Common use of Notice of Request for Issuance Clause in Contracts

Notice of Request for Issuance. Whenever Borrower desires the issuance of a Letter of Credit, it shall deliver to Administrative Agent a Notice of Request for Issuance of Letter of Credit substantially in the form of EXHIBIT III annexed hereto no later than 12:00 Noon (Boston, Massachusetts time) at least three Business Days (in the case of Standby Letters of Credit) or five Business Days (in the case of Commercial Letters of Credit), or in each case such shorter period as may be agreed to by Issuing Lender in any particular instance, in advance of the proposed date of issuance or, in the case where the Issuing Lender is the Administrative Agent, as otherwise agreed to by such Issuing Lender and Borrower. The Notice of Request for Issuance of Letter of Credit shall specify (a) the proposed date of issuance (which shall be a Business Day), (b) whether the Letter of Credit is to be a Standby Letter of Credit or a Commercial Letter of Credit, (c) the face amount of the Letter of Credit, (d) the expiration date of the Letter of Credit, (e) the name and address of the beneficiary, and (f) either the verbatim text of the proposed Letter of Credit or the proposed terms and conditions thereof, including a precise description of any documents to be presented by the beneficiary which, if presented by the beneficiary in substantial compliance with the terms and conditions of the Letter of Credit on or prior to the expiration date of the Letter of Credit, would require Issuing Lender to make payment under the Letter of Credit; PROVIDED that Issuing Lender, in its reasonable discretion, may require changes in the text of the proposed Letter of Credit or any such documents; and PROVIDED, FURTHER that no Letter of Credit shall require payment against a conforming draft to be made thereunder on the same Business Day (under the laws of the jurisdiction in which the office of Issuing Lender to which such draft is required to be presented is located) that such draft is presented if such presentation is made after 11:00 A.M. (in the time zone of such office of Issuing Lender) on such Business Day. Borrower shall notify the applicable Issuing Lender (and Administrative Agent, if Administrative Agent is not such Issuing Lender) prior to the issuance of any Letter of Credit in the event that any of the matters to which Borrower is required to certify in the applicable Notice of Request for Issuance of Letter of Credit is no longer true and correct as of the proposed date of issuance of such Letter of Credit, and upon the issuance of any Letter of Credit Borrower shall be deemed to have re-certified, as of the date of such issuance, as to the matters to which Borrower is required to certify in the applicable Notice of Request for Issuance of Letter of Credit.

Notice of Request for Issuance. Whenever a Borrower desires the issuance of a Letter of Credit, it shall cause Borrowers’ Agent to deliver to Administrative Agent and to the Lender which the Borrowers’ Agent has requested to issue such Letter of Credit a Notice of Request for Issuance of Letter of Credit substantially in the form of EXHIBIT III annexed hereto no later than 12:00 Noon 1:00 P.M. (Boston, Massachusetts New York time) at least three Business Days (in the case of Standby Letters of Credit) or five Business Days (in the case of Commercial Letters of Credit)Days, or in each case such shorter period as may be agreed to by an Issuing Lender in any particular instance, in advance of the proposed date of issuance or, in the case where the Issuing Lender is the Administrative Agent, as otherwise agreed to by such Issuing Lender and Borrowerissuance. The Notice of Request for Issuance of Letter of Credit shall specify (ai) the Borrower for whose account the Letter of Credit has been requested in accordance with subsection 2.8A, (ii) the proposed date of issuance (which shall be a Business Daybusiness day under the laws of the jurisdiction of the Issuing Lender), (b) whether the Letter of Credit is to be a Standby Letter of Credit or a Commercial Letter of Credit, (ciii) the face amount of the Letter of Credit, (div) in the case of a Letter of Credit which the Borrowers’ Agent requests to be denominated in a currency other than Dollars, the currency in which the Borrowers’ Agent requests such Letter of Credit to be issued, (v) the expiration date of the Letter of Credit, (evi) the name and address of the beneficiary, and (fvii) either the Lender which the Borrowers’ Agent has requested to issue such Letter of Credit; and such Notice of Request for Issuance of Letter of Credit shall further certify that subsection 3.2B is satisfied on and as of the date of issuance of such Letter of Credit. As soon as practicable after delivery of such notice with