Common use of Payment by Revolving Loans Clause in Contracts

Payment by Revolving Loans. In the event that the Issuing Bank makes any payment under any Letter of Credit and Borrower shall not have timely satisfied in full its Reimbursement Obligation to the Issuing Bank pursuant to Section 3.04, and to the extent that any amounts then held in the Cash Collateral Account established pursuant to Section 3.08 shall be insufficient to satisfy such Reimbursement Obligation in full, the Issuing Bank will promptly notify the Administrative Agent, and the Administrative Agent will promptly notify each Bank, of such failure. If the Administrative Agent gives such notice prior to 12:00 noon, Charlotte time, on any Business Day, each Bank will make available to the Administrative Agent, for the account of the Issuing Bank, its Pro Rata Share of the amount of such payment on such Business Day in immediately available funds. If the Administrative Agent gives such notice after 12:00 noon, Charlotte time, on any Business Day, each such Bank shall make its Pro Rata Share of such amount available to the Administrative Agent on the next succeeding Business Day. If and to the extent any Bank shall not have so made its Pro Rata Share of the amount of such payment available to the Administrative Agent, such Bank agrees to pay to the Administrative Agent, for the account of the Issuing Bank, forthwith on demand such amount, together with interest thereon at the Fed Funds Rate for each day from such date until the date such amount is paid to the Administrative Agent. The failure of any Bank to make available to the Administrative Agent its Pro Rata Share of any payment under any Letter of Credit shall not relieve any other Bank of its obligation hereunder to make available to the Administrative Agent its Pro Rata Share of any payment under any Letter of Credit on the date required, as specified above, but no Bank shall be responsible for the failure of any other Bank to make available to the Administrative Agent such other Bank’s Pro Rata Share of any such payment. Each such payment by a Bank under this Section 3.05 of its Pro Rata Share of an amount paid by the Issuing Bank shall constitute a Revolving Loan by such Bank (Borrower being deemed to have given a timely Notice of Borrowing therefor) and shall be treated as such for all purposes of this Agreement; provided that for purposes of determining the aggregate Unutilized Revolving Credit Commitments immediately prior to giving effect to the application of the proceeds of such Revolving Loans, the Reimbursement Obligation being satisfied thereby shall be deemed not to be outstanding at such time. Each Bank’s obligation to make Revolving Loans pursuant to this Section 3.05 shall be absolute and unconditional and shall not be affected by any circumstance whatsoever, including, without limitation, the failure of the amount of such borrowing of Revolving Loans to meet the minimum borrowing amount specified in Section 2.01(a); provided, however, that each Bank’s obligation to make Revolving Loans pursuant to this Section 3.05 is subject to the conditions set forth in Section 4.02 (other than delivery by Borrower of a Notice of Borrowing).

Payment by Revolving Loans. In the event that the Issuing Bank Lender makes any payment under any Letter of Credit and the Borrower shall not have timely satisfied in full its Reimbursement Obligation to the Issuing Bank Lender pursuant to Section 3.043.4, and to the extent that any amounts then held in the Cash Collateral Account established pursuant to Section 3.08 3.8 shall be insufficient to satisfy such Reimbursement Obligation in full, the Issuing Bank Lender will promptly notify the Administrative Agent, and the Administrative Agent will promptly notify each BankLender, of such failure. If the Administrative Agent gives such notice prior to 12:00 noon, Charlotte time, on any Business Day, each Bank Lender will make available to the Administrative Agent, for the account of the Issuing BankLender, its Pro Rata Share pro rata share (based on the percentage of the aggregate Commitments represented by such Lender’s Commitment) of the amount of such payment on such Business Day in immediately available funds. If the Administrative Agent gives such notice after 12:00 noon, Charlotte time, on any Business Day, each such Bank Lender shall make its Pro Rata Share pro rata share of such amount available to the Administrative Agent on the next succeeding Business Day. If and to the extent any Bank Lender shall not have so made its Pro Rata Share pro rata share of the amount of such payment available to the Administrative Agent, such Bank Lender agrees to pay to the Administrative Agent, for the account of the Issuing BankLender, forthwith on demand such amount, together with interest thereon at the Fed Federal Funds Rate for each day from such date until the date such amount is paid to the Administrative Agent. The failure of any Bank Lender to make available to the Administrative Agent its Pro Rata Share pro rata share of any payment under any Letter of Credit shall not relieve any other Bank Lender of its obligation hereunder to make available to the Administrative Agent its Pro Rata Share pro rata share of any payment under any Letter of Credit on the date required, as specified above, but no Bank Lender shall be responsible for the failure of any other Bank Lender to make available to the Administrative Agent such other BankLender’s Pro Rata Share pro rata share of any such payment. Each such payment by a Bank Lender under this Section 3.05 3.5 of its Pro Rata Share pro rata share of an amount paid by the Issuing Bank Lender shall constitute a Revolving Loan by such Bank Lender (the Borrower being deemed to have given a timely Notice of Borrowing therefor) and shall be treated as such for all purposes of this Agreement; provided that for purposes of determining the aggregate Unutilized Revolving Credit Commitments immediately prior to giving effect to the application of the proceeds of such Revolving Loans, the Reimbursement Obligation being satisfied thereby shall be deemed not to be outstanding at such time. Each BankLender’s obligation to make Revolving Loans pursuant to this Section 3.05 3.5 shall be absolute and unconditional and shall not be affected by any circumstance whatsoever, including, without limitation, the failure of the amount of such borrowing Borrowing of Revolving Loans to meet the minimum borrowing Borrowing amount specified in Section 2.01(a2.2(b); provided, however, that each BankLender’s obligation to make Revolving Loans pursuant to this Section 3.05 3.5 is subject to the conditions set forth in Section 4.02 4.2 (other than delivery by the Borrower of a Notice of Borrowing).

Payment by Revolving Loans. In the event that the Issuing Bank Lender makes any payment under any Dollar Letter of Credit or Multicurrency Letter of Credit denominated in Dollars and the applicable Borrower shall not have timely satisfied in full its Reimbursement Obligation to the Issuing Bank Lender pursuant to Section 3.042.19(d), and to the extent that any amounts then held in the Cash Collateral Account established pursuant to Section 3.08 2.19(i) shall be insufficient to satisfy such Reimbursement Obligation in full, the Issuing Bank Lender will promptly notify the Administrative Agent, and the Administrative Agent will promptly notify (i) each BankDollar Revolving Lender, with respect to any such Dollar Letter of Credit, or (ii) each Multicurrency Revolving Lender, with respect to any such Multicurrency Letter of Credit, of such failure. If the Administrative Agent gives such notice prior to 12:00 noon, Charlotte Charlotte, North Carolina time, on any Business Day, each Bank Dollar Revolving Lender or Multicurrency Revolving Lender, as applicable, will make available to the Administrative Agent, for the account of the Issuing BankLender, its Pro Rata Share pro rata share (based on the percentage of the aggregate Dollar Revolving Commitments represented by such Lender’s Dollar Revolving Commitment or the percentage of the aggregate Multicurrency Revolving Commitments represented by such Lender’s Multicurrency Revolving Commitment, as applicable) of the amount of such payment on such Business Day in immediately available funds. If the Administrative Agent gives such notice after 12:00 noon, Charlotte Charlotte, North Carolina time, on any Business Day, each such Bank Revolving Lender shall make its Pro Rata Share pro rata share of such amount available to the Administrative Agent on the next succeeding Business Day. If and to the extent any Bank Revolving Lender shall not have so made its Pro Rata Share pro rata share of the amount of such payment available to the Administrative AgentAgent as set forth above, such Bank Revolving Lender agrees to pay to the Administrative Agent, for the account of the Issuing BankLender, forthwith on demand such amount, together with interest thereon at the Fed Federal Funds Rate for each day from such date until the date such amount is paid to the Administrative Agent. The failure of any Bank Revolving Lender to make available to the Administrative Agent its Pro Rata Share pro rata share of any payment under any Letter of Credit shall not relieve any other Bank Revolving Lender of its obligation hereunder to make available to the Administrative Agent its Pro Rata Share pro rata share of any payment under any Letter of Credit on the date required, as specified above, but no Bank Revolving Lender shall be responsible for the failure of any other Bank Revolving Lender to make available to the Administrative Agent such other BankRevolving Lender’s Pro Rata Share pro rata share of any such payment. Each such payment by a Bank Revolving Lender under this Section 3.05 2.19(e) of its Pro Rata Share pro rata share of an amount paid by the Issuing Bank Lender shall constitute a Dollar Revolving Loan or Multicurrency Revolving Loan, as applicable, by such Bank Revolving Lender (the applicable Borrower being deemed to have given a timely Notice of Borrowing therefor) and shall be treated as such for all purposes of this Agreement; provided that for purposes of determining the aggregate Unutilized Dollar Revolving Credit Commitments or aggregate Unutilized Multicurrency Revolving Commitments, as applicable, immediately prior to giving effect to the application of the proceeds of such Revolving Loans, the applicable Reimbursement Obligation being satisfied thereby shall be deemed not to be outstanding at such time. Each BankRevolving Lender’s obligation to make Revolving Loans pursuant to this Section 3.05 2.19(e) shall be absolute and unconditional and shall not be affected by any circumstance whatsoever, including, without limitation, including the failure of the amount of such borrowing Borrowing of Revolving Loans to meet the minimum borrowing Borrowing amount specified in Section 2.01(a2.2(b); provided, however, that each BankRevolving Lender’s obligation to make Revolving Loans pursuant to this Section 3.05 2.19(e) is subject to the conditions set forth in Section 4.02 3.2 (other than delivery by the applicable Borrower of a Notice of Borrowing).

Payment by Revolving Loans. In the event that the Issuing Bank Lender makes any payment under any Letter of Credit and Borrower the Borrowers shall not have timely satisfied in full its Reimbursement Obligation to the Issuing Bank Lender pursuant to Section 3.043.4, and to the extent that any amounts then held in the Cash Collateral Account established pursuant to Section 3.08 3.8 shall be insufficient to satisfy such Reimbursement Obligation in full, the Issuing Bank Lender will promptly notify the Administrative Agent, and the Administrative Agent will promptly notify each BankRevolving Credit Lender, of such failure. If the Administrative Agent gives such notice prior to 12:00 noon, Charlotte time, on any Business Day, each Bank Revolving Credit Lender will make available to the Administrative Agent, for the account of the Issuing BankLender, its Pro Rata Share pro rata share (based on the percentage of the aggregate Revolving Credit Commitments represented by such Lender’s Revolving Credit Commitment) of the amount of such payment on such Business Day in immediately available funds. If the Administrative Agent gives such notice after 12:00 noon, Charlotte time, on any Business Day, each such Bank Revolving Credit Lender shall make its Pro Rata Share pro rata share of such amount available to the Administrative Agent on the next succeeding Business Day. If and to the extent any Bank Revolving Credit Lender shall not have so made its Pro Rata Share pro rata share of the amount of such payment available to the Administrative Agent, such Bank Lender agrees to pay to the Administrative Agent, for the account of the Issuing BankLender, forthwith on demand such amount, together with interest thereon at the Fed Federal Funds Rate for each day from such date until the date such amount is paid to the Administrative Agent. The failure of any Bank Revolving Credit Lender to make available to the Administrative Agent its Pro Rata Share pro rata share of any payment under any Letter of Credit shall not relieve any other Bank Revolving Credit Lender of its obligation hereunder to make available to the Administrative Agent its Pro Rata Share pro rata share of any payment under any Letter of Credit on the date required, as specified above, but no Bank Revolving Credit Lender shall be responsible for the failure of any other Bank Revolving Credit Lender to make available to the Administrative Agent such other BankRevolving Credit Lender’s Pro Rata Share pro rata share of any such payment. Each such payment by a Bank Revolving Credit Lender under this Section 3.05 3.5 of its Pro Rata Share pro rata share of an amount paid by the Issuing Bank Lender shall constitute a Revolving Loan by such Bank Revolving Credit Lender (Borrower the Borrowers being deemed to have given a timely Notice of Borrowing therefor) and shall be treated as such for all purposes of this Agreement; provided that for purposes of determining the aggregate Unutilized Revolving Credit Commitments immediately prior to giving effect to the application of the proceeds of such Revolving Loans, the Reimbursement Obligation being satisfied thereby shall be deemed not to be outstanding at such time. Each BankRevolving Credit Lender’s obligation to make Revolving Loans pursuant to this Section 3.05 3.5 shall be absolute and unconditional and shall not be affected by any circumstance whatsoever, including, without limitation, the existence of any Default or Event of Default or the failure of the amount of such borrowing Borrowing of Revolving Loans to meet the minimum borrowing Borrowing amount specified in Section 2.01(a2.2(b); provided, however, that each BankRevolving Credit Lender’s obligation to make Revolving Loans pursuant to this Section 3.05 3.5 is subject to the conditions set forth in Section 4.02 4.2 (other than delivery by Borrower the Borrowers of a Notice of Borrowing).

Payment by Revolving Loans. In the event that the Issuing Bank Lender makes any payment under any Letter of Credit and Borrower the Company shall not have timely satisfied in full its Reimbursement Obligation to the Issuing Bank Lender pursuant to Section 3.043.4, and to the extent that any amounts then held in the Cash Collateral Account established pursuant to Section 3.08 3.8 shall be insufficient to satisfy such Reimbursement Obligation in full, the Issuing Bank Lender will promptly notify the Administrative Agent, and the Administrative Agent will promptly notify each BankRevolving Credit Lender, of such failure. If the Administrative Agent gives such notice prior to 12:00 noon, Charlotte time, on any Business Day, each Bank Revolving Credit Lender will make available to the Administrative Agent, for the account of the Issuing BankLender, its Pro Rata Share pro rata share (based on the percentage of the aggregate Revolving Credit Commitments represented by such Lender’s Revolving Credit Commitment) of the amount of such payment on such Business Day Day, in the Applicable Currency of the Letter of Credit with respect to which such payment or disbursement was made by the Issuing Lender and in immediately available funds. If the Administrative Agent gives such notice after 12:00 noon, Charlotte time, on any Business Day, each such Bank Revolving Credit Lender shall make its Pro Rata Share pro rata share of such amount available to the Administrative Agent on the next succeeding Business Day. If and to the extent any Bank Revolving Credit Lender shall not have so made its Pro Rata Share pro rata share of the amount of such payment available to the Administrative Agent, such Bank Lender agrees to pay to the Administrative Agent, for the account of the Issuing BankLender, forthwith on demand such amount, together with interest thereon at the Fed Federal Funds Rate for each day from such date until the date such amount is paid to the Administrative Agent. The failure of any Bank Revolving Credit Lender to make available to the Administrative Agent its Pro Rata Share pro rata share of any payment under any Letter of Credit shall not relieve any other Bank Revolving Credit Lender of its obligation hereunder to make available to the Administrative Agent its Pro Rata Share pro rata share of any payment under any Letter of Credit on the date required, as specified above, but no Bank Revolving Credit Lender shall be responsible for the failure of any other Bank Revolving Credit Lender to make available to the Administrative Agent such other BankRevolving Credit Lender’s Pro Rata Share pro rata share of any such payment. Each such payment by a Bank Revolving Credit Lender under this Section 3.05 3.5 of its Pro Rata Share pro rata share of an amount paid by the Issuing Bank Lender shall constitute a Revolving Loan by such Bank Revolving Credit Lender (Borrower the Company being deemed to have given a timely Notice of Borrowing therefor) and shall be treated as such for all purposes of this Agreement; provided that for purposes of determining the aggregate Unutilized Revolving Credit Commitments immediately prior to giving effect to the application of the proceeds of such Revolving Loans, the Reimbursement Obligation being satisfied thereby shall be deemed not to be outstanding at such time. Each BankRevolving Lender’s obligation to make Revolving Loans pursuant to this Section 3.05 3.5 shall be absolute and unconditional and shall not be affected by any circumstance whatsoever, including, without limitation, (i) the existence of any Default or Event of Default, (ii) the failure of the amount of such borrowing Borrowing of Revolving Loans to meet the minimum borrowing Borrowing amount specified in Section 2.01(a2.2(b); provided, however, that each Bank’s obligation to make Revolving Loans pursuant to this Section 3.05 is subject to or (iii) the failure of any conditions set forth in Section 4.02 (other than delivery by Borrower of a Notice of Borrowing)4.2 or elsewhere herein to be satisfied.

Payment by Revolving Loans. In the event that the Issuing Bank makes any payment under any Letter of Credit and the Borrower or Reinsurance shall not have timely satisfied in full its Reimbursement Obligation to the Issuing Bank pursuant to Section 3.044.4, and to the extent that any the sum of the amounts then held in the L/C Cash Collateral Account Accounts established pursuant to Section 3.08 4.8 and the aggregate amounts available to be drawn on the Approved L/C Collateral pursuant to Section 4.8(e) shall be insufficient to satisfy such Reimbursement Obligation in full, the Issuing Bank will promptly notify the Administrative Agent, and the Administrative Agent will promptly notify each BankRevolving Lender, of such failure. If the Administrative Agent gives such notice prior to 12:00 noon11:00 a.m., Charlotte time, on any Business Day, each Bank Revolving Lender will make available to the Administrative Agent, for the account of the Issuing Bank, its Pro Rata Share pro rata share (based on the percentage of the aggregate Revolving Credit Commitments represented by such Lender's Revolving Credit Commitment) of the amount of such payment on such Business Day in immediately available funds. If the Administrative Agent gives such notice after 12:00 noon11:00 a.m., Charlotte time, on any Business Day, each such Bank Lender shall make its Pro Rata Share pro rata share of such amount available to the Administrative Agent on the next succeeding Business Day. If and to the extent any Bank Revolving Lender shall not have so made its Pro Rata Share pro rata share of the amount of such payment available to the Administrative Agent, such Bank Lender agrees to pay to the Administrative Agent, for the account of the Issuing Bank, forthwith on demand such amount, together with interest thereon at the Fed Federal Funds Rate for each day from such date until the date such amount is paid to the Administrative Agent. The failure of any Bank Revolving Lender to make available to the Administrative Agent its Pro Rata Share pro rata share of any payment under any Letter of Credit shall not relieve any other Bank Revolving Lender of its obligation hereunder to make available to the Administrative Agent its Pro Rata Share pro rata share of any payment under any Letter of Credit on the date required, as specified above, but no Bank Revolving Lender shall be responsible for the failure of any other Bank Revolving Lender to make available to the Administrative Agent such other Bank’s Pro Rata Share Lender's pro rata share of any such payment. Each such payment by a Bank Revolving Lender under this Section 3.05 4.5 of its Pro Rata Share pro rata share of an amount paid by the Issuing Bank shall constitute a Revolving Loan by such Bank Revolving Lender (the Borrower being deemed to have given a timely Notice of Revolving Borrowing therefor) and shall be treated as such for all purposes of this Agreement; provided that for purposes of determining the aggregate Unutilized Revolving Credit Commitments immediately prior to giving effect to the application of the proceeds of such Revolving Loans, the Reimbursement Obligation being satisfied thereby shall be deemed not to be outstanding at such time. Each Bank’s obligation to make Revolving Loans pursuant to this Section 3.05 shall be absolute and unconditional and shall not be affected by any circumstance whatsoever, including, without limitation, the failure of the amount of such borrowing of Revolving Loans to meet the minimum borrowing amount specified in Section 2.01(a); provided, however, that each Bank’s obligation to make Revolving Loans pursuant to this Section 3.05 is subject to the conditions set forth in Section 4.02 (other than delivery by Borrower of a Notice of Borrowing).

