Common use of Procedure for Issuance of Letter of Credit Clause in Contracts

Procedure for Issuance of Letter of Credit. The Borrower may from time to time request that any Issuing Lender issue a Letter of Credit by delivering to such Issuing Lender at its address for notices specified herein an Application therefor (which shall (a) certify that the Aggregate Extensions of Credit, after giving effect to the issuance of the requested Letter of Credit, do not exceed the Borrowing Base reflected on the most recent Borrowing Base Certificate delivered to the Administrative Agent under Section 6.2(e) and (b) specify (i) the then applicable Excepted Secured Debt Amount and (ii) the Utilized Secured Debt Amount, both before and after giving effect to the issuance of the requested Letter of Credit), completed to the satisfaction of such Issuing Lender, and such other certificates, documents and other papers and information as such Issuing Lender may request. Upon receipt of any Application, the applicable Issuing Lender will process such Application and the certificates, documents and other papers and information delivered to it in connection therewith in accordance with its customary procedures and shall promptly issue the Letter of Credit requested thereby (but in no event shall such Issuing Lender be required to issue any Letter of Credit earlier than three Business Days after its receipt of the Application therefor and all such other certificates, documents and other papers and information relating thereto) by issuing the original of such Letter of Credit to the beneficiary thereof or as otherwise may be agreed to by such Issuing Lender and the Borrower. The applicable Issuing Lender shall furnish a copy of such Letter of Credit to the Borrower promptly following the issuance thereof. The Issuing Lender shall promptly furnish to the Administrative Agent, which shall in turn promptly furnish to the Lenders, notice of the issuance of each Letter of Credit (including the amount thereof).

Procedure for Issuance of Letter of Credit. (a) The Borrower Representative may from time to time on any Business Day occurring from (or, in the case of any Letter of Credit permitted to be issued on the Effective Date, prior to) the Effective Date until the Revolving Termination Date request that any an Issuing Lender issue a Letter of Credit by delivering to such the relevant Issuing Lender Lender, with a copy to the Administrative Agent, at its address for notices specified herein an Application therefor (which shall (a) certify that the Aggregate Extensions of Credit, after giving effect to the issuance of the requested Letter of Credit, do not exceed the Borrowing Base reflected on the most recent Borrowing Base Certificate delivered to the Administrative Agent under Section 6.2(e) and (b) specify (i) the then applicable Excepted Secured Debt Amount and (ii) the Utilized Secured Debt Amount, both before and after giving effect to the issuance of the requested Letter of Credit)therefor, completed to the satisfaction of such Issuing Lender, and such other certificates, documents and other papers and information as such the Issuing Lender may request. Upon Promptly upon receipt of any Application, such Issuing Lender will confirm with the Administrative Agent that the Administrative Agent has received a copy of the Application, and if not, will furnish the Administrative Agent with a copy thereof. Unless such Issuing Lender has received written notice from the Administrative Agent or the Borrower Representative at least two (2) Business Days prior to the requested date of issuance, or one (1) Business Day prior to the requested date of amendment, as appropriate, of the applicable Letter of Credit, that one or more of the conditions contained in Section 5 shall not then be satisfied, then, subject to the terms and conditions hereof, such Issuing Lender will process such Application and the certificates, documents and other papers and information delivered to it in connection therewith in accordance with its customary procedures and shall promptly issue the Letter of Credit requested thereby (but in no event shall such any Issuing Lender be required to issue any Letter of Credit (a) earlier than (i) three (3) Business Days after Days, in the case of standby Letters of Credit or similar agreements or (ii) to the extent an Issuing Lender agrees to issue bank guarantees or commercial Letters of Credit, or similar agreements, such period of time as is acceptable to such Issuing Lender, or (b) later than ten (10) Business Days, (or in each case such shorter period as may be agreed to by the applicable Issuing Lender in any particular instance) after, its receipt of the Application therefor and all such other certificates, documents and other papers and information relating thereto) by issuing the original of such Letter of Credit to the beneficiary thereof or as otherwise may be agreed to by such the applicable Issuing Lender and the BorrowerBorrower Representative. The applicable Issuing Lender shall furnish a copy of such Letter of Credit to the Borrower Representative and the Administrative Agent promptly following the issuance thereof. The Issuing Lender Administrative Agent shall promptly furnish to the Administrative Agent, which shall in turn promptly furnish to the Revolving Lenders, notice of the issuance of each Letter of Credit (including the amount thereof).