respect to any Letter of Credit, the Issuing Lender for such Letter of Credit shall be determined as provided in subsection 2.8C(ii). Prior to the date of issuance, the Borrowers’ Agent shall specify a precise description of the documents and the verbatim text of the proposed Letter of Credit or the proposed terms and conditions thereof, including a precise description of any documents certificate to be presented by the beneficiary which, if presented by the beneficiary in substantial compliance with the terms and conditions of the Letter of Credit on or prior to the expiration date of the Letter of Credit, would require the Issuing Lender to make payment under the Letter of Credit; PROVIDED provided that the Issuing Lender, in its sole reasonable discretionjudgment, may require changes in the text of the proposed Letter of Credit or any such documents; documents and PROVIDED, FURTHER that no Letter of Credit shall require payment against a conforming draft certificates. In determining whether to be made thereunder on the same Business Day (pay under the laws of the jurisdiction in which the office of Issuing Lender to which such draft is required to be presented is located) that such draft is presented if such presentation is made after 11:00 A.M. (in the time zone of such office of Issuing Lender) on such Business Day. Borrower shall notify the applicable Issuing Lender (and Administrative Agent, if Administrative Agent is not such Issuing Lender) prior to the issuance of any Letter of Credit in the event that any of the matters to which Borrower is required to certify in the applicable Notice of Request for Issuance of Letter of Credit is no longer true and correct as of the proposed date of issuance of such Letter of Credit, the Issuing Lender shall be responsible only to determine that the documents and upon the issuance of any certificates required to be delivered under that Letter of Credit Borrower shall be deemed to have re-certified, as been delivered and that they comply on their face with the requirements of the date of such issuance, as to the matters to which Borrower is required to certify in the applicable Notice of Request for Issuance of that Letter of Credit.

Notice of Request for Issuance. Whenever a Borrower desires the issuance of a Letter of Credit, it shall cause Borrowers' Agent to deliver to Administrative Agent and to the Lender which the Borrowers' Agent has requested to issue such Letter of Credit a Notice of Request for Issuance of Letter of Credit substantially in the form of EXHIBIT III annexed hereto no later than 12:00 Noon 1:00 P.M. (Boston, Massachusetts New York time) at least three Business Days (in the case of Standby Letters of Credit) or five Business Days (in the case of Commercial Letters of Credit)Days, or in each case such shorter period as may be agreed to by an Issuing Lender in any particular instance, in advance of the proposed date of issuance or, in the case where the Issuing Lender is the Administrative Agent, as otherwise agreed to by such Issuing Lender and Borrowerissuance. The Notice of Request for Issuance of Letter of Credit shall specify (ai) the Borrower for whose account the Letter of Credit has been requested in accordance with subsection 2.8A, (ii) the proposed date of issuance (which shall be a Business Daybusiness day under the laws of the jurisdiction of the Issuing Lender), (b) whether the Letter of Credit is to be a Standby Letter of Credit or a Commercial Letter of Credit, (ciii) the face amount of the Letter of Credit, (div) in the case of a Letter of Credit which the Borrowers' Agent requests to be denominated in a currency other than Dollars, the currency in which the Borrowers' Agent requests such Letter of Credit to be issued, (v) the expiration date of the Letter of Credit, (evi) the name and address of the beneficiary, and (fvii) either the Lender which the Borrowers' Agent has requested to issue such Letter of Credit (which, in the case of a request for the account of an Offshore Borrower, shall be subject to the limitations set forth in the definition of "Issuing Lender"); and such Notice of Request for Issuance of Letter of Credit shall further certify that subsection 3.2B is satisfied on and as of the date of issuance of such Letter of Credit. As soon as practicable after delivery of such notice with respect to any Letter of Credit, the Issuing Lender for such Letter of Credit shall be determined as provided in subsection 2.8C(ii). Prior to the date of issuance, the Borrowers' Agent shall specify a precise description of the documents and the verbatim text of the proposed Letter of Credit or the proposed terms and conditions thereof, including a precise description of any documents certificate to be presented by the beneficiary which, if presented by the beneficiary in