Payment by Revolving Loans. In the event that the any Issuing Bank makes any payment under any Letter of Credit and Borrower shall not have timely satisfied in full its Reimbursement Obligation to the such Issuing Bank pursuant to Section 3.04, and to the extent that any amounts then held in the Cash Collateral Account established pursuant to Section 3.08 shall be insufficient to satisfy such Reimbursement Obligation in full, the such Issuing Bank will promptly notify the Administrative Agent, and the Administrative Agent will promptly notify each Bank, of such failure. If the Administrative Agent gives such notice prior to 12:00 noon, Charlotte time, on any Business Day, each Bank will make available to the Administrative Agent, for the account of the such Issuing Bank, its Pro Rata Share of the amount of such payment on such Business Day in immediately available funds. If the Administrative Agent gives such notice after 12:00 noon, Charlotte time, on any Business Day, each such Bank shall make its Pro Rata Share of such amount available to the Administrative Agent on the next succeeding Business Day. If and to the extent any Bank shall not have so made its Pro Rata Share of the amount of such payment available to the Administrative Agent, such Bank agrees to pay to the Administrative Agent, for the account of the such Issuing Bank, forthwith on demand such amount, together with interest thereon at the Fed Funds Rate for each day from such date until the date such amount is paid to the Administrative Agent. The failure of any Bank to make available to the Administrative Agent its Pro Rata Share of any payment under any Letter of Credit shall not relieve any other Bank of its obligation hereunder to make available to the Administrative Agent its Pro Rata Share of any payment under any Letter of Credit on the date required, as specified above, but no Bank shall be responsible for the failure of any other Bank to make available to the Administrative Agent such other Bank’s Pro Rata Share of any such payment. Each such payment by a Bank under this Section 3.05 of its Pro Rata Share of an amount paid by the such Issuing Bank shall constitute a Revolving Loan by such Bank (Borrower being deemed to have given a timely Notice of Borrowing therefor) and shall be treated as such for all purposes of this Agreement; provided that for purposes of determining the aggregate Unutilized Revolving Credit Commitments immediately prior to giving effect to the application of the proceeds of such Revolving Loans, the Reimbursement Obligation being satisfied thereby shall be deemed not to be outstanding at such time. Each Bank’s obligation to make Revolving Loans pursuant to this Section 3.05 shall be absolute and unconditional and shall not be affected by any circumstance whatsoever, including, without limitation, the failure of the amount of such borrowing of Revolving Loans to meet the minimum borrowing amount specified in Section 2.01(a); provided, however, that each Bank’s obligation to make Revolving Loans pursuant to this Section 3.05 is subject to the conditions set forth in Section 4.02 (other than delivery by Borrower of a Notice of Borrowing).

Payment by Revolving Loans. In the event that the Issuing Bank Lender makes any payment under any Letter of Credit and the Borrower shall not have timely satisfied in full its Reimbursement Obligation to the Issuing Bank Lender pursuant to Section 3.042.19(d), and to the extent that any amounts then held in the Cash Collateral Account established pursuant to Section 3.08 2.19(h) shall be insufficient to satisfy such Reimbursement Obligation in full, the Issuing Bank Lender will promptly notify the Administrative Agent, and the Administrative Agent will promptly notify each BankRevolving Credit Lender, of such failure. If the Administrative Agent gives such notice prior to 12:00 noon, Charlotte time, on any Business Day, each Bank Revolving Credit Lender will make available to the Administrative Agent, for the account of the Issuing BankLender, its Pro Rata Share pro rata share (based on the percentage of the aggregate Revolving Credit Commitments represented by such Lender’s Revolving Credit Commitment) of the amount of such payment on such Business Day in immediately available funds. If the Administrative Agent gives such notice after 12:00 noon, Charlotte time, on any Business Day, each such Bank Revolving Credit Lender shall make its Pro Rata Share pro rata share of such amount available to the Administrative Agent on the next succeeding Business Day. If and to the extent any Bank Revolving Credit Lender shall not have so made its Pro Rata Share pro rata share of the amount of such payment available to the Administrative Agent, such Bank Lender agrees to pay to the Administrative Agent, for the account of the Issuing BankLender, forthwith on demand such amount, together with interest thereon at the Fed Federal Funds Rate for each day from such date until the date such amount is paid to the Administrative Agent. The failure of any Bank Revolving Credit Lender to make available to the Administrative Agent its Pro Rata Share pro rata share of any payment under any Letter of Credit shall not relieve any other Bank Revolving Credit Lender of its obligation hereunder to make available to the Administrative Agent its Pro Rata Share pro rata share of any payment under any Letter of Credit on the date required, as specified above, but no Bank Revolving Credit Lender shall be responsible for the failure of any other Bank Revolving Credit Lender to make available to the Administrative Agent such other BankRevolving Credit Lender’s Pro Rata Share pro rata share of any such payment. Each such payment by a Bank Revolving Credit Lender under this Section 3.05 2.19(e) of its Pro Rata Share pro rata share of an amount paid by the Issuing Bank Lender shall constitute a Revolving Loan by such Bank Revolving Credit Lender (the Borrower being deemed to have given a timely Notice of Borrowing therefor) and shall be treated as such for all purposes of this Agreement; provided that for purposes of determining the aggregate Unutilized Revolving Credit Commitments immediately prior to giving effect to the application of the proceeds of such Revolving Loans, the Reimbursement Obligation being satisfied thereby shall be deemed not to be outstanding at such time. Each BankRevolving Credit Lender’s obligation to make Revolving Loans pursuant to this Section 3.05 2.19(e) shall be absolute and unconditional and shall not be affected by any circumstance whatsoever, including, without limitation, the failure of the amount of such borrowing Borrowing of Revolving Loans to meet the minimum borrowing Borrowing amount specified in Section 2.01(a2.2(b); provided, however, that each BankRevolving Credit Lender’s obligation to make Revolving Loans pursuant to this Section 3.05 2.19(e) is subject to the conditions set forth in Section 4.02 3.2 (other than delivery by the Borrower of a Notice of Borrowing).

Payment by Revolving Loans. In the event that the Issuing Bank Lender makes any payment under any Letter of Credit and the Borrower shall not have timely satisfied in full its Reimbursement Obligation to the Issuing Bank Lender pursuant to Section 3.043.4, and to the extent that any amounts then held in the Cash Collateral Account established pursuant to Section 3.08 3.8 shall be insufficient to satisfy such Reimbursement Obligation in full, the Issuing Bank Lender will promptly notify the Administrative Agent, and the Administrative Agent will promptly notify each BankRevolving Credit Lender, of such failure. If the Administrative Agent gives such notice prior to 12:00 noon, Charlotte time, on any Business Day, each Bank Revolving Credit Lender will make available to the Administrative Agent, for the account of the Issuing BankLender, its Pro Rata Share pro rata share (based on the percentage of the aggregate Revolving Credit Commitments represented by such Lender’s Revolving Credit Commitment) of the amount of such payment on such Business Day in immediately available funds. If the Administrative Agent gives such notice after 12:00 noon, Charlotte time, on any Business Day, each such Bank Revolving Credit Lender shall make its Pro Rata Share pro rata share of such amount available to the Administrative Agent on the next succeeding Business Day. If and to the extent any Bank Revolving Credit Lender shall not have so made its Pro Rata Share pro rata share of the amount of such payment available to the Administrative Agent, such Bank Lender agrees to pay to the Administrative Agent, for the account of the Issuing BankLender, forthwith on demand such amount, together with interest thereon at the Fed Federal Funds Rate for each day from such date until the date such amount is paid to the Administrative Agent. The failure of any Bank Revolving Credit Lender to make available to the Administrative Agent its Pro Rata Share pro rata share of any payment under any Letter of Credit shall not relieve any other Bank Revolving Credit Lender of its obligation hereunder to make available to the Administrative Agent its Pro Rata Share pro rata share of any payment under any Letter of Credit on the date required, as specified above, but no Bank Revolving Credit Lender shall be responsible for the failure of any other Bank Revolving Credit Lender to make available to the Administrative Agent such other BankRevolving Credit Lender’s Pro Rata Share pro rata share of any such payment. Each such payment by a Bank Revolving Credit Lender under this Section 3.05 3.5 of its Pro Rata Share pro rata share of an amount paid by the Issuing Bank Lender shall constitute a Revolving Loan by such Bank Revolving Credit Lender (the Borrower being deemed to have given a timely Notice of Borrowing therefor) and shall be treated as such for all purposes of this Agreement; provided that for purposes of determining the aggregate Unutilized Revolving Credit Commitments immediately prior to giving effect to the application of the proceeds of such Revolving Loans, the Reimbursement Obligation being satisfied thereby shall be deemed not to be outstanding at such time. Each BankRevolving Credit Lender’s obligation to make Revolving Loans pursuant to this Section 3.05 3.5 shall be absolute and unconditional and shall not be affected by any circumstance whatsoever, including, without limitation, the failure of the amount of such borrowing Borrowing of Revolving Loans to meet the minimum borrowing Borrowing amount specified in Section 2.01(a2.2(b); provided, however, that each BankRevolving Credit Lender’s obligation to make Revolving Loans pursuant to this Section 3.05 3.5 is subject to the conditions set forth in Section 4.02 4.2 (other than delivery by the Borrower of a Notice of Borrowing).

Payment by Revolving Loans. In the event that the any Issuing Bank makes any payment under any Letter of Credit and the applicable Borrower shall not have timely satisfied in full its Reimbursement Obligation to the such Issuing Bank pursuant to Section 3.04, and to the extent that any amounts then held in the Cash Collateral Account established pursuant to Section 3.08 shall be insufficient to satisfy such Reimbursement Obligation in full, the such Issuing Bank will promptly notify the Administrative Agent, and the Administrative Agent will promptly notify each Bank, of such failure. If the Administrative Agent gives such notice prior to 12:00 noon, Charlotte time, on any Business Day, each Bank will make available to the Administrative Agent, for the account of the such Issuing Bank, its Pro Rata Share of the amount of such payment on such Business Day in immediately available funds. If the Administrative Agent gives such notice after 12:00 noon, Charlotte time, on any Business Day, each such Bank shall make its Pro Rata Share of such amount available to the Administrative Agent on the next succeeding Business Day. If and to the extent any Bank shall not have so made its Pro Rata Share of the amount of such payment available to the Administrative Agent, such Bank agrees to pay to the Administrative Agent, for the account of the such Issuing Bank, forthwith on demand such amount, together with interest thereon at the Fed Federal Funds Rate for each day from such date until the date such amount is paid to the Administrative Agent. The failure of any Bank to make available to the Administrative Agent its Pro Rata Share of any payment under any Letter of Credit shall not relieve any other Bank of its obligation hereunder to make available to the Administrative Agent its Pro Rata Share of any payment under any Letter of Credit on the date required, as specified above, but no Bank shall be responsible for the failure of any other Bank to make available to the Administrative Agent such other Bank’s Pro Rata Share of any such payment. Each such payment by a Bank under this Section 3.05 of its Pro Rata Share of an amount paid by the such Issuing Bank shall constitute a Revolving Loan by such Bank (the applicable Borrower being deemed to have given a timely Notice of Borrowing therefor) and shall be treated as such for all purposes of this Agreement; provided that for purposes of determining the aggregate Unutilized Revolving Credit Commitments immediately prior to giving effect to the application of the proceeds of such Revolving Loans, the Reimbursement Obligation being satisfied thereby shall be deemed not to be outstanding at such time. Each Bank’s obligation to make Revolving Loans pursuant to this Section 3.05 shall be absolute and unconditional and shall not be affected by any circumstance whatsoever, including, without limitation, the failure of the amount of such borrowing of Revolving Loans to meet the minimum borrowing amount specified in Section 2.01(a); provided, however, that each Bank’s obligation to make Revolving Loans pursuant to this Section 3.05 is subject to the conditions set forth in Section 4.02 (other than delivery by the applicable Borrower of a Notice of Borrowing).

Payment by Revolving Loans. In the event that the Issuing Bank makes any payment under any Letter of Credit and the Borrower shall not have timely satisfied in full its Reimbursement Obligation to the Issuing Bank pursuant to Section 3.044.4, and to the extent that any amounts then held in the L/C Cash Collateral Account Accounts established pursuant to Section 3.08 4.8 shall be insufficient to satisfy such Reimbursement Obligation in full, the Issuing Bank will promptly notify the Administrative Agent, and the Administrative Agent will promptly notify each BankRevolving Lender, of such failure. If the Administrative Agent gives such notice prior to 12:00 noon11:00 a.m., Charlotte time, on any Business Day, each Bank Revolving Lender will make available to the Administrative Agent, for the account of the Issuing Bank, its Pro Rata Share pro rata share (based on the percentage of the aggregate Revolving Credit Commitments represented by such Lender's Revolving Credit Commitment) of the amount of such payment on such Business Day in immediately available funds. If the Administrative Agent gives such notice after 12:00 noon11:00 a.m., Charlotte time, on any Business Day, each such Bank Lender shall make its Pro Rata Share pro rata share of such amount available to the Administrative Agent on the next succeeding Business Day. If and to the extent any Bank Revolving Lender shall not have so made its Pro Rata Share pro rata share of the amount of such payment available to the Administrative Agent, such Bank Lender agrees to pay to the Administrative Agent, for the account of the Issuing Bank, forthwith on demand such amount, together with interest thereon at the Fed Federal Funds Rate for each day from such date until the date such amount is paid to the Administrative Agent. The failure of any Bank Revolving Lender to make available to the Administrative Agent its Pro Rata Share pro rata share of any payment under any Letter of Credit shall not relieve any other Bank Revolving Lender of its obligation hereunder to make available to the Administrative Agent its Pro Rata Share pro rata share of any payment under any Letter of Credit on the date required, as specified above, but no Bank Revolving Lender shall be responsible for the failure of any other Bank Revolving Lender to make available to the Administrative Agent such other Bank’s Pro Rata Share Lender's pro rata share of any such payment. Each such payment by a Bank Revolving Lender under this Section 3.05 4.5 of its Pro Rata Share pro rata share of an amount paid by the Issuing Bank shall constitute a Revolving Loan by such Bank Revolving Lender (the Borrower being deemed to have given a timely Notice of Revolving Borrowing therefor) and shall be treated as such for all purposes of this Agreement; provided that for purposes of determining the aggregate Unutilized Revolving Credit Commitments immediately prior to giving effect to the application of the proceeds of such Revolving Loans, the Reimbursement Obligation being satisfied thereby shall be deemed not to be outstanding at such time. Each Bank’s obligation to make Revolving Loans pursuant to this Section 3.05 shall be absolute and unconditional and shall not be affected by any circumstance whatsoever, including, without limitation, the failure of the amount of such borrowing of Revolving Loans to meet the minimum borrowing amount specified in Section 2.01(a); provided, however, that each Bank’s obligation to make Revolving Loans pursuant to this Section 3.05 is subject to the conditions set forth in Section 4.02 (other than delivery by Borrower of a Notice of Borrowing).

Payment by Revolving Loans. In the event that the Issuing Bank Lender makes any payment under any Letter of Credit and the Borrower shall not have timely satisfied in full its Reimbursement Obligation to the Issuing Bank Lender pursuant to Section 3.043.4, and to the extent that any amounts then held in the Cash Collateral Account established pursuant to Section 3.08 3.8 shall be insufficient to satisfy such Reimbursement Obligation in full, the Issuing Bank Lender will promptly notify the Administrative Agent, and the Administrative Agent will promptly notify each BankRevolving Credit Lender, of such failure. If the Administrative Agent gives such notice prior to 12:00 noonnoon (Charlotte, Charlotte North Carolina time, ) on any Business Day, each Bank Revolving Credit Lender will make available to the Administrative Agent, for the account of the Issuing BankLender, its Pro Rata Share pro rata share (based on the percentage of the aggregate Revolving Credit Commitments represented by such Lender’s Revolving Credit Commitment) of the amount of such payment on such Business Day in immediately available funds. If the Administrative Agent gives such notice after 12:00 noonnoon (Charlotte, Charlotte North Carolina time, ) on any Business Day, each such Bank Revolving Credit Lender shall make its Pro Rata Share pro rata share of such amount available to the Administrative Agent on the next succeeding Business Day. If and to the extent any Bank Revolving Credit Lender shall not have so made its Pro Rata Share pro rata share of the amount of such payment available to the Administrative Agent, such Bank Lender agrees to pay to the Administrative Agent, for the account of the Issuing BankLender, forthwith on demand such amount, together with interest thereon at the Fed Federal Funds Rate for each day from such date until the date such amount is paid to the Administrative Agent. The failure of any Bank Revolving Credit Lender to make available to the Administrative Agent its Pro Rata Share pro rata share of any payment under any Letter of Credit shall not relieve any other Bank Revolving Credit Lender of its obligation hereunder to make available to the Administrative Agent its Pro Rata Share pro rata share of any payment under any Letter of Credit on the date required, as specified above, but no Bank Revolving Credit Lender shall be responsible for the failure of any other Bank Revolving Credit Lender to make available to the Administrative Agent such other BankRevolving Credit Lender’s Pro Rata Share pro rata share of any such payment. Each such payment by a Bank Revolving Credit Lender under this Section 3.05 3.5 of its Pro Rata Share pro rata share of an amount paid by the Issuing Bank Lender shall constitute a Revolving Loan by such Bank Revolving Credit Lender (the Borrower being deemed to have given a timely Notice of Borrowing therefor) and shall be treated as such for all purposes of this Agreement; provided that for purposes of determining the aggregate Unutilized Revolving Credit Commitments immediately prior to giving effect to the application of the proceeds of such Revolving Loans, the Reimbursement Obligation being satisfied thereby shall be deemed not to be outstanding at such time. Each BankRevolving Credit Lender’s obligation to make Revolving Loans pursuant to this Section 3.05 3.5 shall be absolute and unconditional and shall not be affected by any circumstance whatsoever, including, without limitation, the existence of any Default or Event of Default or the failure of the amount of such borrowing Borrowing of Revolving Loans to meet the minimum borrowing Borrowing amount specified in Section 2.01(a2.2(b); provided, however, that each BankRevolving Credit Lender’s obligation to make Revolving Loans pursuant to this Section 3.05 3.5 is subject to the conditions set forth in Section 4.02 4.2 (other than delivery by the Borrower of a Notice of Borrowing).