Procedure for Issuance of Letter of Credit. (i) The Borrower Representative may from time to time on any Business Day occurring from (or, in the case of any Letter of Credit permitted to be issued on the Closing Date, prior to) the Closing Date until the Revolving Termination Date request that any an Issuing Lender issue a Letter of Credit by delivering to such the relevant Issuing Lender Lender, with a copy to the Administrative Agent, at its address for notices specified herein an Application therefor (which shall (a) certify that the Aggregate Extensions of Credit, after giving effect to the issuance of the requested Letter of Credit, do not exceed the Borrowing Base reflected on the most recent Borrowing Base Certificate delivered to the Administrative Agent under Section 6.2(e) and (b) specify (i) the then applicable Excepted Secured Debt Amount and (ii) the Utilized Secured Debt Amount, both before and after giving effect to the issuance of the requested Letter of Credit)therefor, completed to the satisfaction of such Issuing Lender, and such other certificates, documents and other papers and information as such Issuing Lender may request. Upon Promptly upon receipt of any Application, the relevant Issuing Lender will confirm with the Administrative Agent that the Administrative Agent has received a copy of the Application, and if not, will furnish the Administrative Agent with a copy thereof. Unless such Issuing Lender has received written notice from the Administrative Agent or the Borrower Representative, at least two Business Days prior to the requested date of issuance, or one Business Day prior to the requested date of amendment, as appropriate, of the applicable Letter of Credit, that one or more of the conditions contained in Section 5 shall not then be satisfied, then, subject to the terms and conditions hereof, such Issuing Lender will process such Application and the certificates, documents and other papers and information delivered to it in connection therewith in accordance with its customary procedures and shall promptly issue the Letter of Credit requested thereby (but in no event shall such any Issuing Lender be required to issue any Letter of Credit (a) earlier than three (i) five Business Days, in the case of standby Letters of Credit or similar agreements or (ii) to the extent an Issuing Lender agrees to issue bank guarantees or commercial Letters of Credit, or similar agreements, such period of time as is acceptable to such Issuing Lender, or (b) later than 10 Business Days after (or in each case such shorter period as may be agreed to by an Issuing Lender in any particular instance) after, its receipt of the Application therefor and all such other certificates, documents and other papers and information relating thereto) by issuing the original of such Letter of Credit to the beneficiary thereof or as otherwise may be agreed to by such the Issuing Lender Lenders and the BorrowerBorrower Representative. The applicable Each Issuing Lender shall furnish a copy of such Letter of Credit to the Borrower Representative and the Administrative Agent promptly following the issuance thereof. The Issuing Lender Administrative Agent shall promptly furnish to the Administrative Agent, which shall in turn promptly furnish to the Lenders, Revolving Lenders notice of the issuance of each Letter of Credit (including the amount thereof).

Procedure for Issuance of Letter of Credit. The Borrower may from time (a) Subject to time request that any Issuing Lender issue a the terms and conditions hereof, each Letter of Credit shall be issued (or the stated maturity thereof extended or terms thereof modified or amended) on not less than two Business Days' prior notice thereof waivable by delivering the Administrative Agent by delivery to such Issuing Lender at its the address for notices specified herein set forth in Section 9.2 of an Application therefor (which shall (a) certify that the Aggregate Extensions of Credit, after giving effect to the issuance of the requested Letter of Credit, do not exceed the Borrowing Base reflected on the most recent Borrowing Base Certificate delivered for Issuance to the Administrative Agent under Section 6.2(e(which shall promptly distribute copies thereof to the Tranche A Lenders or Tranche B Lenders, whichever is applicable) and (b) the Issuing Bank. Each Application for Issuance shall specify (i) the then applicable Excepted Secured Debt Amount and date (iiwhich shall be a Business Day) the Utilized Secured Debt Amount, both before and after giving effect to the of issuance of the requested Letter of Credit), completed to the satisfaction of such Issuing Lender, and such other certificates, documents and other papers and information as such Issuing Lender may request. Upon receipt of any Application, the applicable Issuing Lender will process such Application and the certificates, documents and other papers and information delivered to it in connection therewith in accordance with its customary procedures and shall promptly issue the Letter of Credit requested thereby (but in no event shall such Issuing Lender be required to issue any Letter of Credit earlier than three Business Days after its receipt of the Application therefor and all such other certificates, documents and other papers and information relating thereto) by issuing the original of such Letter of Credit to (or the date of effectiveness of such extension, modification or amendment) and the stated expiry date thereof, (ii) the proposed stated amount of such Letter of Credit, (iii) the name and address of the beneficiary thereof or as otherwise may be agreed to by such Issuing Lender and the Borrower. The applicable Issuing Lender shall furnish a copy of such Letter of Credit and (iv) a statement of drawing conditions applicable to such Letter of Credit, and if such Application for Issuance relates to an amendment or modification of a Letter of Credit, it shall be accompanied by the consent of the beneficiary of the Letter of Credit thereto. Each Application for Issuance shall be irrevocable unless modified or rescinded by the Borrower not less than one day prior to the proposed date of issuance (or effectiveness) specified therein. Not later than 12:00 noon (New York City time) on the proposed date of issuance (or effectiveness) specified in such Application for Issuance, and upon fulfillment of the applicable conditions precedent and the other requirements set forth herein, the Issuing Bank shall issue (or extend, amend or modify) such Letter of Credit and provide notice and a copy thereof to the Borrower promptly following the issuance thereof. The Issuing Lender shall promptly furnish to and the Administrative Agent, which shall in turn promptly furnish copies thereof to the Tranche A Lenders or Tranche B Lenders, notice of the issuance of each Letter of Credit (including the amount thereof)whichever is applicable.