substantial compliance with the terms and conditions of the Letter of Credit on or prior to the expiration date of the Letter of Credit, would require the Issuing Lender to make payment under the Letter of Credit; PROVIDED that the Issuing Lender, in its sole reasonable discretionjudgment, may require changes in the text of the proposed Letter of Credit or any such documents; documents and PROVIDED, FURTHER that no Letter of Credit shall require payment against a conforming draft certificates. In determining whether to be made thereunder on the same Business Day (pay under the laws of the jurisdiction in which the office of Issuing Lender to which such draft is required to be presented is located) that such draft is presented if such presentation is made after 11:00 A.M. (in the time zone of such office of Issuing Lender) on such Business Day. Borrower shall notify the applicable Issuing Lender (and Administrative Agent, if Administrative Agent is not such Issuing Lender) prior to the issuance of any Letter of Credit in the event that any of the matters to which Borrower is required to certify in the applicable Notice of Request for Issuance of Letter of Credit is no longer true and correct as of the proposed date of issuance of such Letter of Credit, the Issuing Lender shall be responsible only to determine that the documents and upon the issuance of any certificates required to be delivered under that Letter of Credit Borrower shall be deemed to have re-certified, as been delivered and that they comply on their face with the requirements of the date of such issuance, as to the matters to which Borrower is required to certify in the applicable Notice of Request for Issuance of that Letter of Credit.

Notice of Request for Issuance. Whenever Borrower Company desires the issuance of a Letter of Credit, it shall deliver to Administrative Agent a Notice of Request for Issuance of Letter of Credit substantially in the form of EXHIBIT Exhibit III annexed hereto no later than 12:00 Noon (Boston, Massachusetts New York City time) at least three Business Days (in the case of Standby Letters of Credit) or five Business Days (in the case of Commercial Letters of Credit), or in each case such shorter period as may be agreed to by the Issuing Lender in any particular instance, in advance of the proposed date of issuance or, in the case where the Issuing Lender is the Administrative Agent, as otherwise agreed to by such Issuing Lender and Borrowerissuance. The Notice of Request for Issuance of Letter of Credit shall specify (a) the proposed date of issuance (which shall be a Business Day), (b) whether the Letter of Credit is to be a Standby Letter of Credit or a Commercial Letter of Credit, (c) the face amount of the Letter of Credit, (d) in the case of a Letter of Credit which Company requests to be denominated in a currency other than Dollars, the currency in which Company requests such Letter of Credit to be issued, (e) the expiration date of the Letter of Credit, (ef) the name and address of the beneficiary, and (fg) either the verbatim text of the proposed Letter of Credit or the proposed terms and conditions thereof, including a precise description of any documents to be presented by the beneficiary which, if presented by the beneficiary in substantial compliance with the terms and conditions of the Letter of Credit on or prior to the expiration date of the Letter of Credit, would require the Issuing Lender to make payment under the Letter of Credit; PROVIDED provided that the Issuing Lender, in its reasonable discretion, may require changes in the text of the proposed Letter of Credit or any such documents; and PROVIDEDprovided, FURTHER further that no Letter of Credit shall require payment against a conforming draft to be made thereunder on the same Business Day business day (under the laws of the jurisdiction in which the office of the Issuing Lender to which such draft is required to be presented is located) that such draft is presented if such presentation is made after 11:00 A.M. (in the time zone of such office of the Issuing Lender) on such Business Daybusiness day. Borrower Company shall notify the applicable Issuing Lender (and Administrative Agent, if Administrative Agent is not such Issuing Lender) prior to the issuance of any Letter of Credit in the event that any of the matters to which Borrower Company is required to certify in the applicable Notice of Request for Issuance of Letter of Credit is no longer true and correct as of the proposed date of issuance of such Letter of Credit, and upon the issuance of any Letter of Credit Borrower Company shall be deemed to have re-certified, as of the date of such issuance, as to the matters to which Borrower Company is required to certify in the applicable Notice of Request for Issuance of Letter of Credit.