Payment by Revolving Loans. In the event that the any Issuing Bank makes any payment under any Letter of Credit and the applicable Borrower shall not have timely satisfied in full its Reimbursement Obligation to the such Issuing Bank pursuant to Section 3.04, and to the extent that any amounts then held in the Cash Collateral Account established pursuant to Section 3.08 shall be insufficient to satisfy such Reimbursement Obligation in full, the such Issuing Bank will promptly notify the Administrative Agent, and the Administrative Agent will promptly notify each Bank, of such failure. If the Administrative Agent gives such notice prior to 12:00 noon, Charlotte time, on any Business Day, each Bank will make available to the Administrative Agent, for the account of the such Issuing Bank, its Pro Rata Share of the amount of such payment on such Business Day in immediately available funds. If the Administrative Agent gives such notice after 12:00 noon, Charlotte time, on any Business Day, each such Bank shall make its Pro Rata Share of such amount available to the Administrative Agent on the next succeeding Business Day. If and to the extent any Bank shall not have so made its Pro Rata Share of the amount of such payment available to the Administrative Agent, such Bank agrees to pay to the Administrative Agent, for the account of the such Issuing Bank, forthwith on demand such amount, together with interest thereon at the Fed Funds Rate for each day from such date until the date such amount is paid to the Administrative Agent. The failure of any Bank to make available to the Administrative Agent its Pro Rata Share of any payment under any Letter of Credit shall not relieve any other Bank of its obligation hereunder to make available to the Administrative Agent its Pro Rata Share of any payment under any Letter of Credit on the date required, as specified above, but no Bank shall be responsible for the failure of any other Bank to make available to the Administrative Agent such other Bank’s Pro Rata Share of any such payment. Each such payment by a Bank under this Section 3.05 of its Pro Rata Share of an amount paid by the such Issuing Bank shall constitute a Revolving Loan by such Bank (the applicable Borrower being deemed to have given a timely Notice of Borrowing therefor) and shall be treated as such for all purposes of this Agreement; provided that for purposes of determining the aggregate Unutilized Revolving Credit Commitments immediately prior to giving effect to the application of the proceeds of such Revolving Loans, the Reimbursement Obligation being satisfied thereby shall be deemed not to be outstanding at such time. Each Bank’s obligation to make Revolving Loans pursuant to this Section 3.05 shall be absolute and unconditional and shall not be affected by any circumstance whatsoever, including, without limitation, the failure of the amount of such borrowing of Revolving Loans to meet the minimum borrowing amount specified in Section 2.01(a); provided, however, that each Bank’s obligation to make Revolving Loans pursuant to this Section 3.05 is subject to the conditions set forth in Section 4.02 (other than delivery by the applicable Borrower of a Notice of Borrowing).

Payment by Revolving Loans. In the event that the Issuing Bank Lender makes any payment under any Letter of Credit and the Borrower shall not have timely satisfied in full its Reimbursement Obligation to the Issuing Bank Lender pursuant to Section 3.043.4, and to the extent that any amounts then held in the Cash Collateral Account established pursuant to Section 3.08 3.8 shall be insufficient to satisfy such Reimbursement Obligation in full, the Issuing Bank Lender will promptly notify the Administrative Agent, and the Administrative Agent will promptly notify each BankLender, of such failure. If the Administrative Agent gives such notice prior to 12:00 noon11:00 a.m., Charlotte time, on any Business Day, each Bank Lender will make available to the Administrative Agent, for the account of the Issuing BankLender, its Pro Rata Share pro rata share (based on the percentage of the aggregate Commitments represented by such Lender’s Commitment) of the amount of such payment on such Business Day in immediately available funds. If the Administrative Agent gives such notice after 12:00 noon11:00 a.m., Charlotte time, on any Business Day, each such Bank Lender shall make its Pro Rata Share pro rata share of such amount available to the Administrative Agent on the next succeeding Business Day. If and to the extent any Bank Lender shall not have so made its Pro Rata Share pro rata share of the amount of such payment available to the Administrative Agent, such Bank Lender agrees to pay to the Administrative Agent, for the account of the Issuing BankLender, forthwith on demand such amount, together with interest thereon at the Fed Federal Funds Rate for each day from such date until the date such amount is paid to the Administrative Agent. The failure of any Bank Lender to make available to the Administrative Agent its Pro Rata Share pro rata share of any payment under any Letter of Credit shall not relieve any other Bank Lender of its obligation hereunder to make available to the Administrative Agent its Pro Rata Share pro rata share of any payment under any Letter of Credit on the date required, as specified above, but no Bank Lender shall be responsible for the failure of any other Bank Lender to make available to the Administrative Agent such other BankLender’s Pro Rata Share pro rata share of any such payment. Each such payment by a Bank Lender under this Section 3.05 3.5 of its Pro Rata Share pro rata share of an amount paid by the Issuing Bank Lender shall constitute a Revolving Loan by such Bank Lender (the Borrower being deemed to have given a timely Notice of Borrowing therefor) and shall be treated as such for all purposes of this Agreement; provided that for purposes of determining the aggregate Unutilized Revolving Credit Commitments immediately prior to giving effect to the application of the proceeds of such Revolving Loans, the Reimbursement Obligation being satisfied thereby shall be deemed not to be outstanding at such time. Each BankLender’s obligation to make Revolving Loans pursuant to this Section 3.05 3.5 shall be absolute and unconditional and shall not be affected by any circumstance whatsoever, including, without limitation, the failure of the amount of such borrowing Borrowing of Revolving Loans to meet the minimum borrowing Borrowing amount specified in Section 2.01(a2.2(b); provided, however, that each BankLender’s obligation to make Revolving Loans pursuant to this Section 3.05 3.5 is subject to the conditions set forth in Section 4.02 4.2 (other than delivery by the Borrower of a Notice of Borrowing).

Payment by Revolving Loans. 3.5.1 In the event that the any Issuing Bank makes any payment under any Letter of Credit and the Borrower shall not have timely satisfied in full its Reimbursement Obligation to the such Issuing Bank pursuant to Section 3.043.4, and the Borrower shall be deemed to have requested a Borrowing of Base Rate Loans to be disbursed on the Honor Date in an amount equal to the extent Reimbursement Obligation (the “Unreimbursed Amount”), without regard to the minimum and multiples for the principal amount of Base Rate Loans, but subject to the amount of the unutilized portion of the Aggregate Commitments and the conditions set forth in Section 4.2 (other than the delivery of a Notice of Borrowing). Any notice given by the applicable Issuing Bank or the Administrative Agent pursuant to this Section 3.5.1 may be given by telephone if immediately confirmed in writing; provided that the lack of such an immediate confirmation shall not affect the conclusiveness or binding effect of such notice. 3.5.2 Each Lender shall upon any amounts then held in the Cash Collateral Account established notice pursuant to Section 3.08 shall be insufficient to satisfy such Reimbursement Obligation in full, the Issuing Bank will promptly notify the Administrative Agent, 3.5.1 make funds available (and the Administrative Agent will promptly notify each Bank, of such failure. If the Administrative Agent gives such notice prior to 12:00 noon, Charlotte time, on any Business Day, each Bank will make available to the Administrative Agent, may apply Cash Collateral provided for this purpose) for the account of the applicable Issuing Bank, Bank in an amount equal to its Pro Rata Share Applicable Percentage of the amount of such payment Unreimbursed Amount not later than 1:00 p.m. on such the Business Day specified in immediately available funds. If the Administrative Agent gives such notice after 12:00 noon, Charlotte time, on any Business Day, each such Bank shall make its Pro Rata Share of such amount available to the Administrative Agent on the next succeeding Business Day. If and to the extent any Bank shall not have so made its Pro Rata Share of the amount of such payment available to by the Administrative Agent, such Bank agrees to pay whereupon, subject to the provisions of Section 3.5.3, each Lender that so makes funds available shall be deemed to have made a Base Rate Loan to the Borrower in such amount. The Administrative AgentAgent shall remit the funds so received to the applicable Issuing Bank. 3.5.3 With respect to any Unreimbursed Amount that is not fully refinanced by a borrowing of Base Rate Loans because the conditions set forth in Section 4.2 cannot be satisfied or for any other reason, each Lender shall fund its risk participation in such Letter of Credit in the amount of its Applicable Percentage of the Unreimbursed Amount that is not so refinanced, which funded risk participation shall be due and payable on demand (together with interest) and shall bear interest at the Overdue Rate. 3.5.4 Until each Lender funds its Base Rate Loan or risk participation pursuant to this Section 3.5 to reimburse the applicable Issuing Bank for any amount drawn under any Letter of Credit, interest in respect of such Lender’s Applicable Percentage of such amount shall be solely for the account of the applicable Issuing Bank, forthwith on demand such amount, together with interest thereon at the Fed Funds Rate for each day from such date until the date such amount is paid to the Administrative Agent. The failure of any Bank to make available to the Administrative Agent its Pro Rata Share of any payment under any Letter of Credit shall not relieve any other Bank of its obligation hereunder to make available to the Administrative Agent its Pro Rata Share of any payment under any Letter of Credit on the date required, as specified above, but no Bank shall be responsible for the failure of any other Bank to make available to the Administrative Agent such other Bank’s Pro Rata Share of any such payment. . 3.5.5 Each such payment by a Bank under this Section 3.05 of its Pro Rata Share of an amount paid by the Issuing Bank shall constitute a Revolving Loan by such Bank (Borrower being deemed to have given a timely Notice of Borrowing therefor) and shall be treated as such for all purposes of this Agreement; provided that for purposes of determining the aggregate Unutilized Revolving Credit Commitments immediately prior to giving effect to the application of the proceeds of such Revolving Loans, the Reimbursement Obligation being satisfied thereby shall be deemed not to be outstanding at such time. Each BankLender’s obligation to make Revolving Base Rate Loans pursuant or to fund its risk participation to reimburse the applicable Issuing Bank for amounts drawn under Letters of Credit, as contemplated by this Section 3.05 3.5, shall be absolute and unconditional and shall not be affected by any circumstance whatsoevercircumstance, includingincluding (A) any setoff, without limitationcounterclaim, recoupment, defense or other right which such Lender may have against such Issuing Bank, the failure Borrower or any other Person for any reason whatsoever; (B) the occurrence or continuance of an Unmatured Default or Event of Default, or (C) any other occurrence, event or condition, whether or not similar to any of the amount of such borrowing of Revolving Loans to meet the minimum borrowing amount specified in Section 2.01(a)foregoing; provided, however, that each BankLender’s obligation to make Revolving Base Rate Loans pursuant to this Section 3.05 3.5 is subject to the conditions set forth in Section 4.02 4.2 (other than delivery by the Borrower of a Notice of Borrowing). No such making of a Base Rate Loan or funding of risk participation shall relieve or otherwise impair the obligation of the Borrower to reimburse the applicable Issuing Bank for the amount of any payment made by such Issuing Bank under any Letter of Credit, together with interest as provided herein. 3.5.6 If any Lender fails to make available to the Administrative Agent for the account of the applicable Issuing Bank any amount required to be paid by such Lender pursuant to the foregoing provisions of this Section 3.5 by the time specified in Section 3.5.2, then, without limiting the other provisions of this Agreement, the applicable Issuing Bank shall be entitled to recover from such Lender (acting through the Administrative Agent), on demand, such amount with interest thereon for the period from the date such payment is required to the date on which such payment is immediately available to such Issuing Bank at a rate per annum equal to the greater of the Federal Funds Rate and a rate determined by such Issuing Bank in accordance with banking industry rules on interbank compensation, plus any administrative, processing or similar fees customarily charged by such Issuing Bank in connection with the foregoing. If such Lender pays such amount (with interest and fees as aforesaid), the amount so paid shall constitute such Lender’s Base Rate Loan included in the relevant borrowing or funded risk participation, as the case may be. A certificate of the applicable Issuing Bank submitted to any Lender (through the Administrative Agent) with respect to any amounts owing under this Section 3.5.6 shall be conclusive absent manifest error.

Payment by Revolving Loans. In the event that the Issuing Bank Lender makes any payment under any Letter of Credit and the Borrower shall not have timely satisfied in full its Execution Reimbursement Obligation to the Issuing Bank Lender pursuant to Section 3.04SECTION 3.4, and to the extent that any amounts then held in the Cash Collateral Account established pursuant to Section 3.08 SECTION 3.8 shall be insufficient to satisfy such Reimbursement Obligation in full, the Issuing Bank Lender will promptly notify the Administrative Agent, and the Administrative Agent will promptly notify each BankLender, of such failure. If the Administrative Agent gives such notice prior to 12:00 noon11:00 a.m., Charlotte time, on any Business Day, each Bank Lender will make available to the Administrative Agent, for the account of the Issuing BankLender, its Pro Rata Share pro rata share (based on the percentage of the aggregate Commitments represented by such Lender's Commitment) of the amount of such payment on such Business Day in immediately available funds. If the Administrative Agent gives such notice after 12:00 noon11:00 a.m., Charlotte time, on any Business Day, each such Bank Lender shall make its Pro Rata Share pro rata share of such amount available to the Administrative Agent on the next succeeding Business Day. If and to the extent any Bank Lender shall not have so made its Pro Rata Share pro rata share of the amount of such payment available to the Administrative Agent, such Bank Lender agrees to pay to the Administrative Agent, for the account of the Issuing BankLender, forthwith on demand such amount, together with interest thereon at the Fed Federal Funds Rate for each day from such date until the date such amount is paid to the Administrative Agent. The failure of any Bank Lender to make available to the Administrative Agent its Pro Rata Share pro rata share of any payment under any Letter of Credit shall not relieve any other Bank Lender of its obligation hereunder to make available to the Administrative Agent its Pro Rata Share pro rata share of any payment under any Letter of Credit on the date required, as specified above, but no Bank Lender shall be responsible for the failure of any other Bank Lender to make available to the Administrative Agent such other Bank’s Pro Rata Share Lender's pro rata share of any such payment. Each such payment by a Bank Lender under this Section 3.05 of its Pro Rata Share pro rata share of an amount paid by the Issuing Bank Lender shall constitute a Revolving Loan by such Bank Lender (the Borrower being deemed to have given a timely Notice of Borrowing therefor) and shall be treated as such for all purposes of this Agreement; provided that for purposes of determining the aggregate Unutilized Revolving Credit Commitments immediately prior to giving effect to the application of the proceeds of such Revolving Loans, the Reimbursement Obligation being satisfied thereby shall be deemed not to be outstanding at such time. Each Bank’s obligation to make Revolving Loans pursuant to this Section 3.05 shall be absolute and unconditional and shall not be affected by any circumstance whatsoever, including, without limitation, the failure of the amount of such borrowing of Revolving Loans to meet the minimum borrowing amount specified in Section 2.01(a); provided, however, that each Bank’s obligation to make Revolving Loans pursuant to this Section 3.05 is subject to the conditions set forth in Section 4.02 (other than delivery by Borrower of a Notice of Borrowing).

Payment by Revolving Loans. In the event that the Issuing Bank Lender makes any payment under any Letter of Credit and the Borrower shall not have timely satisfied in full its Reimbursement Obligation to the Issuing Bank Lender pursuant to Section 3.043.4, and to the extent that any amounts then held in the Cash Collateral Account established pursuant to Section 3.08 3.8 shall be insufficient to satisfy such Reimbursement Obligation in full, the Issuing Bank Lender will promptly notify the Administrative Agent, and the Administrative Agent will promptly notify each BankLender, of such failure. If the Administrative Agent gives such notice prior to 12:00 noon11:00 a.m., Charlotte time, on any Business Day, each Bank Lender will make available to the Administrative Agent, for the account of the Issuing BankLender, its Pro Rata Share pro rata share (based on the percentage of the aggregate Revolving Credit Commitments represented by such Lender's Revolving Credit Commitment) of the amount of such payment on such Business Day in immediately available funds. If the Administrative Agent gives such notice after 12:00 noon11:00 a.m., Charlotte time, on any Business Day, each such Bank Lender shall make its Pro Rata Share pro rata share of such amount available to the Administrative Agent on the next succeeding Business Day. If and to the extent any Bank Lender shall not have so made its Pro Rata Share pro rata share of the amount of such payment available to the Administrative Agent, such Bank Lender agrees to pay to the Administrative Agent, for the account of the Issuing BankLender, forthwith on demand such amount, together with interest thereon at the Fed Federal Funds Rate for each day from such date until the date such amount is paid to the Administrative Agent. The failure of any Bank Lender to make available to the Administrative Agent its Pro Rata Share pro rata share of any payment under any Letter of Credit shall not relieve any other Bank Lender of its obligation hereunder to make available to the Administrative Agent its Pro Rata Share pro rata share of any payment under any Letter of Credit on the date required, as specified above, but no Bank Lender shall be responsible for the failure of any other Bank Lender to make available to the Administrative Agent such other Bank’s Pro Rata Share Lender's pro rata share of any such payment. Each such payment by a Bank Lender under this Section 3.05 of its Pro Rata Share pro rata share of an amount paid by the Issuing Bank Lender shall constitute a Tranche A Revolving Loan by such Bank Lender (the Borrower being deemed to have given a timely Notice of Borrowing therefor) and shall be treated as such for all purposes of this Agreement; provided that for purposes of determining the aggregate Unutilized Revolving Credit Commitments immediately prior to giving effect to the application of the proceeds of such Revolving Loans, the Reimbursement Obligation being satisfied thereby shall be deemed not to be outstanding at such time. Each Bank’s obligation to make Revolving Loans pursuant to this Section 3.05 shall be absolute and unconditional and shall not be affected by any circumstance whatsoever, including, without limitation, the failure of the amount of such borrowing of Revolving Loans to meet the minimum borrowing amount specified in Section 2.01(a); provided, however, that each Bank’s obligation to make Revolving Loans pursuant to this Section 3.05 is subject to the conditions set forth in Section 4.02 (other than delivery by Borrower of a Notice of Borrowing).

