Lenders) an irrevocable written notice in the form of Exhibit SD-4, appropriately completed (a “Notice of LC Activity”) and if requested by the applicable Letter of Credit Issuing Bank, a Letter of Credit application in such Letter of Credit Issuing Bank’s standard form (“Letter of Credit Application”), which specifies, among other things: : (i) the particulars of any Letters the Letter of Credit to be issued, extended or amended, including the then-current Stated Amount of such Letters the Letter of Credit (which shall not exceed the then Available PPA LC Commitment applicable to such Letters Commitment, in the case of a PPA Letter of Credit, or the then Available DSR LC Commitment, in the case of a DSR Letter of Credit); and and (ii) with respect to any Hedge LC or Working Capital LC, if a reinstatement, increase or decrease an adjustment to the Stated Amount of such Letter of Credit is requested, the amount by which such Stated Amount is to be reinstated, increased decreased or decreasedincreased, as applicable. In , and the written confirmation of the beneficiary of such Letter of Credit confirming a decrease or increase in the Stated Amount of such Letter of Credit, where applicable; provided, however, that in no instance may the Stated Amount of any Letter of Credit be increased by an amount that would exceed the then Available PPA LC Commitment, in the case of any Hedge a PPA Letter of Credit, or the then Available DSR LC or Working Capital LCCommitment, in the case of a DSR Letter of Credit. Borrower shall deliver the Notice of LC Activity and/or any Letter of Credit Application to Administrative Agent (with a copy to the applicable Letter of Credit Issuing Bank) by 11:00 a.m. at least five (5) Business Banking Days before the date of issuance, reinstatementextension, increase or decrease of the Stated Amount of such the Letter of Credit; provided that, with respect to the issuance of any Letter of Credit to be issued on or within five Banking Days of the Closing Date hereunder, such Notice of LC Activity and/or Letter of Credit Application shall be delivered by Borrower at least one Banking Day before the date of the requested issuance thereof. Upon the adjustment date, in the case of a requested increase or decrease of the Stated Amount under a Letter of Credit, or the date specified as being the date requested for issuance or extension, in the case of the issuance or extension of a Letter of Credit, in each case as the applicable date is specified in such Notice of LC ActivityActivity or Letter of Credit Application, subject to the terms and conditions set forth in this Financing Credit Agreement, the applicable Letter of Credit Issuing Bank shall, by amendment or adjustment to the Letter of Credit, adjust the Stated Amount thereof downward or upward, as applicable, to reflect the change decrease or increase, as applicable, or issue or extend the Letter of Credit, in each case as specified in such Notice of LC ActivityActivity or Letter of Credit Application. From In the effective date event of any such adjustmentconflict between the provisions set forth in this Credit Agreement and those set forth in a Notice of LC Activity or Letter of Credit Application, the LC Fees payable pursuant to Section 3.3(e) provisions of this Credit Agreement shall be computed on the basis of the Stated Amount as so adjustedcontrol.

Notice of LC Activity. Subject to the terms and conditions contained in this Financing Agreement (including the satisfaction of the requirements in Section 2.2(b)) and so long as no Inchoate Default or Event of Default has occurred and is continuing, The Borrower shall request (x) the issuance issuance, extension or extension increase in the Stated Amount of any Letter of Credit, or (y) any reinstatement, increase or decrease in the Stated Amount thereof, in each case, Credit by delivering to the Administrative Agent and Issuing the LC Bank an irrevocable written notice in the form of Exhibit SH, appropriately completed (a “"Notice of LC Activity”"), which specifies, among other things: (ia) the The particulars of any Letters the Letter of Credit to be issued, issued or the Letter of Credit to be extended or amended, including the then-current Stated Amount of which is to be increased; (b) The Borrower (or its Affiliates) and the Facility to which such Letters Letter of Credit relates;, (c) The issue date and expiration date of the Letter of Credit to be issued or extended (neither of which shall not exceed in any event be later than the then Available LC Commitment applicable to such Letters of Creditscheduled Maturity Date); and (iid) with respect to any Hedge LC or Working Capital LC, if a reinstatement, increase or decrease to the Stated Amount of such Letter of Credit is requested, the amount by which such Stated Amount is to be reinstated, increased or decreased, as applicable. In the case of any Hedge LC or Working Capital LC, Borrower shall deliver the Notice of LC Activity to Administrative Agent (with a copy to Issuing Bank) at least five (5) Business Days before the date of issuance, reinstatement, increase or decrease of the The Stated Amount of such Letter of Credit; provided, that the sum of (i) such Stated Amount plus (ii) the Aggregate LC Stated Amount plus (iii) all outstanding Reimbursement Obligations, shall not exceed the amount equal to the excess, if any, of (A) the Total Loan Commitment at such time over (B) the aggregate principal amount of all Revolving Loans then outstanding plus the Aggregate LC Stated Amount and all outstanding Reimbursement Obligations at such time. Upon The Borrower shall give the adjustment Notice of LC Activity to the Administrative Agent and the LC Bank at least five Business Days before the requested date specified of issuance of any Letter of Credit, or of any extension or increase in such the Stated Amount of any Letter of Credit. Any Notice of LC Activity, subject to once given by Borrower, may not be modified or revoked without the terms and conditions set forth in this Financing Agreement, Issuing Bank shall, by amendment or adjustment to the Letter prior consent of Credit, adjust the Stated Amount thereof to reflect the change specified in such Notice of LC Activity. From the effective date of any such adjustment, the LC Fees payable pursuant to Section 3.3(e) shall be computed on the basis of the Stated Amount as so adjustedBank.