Notice of Request for Issuance. Whenever a Borrower desires the issuance of a Letter of Credit, it shall cause Borrowers' Agent to deliver to Administrative Agent and to the Lender which the Borrowers' Agent has requested to issue such Letter of Credit a Notice of Request for Issuance of Letter of Credit substantially in the form of EXHIBIT III annexed hereto no later than 12:00 Noon 1:00 P.M. (Boston, Massachusetts New York time) at least three Business Days (in the case of Standby Letters of Credit) or five Business Days (in the case of Commercial Letters of Credit)Days, or in each case such shorter period as may be agreed to by an Issuing Lender in any particular instance, in advance of the proposed date of issuance or, in the case where the Issuing Lender is the Administrative Agent, as otherwise agreed to by such Issuing Lender and Borrowerissuance. The Notice of Request for Issuance of Letter of Credit shall specify (ai) the Borrower for whose account the Letter of Credit has been requested in accordance with subsection 2.8A, (ii) the proposed date of issuance (which shall be a Business Daybusiness day under the laws of the jurisdiction of the Issuing Lender), (b) whether the Letter of Credit is to be a Standby Letter of Credit or a Commercial Letter of Credit, (ciii) the face amount of the Letter of Credit, (div) in the case of a Letter of Credit which the Borrowers' Agent requests to be denominated in a currency other than Dollars, the currency in which the Borrowers' Agent requests such Letter of Credit to be issued, (v) the expiration date of the Letter of Credit, (evi) the name and address of the beneficiary, and (fvii) either the Lender which the Borrowers' Agent has requested to issue such Letter of Credit; and such Notice of Request for Issuance of Letter of Credit shall further certify that subsection 3.2B is satisfied on and as of the date of issuance of such Letter of Credit. As soon as practicable after delivery of such notice with respect to any Letter of Credit, the Issuing Lender for such Letter of Credit shall be determined as provided in subsection 2.8C(ii). Prior to the date of issuance, the Borrowers' Agent shall specify a precise description of the documents and the verbatim text of the proposed Letter of Credit or the proposed terms and conditions thereof, including a precise description of any documents certificate to be presented by the beneficiary which, if presented by the beneficiary in substantial compliance with the terms and conditions of the Letter of Credit on or prior to the expiration date of the Letter of Credit, would require the Issuing Lender to make payment under the Letter of Credit; PROVIDED provided that the Issuing Lender, in its sole reasonable discretionjudgment, may require changes in the text of the proposed Letter of Credit or any such documents; documents and PROVIDED, FURTHER that no Letter of Credit shall require payment against a conforming draft certificates. In determining whether to be made thereunder on the same Business Day (pay under the laws of the jurisdiction in which the office of Issuing Lender to which such draft is required to be presented is located) that such draft is presented if such presentation is made after 11:00 A.M. (in the time zone of such office of Issuing Lender) on such Business Day. Borrower shall notify the applicable Issuing Lender (and Administrative Agent, if Administrative Agent is not such Issuing Lender) prior to the issuance of any Letter of Credit in the event that any of the matters to which Borrower is required to certify in the applicable Notice of Request for Issuance of Letter of Credit is no longer true and correct as of the proposed date of issuance of such Letter of Credit, the Issuing Lender shall be responsible only to determine that the documents and upon the issuance of any certificates required to be delivered under that Letter of Credit Borrower shall be deemed to have re-certified, as been delivered and that they comply on their face with the requirements of the date of such issuance, as to the matters to which Borrower is required to certify in the applicable Notice of Request for Issuance of that Letter of Credit.