Payment by Revolving Loans. In the event that the Issuing Bank Lender makes any payment under any Letter of Credit and the Borrower shall not have timely satisfied in full its Reimbursement Obligation to the Issuing Bank Lender pursuant to Section 3.044.4, and to the extent that any amounts then held in the Cash Collateral Account established pursuant to Section 3.08 4.8 shall be insufficient to satisfy such Reimbursement Obligation in full, the Issuing Bank will promptly notify the Administrative Agent, and the Administrative Agent will promptly notify each Bank, Lender of such failure. If the Administrative Agent gives such notice prior to 12:00 noon11:00 a.m., Charlotte time, on any Business Day, each Bank Revolving Lender will make available to the Administrative Agent, for the account of the Issuing BankLender, its Pro Rata Share pro rata share (based on its Applicable Commitment Percentage of the Total Revolving Credit Commitment) of the amount of such payment on such Business Day in immediately available funds. If the Administrative Agent gives such notice after 12:00 noon11:00 a.m., Charlotte time, on any Business Day, each such Bank Revolving Lender shall make its Pro Rata Share pro rata share of such amount available to the Administrative Agent on the next succeeding Business Day. If and to the extent any Bank Revolving Lender shall not have so made its Pro Rata Share pro rata share of the amount of such payment available to the Administrative Agent, such Bank Revolving Lender agrees to pay to the Administrative Agent, for the account of the Issuing BankLender, forthwith on demand such amount, together with interest thereon at the Fed Federal Funds Rate for each day from such date until the date such amount is paid to the Administrative Agent. The failure of any Bank Revolving Lender to make available to the Administrative Agent its Pro Rata Share pro rata share of any payment under any Letter of Credit shall not relieve any other Bank Revolving Lender of its obligation hereunder to make available to the Administrative Agent its Pro Rata Share pro rata share of any payment under any Letter of Credit on the date required, as specified above, but no Bank Lender shall be responsible for the failure of any other Bank Lender to make available to the Administrative Agent such other BankRevolving Lender’s Pro Rata Share pro rata share of any such payment. Each such payment by a Bank Revolving Lender under this Section 3.05 of its Pro Rata Share pro rata share of an amount paid by the Issuing Bank Lender shall constitute (x) if the conditions to making and obtaining Revolving Loans shall then be satisfied, a Revolving Loan by such Bank Revolving Lender (the Borrower being deemed to have given a timely Notice of Borrowing therefor) and shall be treated as such for all purposes of this Agreement; provided that for purposes of determining the aggregate Unutilized Revolving Credit Commitments immediately prior to giving effect to the application of the proceeds of such Revolving Loans, the Reimbursement Obligation being satisfied thereby shall be deemed not to be outstanding at such time, and (y) in all other circumstances, the funding by each Revolving Lender of the purchase price of its Participation in such Reimbursement Obligation. Each Bank’s The obligation of each Revolving Lender to make Revolving Loans pursuant so provide its purchase price to this Section 3.05 the Issuing Lender shall be absolute and unconditional and shall not be affected by the occurrence of an Event of Default or any circumstance whatsoeverother occurrence or event. Simultaneously with the making of each such payment by a Lender to the Issuing Lender to fund such Revolving Lender’s purchase price of a Participation in such Letter of Credit, includingsuch Revolving Lender shall, automatically and without limitation, any further action on the failure part of the Issuing Lender or such Revolving Lender, acquire a Participation in an amount of equal to such borrowing of Revolving Loans to meet payment (excluding the minimum borrowing amount specified in Section 2.01(a); provided, however, that each Bank’s obligation to make Revolving Loans pursuant to this Section 3.05 is subject portion thereof constituting interest accrued prior to the conditions set forth date the Revolving Lender made its payment) in Section 4.02 (other than delivery by the related rights of the Issuing Lender with respect to obligations of the Borrower of a Notice of Borrowing)as to such Reimbursement Obligation.

Payment by Revolving Loans. In the event that the Issuing Bank Lender -------------------------- makes any payment under any Letter of Credit and the Borrower shall not have timely satisfied in full its Reimbursement Obligation to the Issuing Bank Lender pursuant to Section 3.04SECTION 3.5, and to the extent that any amounts then held in the Cash Collateral Account established pursuant to Section 3.08 SECTION 3.9 shall be insufficient to satisfy such Reimbursement Obligation in full, the Issuing Bank Lender will promptly notify the Administrative Agent, and the Administrative Agent will promptly notify each BankLender, of such failure. If the Administrative Agent gives such notice prior to 12:00 noon11:00 a.m., Charlotte time, on any Business Day, each Bank Lender will make available to the Administrative Agent, for the account of the Issuing BankLender, its Pro Rata Share pro rata share (based on the percentage of the aggregate Commitments represented by such Lender's Commitment) of the amount of such payment on such Business Day in immediately available funds. If the Administrative Agent gives such notice after 12:00 noon11:00 a.m., Charlotte time, on any Business Day, each such Bank Lender shall make its Pro Rata Share pro rata share of such amount available to the Administrative Agent on the next succeeding Business Day. If and to the extent any Bank Lender shall not have so made its Pro Rata Share pro rata share of the amount of such payment available to the Administrative Agent, such Bank Lender agrees to pay to the Administrative Agent, for the account of the Issuing BankLender, forthwith on demand such amount, together with interest thereon at the Fed Federal Funds Rate for each day from such date until the date such amount is paid to the Administrative Agent. The failure of any Bank Lender to make available to the Administrative Agent its Pro Rata Share pro rata share of any payment under any Letter of Credit shall not relieve any other Bank Lender of its obligation hereunder to make available to the Administrative Agent its Pro Rata Share pro rata share of any payment under any Letter of Credit on the date required, as specified above, but no Bank Lender shall be responsible for the failure of any other Bank Lender to make available to the Administrative Agent such other Bank’s Pro Rata Share Lender's pro rata share of any such payment. Each such payment by a Bank Lender under this Section 3.05 SECTION 3.6 of its Pro Rata Share pro rata share of an amount paid by the Issuing Bank Lender shall constitute a Revolving Loan by such Bank Lender (the Borrower being deemed to have given a timely Notice of Revolving Borrowing therefor) and shall be treated as such for all purposes of this Agreement; provided that for purposes of determining the aggregate -------- Unutilized Revolving Credit Commitments immediately prior to giving effect to the application of the proceeds of such Revolving Loans, the Reimbursement Obligation being satisfied thereby shall be deemed not to be outstanding at such time. Each Bank’s obligation to make Revolving Loans pursuant to this Section 3.05 shall be absolute and unconditional and shall not be affected by any circumstance whatsoever, including, without limitation, the failure of the amount of such borrowing of Revolving Loans to meet the minimum borrowing amount specified in Section 2.01(a); provided, however, that each Bank’s obligation to make Revolving Loans pursuant to this Section 3.05 is subject to the conditions set forth in Section 4.02 (other than delivery by Borrower of a Notice of Borrowing).

Payment by Revolving Loans. In the event that the Issuing Bank Lender makes any payment under any Letter of Credit and the Borrower shall not have timely satisfied in full its Reimbursement Obligation to the Issuing Bank Lender pursuant to Section 3.043.4, and to the extent that any amounts then held in the Cash Collateral Account established pursuant to Section 3.08 3.8 shall be insufficient to satisfy such Reimbursement Obligation in full, the Issuing Bank Lender will promptly notify the Administrative Agent, and the Administrative Agent will promptly notify each BankLender, of such failure. If the Administrative Agent gives such notice prior to 12:00 noon11:00 a.m., Charlotte time, on any Business Day, each Bank Lender will make available to the Administrative Agent, for the account of the Issuing BankLender, its Pro Rata Share pro rata share (based on the percentage of the Aggregate Commitments represented by such Lender's Commitment) of the amount of such payment Reimbursement Obligation on such Business Day in immediately available funds. If the Administrative Agent gives such notice after 12:00 noon11:00 a.m., Charlotte time, on any Business Day, each such Bank Lender shall make its Pro Rata Share pro rata share of such amount available to the Administrative Agent on the next succeeding Business Day. If and to the extent any Bank Lender shall not have so made its Pro Rata Share pro rata share of the amount of such payment Reimbursement Obligation available to the Administrative Agent, such Bank Lender agrees to pay to the Administrative Agent, for the account of the Issuing BankLender, forthwith on demand such amount, together with interest thereon at the Fed Federal Funds Rate for each day from such date until the date such amount is paid to the Administrative Agent. The failure of any Bank Lender to make available to the Administrative Agent its Pro Rata Share pro rata share of any payment under any Letter of Credit outstanding Reimbursement Obligation shall not relieve any other Bank Lender of its obligation hereunder to make available to the Administrative Agent its Pro Rata Share pro rata share of any payment under any Letter of Credit outstanding Reimbursement Obligation on the date required, as specified above, but no Bank Lender shall be responsible for the failure of any other Bank Lender to make available to the Administrative Agent such other Bank’s Pro Rata Share Lender's pro rata share of any such paymentReimbursement Obligation. Each such payment by a Bank Lender under this Section 3.05 3.5 of its Pro Rata Share pro rata share of an amount paid by the Issuing Bank a Reimbursement Obligation shall constitute a Revolving Loan by such Bank Lender (the Borrower being deemed to have given a timely Notice of Revolving Borrowing therefor) and shall be treated as such for all purposes of this Agreement; provided that for purposes of determining the aggregate Aggregate Unutilized Revolving Credit Commitments immediately prior to giving effect to the application of the proceeds of such Revolving Loans, the Reimbursement Obligation being satisfied thereby shall be deemed not to be outstanding at such time. Each Bank’s obligation to make Revolving Loans pursuant to this Section 3.05 shall be absolute and unconditional and shall not be affected by any circumstance whatsoever, including, without limitation, the failure of the amount of such borrowing of Revolving Loans to meet the minimum borrowing amount specified in Section 2.01(a); provided, however, that each Bank’s obligation to make Revolving Loans pursuant to this Section 3.05 is subject to the conditions set forth in Section 4.02 (other than delivery by Borrower of a Notice of Borrowing).

Payment by Revolving Loans. In the event that the an Issuing Bank Lender makes any payment under any Letter of Credit and the Borrower shall not have timely satisfied in full its Reimbursement Obligation to the such Issuing Bank Lender pursuant to Section 3.043.4, and to the extent that any amounts then held in the Cash Collateral Account established pursuant to Section 3.08 3.8 shall be insufficient to satisfy such Reimbursement Obligation in full, the such Issuing Bank Lender will promptly notify the Administrative Agent, and the Administrative Agent will promptly notify each BankLender, of such failure. If the Administrative Agent gives such notice prior to 12:00 noon11:00 a.m., Charlotte time, on any Business Day, each Bank Lender will make available to the Administrative Agent, for the account of the such Issuing BankLender, its Pro Rata Share pro rata share (based on the percentage of the aggregate Commitments represented by such Xxxxxx’s Commitment, as adjusted by Section 2.22(a)(iii)) of the amount of such payment on such Business Day in immediately available funds. If the Administrative Agent gives such notice after 12:00 noon11:00 a.m., Charlotte time, on any Business Day, each such Bank Lender shall make its Pro Rata Share pro rata share of such amount available to the Administrative Agent on the next succeeding Business Day. If and to the extent any Bank Lender shall not have so made its Pro Rata Share pro rata share of the amount of such payment available to the Administrative Agent, such Bank Xxxxxx agrees to pay to the Administrative Agent, for the account of the such Issuing BankLender, forthwith on demand such amount, together with interest thereon at the Fed Funds Overnight Rate for each day from such date until the date such amount is paid to the Administrative Agent. The failure of any Bank Lender to make available to the Administrative Agent its Pro Rata Share pro rata share of any payment under any Letter of Credit shall not relieve any other Bank Lender of its obligation hereunder to make available to the Administrative Agent its Pro Rata Share pro rata share of any payment under any Letter of Credit on the date required, as specified above, but no Bank Lender shall be responsible for the failure of any other Bank Lender to make available to the Administrative Agent such other BankLender’s Pro Rata Share pro rata share of any such payment. Each such payment by a Bank Lender under this Section 3.05 3.5 of its Pro Rata Share pro rata share of an amount paid by the such Issuing Bank Lender shall constitute a Revolving Loan by such Bank Lender (the Borrower being deemed to have given a timely Notice of Borrowing therefor) and shall be treated as such for all purposes of this Agreement; provided that for purposes of determining the aggregate Unutilized Revolving Credit Commitments immediately prior to giving effect to the application of the proceeds of such Revolving Loans, the Reimbursement Obligation being satisfied thereby shall be deemed not to be outstanding at such time. Each BankLender’s obligation to make Revolving Loans pursuant to this Section 3.05 3.5 shall be absolute and unconditional and shall not be affected by any circumstance whatsoever, including, without limitation, the failure of the amount of such borrowing Borrowing of Revolving Loans to meet the minimum borrowing Borrowing amount specified in Section 2.01(a2.2(b); provided, however, that each BankLender’s obligation to make Revolving Loans pursuant to this Section 3.05 3.5 is subject to the conditions set forth in Section 4.02 4.2 (other than delivery by the Borrower of a Notice of Borrowing).

Payment by Revolving Loans. In the event that the Issuing Bank Lender makes any payment under any Letter of Credit and the Borrower shall not have timely satisfied in full its Reimbursement Obligation to the Issuing Bank Lender pursuant to Section 3.043.4, and to the extent that any amounts then held in the Cash Collateral Account established pursuant to Section 3.08 3.8 shall be insufficient to satisfy such Reimbursement Obligation in full, the Issuing Bank Lender will promptly notify the Administrative Agent, and the Administrative Agent will promptly notify each BankLender, of such failure. If the Administrative Agent gives such notice prior to 12:00 noon11:00 a.m., Charlotte time, on any Business Day, each Bank Lender will make available to the Administrative Agent, for the account of the Issuing BankLender, its Pro Rata Share pro rata share (based on the percentage of the aggregate Commitments represented by such Lender’s Commitment) of the amount of such payment on such Business Day in immediately available funds. If the Administrative Agent gives such notice after 12:00 noon11:00 a.m., Charlotte time, on any Business Day, each such Bank Lender shall make its Pro Rata Share pro rata share of such amount available to the Administrative Agent on the next succeeding Business Day. If and to the extent any Bank Lender shall not have so made its Pro Rata Share pro rata share of the amount of such payment available to the Administrative Agent, such Bank Lender agrees to pay to the Administrative Agent, for the account of the Issuing BankLender, forthwith on demand such amount, together with interest thereon at the Fed Federal Funds Rate for each day from such date until the date such amount is paid to the Administrative Agent. The failure of any Bank Lender to make available to the Administrative Agent its Pro Rata Share pro rata share of any payment under any Letter of Credit shall not relieve any other Bank Lender of its obligation hereunder to make available to the Administrative Agent its Pro Rata Share pro rata share of any payment under any Letter of Credit on the date required, as specified above, but no Bank Lender shall be responsible for the failure of any other Bank Lender to make available to the Administrative Agent such other BankLender’s Pro Rata Share pro rata share of any such payment. Each such payment by a Bank Lender under this Section 3.05 of its Pro Rata Share pro rata share of an amount paid by the Issuing Bank Lender shall constitute a Revolving Loan by such Bank Lender (the Borrower being deemed to have given a timely Notice of Borrowing therefor) and shall be treated as such for all purposes of this Agreement; provided that for purposes of determining the aggregate Unutilized Revolving Credit Commitments immediately prior to giving effect to the application of the proceeds of such Revolving Loans, the Reimbursement Obligation being satisfied thereby shall be deemed not to be outstanding at such time. Each Bank’s obligation to make Revolving Loans pursuant to this Section 3.05 shall be absolute and unconditional and shall not be affected by any circumstance whatsoever, including, without limitation, the failure of the amount of such borrowing of Revolving Loans to meet the minimum borrowing amount specified in Section 2.01(a); provided, however, that each Bank’s obligation to make Revolving Loans pursuant to this Section 3.05 is subject to the conditions set forth in Section 4.02 (other than delivery by Borrower of a Notice of Borrowing).