Procedure for Issuance of Letter of Credit. The Borrower may from time to time request that any the Issuing Lender issue a Letter of Credit by delivering to such the Issuing Lender at its address for notices specified herein an Application therefor (which shall (a) certify that the Aggregate Extensions of Credit, after giving effect to the issuance of the requested Letter of Credit, do not exceed the Borrowing Base reflected on the most recent Borrowing Base Certificate delivered to the Administrative Agent under Section 6.2(e) and (b) specify (i) the then applicable Excepted Secured Debt Amount and (ii) the Utilized Secured Debt Amount, both before and after giving effect to the issuance of the requested Letter of Creditincluding by telecopy), completed to the satisfaction of such the Issuing Lender, and such other certificates, documents and other papers and information as such the Issuing Lender may requestrequest at least three Business Days before the date on which the Borrower desires the Issuing Lender to issue such Letter of Credit. Upon receipt of any Application, the applicable Issuing Lender will notify the Administrative Agent of the amount, the beneficiary and the requested expiration of the requested Letter of Credit, and upon receipt of confirmation from the Administrative Agent that after giving effect to the requested issuance, the (i) Total Revolving Extensions of Credit would not exceed the (A) Senior Debt Limit at such time or (B) Borrowing Base then in effect, (ii) Available Revolving Commitments of the Lenders would not be less than zero and (iii) if (x) such issuance is requested on or after the Extension Date and (y) the Outstanding 7-7/8% Note Amount is greater than $10,000,000 at such time, the Outstanding 7-7/8% Note Amount shall not exceed the lesser of the Available Revolving Commitments of the Lenders and the Unused Borrowing Base, the Issuing Lender will process such Application and the certificates, documents and other papers and information delivered to it in connection therewith in accordance with its customary procedures and shall promptly issue the Letter of Credit requested thereby (but in no event shall such the Issuing Lender be required to issue any Letter of Credit earlier than three Business Days after its receipt of the Application therefor and all such other certificates, documents and other papers and information relating thereto) by issuing the original of such Letter of Credit to the beneficiary thereof or as otherwise may be agreed to by such Issuing Lender and the Borrower. The applicable Issuing Lender shall furnish a copy of such Letter of Credit to the Borrower promptly following the issuance thereof. The Issuing Lender shall promptly furnish to the Administrative Agent, which shall in turn promptly furnish to the Lenders, notice of the issuance of each Letter of Credit (including the amount thereof).therefor

Procedure for Issuance of Letter of Credit. The Borrower may from time (a) Subject to time request that any Issuing Lender issue a the terms and conditions hereof, each Letter of Credit shall be issued (or the stated maturity thereof extended or terms thereof modified or amended) on not less than two Business Days' prior notice thereof waivable by delivering the Administrative Agent by delivery to such Issuing Lender at its the address for notices specified herein set forth in Section 10.2 of an Application therefor (which shall (a) certify that the Aggregate Extensions of Credit, after giving effect to the issuance of the requested Letter of Credit, do not exceed the Borrowing Base reflected on the most recent Borrowing Base Certificate delivered for Issuance to the Administrative Agent under Section 6.2(e(which shall promptly distribute copies thereof to the Lenders) and (b) the Issuing Bank. Each Application for Issuance shall specify (i) the then applicable Excepted Secured Debt Amount and date (iiwhich shall be a Business Day) the Utilized Secured Debt Amount, both before and after giving effect to the of issuance of the requested Letter of Credit), completed to the satisfaction of such Issuing Lender, and such other certificates, documents and other papers and information as such Issuing Lender may request. Upon receipt of any Application, the applicable Issuing Lender will process such Application and the certificates, documents and other papers and information delivered to it in connection therewith in accordance with its customary procedures and shall promptly issue the Letter of Credit requested thereby (but in no event shall such Issuing Lender be required to issue any Letter of Credit earlier than three Business Days after its receipt of the Application therefor and all such other certificates, documents and other papers and information relating thereto) by issuing the original of such Letter of Credit to (or the date of effectiveness of such extension, modification or amendment) and the stated expiry date thereof, (ii) the proposed stated amount of such Letter of Credit, (iii) the name and address of the beneficiary thereof or as otherwise may be agreed to by such Issuing Lender and the Borrower. The applicable Issuing Lender shall furnish a copy of such Letter of Credit and (iv) a statement of drawing conditions applicable to such Letter of Credit, and if such Application for Issuance relates to an amendment or modification of a Letter of Credit, it shall be accompanied by the consent of the beneficiary of the Letter of Credit thereto. Each Application for Issuance shall be irrevocable unless modified or rescinded by the Borrower not less than one day prior to the proposed date of issuance (or effectiveness) specified therein. Not later than 12:00 noon (New York City time) on the proposed date of issuance (or effectiveness) specified in such Application for Issuance, and upon fulfillment of the applicable conditions precedent and the other requirements set forth herein, the Issuing Bank shall issue (or extend, amend or modify) such Letter of Credit and provide notice and a copy thereof to the Borrower promptly following the issuance thereof. The Issuing Lender shall promptly furnish to and the Administrative Agent, which shall in turn promptly furnish copies thereof to the Lenders, notice of the issuance of each Letter of Credit (including the amount thereof).