Notice of Request for Issuance. Whenever Borrower Company desires the issuance of a Letter of Credit, it shall deliver to Administrative Agent and to the Lender which Company has requested to issue such Letter of Credit a Notice of Request for Issuance of Letter of Credit substantially in the form of EXHIBIT III annexed hereto no later than 12:00 Noon 1:00 P.M. (Boston, Massachusetts New York time) at least three Business Days (in the case of Standby Letters of Credit) or five Business Days (in the case of Commercial Letters of Credit)Days, or in each case such shorter period as may be agreed to by an Issuing Lender in any particular instance, in advance of the proposed date of issuance or, in the case where the Issuing Lender is the Administrative Agent, as otherwise agreed to by such Issuing Lender and Borrowerissuance. The Notice of Request for Issuance of Letter of Credit shall specify (ai) the proposed date of issuance (which shall be a Business Daybusiness day under the laws of the jurisdiction of the Issuing Lender), (b) whether the Letter of Credit is to be a Standby Letter of Credit or a Commercial Letter of Credit, (cii) the face amount of the Letter of Credit, (diii) in the case of a Letter of Credit which Company requests to be denominated in a currency other than Dollars, the currency in which Company requests such Letter of Credit to be issued, (iv) the expiration date of the Letter of Credit, (ev) the name and address of the beneficiary, and (fvi) either the Lender which Company has requested to issue such Letter of Credit; and such Notice of Request for Issuance of Letter of Credit shall further certify that subsection 3.2B is satisfied on and as of the date of issuance of such Letter of Credit. As soon as practicable after delivery of such notice with respect to any Letter of Credit, the Issuing Lender for such Letter of Credit shall be determined as provided in subsection 2.8C(ii). Prior to the date of issuance, Company shall specify a precise description of the documents and the verbatim text of the proposed Letter of Credit or the proposed terms and conditions thereof, including a precise description of any documents certificate to be presented by the beneficiary which, if presented by the beneficiary in substantial compliance with the terms and conditions of the Letter of Credit on or prior to the expiration date of the Letter of Credit, would require the Issuing Lender to make payment under the Letter of Credit; PROVIDED provided that the Issuing Lender, in its sole reasonable discretionjudgment, may require changes in the text of the proposed Letter of Credit or any such documentsdocuments and certificates; and PROVIDED, FURTHER provided further that no Letter of Credit shall require payment against a conforming draft to be made thereunder on the same Business Day business day (under the laws of the jurisdiction in which of the office of Issuing Lender to which such draft is required to be presented is locatedLender) that such draft is presented if such presentation is made after 11:00 A.M. (a.m. in the time zone of such office of the Issuing Lender) Lender on such Business Daybusiness day. Borrower shall notify the applicable Issuing Lender (and Administrative Agent, if Administrative Agent is not such Issuing Lender) prior In determining whether to the issuance of pay under any Letter of Credit in the event that any of the matters to which Borrower is required to certify in the applicable Notice of Request for Issuance of Letter of Credit is no longer true and correct as of the proposed date of issuance of such Letter of Credit, the Issuing Lender shall be responsible only to determine that the documents and upon the issuance of any certificates required to be delivered under that Letter of Credit Borrower shall be deemed to have re-certified, as been delivered and that they comply on their face with the requirements of the date of such issuance, as to the matters to which Borrower is required to certify in the applicable Notice of Request for Issuance of that Letter of Credit.