Payment by Revolving Loans. In the event that the Issuing Bank Lender makes any payment under any Letter of Credit and Borrower Matria shall not have timely satisfied in full its Reimbursement Obligation to the Issuing Bank Lender pursuant to Section 3.04SECTION 3.4, and to the extent that any amounts then held in the Cash Collateral Account established pursuant to Section 3.08 SECTION 3.8 shall be insufficient to satisfy such Reimbursement Obligation in full, the Issuing Bank Lender will promptly notify the Administrative Agent, and the Administrative Agent will promptly notify 50 57 each BankLender, of such failure. If the Administrative Agent gives such notice prior to 12:00 noon11:00 a.m., Charlotte time, on any Business Day, each Bank Lender will make available to the Administrative Agent, for the account of the Issuing BankLender, its Pro Rata Share pro rata share (based on the percentage of the aggregate Revolving Credit Commitments represented by such Lender's Revolving Credit Commitment) of the amount of such payment on such Business Day in immediately available funds. If the Administrative Agent gives such notice after 12:00 noon11:00 a.m., Charlotte time, on any Business Day, each such Bank Lender shall make its Pro Rata Share pro rata share of such amount available to the Administrative Agent on the next succeeding Business Day. If and to the extent any Bank Lender shall not have so made its Pro Rata Share pro rata share of the amount of such payment available to the Administrative Agent, such Bank Lender agrees to pay to the Administrative Agent, for the account of the Issuing BankLender, forthwith on demand such amount, together with interest thereon at the Fed Federal Funds Rate for each day from such date until the date such amount is paid to the Administrative Agent. The failure of any Bank Lender to make available to the Administrative Agent its Pro Rata Share pro rata share of any payment under any Letter of Credit shall not relieve any other Bank Lender of its obligation hereunder to make available to the Administrative Agent its Pro Rata Share pro rata share of any payment under any Letter of Credit on the date required, as specified above, but no Bank Lender shall be responsible for the failure of any other Bank Lender to make available to the Administrative Agent such other Bank’s Pro Rata Share Lender's pro rata share of any such payment. Each such payment by a Bank Lender under this Section 3.05 of its Pro Rata Share pro rata share of an amount paid by the Issuing Bank Lender shall constitute a Revolving Loan by such Bank Lender (Borrower Matria being deemed to have given a timely Notice of Borrowing therefor) and shall be treated as such for all purposes of this Agreement; provided that for purposes of determining the aggregate Unutilized Revolving Credit Commitments immediately prior to giving effect to the application of the proceeds of such Revolving Loans, the Reimbursement Obligation being satisfied thereby shall be deemed not to be outstanding at such time. Each Bank’s obligation to make Revolving Loans Loan made pursuant to this Section 3.05 shall be absolute and unconditional a Dollar Revolving Loan and shall not be affected by any circumstance whatsoever, including, without limitation, the failure of the amount of such borrowing of Revolving Loans to meet the minimum borrowing amount specified in Section 2.01(a); provided, however, that each Bank’s obligation to make Revolving Loans pursuant to this Section 3.05 is subject to the conditions set forth in Section 4.02 (other than delivery by Borrower of made initially as a Notice of Borrowing)Base Rate Loan.

Payment by Revolving Loans. In the event that the Issuing Bank Lender -------------------------- makes any payment under any Letter of Credit and the Borrower shall not have timely satisfied in full its Reimbursement Obligation to the Issuing Bank Lender pursuant to Section 3.04SECTION 3.5, and to the extent that any amounts then held in the Cash Collateral Account established pursuant to Section 3.08 SECTION 3.9 shall be insufficient to satisfy such Reimbursement Obligation in full, the Issuing Bank Lender will promptly notify the Administrative Agent, and the Administrative Agent will promptly notify each BankRevolving Credit Lender, of such failure. If the Administrative Agent gives such notice prior to 12:00 noon11:00 a.m., Charlotte time, on any Business Day, each Bank Lender will make available to the Administrative Agent, for the account of the Issuing BankLender, its Pro Rata Share pro rata share (based on the percentage of the aggregate Revolving Credit Commitments represented by such Lender's Revolving Credit Commitment) of the amount of such payment on such Business Day in immediately available funds. If the Administrative Agent gives such notice after 12:00 noon11:00 a.m., Charlotte time, on any Business Day, each such Bank Lender shall make its Pro Rata Share pro rata share of such amount available to the Administrative Agent on the next succeeding Business Day. If and to the extent any Bank Revolving Credit Lender shall not have so made its Pro Rata Share pro rata share of the amount of such payment available to the Administrative Agent, such Bank Lender agrees to pay to the Administrative Agent, for the account of the Issuing BankLender, forthwith on demand such amount, together with interest thereon at the Fed Federal Funds Rate for each day from such date until the date such amount is paid to the Administrative Agent. The failure of any Bank Revolving Credit Lender to make available to the Administrative Agent its Pro Rata Share pro rata share of any payment under any Letter of Credit shall not relieve any other Bank Revolving Credit Lender of its obligation hereunder to make available to the Administrative Agent its Pro Rata Share pro rata share of any payment under any Letter of Credit on the date required, as specified above, but no Bank Revolving Credit Lender shall be responsible for the failure of any other Bank Revolving Credit Lender to make available to the Administrative Agent such other Bank’s Pro Rata Share Lender's pro rata share of any such payment. Each such payment by a Bank Revolving Credit Lender under this Section 3.05 SECTION 3.6 of its Pro Rata Share pro rata share of an amount paid by the Issuing Bank Lender shall constitute a Revolving Loan by such Bank Revolving Credit Lender (the Borrower being deemed to have given a timely Notice of Borrowing therefor) and shall be treated as such for all purposes of this Agreement; provided that for purposes of determining the aggregate Unutilized Revolving -------- Credit Commitments immediately prior to giving effect to the application of the proceeds of such Revolving Loans, the Reimbursement Obligation being satisfied thereby shall be deemed not to be outstanding at such time. Each Bank’s obligation to make Revolving Loans pursuant to this Section 3.05 shall be absolute and unconditional and shall not be affected by any circumstance whatsoever, including, without limitation, the failure of the amount of such borrowing of Revolving Loans to meet the minimum borrowing amount specified in Section 2.01(a); provided, however, that each Bank’s obligation to make Revolving Loans pursuant to this Section 3.05 is subject to the conditions set forth in Section 4.02 (other than delivery by Borrower of a Notice of Borrowing).

Payment by Revolving Loans. In the event that the Issuing Bank Lender makes any payment under any Letter of Credit and the Borrower shall not have timely satisfied in full its Reimbursement Obligation to the Issuing Bank Lender pursuant to Section 3.04, and to the extent that any amounts then held in the Cash Collateral Account established pursuant to Section 3.08 shall be insufficient to satisfy such Reimbursement Obligation in full, the Issuing Bank Lender will promptly notify the Administrative Agent, and the Administrative Agent will promptly notify each BankLender, of such failure. If the Administrative Agent gives such notice prior to 12:00 noon, Charlotte time11:00 a.m., on any Business Day, each Bank Lender will make available to the Administrative Agent, for the account of the Issuing BankLender, its Pro Rata Share pro rata share (based on the percentage of the aggregate Revolving Credit Commitments represented by such Lender’s Revolving Credit Commitment, whether or not the Revolving Credit Commitments are then in effect and if the Revolving Credit Commitments have ceased to be in effect, then pursuant to the Revolving Credit Commitments as in effect immediately prior to such cessation) of the amount of such payment on such Business Day in immediately available funds. If the Administrative Agent gives such notice after 12:00 noon, Charlotte time11:00 a.m., on any Business Day, each such Bank Lender shall make its Pro Rata Share pro rata share of such amount available to the Administrative Agent on the next succeeding Business Day. If and to the extent any Bank Lender shall not have so made its Pro Rata Share pro rata share of the amount of such payment available to the Administrative Agent, such Bank Lender agrees to pay to the Administrative Agent, for the account of the Issuing BankLender, forthwith on demand such amount, together with interest thereon at the Fed Federal Funds Rate for the first Business Day (or (A) in the case of any Letter of Credit denominated in Canadian Dollars, the Canadian Prime Rate and (B) in the case of any Letter of Credit denominated in any Alternate Currency other than Canadian Dollars, the Administrative Agent’s customary rate for interbank advances in the Alternate Currency in which such Letter of Credit is denominated) and thereafter, in the case of Letters of Credit denominated in Dollars or Canadian Dollars, at the rate applicable to Revolving Loans that are Base Rate Loans and, in the case of Letters of Credit denominated in any Alternate Currency other than Canadian Dollars, at the rate applicable to Revolving Loans that are LIBOR Loans denominated in such Alternate Currency, in each day from such date case until the date such amount is paid to the Administrative Agent. The failure of any Bank Lender to make available to the Administrative Agent its Pro Rata Share pro rata share of any payment under any Letter of Credit shall not relieve any other Bank Lender of its obligation hereunder to make available to the Administrative Agent its Pro Rata Share pro rata share of any payment under any Letter of Credit on the date required, as specified above, but no Bank Lender shall be responsible for the failure of any other Bank Lender to make available to the Administrative Agent such other BankLender’s Pro Rata Share pro rata share of any such payment. Each such payment by a Bank Lender under this Section 3.05 of its Pro Rata Share pro rata share of an amount paid by the Issuing Bank Lender shall constitute a Revolving Loan by such Bank Lender (which, in the case of Letters of Credit denominated in Dollars or Canadian Dollars, shall be Base Rate Loans and, in the case of Letters of Credit denominated in any Alternate Currency other than Canadian Dollars, LIBOR Loans denominated in such Alternate Currency) (the Borrower being deemed to have given a timely Notice of Borrowing therefor) and shall be treated as such for all purposes of this Agreement; provided that for purposes of determining the aggregate Unutilized Revolving Credit Commitments immediately prior to giving effect to the application of the proceeds of such Revolving Loans, the Reimbursement Obligation being satisfied thereby shall be deemed not to be outstanding at such time. Each Bank’s obligation ; provided, further, that in the event that as a result of any bankruptcy, insolvency or similar proceeding with respect to make the Borrower, Revolving Loans cannot be made pursuant to this Section 3.05 3.05, then any such payment by a Lender shall be absolute deemed to be a payment in purchase of the participation granted to such Lender pursuant to Section 3.03. Promptly following the Issuing Lender’s receipt of any payment by or on behalf of the Borrower in respect of any Reimbursement Obligation in which a Lender has so purchased and unconditional and shall not be affected by any circumstance whatsoever, including, without limitationpaid for its participation, the failure of the amount Issuing Lender shall pay to such Lender that has acquired a participation therein such Lender’s ratable share of such borrowing of Revolving Loans to meet the minimum borrowing amount specified in Section 2.01(a); provided, however, that each Bank’s obligation to make Revolving Loans pursuant to this Section 3.05 is subject to the conditions set forth in Section 4.02 (other than delivery by Borrower of a Notice of Borrowing)payment.

Payment by Revolving Loans. In the event that the Issuing Bank Lender makes any payment under any Letter of Credit and the Borrower shall not have timely satisfied in full its Reimbursement Obligation to the Issuing Bank Lender pursuant to Section 3.04SECTION 4.4, and to the extent that any amounts then held in the Cash Collateral Account established pursuant to Section 3.08 SECTION 4.8 shall be insufficient to satisfy such Reimbursement Obligation in full, the Issuing Bank Lender will promptly notify the Administrative Agent, and the Administrative Agent will promptly notify each Bank, Lender of such failure. If the Administrative Agent gives such notice prior to 12:00 noon11:00 a.m., Charlotte time, on any Business Day, each Bank Revolving Lender will make available to the Administrative Agent, for the account of the Issuing BankLender, its Pro Rata Share pro rata share (based on its Applicable Commitment Percentage of the Total Revolving Credit Commitment) of the amount of such payment on such Business Day in immediately available funds. If the Administrative Agent gives such notice after 12:00 noon11:00 a.m., Charlotte time, on any Business Day, each such Bank Revolving Lender shall make its Pro Rata Share pro rata share of such amount available to the Administrative Agent on the next succeeding Business Day. If and to the extent any Bank Revolving Lender shall not have so made its Pro Rata Share pro rata share of the amount of such payment available to the Administrative Agent, such Bank Revolving Xxxxxx agrees to pay to the Administrative Agent, for the account of the Issuing BankLender, forthwith on demand such amount, together with interest thereon at the Fed Federal Funds Rate for each day from such date until the date such amount is paid to the Administrative Agent. The failure of any Bank Revolving Lender to make available to the Administrative Agent its Pro Rata Share pro rata share of any payment under any Letter of Credit shall not relieve any other Bank Revolving Lender of its obligation hereunder to make available to the Administrative Agent its Pro Rata Share pro rata share of any payment under any Letter of Credit on the date required, as specified above, but no Bank Lender shall be responsible for the failure of any other Bank Lender to make available to the Administrative Agent such other Bank’s Pro Rata Share Revolving Lender's pro rata share of any such payment. Each such payment by a Bank Revolving Lender under this Section 3.05 of its Pro Rata Share pro rata share of an amount paid by the Issuing Bank Lender shall constitute (x) if the conditions to making and obtaining Revolving Loans shall then be satisfied, a Revolving Loan by such Bank Revolving Lender (the Borrower being deemed to have given a timely Notice of Borrowing therefor) and shall be treated as such for all purposes of this Agreement; provided that for purposes of determining the aggregate Unutilized Revolving Credit Commitments immediately prior to giving effect to the application of the proceeds of such Revolving Loans, the Reimbursement Obligation being satisfied thereby shall be deemed not to be outstanding at such time, and (y) in all other circumstances, the funding by each Revolving Lender of the purchase price of its Participation in such Reimbursement Obligation. Each Bank’s The obligation of each Revolving Lender to make Revolving Loans pursuant so provide its purchase price to this Section 3.05 the Issuing Lender shall be absolute and unconditional and shall not be affected by the occurrence of an Event of Default or any circumstance whatsoeverother occurrence or event. Simultaneously with the making of each such payment by a Lender to the Issuing Lender to fund such Revolving Lender's purchase price of a Participation in such Letter of Credit, includingsuch Revolving Lender shall, automatically and without limitation, any further action on the failure part of the Issuing Lender or such Revolving Lender, acquire a Participation in an amount of equal to such borrowing of Revolving Loans to meet payment (excluding the minimum borrowing amount specified in Section 2.01(a); provided, however, that each Bank’s obligation to make Revolving Loans pursuant to this Section 3.05 is subject portion thereof constituting interest accrued prior to the conditions set forth date the Revolving Lender made its payment) in Section 4.02 (other than delivery by the related rights of the Issuing Lender with respect to obligations of the Borrower of a Notice of Borrowing)as to such Reimbursement Obligation.

Payment by Revolving Loans. In the event that the any Issuing Bank makes any payment under any Letter of Credit and Borrower shall not have timely satisfied in full its Reimbursement Obligation to the such Issuing Bank pursuant to Section 3.04, and to the extent that any amounts then held in the Cash Collateral Account established pursuant to Section 3.08 shall be insufficient to satisfy such Reimbursement Obligation in full, the such Issuing Bank will promptly notify the Administrative Agent, and the Administrative Agent will promptly notify each Bank, of such failure. If the Administrative Agent gives such notice prior to 12:00 noon, Charlotte time, on any Business Day, each Bank will make available to the Administrative Agent, for the account of the such Issuing Bank, its Pro Rata Share of the amount of such payment on such Business Day in immediately available funds. If the Administrative Agent gives such notice after 12:00 noon, Charlotte time, on any Business Day, each such Bank shall make its Pro Rata Share of such amount available to the Administrative Agent on the next succeeding Business Day. If and to the extent any Bank shall not have so made its Pro Rata Share of the amount of such payment available to the Administrative Agent, such Bank agrees to pay to the Administrative Agent, for the account of the such Issuing Bank, forthwith on demand such amount, together with interest thereon at the Fed Funds Rate for each day from such date until the date such amount is paid to the Administrative Agent. The failure of any Bank to make available to the Administrative Agent its Pro Rata Share of any payment under any Letter of Credit shall not 50 relieve any other Bank of its obligation hereunder to make available to the Administrative Agent its Pro Rata Share of any payment under any Letter of Credit on the date required, as specified above, but no Bank shall be responsible for the failure of any other Bank to make available to the Administrative Agent such other Bank’s Pro Rata Share of any such payment. Each such payment by a Bank under this Section 3.05 of its Pro Rata Share of an amount paid by the such Issuing Bank shall constitute a Revolving Loan by such Bank (Borrower being deemed to have given a timely Notice of Borrowing therefor) and shall be treated as such for all purposes of this Agreement; provided that for purposes of determining the aggregate Unutilized Revolving Credit Commitments immediately prior to giving effect to the application of the proceeds of such Revolving Loans, the Reimbursement Obligation being satisfied thereby shall be deemed not to be outstanding at such time. Each Bank’s obligation to make Revolving Loans pursuant to this Section 3.05 shall be absolute and unconditional and shall not be affected by any circumstance whatsoever, including, without limitation, the failure of the amount of such borrowing of Revolving Loans to meet the minimum borrowing amount specified in Section 2.01(a); provided, however, that each Bank’s obligation to make Revolving Loans pursuant to this Section 3.05 is subject to the conditions set forth in Section 4.02 (other than delivery by Borrower of a Notice of Borrowing).

Payment by Revolving Loans. In the event that the any Issuing Bank makes any payment under any Letter of Credit and the applicable Borrower shall not have timely satisfied in full its Reimbursement Obligation to the such Issuing Bank pursuant to Section 3.043.4, and to the extent that any amounts then held in the Cash Collateral Account established pursuant to Section 3.08 3.8 shall be insufficient to satisfy in full such Reimbursement Obligation in full(plus any accrued interest thereon), the such Issuing Bank will shall promptly notify the Administrative Agent, and the Administrative Agent will shall promptly notify each BankLender, of such failure. If the Administrative Agent gives such notice prior to 12:00 noon, Charlotte time, on any Business Day, each Bank will Each Lender shall make available to the Administrative Agent, for the account of the applicable Issuing Bank, its Pro Rata Share pro rata share (based on the percentage of the amount aggregate Commitments represented by such Lender’s Commitment) of such payment on such Business Day in immediately available funds. If the Administrative Agent gives such notice after 12:00 noon, Charlotte time, on any Business Day, each such Bank shall make its Pro Rata Share of such amount available Reimbursement Obligation (plus interest thereon to the Administrative Agent Lender L/C Obligation Payment Date) on or before the next succeeding Business DayLender L/C Obligation Payment Date. If and to the extent any Bank Lender shall not have so made its Pro Rata Share pro rata share of the amount of such payment available to the Administrative Agent, such Bank Lender agrees to pay to the Administrative Agent, for the account of the applicable Issuing Bank, forthwith on demand such amount, together with interest thereon at the Fed greater of the Federal Funds Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation for each day from such date the Lender L/C Obligation Payment Date until the date such amount is paid to the Administrative Agent. The failure of any Bank Lender to make available to the Administrative Agent its Pro Rata Share pro rata share of any payment under any Letter of Credit shall not relieve any other Bank Lender of its obligation hereunder to make available to the Administrative Agent its Pro Rata Share pro rata share of any payment under any Letter of Credit on the date required, as specified above, but no Bank Lender shall be responsible for the failure of any other Bank Lender to make available to the Administrative Agent such other BankLender’s Pro Rata Share pro rata share of any such payment. Each such payment by a Bank Lender under this Section 3.05 3.5 of its Pro Rata Share pro rata share of an amount paid by the an Issuing Bank shall constitute a Revolving Loan by such Bank Lender (the applicable Borrower being deemed to have given a timely Notice of Borrowing therefor) and shall be treated as such for all purposes of this Agreement; provided that that, for purposes of determining the aggregate Unutilized Revolving Credit Commitments immediately prior to giving effect to the application of the proceeds of such Revolving Loans, the Reimbursement Obligation being satisfied thereby shall be deemed not to be outstanding at such time. Each BankLender’s obligation to make Revolving Loans pursuant to this Section 3.05 3.5 shall be absolute and unconditional and shall not be affected by any circumstance whatsoever, including, without limitation, including the failure of the amount of such borrowing Borrowing of Revolving Loans to meet the any minimum borrowing Borrowing amount specified in Section 2.01(a2.2(b); provided, however, that each BankLender’s obligation to make Revolving Loans pursuant to this Section 3.05 3.5 is subject to the conditions set forth in Section 4.02 4.2 (other than delivery by any Borrower of a Notice of Borrowing).

Payment by Revolving Loans. In the event that the Issuing Bank Lender makes any payment under any Letter of Credit and Borrower Matria shall not have timely satisfied in full its Reimbursement Obligation to the Issuing Bank Lender pursuant to Section 3.04SECTION 3.4, and to the extent that any amounts then held in the Cash Collateral Account established pursuant to Section 3.08 SECTION 3.8 shall be insufficient to satisfy such Reimbursement Obligation in full, the Issuing Bank Lender will promptly notify the Administrative Agent, and the Administrative Agent will promptly notify each BankRevolving Credit Lender, of such failure. If the Administrative Agent gives such notice prior to 12:00 noon11:00 a.m., Charlotte time, on any Business Day, each Bank Revolving Credit Lender will make available to the Administrative Agent, for the account of the Issuing BankLender, its Pro Rata Share pro rata share (based on the percentage of the aggregate Revolving Credit Commitments represented by such Lender's Revolving Credit Commitment) of the amount of such payment on such Business Day in immediately available funds. If the Administrative Agent gives such notice after 12:00 noon11:00 a.m., Charlotte time, on any Business Day, each such Bank Lender shall make its Pro Rata Share pro rata share of such amount available to the Administrative Agent on the next succeeding Business Day. If and to the extent any Bank Revolving Credit Lender shall not have so made its Pro Rata Share pro rata share of the amount of such payment available to the Administrative Agent, such Bank Lender agrees to pay to the Administrative Agent, for the account of the Issuing BankLender, forthwith on demand such amount, together with interest thereon at the Fed Federal Funds Rate for each day from such date until the date such amount is paid to the Administrative Agent. The failure of any Bank Revolving Credit Lender to make available to the Administrative Agent its Pro Rata Share pro rata share of any payment under any Letter of Credit shall not relieve any other Bank Revolving Credit Lender of its obligation hereunder to make available to the Administrative Agent its Pro Rata Share pro rata share of any payment under any Letter of Credit on the date required, as specified above, but no Bank Revolving Credit Lender shall be responsible for the failure of any other Bank Revolving Credit Lender to make available to the Administrative Agent such other Bank’s Pro Rata Share Lender's pro rata share of any such payment. Each such payment by a Bank Revolving Credit Lender under this Section 3.05 of its Pro Rata Share pro rata share of an amount paid by the Issuing Bank Lender shall constitute a Revolving Loan by such Bank Revolving Credit Lender (Borrower Matria being deemed to have given a timely Notice of Borrowing therefor) and shall be treated as such for all purposes of this Agreement; provided that for purposes of determining the aggregate Unutilized Revolving Credit Commitments immediately prior to giving effect to the application of the proceeds of such Revolving Loans, the Reimbursement Obligation being satisfied thereby shall be deemed not to be outstanding at such time. Each Bank’s obligation to make Revolving Loans pursuant to this Section 3.05 shall be absolute and unconditional and shall not be affected by any circumstance whatsoever, including, without limitation, the failure of the amount of such borrowing of Revolving Loans to meet the minimum borrowing amount specified in Section 2.01(a); provided, however, that each Bank’s obligation to make Revolving Loans pursuant to this Section 3.05 is subject to the conditions set forth in Section 4.02 (other than delivery by Borrower of a Notice of Borrowing).Loan made

Payment by Revolving Loans. 3.5.1 In the event that the any Issuing Bank makes any payment under any Letter of Credit and the Borrower shall not have timely satisfied in full its Reimbursement Obligation to the such Issuing Bank pursuant to Section 3.043.4, and the Borrower shall be deemed to have requested a Borrowing of Base Rate Loans to be disbursed on the Honor Date in an amount equal to the extent Reimbursement Obligation (the “Unreimbursed Amount”), without regard to the minimum and multiples for the principal amount of Base Rate Loans, but subject to the amount of the unutilized portion of the Aggregate Commitments and the conditions set forth in Section 4.2 (other than the delivery of a Notice of Borrowing). Any notice given by the applicable Issuing Bank or the Administrative Agent pursuant to this Section 3.5.1 may be given by telephone if immediately confirmed in writing; provided that the lack of such an immediate confirmation shall not affect the conclusiveness or binding effect of such notice. 3.5.2 Each Lender shall upon any amounts then held in the Cash Collateral Account established notice pursuant to Section 3.08 shall be insufficient to satisfy such Reimbursement Obligation in full, the Issuing Bank will promptly notify the Administrative Agent, 3.5.1 make funds available (and the Administrative Agent will promptly notify each Bank, of such failure. If the Administrative Agent gives such notice prior to 12:00 noon, Charlotte time, on any Business Day, each Bank will make available to the Administrative Agent, may apply Cash Collateral provided for this purpose) for the account of the applicable Issuing Bank, Bank in an amount equal to its Pro Rata Share Applicable Percentage of the amount of such payment Unreimbursed Amount not later than 1:00 p.m. on such the Business Day specified in immediately available funds. If the Administrative Agent gives such notice after 12:00 noon, Charlotte time, on any Business Day, each such Bank shall make its Pro Rata Share of such amount available to the Administrative Agent on the next succeeding Business Day. If and to the extent any Bank shall not have so made its Pro Rata Share of the amount of such payment available to by the Administrative Agent, such Bank agrees to pay whereupon, subject to the provisions of Section 3.5.3, each Lender that so makes funds available shall be deemed to have made a Base Rate Loan to the Borrower in such amount. The Administrative AgentAgent shall remit the funds so received to the applicable Issuing Bank. 3.5.3 With respect to any Unreimbursed Amount that is not fully refinanced by a borrowing of Base Rate Loans because the conditions set forth in Section 4.2 cannot be satisfied or for any other reason, each Lender shall fund its risk participation in such Letter of Credit in the amount of its Applicable Percentage of the Unreimbursed Amount that is not so refinanced, which funded risk participation shall be due and payable on demand (together with interest) and shall bear interest at the Overdue Rate. 3.5.4 Until each Lender funds its Base Rate Loan or risk participation pursuant to this Section 3.5 to reimburse the applicable Issuing Bank for any amount drawn under any Letter of Credit, interest in respect of such Lender’s Applicable Percentage of such amount shall be solely for the account of the applicable Issuing Bank, forthwith on demand such amount, together with interest thereon at the Fed Funds Rate for each day from such date until the date such amount is paid to the Administrative Agent. The failure of any Bank to make available to the Administrative Agent its Pro Rata Share of any payment under any Letter of Credit shall not relieve any other Bank of its obligation hereunder to make available to the Administrative Agent its Pro Rata Share of any payment under any Letter of Credit on the date required, as specified above, but no Bank shall be responsible for the failure of any other Bank to make available to the Administrative Agent such other Bank’s Pro Rata Share of any such payment. . 3.5.5 Each such payment by a Bank under this Section 3.05 of its Pro Rata Share of an amount paid by the Issuing Bank shall constitute a Revolving Loan by such Bank (Borrower being deemed to have given a timely Notice of Borrowing therefor) and shall be treated as such for all purposes of this Agreement; provided that for purposes of determining the aggregate Unutilized Revolving Credit Commitments immediately prior to giving effect to the application of the proceeds of such Revolving Loans, the Reimbursement Obligation being satisfied thereby shall be deemed not to be outstanding at such time. Each BankLender’s obligation to make Revolving Base Rate Loans pursuant or to fund its risk participation to reimburse the applicable Issuing Bank for amounts drawn under Letters of Credit, as contemplated by this Section 3.05 3.5, shall be absolute and unconditional and shall not be affected by any circumstance whatsoevercircumstance, includingincluding (A) any setoff, without limitationcounterclaim, recoupment, defense or other right which such Lender may have against such Issuing Bank, the failure Borrower or any other Person for any reason whatsoever; (B) the occurrence or continuance of an Unmatured Default or Event of Default, or (C) any other occurrence, event or condition, whether or not similar to any of the amount of such borrowing of Revolving Loans to meet the minimum borrowing amount specified in Section 2.01(a)foregoing; provided, however, that each BankLender’s obligation to make Revolving Base Rate Loans pursuant to this Section 3.05 3.5 is subject to the conditions set forth in Section 4.02 4.2 (other than delivery by the Borrower of a Notice of Borrowing). No such making of a Base Rate Loan or funding of risk participation shall relieve or otherwise impair the obligation of the Borrower to 58 3.5.6 If any Lender fails to make available to the Administrative Agent for the account of the applicable Issuing Bank any amount required to be paid by such Lender pursuant to the foregoing provisions of this Section 3.5 by the time specified in Section 3.5.2, then, without limiting the other provisions of this Agreement, the applicable Issuing Bank shall be entitled to recover from such Lender (acting through the Administrative Agent), on demand, such amount with interest thereon for the period from the date such payment is required to the date on which such payment is immediately available to such Issuing Bank at a rate per annum equal to the greater of the Federal Funds Rate and a rate determined by such Issuing Bank in accordance with banking industry rules on interbank compensation, plus any administrative, processing or similar fees customarily charged by such Issuing Bank in connection with the foregoing. If such Lender pays such amount (with interest and fees as aforesaid), the amount so paid shall constitute such Lender’s Base Rate Loan included in the relevant borrowing or funded risk participation, as the case may be. A certificate of the applicable Issuing Bank submitted to any Lender (through the Administrative Agent) with respect to any amounts owing under this Section 3.5.6 shall be conclusive absent manifest error.

Payment by Revolving Loans. In the event that the Issuing Bank Lender makes any payment under any Letter of Credit and the Borrower shall not have timely satisfied in full its Reimbursement Obligation to the Issuing Bank Lender pursuant to Section 3.04, and to the extent that any amounts then held in the Cash Collateral Account established pursuant to Section 3.08 shall be insufficient to satisfy such Reimbursement Obligation in full, the Issuing Bank Lender will promptly notify the Administrative Agent, and the Administrative Agent will promptly notify each BankLender, of such failure. If the Administrative Agent gives such notice prior to 12:00 noon, Charlotte time, 11:00 a.m. on any Business Day, each Bank Lender will make available to the Administrative Agent, for the account of the Issuing BankLender, its Pro Rata Share pro rata share (based on the percentage of the aggregate Revolving Credit Commitments represented by such Xxxxxx’s Revolving Credit Commitment, whether or not the Revolving Credit Commitments are then in effect and if the Revolving Credit Commitments have ceased to be in effect, then pursuant to the Revolving Credit Commitments as in effect immediately prior to such cessation) of the amount of such payment on such Business Day in immediately available funds. If the Administrative Agent gives such notice after 12:00 noon, Charlotte time, 11:00 a.m. on any Business Day, each such Bank Lender shall make its Pro Rata Share pro rata share of such amount available to the Administrative Agent on the next succeeding Business Day. If and to the extent any Bank Lender shall not have so made its Pro Rata Share pro rata share of the amount of such payment available to the Administrative Agent, such Bank Xxxxxx agrees to pay to the Administrative Agent, for the account of the Issuing BankLender, forthwith on demand such amount, together with interest thereon at the Fed Federal Funds Rate for each day from such date the first Business Day and thereafter at the rate applicable to Base Rate Loans that are Revolving Loans until the date such amount is paid to the Administrative Agent. The failure of any Bank Lender to make available to the Administrative Agent its Pro Rata Share pro rata share of any payment under any Letter of Credit shall not relieve any other Bank Lender of its obligation hereunder to make available to the Administrative Agent its Pro Rata Share pro rata share of any payment under any Letter of Credit on the date required, as specified above, but no Bank Lender shall be responsible for the failure of any other Bank Lender to make available to the Administrative Agent such other BankLender’s Pro Rata Share pro rata share of any such payment. Each such payment by a Bank Lender under this Section 3.05 of its Pro Rata Share pro rata share of an amount paid by the Issuing Bank Lender shall constitute a Revolving Loan by such Bank Lender (the Borrower being deemed to have given a timely Notice of Borrowing therefor) and shall be treated as such for all purposes of this Agreement; provided that for purposes of determining the aggregate Unutilized Revolving Credit Commitments immediately prior to giving effect to the application of the proceeds of such Revolving Loans, the Reimbursement Obligation being satisfied thereby shall be deemed not to be outstanding at such time. Each Bank’s obligation ; provided, further, that in the event that as a result of any bankruptcy, insolvency or similar proceeding with respect to make the Borrower, Revolving Loans cannot be made pursuant to this Section 3.05 3.05, then any such payment by a Lender shall be absolute deemed to be a payment in purchase of the participation granted to such Lender pursuant to Section 3.03. Promptly following the Issuing Xxxxxx’s receipt of any payment by or on behalf of the Borrower in respect of any Reimbursement Obligation in which a Lender has so purchased and unconditional and shall not be affected by any circumstance whatsoever, including, without limitationpaid for its participation, the failure of the amount Issuing Lender shall pay to such Lender that has acquired a participation therein such Xxxxxx’s ratable share of such borrowing of Revolving Loans to meet the minimum borrowing amount specified in Section 2.01(a); provided, however, that each Bank’s obligation to make Revolving Loans pursuant to this Section 3.05 is subject to the conditions set forth in Section 4.02 (other than delivery by Borrower of a Notice of Borrowing)payment.

Payment by Revolving Loans. In the event that the Issuing Bank Lender makes any payment under any Letter of Credit and the Borrower shall not have timely satisfied in full its Reimbursement Obligation to the Issuing Bank Lender pursuant to Section 3.043.4, and to the extent that any amounts then held in the Cash Collateral Account established pursuant to Section 3.08 3.8 shall be insufficient to satisfy such Reimbursement Obligation in full, the Issuing Bank Lender will promptly notify the Administrative Agent, and the Administrative Agent will promptly notify each BankRevolving Credit Lender, of such failure. If the Administrative Agent gives such notice prior to 12:00 noon, Charlotte time, on any Business Day, each Bank Revolving Credit Lender will make available to the Administrative Agent, for the account of the Issuing BankLender, its Pro Rata Share pro rata share (based on the percentage of the aggregate Revolving Cred it Commitments represented by such Lender’s Revolving Credit Commitment) of the amount of such payment on such Business Day in immediately available funds. If the Administrative Agent gives such notice after 12:00 noon, Charlotte time, on any Business Day, each such Bank Revolving Credit Lender shall make its Pro Rata Share pro rata share of such amount available to the Administrative Agent on the next succeeding Business Day. If and to the extent any Bank Revolving Credit Lender shall not have so made its Pro Rata Share pro rata share of the amount of such payment available to the Administrative Agent, such Bank Lender agrees to pay to the Administrative Agent, for the account of the Issuing BankLender, forthwith on demand such amount, together with interest thereon at the Fed Federal Funds Rate for each day from such date until the date such amount is paid to the Administrative Agent. The failure of any Bank Revolving Credit Lender to make available to the Administrative Agent its Pro Rata Share pro rata share of any payment under any Letter of Credit shall not relieve any other Bank Revolving Credit Lender of its obligation hereunder to make available to the Administrative Agent its Pro Rata Share pro rata share of any payment under any Letter of Credit on the date required, as specified above, but no Bank Revolving Credit Lender shall be responsible for the failure of any other Bank Revolving Credit Lender to make available to the Administrative Agent such other BankRevolving Credit Lender’s Pro Rata Share pro rata share of any such payment. Each such payment by a Bank Revolving Credit Lender under this Section 3.05 3.5 of its Pro Rata Share pro rata share of an amount paid by the Issuing Bank Lender shall constitute a Revolving Loan by such Bank Revolving Credit Lender (the Borrower being deemed to have given a timely Notice of Borrowing therefor) and shall be treated as such for all purposes of this Agreement; provided that for purposes of determining the aggregate Unutilized Revolving Credit Commitments immediately prior to giving effect to the application of the proceeds of such Revolving Loans, the Reimbursement Obligation being satisfied thereby shall be deemed not to be outstanding at such time. Each BankRevolving Credit Lender’s obligation to make Revolving Loans pursuant to this Section 3.05 3.5 shall be absolute and unconditional and shall not be affected by any circumstance whatsoever, including, without limitation, the existence of any Default or Event of Default or the failure of the amount of such borrowing Borrowing of Revolving Loans to meet the minimum borrowing Borrowing amount specified in Section 2.01(a2.2(b); provided, however, that each BankRevolving Credit Lender’s obligation to make Revolving Loans pursuant to this Section 3.05 3.5 is subject to the conditions set forth in Section 4.02 4.2 (other than delivery by the Borrower of a Notice of Borrowing).