Notice of Request for Issuance. Whenever Borrower Company desires the issuance of a Letter of Credit, it shall deliver to Administrative Agent a Notice of Request for Issuance of Letter of Credit substantially in the form of EXHIBIT III annexed hereto no later than 12:00 Noon (Boston, Massachusetts New York City time) at least three Business Days (in the case of Standby Letters of Credit) or five Business Days (in the case of Commercial Letters of Credit), or in each case such shorter period as may be agreed to by the Issuing Lender in any particular instance, in advance of the proposed date of issuance or, in the case where the Issuing Lender is the Administrative Agent, as otherwise agreed to by such Issuing Lender and Borrowerissuance. The Notice of Request for Issuance of Letter of Credit shall specify (a) the proposed date of issuance (which shall be a Business Day), (b) whether the Letter of Credit is to be a Standby Letter of Credit or a Commercial Letter of Credit, (c) the face amount of the Letter of Credit, (d) in the case of a Letter of Credit which Company requests to be denominated in a currency other than Dollars, the currency in which Company requests such Letter of Credit to be issued, (e) the expiration date of the Letter of Credit, (ef) the name and address of the beneficiary, and (fg) either the verbatim text of the proposed Letter of Credit or the proposed terms and conditions thereof, including a precise description of any documents to be presented by the beneficiary which, if presented by the beneficiary in substantial compliance with the terms and conditions of the Letter of Credit on or prior to the expiration date of the Letter of Credit, would require the Issuing Lender to make payment under the Letter of Credit; PROVIDED that the Issuing Lender, in its reasonable discretion, may require changes in the text of the proposed Letter of Credit or any such documents; and PROVIDED, FURTHER that no Letter of Credit shall require payment against a conforming draft to be made thereunder on the same Business Day business day (under the laws of the jurisdiction in which the office of the Issuing Lender to which such draft is required to be presented is located) that such draft is presented if such presentation is made after 11:00 A.M. (in the time zone of such office of the Issuing Lender) on such Business Daybusiness day. Borrower Company shall notify the applicable Issuing Lender (and Administrative Agent, if Administrative Agent is not such Issuing Lender) prior to the issuance of any Letter of Credit in the event that any of the matters to which Borrower Company is required to certify in the applicable Notice of Request for Issuance of Letter of Credit is no longer true and correct as of the proposed date of issuance of such Letter of Credit, and upon the issuance of any Letter of Credit Borrower Company shall be deemed to have re-certified, as of the date of such issuance, as to the matters to which Borrower Company is required to certify in the applicable Notice of Request for Issuance of Letter of Credit.

Notice of Request for Issuance. Whenever a Borrower desires the issuance of a Letter of Credit, it shall cause Borrowers’ Agent to deliver to Administrative Agent and to the Lender which the Borrowers’ Agent has requested to issue such Letter of Credit a Notice of Request for Issuance of Letter of Credit substantially in the form of EXHIBIT III annexed hereto no later than 12:00 Noon 1:00 P.M. (Boston, Massachusetts New York time) at least three Business Days (in the case of Standby Letters of Credit) or five Business Days (in the case of Commercial Letters of Credit)Days, or in each case such shorter period as may be agreed to by an Issuing Lender in any particular instance, in advance of the proposed date of issuance or, in the case where the Issuing Lender is the Administrative Agent, as otherwise agreed to by such Issuing Lender and Borrowerissuance. The Notice of Request for Issuance of Letter of Credit shall specify (ai) the Borrower for whose account the Letter of Credit has been requested in accordance with subsection 2.8A, (ii) the proposed date of issuance (which shall be a Business Daybusiness day under the laws of the jurisdiction of the Issuing Lender), (b) whether the Letter of Credit is to be a Standby Letter of Credit or a Commercial Letter of Credit, (ciii) the face amount of the Letter of Credit, (div) in the case of a Letter of Credit which the Borrowers’ Agent requests to be denominated in a currency other than Dollars, the currency in which the Borrowers’ Agent requests such Letter of Credit to be issued, (v) the expiration date of the Letter of Credit, (evi) the name and address of the beneficiary, and (fvii) either the Lender which the Borrowers’ Agent has requested to issue such Letter of Credit; and such Notice of Request for Issuance of Letter of