Payment by Revolving Loans. In the event that the Issuing Bank Lender -------------------------- makes any payment under any Letter of Credit and the Borrower shall not have timely satisfied in full its Reimbursement Obligation to the Issuing Bank Lender pursuant to Section 3.043.4, and to the extent that any amounts then held in the Cash Collateral Account established pursuant to Section 3.08 3.8 shall be insufficient to satisfy such Reimbursement Obligation in full, the Issuing Bank Lender will promptly notify the Administrative Agent, and the Administrative Agent will promptly notify each BankLender, of such failure. If the Administrative Agent gives such notice prior to 12:00 noon11:00 a.m., Charlotte time, on any Business Day, each Bank Lender will make available to the Administrative Agent, for the account of the Issuing BankLender, its Pro Rata Share pro rata share (based on the percentage of the aggregate Revolving Credit Commitments represented by such Lender's Revolving Credit Commitment) of the amount of such payment on such Business Day in immediately available funds. If the Administrative Agent gives such notice after 12:00 noon11:00 a.m., Charlotte time, on any Business Day, each such Bank Lender shall make its Pro Rata Share pro rata share of such amount available to the Administrative Agent on the next succeeding Business Day. If and to the extent any Bank Lender shall not have so made its Pro Rata Share pro rata share of the amount of such payment available to the Administrative Agent, such Bank Lender agrees to pay to the Administrative Agent, for the account of the Issuing BankLender, forthwith on demand such amount, together with interest thereon at the Fed Federal Funds Rate for each day from such date until the date such amount is paid to the Administrative Agent. The failure of any Bank Lender to make available to the Administrative Agent its Pro Rata Share pro rata share of any payment under any Letter of Credit shall not relieve any other Bank Lender of its obligation hereunder to make available to the Administrative Agent its Pro Rata Share pro rata share of any payment under any Letter of Credit on the date required, as specified above, but no Bank Lender shall be responsible for the failure of any other Bank Lender to make available to the Administrative Agent such other Bank’s Pro Rata Share Lender's pro rata share of any such payment. Each such payment by a Bank Lender under this Section 3.05 of its Pro Rata Share pro rata share of an amount paid by the Issuing Bank Lender shall constitute a Revolving Loan by such Bank Lender (the Borrower being deemed to have given a timely Notice of Borrowing therefor) and shall be treated as such for all purposes of this Agreement; provided that for purposes of determining the aggregate -------- Unutilized Revolving Credit Commitments immediately prior to giving effect to the application of the proceeds of such Revolving Loans, the Reimbursement Obligation being satisfied thereby shall be deemed not to be outstanding at such time. Each Bank’s obligation to make Revolving Loans pursuant to this Section 3.05 shall be absolute and unconditional and shall not be affected by any circumstance whatsoever, including, without limitation, the failure of the amount of such borrowing of Revolving Loans to meet the minimum borrowing amount specified in Section 2.01(a); provided, however, that each Bank’s obligation to make Revolving Loans pursuant to this Section 3.05 is subject to the conditions set forth in Section 4.02 (other than delivery by Borrower of a Notice of Borrowing).

Payment by Revolving Loans. In the event that the Issuing Bank Lender makes any payment under any Dollar Letter of Credit or Multicurrency Letter of Credit denominated in Dollars and the applicable Borrower shall not have timely satisfied in full its Reimbursement Obligation to the Issuing Bank Lender pursuant to Section 3.042.20(d), and to the extent that any amounts then held in the Cash Collateral Account established pursuant to Section 3.08 2.20(i) shall be insufficient to satisfy such Reimbursement Obligation in full, the Issuing Bank Lender will promptly notify the Administrative Agent, and the Administrative Agent will promptly notify (i) each BankDollar Revolving Lender, with respect to any such Dollar Letter of Credit, or (ii) each Multicurrency Revolving Lender, with respect to any such Multicurrency Letter of Credit, of such failure. If the Administrative Agent gives such notice prior to 12:00 noon, Charlotte Charlotte, North Carolina time, on any Business Day, each Bank Dollar Revolving Lender or Multicurrency Revolving Lender, as applicable, will make available to the Administrative Agent, for the account of the Issuing BankLender, its Pro Rata Share pro rata share (based on the percentage of the aggregate Dollar Revolving Commitments represented by such Lender’s Dollar Revolving Commitment or the percentage of the aggregate Multicurrency Revolving Commitments represented by such Lender’s Multicurrency Revolving Commitment, as applicable) of the amount of such payment on such Business Day in immediately available funds. If the Administrative Agent gives such notice after 12:00 noon, Charlotte Charlotte, North Carolina time, on any Business Day, each such Bank Dollar Revolving Lender shall make its Pro Rata Share pro rata share of such amount available to the Administrative Agent on the next succeeding Business Day. If and to the extent any Bank Revolving Lender shall not have so made its Pro Rata Share pro rata share of the amount of such payment available to the Administrative AgentAgent as set forth above, such Bank Revolving Lender agrees to pay to the Administrative Agent, for the account of the Issuing BankLender, forthwith on demand such amount, together with interest thereon at the Fed Federal Funds Rate for each day from such date until the date such amount is paid to the Administrative Agent. The failure of any Bank Revolving Lender to make available to the Administrative Agent its Pro Rata Share pro rata share of any payment under any Letter of Credit shall not relieve any other Bank Revolving Lender of its obligation hereunder to make available to the Administrative Agent its Pro Rata Share pro rata share of any payment under any Letter of Credit on the date required, as specified above, but no Bank Revolving Lender shall be responsible for the failure of any other Bank Revolving Lender to make available to the Administrative Agent such other BankRevolving Lender’s Pro Rata Share pro rata share of any such payment. Each such payment by a Bank Revolving Lender under this Section 3.05 2.20(e) of its Pro Rata Share pro rata share of an amount paid by the Issuing Bank Lender shall constitute a Dollar Revolving Loan or Multicurrency Revolving Loan, as applicable, by such Bank Revolving Lender (the applicable Borrower being deemed to have given a timely Notice of Borrowing therefor) and shall be treated as such for all purposes of this Agreement; provided that for purposes of determining the aggregate Unutilized Dollar Revolving Credit Commitments or aggregate Unutilized Multicurrency Revolving Commitments, as applicable, immediately prior to giving effect to the application of the proceeds of such Revolving Loans, the applicable Reimbursement Obligation being satisfied thereby shall be deemed not to be outstanding at such time. Each BankRevolving Lender’s obligation to make Revolving Loans pursuant to this Section 3.05 2.20(e) shall be absolute and unconditional and shall not be affected by any circumstance whatsoever, including, without limitation, including the failure of the amount of such borrowing Borrowing of Revolving Loans to meet the minimum borrowing Borrowing amount specified in Section 2.01(a2.2(b); provided, however, that each BankRevolving Lender’s obligation to make Revolving Loans pursuant to this Section 3.05 2.20(e) is subject to the conditions set forth in Section 4.02 3.2 (other than delivery by the applicable Borrower of a Notice of Borrowing).

Payment by Revolving Loans. In the event that the Issuing Bank Lender makes any payment under any Letter of Credit and the Borrower shall not have timely satisfied in full its Reimbursement Obligation to the Issuing Bank Lender pursuant to Section 3.04SECTION 3.4, and to the extent that any amounts then held in the Cash Collateral Account established pursuant to Section 3.08 SECTION 3.8 shall be insufficient to satisfy such Reimbursement Obligation in full, the Issuing Bank Lender will promptly notify the Administrative Agent, and the Administrative Agent will promptly notify each BankLender, of such failure. If the Administrative Agent gives such notice prior to 12:00 noon11:00 a.m., Charlotte time, on any Business Day, each Bank Lender will make available to the Administrative Agent, for the account of the Issuing BankLender, its Pro Rata Share pro rata share (based on the percentage of the aggregate Commitments represented by such Lender's Commitment) of the amount of such payment on such Business Day in immediately available funds. If the Administrative Agent gives such notice after 12:00 noon11:00 a.m., Charlotte time, on any Business Day, each such Bank Lender shall make its Pro Rata Share pro rata share of such amount available to the Administrative Agent on the next succeeding Business Day. If and to the extent any Bank Lender shall not have so made its Pro Rata Share pro rata share of the amount of such payment available to the Administrative Agent, such Bank Lender agrees to pay to the Administrative Agent, for the account of the Issuing BankLender, forthwith on demand such amount, together with interest thereon at the Fed Federal Funds Rate for each day from such date until the date such amount 37 44 is paid to the Administrative Agent. The failure of any Bank Lender to make available to the Administrative Agent its Pro Rata Share pro rata share of any payment under any Letter of Credit shall not relieve any other Bank Lender of its obligation hereunder to make available to the Administrative Agent its Pro Rata Share pro rata share of any payment under any Letter of Credit on the date required, as specified above, but no Bank Lender shall be responsible for the failure of any other Bank Lender to make available to the Administrative Agent such other Bank’s Pro Rata Share Lender's pro rata share of any such payment. Each such payment by a Bank Lender under this Section 3.05 of its Pro Rata Share pro rata share of an amount paid by the Issuing Bank Lender shall constitute a Revolving Loan by such Bank Lender (the Borrower being deemed to have given a timely Notice of Borrowing therefor) and shall be treated as such for all purposes of this Agreement; provided that for purposes of determining the aggregate Unutilized Revolving Credit Commitments immediately prior to giving effect to the application of the proceeds of such Revolving Loans, the Reimbursement Obligation being satisfied thereby shall be deemed not to be outstanding at such time. Each Bank’s obligation to make Revolving Loans pursuant to this Section 3.05 shall be absolute and unconditional and shall not be affected by any circumstance whatsoever, including, without limitation, the failure of the amount of such borrowing of Revolving Loans to meet the minimum borrowing amount specified in Section 2.01(a); provided, however, that each Bank’s obligation to make Revolving Loans pursuant to this Section 3.05 is subject to the conditions set forth in Section 4.02 (other than delivery by Borrower of a Notice of Borrowing).

Payment by Revolving Loans. In the event that the an Issuing Bank Lender makes any payment under any Letter of Credit and the Borrower shall not have timely satisfied in full its Reimbursement Obligation to the such Issuing Bank Lender pursuant to Section 3.043.4, and to the extent that any amounts then held in the Cash Collateral Account established pursuant to Section 3.08 3.8 shall be insufficient to satisfy such Reimbursement Obligation in full, the such Issuing Bank Lender will promptly notify the Administrative Agent, and the Administrative Agent will promptly notify each BankLender, of such failure. If the Administrative Agent gives such notice prior to 12:00 noon11:00 a.m., Charlotte time, on any Business Day, each Bank Lender will make available to the Administrative Agent, for the account of the such Issuing BankLender, its Pro Rata Share pro rata share (based on the percentage of the aggregate Commitments represented by such Lender’s Commitment, as adjusted by Section 2.22(a)(iii)) of the amount of such payment on such Business Day in immediately available funds. If the Administrative Agent gives such notice after 12:00 noon11:00 a.m., Charlotte time, on any Business Day, each such Bank Lender shall make its Pro Rata Share pro rata share of such amount available to the Administrative Agent on the next succeeding Business Day. If and to the extent any Bank Lender shall not have so made its Pro Rata Share pro rata share of the amount of such payment available to the Administrative Agent, such Bank Lender agrees to pay to the Administrative Agent, for the account of the such Issuing BankLender, forthwith on demand such amount, together with interest thereon at the Fed Federal Funds Rate for each day from such date until the date such amount is paid to the Administrative Agent. The failure of any Bank Lender to make available to the Administrative Agent its Pro Rata Share pro rata share of any payment under any Letter of Credit shall not relieve any other Bank Lender of its obligation hereunder to make available to the Administrative Agent its Pro Rata Share pro rata share of any payment under any Letter of Credit on the date required, as specified above, but no Bank Lender shall be responsible for the failure of any other Bank Lender to make available to the Administrative Agent such other BankLender’s Pro Rata Share pro rata share of any such payment. Each such payment by a Bank Lender under this Section 3.05 3.5 of its Pro Rata Share pro rata share of an amount paid by the such Issuing Bank Lender shall constitute a Revolving Loan by such Bank Lender (the Borrower being deemed to have given a timely Notice of Borrowing therefor) and shall be treated as such for all purposes of this Agreement; provided that for purposes of determining the aggregate Unutilized Revolving Credit Commitments immediately prior to giving effect to the application of the proceeds of such Revolving Loans, the Reimbursement Obligation being satisfied thereby shall be deemed not to be outstanding at such time. Each BankLender’s obligation to make Revolving Loans pursuant to this Section 3.05 3.5 shall be absolute and unconditional and shall not be affected by any circumstance whatsoever, including, without limitation, the failure of the amount of such borrowing Borrowing of Revolving Loans to meet the 12581222v10 24740.00017 minimum borrowing Borrowing amount specified in Section 2.01(a2.2(b); provided, however, that each BankLender’s obligation to make Revolving Loans pursuant to this Section 3.05 3.5 is subject to the conditions set forth in Section 4.02 4.2 (other than delivery by the Borrower of a Notice of Borrowing).

Payment by Revolving Loans. In the event that the Issuing Bank Lender makes any payment under any Letter of Credit and the Borrower shall not have timely satisfied in full its Reimbursement Obligation to the Issuing Bank Lender pursuant to Section 3.043.4, and to the extent that any amounts then held in the Cash Collateral Account established pursuant to Section 3.08 3.8 shall be insufficient to satisfy such Reimbursement Obligation in full, the Issuing Bank Lender will promptly notify the Administrative Agent, and the Administrative Agent will promptly notify each BankLender, of such failure. If the Administrative Agent gives such notice prior to 12:00 noon11:00 a.m., Charlotte time, on any Business Day, each Bank Lender will make available to the Administrative Agent, for the account of the Issuing BankLender, its Pro Rata Share pro rata share (based on the percentage of the aggregate Commitments represented by such Lender’s Commitment) of the amount of such payment on such Business Day in immediately available funds. If the Administrative Agent gives such notice after 12:00 noon11:00 a.m., Charlotte time, on any Business Day, each such Bank Lender shall make its Pro Rata Share pro rata share of such amount available to the Administrative Agent on the next succeeding Business Day. If and to the extent any Bank Lender shall not have so made its Pro Rata Share pro rata share of the amount of such payment available to the Administrative Agent, such Bank Lender agrees to pay to the Administrative Agent, for the account of the Issuing BankLender, forthwith on demand such amount, together with interest thereon at the Fed Federal Funds Rate for each day from such date until the date such amount is paid to the Administrative Agent. The failure of any Bank Lender to make available to the Administrative Agent its Pro Rata Share pro rata share of any payment under any Letter of Credit shall not relieve any other Bank Lender of its obligation hereunder to make available to the Administrative Agent its Pro Rata Share pro rata share of any payment under any Letter of Credit on the date required, as specified above, but no Bank Lender shall be responsible for the failure of any other Bank Lender to make available to the Administrative Agent such other BankLender’s Pro Rata Share pro rata share of any such payment. Each such payment by a Bank Lender under this Section 3.05 of its Pro Rata Share pro rata share of an amount paid by the Issuing Bank Lender shall constitute a Revolving Loan by such Bank Lender (the Borrower being deemed to have given a timely Notice of Borrowing therefor) and shall be treated as such for all purposes of this Agreement; provided that for purposes of determining the aggregate Unutilized Revolving Credit Commitments immediately prior to giving effect to the application of the proceeds of such Revolving Loans, the Reimbursement Obligation being satisfied thereby shall be deemed not to be outstanding at such time. Each Bank’s obligation to make Revolving Loans pursuant to this Section 3.05 shall be absolute and unconditional and shall not be affected by any circumstance whatsoever, including, without limitation, the failure of the amount of such borrowing of Revolving Loans to meet the minimum borrowing amount specified in Section 2.01(a); provided, however, that each Bank’s obligation to make Revolving Loans pursuant to this Section 3.05 is subject to the conditions set forth in Section 4.02 (other than delivery by Borrower of a Notice of Borrowing).

Payment by Revolving Loans. In the event that the Issuing Bank Lender makes any payment under any Dollar Letter of Credit or Multicurrency Letter of Credit denominated in Dollars and the Borrower shall not have timely satisfied in full its Reimbursement Obligation to the Issuing Bank Lender pursuant to Section 3.042.19(d), and to the extent that any amounts then held in the Cash Collateral Account established pursuant to Section 3.08 2.19(i) shall be insufficient to satisfy such Reimbursement Obligation in full, the Issuing Bank Lender will promptly notify the Administrative Agent, and the Administrative Agent will promptly notify (i) each BankDollar Revolving Lender, with respect to any such Dollar Letter of Credit, or (ii) each Multicurrency Revolving Lender, with respect to any such Multicurrency Letter of Credit, of such failure. If the Administrative Agent gives such notice prior to 12:00 noon, Charlotte Charlotte, North Carolina time, on any Business Day, each Bank Dollar Revolving Lender or Multicurrency Revolving Lender, as applicable, will make available to the Administrative Agent, for the account of the Issuing BankLender, its Pro Rata Share pro rata share (based on the percentage of the aggregate Dollar Revolving Commitments represented by such Lender’s Dollar Revolving Commitment or the percentage of the aggregate Multicurrency Revolving Commitments represented by such Lender’s Multicurrency Revolving Commitment, as applicable) of the amount of such payment on such Business Day in immediately available fundsfundsSame Day Funds. If the Administrative Agent gives such notice after 12:00 noon, Charlotte Charlotte, North Carolina time, on any Business Day, each such Bank Revolving Lender shall make its Pro Rata Share pro rata share of such amount available to the Administrative Agent on the next succeeding Business Day. If and to the extent any Bank Revolving Lender shall not have so made its Pro Rata Share pro rata share of the amount of such payment available to the Administrative AgentAgent as set forth above, such Bank Revolving Lender agrees to pay to the Administrative Agent, for the account of the Issuing BankLender, forthwith on demand such amount, together with interest thereon at the Fed Federal Funds Rate for each day from such date until the date such amount is paid to the Administrative Agent. The failure of any Bank Revolving Lender to make available to the Administrative Agent its Pro Rata Share pro rata share of any payment under any Letter of Credit shall not relieve any other Bank Revolving Lender of its obligation hereunder to make available to the Administrative Agent its Pro Rata Share pro rata share of any payment under any Letter of Credit on the date required, as specified above, but no Bank Revolving Lender shall be responsible for the failure of any other Bank Revolving Lender to make available to the Administrative Agent such other BankRevolving Lender’s Pro Rata Share pro rata share of any such payment. Each such payment by a Bank Revolving Lender under this Section 3.05 2.19(e) of its Pro Rata Share pro rata share of an amount paid by the Issuing Bank Lender shall constitute a Dollar Revolving Loan or Multicurrency Revolving Loan, as applicable, by such Bank Revolving Lender (the Borrower being deemed to have given a timely Notice of Borrowing therefor) and shall be treated as such for all purposes of this Agreement; provided that for purposes of determining the aggregate Unutilized Dollar Revolving Credit Commitments or aggregate Unutilized Multicurrency Revolving Commitments, as applicable, immediately prior to giving effect to the application of the proceeds of such Revolving Loans, the applicable Reimbursement Obligation being satisfied thereby shall be deemed not to be outstanding at such time. Each BankRevolving Lender’s obligation to make Revolving Loans pursuant to this Section 3.05 2.19(e) shall be absolute and unconditional and shall not be affected by any circumstance whatsoever, including, without limitation, including the failure of the amount of such borrowing Borrowing of Revolving Loans to meet the minimum borrowing Borrowing amount specified in Section 2.01(a2.2(b); provided, however, that each BankRevolving Lender’s obligation to make Revolving Loans pursuant to this Section 3.05 2.19(e) is subject to the conditions set forth in Section 4.02 3.2 (other than delivery by the Borrower of a Notice of Borrowing).