Credit shall further certify that subsection 3.4B is satisfied on and as of the date of issuance of such Letter of Credit. As soon as practicable after delivery of such notice with respect to any Letter of Credit, the Issuing Lender for such Letter of Credit shall be determined as provided in subsection 2.8C(ii). Prior to the date of issuance, the Borrowers’ Agent shall specify a precise description of the documents and the verbatim text of the proposed Letter of Credit or the proposed terms and conditions thereof, including a precise description of any documents certificate to be presented by the beneficiary which, if presented by the beneficiary in substantial compliance with the terms and conditions of the Letter of Credit on or prior to the expiration date of the Letter of Credit, would require the Issuing Lender to make payment under the Letter of Credit; PROVIDED provided that the Issuing Lender, in its sole reasonable discretionjudgment, may require changes in the text of the proposed Letter of Credit or any such documents; documents and PROVIDED, FURTHER that no Letter of Credit shall require payment against a conforming draft certificates. In determining whether to be made thereunder on the same Business Day (pay under the laws of the jurisdiction in which the office of Issuing Lender to which such draft is required to be presented is located) that such draft is presented if such presentation is made after 11:00 A.M. (in the time zone of such office of Issuing Lender) on such Business Day. Borrower shall notify the applicable Issuing Lender (and Administrative Agent, if Administrative Agent is not such Issuing Lender) prior to the issuance of any Letter of Credit in the event that any of the matters to which Borrower is required to certify in the applicable Notice of Request for Issuance of Letter of Credit is no longer true and correct as of the proposed date of issuance of such Letter of Credit, the Issuing Lender shall be responsible only to determine that the documents and upon the issuance of any certificates required to be delivered under that Letter of Credit Borrower shall be deemed to have re-certified, as been delivered and that they comply on their face with the requirements of the date of such issuance, as to the matters to which Borrower is required to certify in the applicable Notice of Request for Issuance of that Letter of Credit.

Notice of Request for Issuance. Whenever a Borrower desires the issuance of a Letter of Credit, it shall cause Borrowers’ Agent to deliver to Administrative Agent and to the Lender which the Borrowers’ Agent has requested to issue such Letter of Credit a Notice of Request for Issuance of Letter of Credit substantially in the form of EXHIBIT III annexed hereto no later than 12:00 Noon 1:00 P.M. (Boston, Massachusetts New York time) at least three Business Days (in the case of Standby Letters of Credit) or five Business Days (in the case of Commercial Letters of Credit)Days, or in each case such shorter period as may be agreed to by an Issuing Lender in any particular instance, in advance of the proposed date of issuance or, in the case where the Issuing Lender is the Administrative Agent, as otherwise agreed to by such Issuing Lender and Borrowerissuance. The Notice of Request for Issuance of Letter of Credit shall specify (ai) the Borrower for whose account the Letter of Credit has been requested in accordance with subsection 2.8A, (ii) the proposed date of issuance (which shall be a Business Daybusiness day under the laws of the jurisdiction of the Issuing Lender), (b) whether the Letter of Credit is to be a Standby Letter of Credit or a Commercial Letter of Credit, (ciii) the face amount of the Letter of Credit, (div) in the case of a Letter of Credit which the Borrowers’ Agent requests to be denominated in a currency other than Dollars, the currency in which the Borrowers’ Agent requests such Letter of Credit to be issued, (v) the expiration date of the Letter of Credit, (evi) the name and address of the beneficiary, and (fvii) either the Lender which the Borrowers’ Agent has requested to issue such Letter of Credit; and such Notice of Request for Issuance of Letter of Credit shall further certify that subsection 3.2B is satisfied on and as of the date of issuance of such Letter of Credit. As soon as practicable after delivery of such notice with respect to any Letter of Credit, the Issuing Lender for such Letter of Credit shall be determined as provided in subsection 2.8C(ii). Prior to the date of issuance, the Borrowers’ 113 Agent shall specify a precise description of the documents and the verbatim text of the proposed Letter of Credit or the proposed terms and conditions thereof, including a precise description of any documents certificate to be presented by the beneficiary which, if presented by the beneficiary in substantial compliance with the terms and conditions of the Letter of Credit on or prior to the expiration date of the Letter of Credit, would require the Issuing Lender to make payment under the Letter of Credit; PROVIDED provided that the Issuing Lender, in its sole reasonable discretionjudgment, may require changes in the text of the proposed Letter of Credit or any such documents; documents and PROVIDED, FURTHER that no Letter of Credit shall require payment against a conforming draft certificates. In determining whether to be made thereunder on the same Business Day (pay under the laws of the jurisdiction in which the office of Issuing Lender to which such draft is required to be presented is located) that such draft is presented if such presentation is made after 11:00 A.M. (in the time zone of such office of Issuing Lender) on such Business Day. Borrower shall notify the applicable Issuing Lender (and Administrative Agent, if Administrative Agent is not such Issuing Lender) prior to the issuance of any Letter of Credit in the event that any of the matters to which Borrower is required to certify in the applicable Notice of Request for Issuance of Letter of Credit is no longer true and correct as of the proposed date of issuance of such Letter of Credit, the Issuing Lender shall be responsible only to determine that the documents and upon the issuance of any certificates required to be delivered under that Letter of Credit Borrower shall be deemed to have re-certified, as been delivered and that they comply on their face with the requirements of the date of such issuance, as to the matters to which Borrower is required to certify in the applicable Notice of Request for Issuance of that Letter of Credit.

Notice of Request for Issuance. Whenever Borrower Company desires the issuance of a Letter of Credit, it shall deliver to Administrative Agent a Notice of Request for Issuance of Letter of Credit substantially in the form of EXHIBIT III annexed hereto no later than 12:00 Noon (Boston, Massachusetts New York City time) at least three Business Days (in the case of Standby Letters of Credit) or five Business Days (in the case of Commercial Letters of Credit), or in each case such shorter period as may be agreed to by the Issuing Lender in any particular instance, in advance of the proposed date of issuance or, in the case where the Issuing Lender is the Administrative Agent, as otherwise agreed to by such Issuing Lender and Borrowerissuance. The Notice of Request for Issuance of Letter of Credit shall specify (a) the proposed date of issuance (which shall be a Business Day), (b) whether the Letter of Credit is to be a Standby Letter of Credit or a Commercial Letter of Credit, (c) the face amount of the Letter of Credit, (d) in the case of a Letter of Credit which Company requests to be denominated in a currency other than Dollars, the currency in which Company requests such Letter of Credit to be issued, (e) the expiration date of the Letter of Credit, (ef) the name and address of the beneficiary, (g) in the case of a Standby Letter of Credit, the purpose of such Letter of Credit and (fh) either the verbatim text of the proposed Letter of Credit or the proposed terms and conditions thereof, including a precise description of any documents to be presented by the beneficiary which, if presented by the beneficiary in substantial compliance with the terms and conditions of the Letter of Credit on or prior to the expiration date of the Letter of Credit, would require the Issuing Lender to make payment under the Letter of Credit; PROVIDED that the Issuing Lender, in its reasonable discretion, may require changes in the text of the proposed Letter of Credit or any such documents; and PROVIDED, FURTHER that no Letter of Credit shall require payment against a conforming draft to be made thereunder on the same Business Day business day (under the laws of the 64 jurisdiction in which the office of the Issuing Lender to which such draft is required to be presented is located) that such draft is presented if such presentation is made after 11:00 A.M. (in the time zone of such office of the Issuing Lender) on such Business Daybusiness day. Borrower Company shall notify the applicable Issuing Lender (and Administrative Agent, if Administrative Agent is not such Issuing Lender) prior to the issuance of any Letter of Credit in the event that any of the matters to which Borrower Company is required to certify in the applicable Notice of Request for Issuance of Letter of Credit is no longer true and correct as of the proposed date of issuance of such Letter of Credit, and upon the issuance of any Letter of Credit Borrower Company shall be deemed to have re-certified, as of the date of such issuance, as to the matters to which Borrower Company is required to certify in the applicable Notice of Request for Issuance of Letter of Credit.