Payment by Revolving Loans. In the event that the any Issuing Bank makes any payment under any Letter of Credit and the applicable Borrower shall not have timely satisfied in full its Reimbursement Obligation to the such Issuing Bank pursuant to Section 3.043.4, and to the extent that any amounts then held in the Cash Collateral Account established pursuant to Section 3.08 3.8 shall be insufficient to satisfy in full such Reimbursement Obligation in full(plus any accrued interest thereon), the such Issuing Bank will shall promptly notify the Administrative Agent, and the Administrative Agent will shall promptly notify each BankLender, of such failure. If the Administrative Agent gives such notice prior to 12:00 noon, Charlotte time, on any Business Day, each Bank will Each Lender shall make available to the Administrative Agent, for the account of the applicable Issuing Bank, its Pro Rata Share of the amount Applicable Percentage of such payment on such Business Day in immediately available funds. If the Administrative Agent gives such notice after 12:00 noon, Charlotte time, on any Business Day, each such Bank shall make its Pro Rata Share of such amount available Reimbursement Obligation (plus interest thereon to the Administrative Agent Lender L/C Obligation Payment Date) on or before the next succeeding Business DayLender L/C Obligation Payment Date. If and to the extent any Bank Lender shall not have so made its Pro Rata Share Applicable Percentage of the amount of such payment available to the Administrative Agent, such Bank Lender agrees to pay to the Administrative Agent, for the account of the applicable Issuing Bank, forthwith on demand such amount, together with interest thereon at the Fed greater of the Federal Funds Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation for each day from such date the Lender L/C Obligation Payment Date until the date such amount is paid to the Administrative Agent. The failure of any Bank Lender to make available to the Administrative Agent its Pro Rata Share Applicable Percentage of any payment under any Letter of Credit shall not relieve any other Bank Lender of its obligation hereunder to make available to the Administrative Agent its Pro Rata Share Applicable Percentage of any payment under any Letter of Credit on the date required, as specified above, but no Bank Lender shall be responsible for the failure of any other Bank Lender to make available to the Administrative Agent such other BankLender’s Pro Rata Share Applicable Percentage of any such payment. Each such payment by a Bank Lender under this Section 3.05 3.5 of its Pro Rata Share Applicable Percentage of an amount paid by the an Issuing Bank shall constitute a Revolving Loan by such Bank Lender (the applicable Borrower being deemed to have given a timely Notice of Borrowing therefor) and shall be treated as such for all purposes of this Agreement; provided that that, for purposes of determining the aggregate Unutilized Revolving Credit Commitments immediately prior to giving effect to the application of the proceeds of such Revolving Loans, the Reimbursement Obligation being satisfied thereby shall be deemed not to be outstanding at such time. Each BankLender’s obligation to make Revolving Loans pursuant to this Section 3.05 3.5 shall be absolute and unconditional and shall not be affected by any circumstance whatsoever, including, without limitation, including the failure of the amount of such borrowing Borrowing of Revolving Loans to meet the any minimum borrowing Borrowing amount specified in Section 2.01(a2.2(b); provided, however, that each BankLender’s obligation to make Revolving Loans pursuant to this Section 3.05 3.5 is subject to the conditions set forth in Section 4.02 4.2 (other than delivery by any Borrower of a Notice of Borrowing).

Payment by Revolving Loans. In the event that the Issuing Bank Lender makes any payment under any Dollar Letter of Credit or Multicurrency Letter of Credit denominated in Dollars and the Borrower shall not have timely satisfied in full its Reimbursement Obligation to the Issuing Bank Lender pursuant to Section 3.042.19(d), and to the extent that any amounts then held in the Cash Collateral Account established pursuant to Section 3.08 2.19(i) shall be insufficient to satisfy such Reimbursement Obligation in full, the Issuing Bank Lender will promptly notify the Administrative Agent, and the Administrative Agent will promptly notify (i) each BankDollar Revolving Lender, with respect to any such Dollar Letter of Credit, or (ii) each Multicurrency Revolving Lender, with respect to any such Multicurrency Letter of Credit, of such failure. If the Administrative Agent gives such notice prior to 12:00 noon, Charlotte Charlotte, North Carolina time, on any Business Day, each Bank Dollar Revolving Lender or Multicurrency Revolving Lender, as applicable, will make available to the Administrative Agent, for the account of the Issuing BankLender, its Pro Rata Share pro rata share (based on the percentage of the aggregate Dollar Revolving Commitments represented by such Lender’s Dollar Revolving Commitment or the percentage of the aggregate Multicurrency Revolving Commitments represented by such Lender’s Multicurrency Revolving Commitment, as applicable) of the amount of such payment on such Business Day in immediately available funds. .If the Administrative Agent gives such notice after 12:00 noon, Charlotte Charlotte, North Carolina time, on any Business Day, each such Bank Revolving Lender shall make its Pro Rata Share pro rata share of such amount available to the Administrative Agent on the next succeeding Business Day. If and to the extent any Bank Revolving Lender shall not have so made its Pro Rata Share pro rata share of the amount of such payment available to the Administrative AgentAgent as set forth above, such Bank Revolving Lender agrees to pay to the Administrative Agent, for the account of the Issuing BankLender, forthwith on demand such amount, together with interest thereon at the Fed Federal Funds Rate for each day from such date until the date such amount is paid to the Administrative Agent. The failure of any Bank Revolving Lender to make available to the Administrative Agent its Pro Rata Share pro rata share of any payment under any Letter of Credit shall not relieve any other Bank Revolving Lender of its obligation hereunder to make available to the Administrative Agent its Pro Rata Share pro rata share of any payment under any Letter of Credit on the date required, as specified above, but no Bank Revolving Lender shall be responsible for the failure of any other Bank Revolving Lender to make available to the Administrative Agent such other BankRevolving Lender’s Pro Rata Share pro rata share of any such payment. Each such payment by a Bank Revolving Lender under this Section 3.05 2.19(e) of its Pro Rata Share pro rata share of an amount paid by the Issuing Bank Lender shall constitute a Dollar Revolving Loan or Multicurrency Revolving Loan, as applicable, by such Bank Revolving Lender (the Borrower being deemed to have given a timely Notice of Borrowing therefor) and shall be treated as such for all purposes of this Agreement; provided that for purposes of determining the aggregate Unutilized Dollar Revolving Credit Commitments or aggregate Unutilized Multicurrency Revolving Commitments, as applicable, immediately prior to giving effect to the application of the proceeds of such Revolving Loans, the applicable Reimbursement Obligation being satisfied thereby shall be deemed not to be outstanding at such time. Each BankRevolving Lender’s obligation to make Revolving Loans pursuant to this Section 3.05 2.19(e) shall be absolute and unconditional and shall not be affected by any circumstance whatsoever, including, without limitation, including the failure of the amount of such borrowing Borrowing of Revolving Loans to meet the minimum borrowing Borrowing amount specified in Section 2.01(a2.2(b); provided, however, that each BankRevolving Lender’s obligation to make Revolving Loans pursuant to this Section 3.05 2.19(e) is subject to the conditions set forth in Section 4.02 3.2 (other than delivery by the Borrower of a Notice of Borrowing).

Payment by Revolving Loans. In the event that the Issuing Bank Lender makes any payment under any Letter of Credit and the Borrower shall not have timely satisfied in full its Reimbursement Obligation to the Issuing Bank Lender pursuant to Section 3.043.4, and to the extent that any amounts then held in the Cash Collateral Account established pursuant to Section 3.08 3.8 shall be insufficient to satisfy such Reimbursement Obligation in full, the Issuing Bank Lender will promptly notify the Administrative Agent, and the Administrative Agent will promptly notify each BankRevolving Credit Lender, of such failure. If the Administrative Agent gives such notice prior to 12:00 noon, Charlotte time, on any Business Day, each Bank Revolving Credit Lender will make available to the Administrative Agent, for the account of the Issuing BankLender, its Pro Rata Share pro rata share (based on the percentage of the aggregate Revolving Credit Commitments represented by such Lender’s Revolving Credit Commitment) of the amount of such payment on such Business Day in immediately available funds. If the Administrative Agent gives such notice after 12:00 noon, Charlotte time, on any Business Day, each such Bank Revolving Credit Lender shall make its Pro Rata Share pro rata share of such amount available to the Administrative Agent on the next succeeding Business Day. If and to the extent any Bank Revolving Credit Lender shall not have so made its Pro Rata Share pro rata share of the amount of such payment available to the Administrative Agent, such Bank Lender agrees to pay to the Administrative Agent, for the account of the Issuing BankLender, forthwith on demand such amount, together with interest thereon at the Fed Federal Funds Rate for each day from such date until the date such amount is paid to the Administrative Agent. The failure of any Bank Revolving Credit Lender to make available to the Administrative Agent its Pro Rata Share pro rata share of any payment under any Letter of Credit shall not relieve any other Bank Revolving Credit Lender of its obligation hereunder to make available to the Administrative Agent its Pro Rata Share pro rata share of any payment under any Letter of Credit on the date required, as specified above, but no Bank Revolving Credit Lender shall be responsible for the failure of any other Bank Revolving Credit Lender to make available to the Administrative Agent such other BankRevolving Credit Lender’s Pro Rata Share pro rata share of any such payment. Each such payment by a Bank Revolving Credit Lender under this Section 3.05 3.5 of its Pro Rata Share pro rata share of an amount paid by the Issuing Bank Lender shall constitute a Revolving Loan by such Bank Revolving Credit Lender (the Borrower being deemed to have given a timely Notice of Borrowing therefor) and shall be treated as such for all purposes of this Agreement; provided that for purposes of determining the aggregate Unutilized Revolving Credit Commitments immediately prior to giving effect to the application of the proceeds of such Revolving Loans, the Reimbursement Obligation being satisfied thereby shall be deemed not to be outstanding at such time. Each BankRevolving Lender’s obligation to make Revolving Loans pursuant to this Section 3.05 3.5 shall be absolute and unconditional and shall not be affected by any circumstance whatsoever, including, without limitation, (i) the existence of any Default or Event of Default, (ii) the failure of the amount of such borrowing Borrowing of Revolving Loans to meet the minimum borrowing Borrowing amount specified in Section 2.01(a2.2(b); provided, however, that each Bank’s obligation to make Revolving Loans pursuant to this Section 3.05 is subject to or (iii) the failure of any conditions set forth in Section 4.02 (other than delivery by Borrower of a Notice of Borrowing)4.2 or elsewhere herein to be satisfied.

Payment by Revolving Loans. In the event that the Issuing Bank Lender makes -------------------------- any payment under any Letter of Credit and the Borrower shall not have timely satisfied in full its Reimbursement Obligation to the Issuing Bank Lender pursuant to Section 3.043.4, and to the extent that any amounts then held in the Cash Collateral Account established pursuant to Section 3.08 3.8 shall be insufficient to satisfy such Reimbursement Obligation in full, the Issuing Bank Lender will promptly notify the Administrative Agent, and the Administrative Agent will promptly notify each BankLender, of such failure. If the Administrative Agent gives such notice prior to 12:00 noon11:00 a.m., Charlotte time, on any Business Day, each Bank Lender will make available to the Administrative Agent, for the account of the Issuing BankLender, its Pro Rata Share pro rata share (based on the percentage of the aggregate Revolving Credit Commitments represented by such Lender's Revolving Credit Commitment) of the amount of such payment on such Business Day in immediately available funds. If the Administrative Agent gives such notice after 12:00 noon11:00 a.m., Charlotte time, on any Business Day, each such Bank Lender shall make its Pro Rata Share pro rata share of such amount available to the Administrative Agent on the next succeeding Business Day. If and to the extent any Bank Lender shall not have so made its Pro Rata Share pro rata share of the amount of such payment available to the Administrative Agent, such Bank Lender agrees to pay to the Administrative Agent, for the account of the Issuing BankLender, forthwith on demand such amount, together with interest thereon at the Fed Federal Funds Rate for each day from such date until the date such amount is paid to the Administrative Agent. The failure of any Bank Lender to make available to the Administrative Agent its Pro Rata Share pro rata share of any payment under any Letter of Credit shall not relieve any other Bank Lender of its obligation hereunder to make available to the Administrative Agent its Pro Rata Share pro rata share of any payment under any Letter of Credit on the date required, as specified above, but no Bank Lender shall be responsible for the failure of any other Bank Lender to make available to the Administrative Agent such other Bank’s Pro Rata Share Lender's pro rata share of any such payment. Each such payment by a Bank Lender under this Section 3.05 of its Pro Rata Share pro rata share of an amount paid by the Issuing Bank Lender shall constitute a Revolving Loan by such Bank Lender (the Borrower being deemed to have given a timely Notice of Borrowing therefor) and shall be treated as such for all purposes of this Agreement; provided that for purposes of -------- determining the aggregate Unutilized Revolving Credit Commitments immediately prior to giving effect to the application of the proceeds of such Revolving Loans, the Reimbursement Obligation being satisfied thereby shall be deemed not to be outstanding at such time. Each Bank’s obligation to make Revolving Loans pursuant to this Section 3.05 shall be absolute and unconditional and shall not be affected by any circumstance whatsoever, including, without limitation, the failure of the amount of such borrowing of Revolving Loans to meet the minimum borrowing amount specified in Section 2.01(a); provided, however, that each Bank’s obligation to make Revolving Loans pursuant to this Section 3.05 is subject to the conditions set forth in Section 4.02 (other than delivery by Borrower of a Notice of Borrowing).

Payment by Revolving Loans. In the event that the Issuing Bank Lender makes any payment under any Letter of Credit and the Borrower shall not have timely satisfied in full its Reimbursement Obligation to the Issuing Bank Lender pursuant to Section 3.043.4, and to the extent that any amounts then held in the Cash Collateral Account established pursuant to Section 3.08 3.8 shall be insufficient to satisfy such Reimbursement Obligation in full, the Issuing Bank Lender will promptly notify the Administrative Agent, and the Administrative Agent will promptly notify each BankRevolving Credit Lender, of such failure. If the Administrative Agent gives such notice prior to 12:00 noonnoon (Charlotte, Charlotte North Carolina time, ) on any Business Day, each Bank Revolving Credit Lender will make available to the Administrative Agent, for the account of the Issuing BankLender, its Pro Rata Share pro rata share (based on the percentage of the aggregate Revolving Credit Commitments represented by such Lender’s Revolving Credit Commitment) of the amount of such payment on such Business Day in immediately available funds. If the Administrative Agent gives such notice after 12:00 noonnoon (Charlotte, Charlotte North Carolina time, ) on any Business Day, each such Bank Revolving Credit Lender shall make its Pro Rata Share pro rata share of such amount available to the Administrative Agent on the next succeeding Business Day. If and to the extent any Bank Revolving Credit Lender shall not have so made its Pro Rata Share pro rata share of the amount of such payment available to the Administrative Agent, such Bank Lender agrees to pay to the Administrative Agent, for the account of the Issuing BankLender, forthwith on demand such amount, together with interest thereon at the Fed Federal Funds Rate for each day from such date until the date such amount is paid to the Administrative Agent. The failure of any Bank Revolving Credit Lender to make available to the Administrative Agent its Pro Rata Share pro rata share of any payment under any Letter of Credit shall not relieve any other Bank Revolving Credit Lender of its obligation hereunder to make available to the Administrative Agent its Pro Rata Share pro rata share of any payment under any Letter of Credit on the date required, as specified above, but no Bank Revolving Credit Lender shall be responsible for the failure of any other Bank Revolving Credit Lender to make available to the Administrative Agent such other BankRevolving Credit Lender’s Pro Rata Share pro rata share of any such payment. Each such payment by a Bank Revolving Credit Lender under this Section 3.05 3.5 of its Pro Rata Share pro rata share of an amount paid by the Issuing Bank Lender shall constitute a Revolving Loan by such Bank Revolving Credit Lender (the Borrower being deemed to have given a timely Notice of Borrowing therefor) and shall be treated as such for all purposes of this Agreement; provided that for purposes of determining the aggregate Unutilized Revolving Credit Commitments immediately prior to giving effect to the application of the proceeds of such Revolving Loans, the Reimbursement Obligation being satisfied thereby shall be deemed not to be outstanding at such time. Each Bank’s obligation to make Revolving Loans pursuant to this Section 3.05 shall be absolute and unconditional and shall not be affected by any circumstance whatsoever, including, without limitation, the failure of the amount of such borrowing of Revolving Loans to meet the minimum borrowing amount specified in Section 2.01(a); provided, however, that each Bank’s obligation to make Revolving Loans pursuant to this Section 3.05 is subject to the conditions set forth in Section 4.02 (other than delivery by Borrower of a Notice of Borrowing).