Procedure for Issuance of Letter of Credit. (a) The Borrower Representative may from time to time on any Business Day occurring from (or, in the case of any Letter of Credit permitted to be issued on the Effective Date, prior to) the Effective Date until the Revolving Termination Date request that any an Issuing Lender issue a Letter of Credit by delivering to such the relevant Issuing Lender Lender, with a copy to the Administrative Agent, at its address for notices specified herein an Application therefor (which shall (a) certify that the Aggregate Extensions of Credit, after giving effect to the issuance of the requested Letter of Credit, do not exceed the Borrowing Base reflected on the most recent Borrowing Base Certificate delivered to the Administrative Agent under Section 6.2(e) and (b) specify (i) the then applicable Excepted Secured Debt Amount and (ii) the Utilized Secured Debt Amount, both before and after giving effect to the issuance of the requested Letter of Credit)therefor, completed to the satisfaction of such Issuing Lender, and such other certificates, documents and other papers and information as such the Issuing Lender may request. Upon Promptly upon receipt of any Application, such Issuing Lender will confirm with the Administrative Agent that the Administrative Agent has received a copy of the Application, and if not, will furnish the Administrative Agent with a copy thereof. Unless such Issuing Lender has received written notice from the Administrative Agent or the Borrower Representative at least two (2) Business Days prior to the requested date of issuance, or one (1) Business Day prior to the requested date of amendment, as appropriate, of the applicable Letter of Credit, that one or more of the conditions contained in Section 5 shall not then be satisfied, then, subject to the terms and conditions hereof, such Issuing Lender will process such Application and the certificates, documents and other papers and information delivered to it in -118- 13452822.12 |US-DOCS\87149920.12138026742.9|| 27955694.v2 connection therewith in accordance with its customary procedures and shall promptly issue the Letter of Credit requested thereby (but in no event shall such any Issuing Lender be required to issue any Letter of Credit (a) earlier than (i) three (3) Business Days after Days, in the case of standby Letters of Credit or similar agreements or (ii) to the extent an Issuing Lender agrees to issue bank guarantees or commercial Letters of Credit, or similar agreements, such period of time as is acceptable to such Issuing Lender, or (b) later than ten (10) Business Days, (or in each case such shorter period as may be agreed to by the applicable Issuing Lender in any particular instance) after, its receipt of the Application therefor and all such other certificates, documents and other papers and information relating thereto) by issuing the original of such Letter of Credit to the beneficiary thereof or as otherwise may be agreed to by such the applicable Issuing Lender and the BorrowerBorrower Representative. The applicable Issuing Lender shall furnish a copy of such Letter of Credit to the Borrower Representative and the Administrative Agent promptly following the issuance thereof. The Issuing Lender Administrative Agent shall promptly furnish to the Administrative Agent, which shall in turn promptly furnish to the Revolving Lenders, notice of the issuance of each Letter of Credit (including the amount thereof).

Procedure for Issuance of Letter of Credit. The Borrower may from time (a) Subject to time request that any Issuing Lender issue a the terms and conditions hereof, each Letter of Credit shall be issued (or the stated maturity thereof extended or terms thereof modified or amended) on not less than two Business Days’ prior notice thereof waivable by delivering the Administrative Agent by delivery to such Issuing Lender at its the address for notices specified herein set forth in Section 9.2 of an Application therefor (which shall (a) certify that the Aggregate Extensions of Credit, after giving effect to the issuance of the requested Letter of Credit, do not exceed the Borrowing Base reflected on the most recent Borrowing Base Certificate delivered for Issuance to the Administrative Agent under Section 6.2(e(which shall promptly distribute copies thereof to the Tranche A Lenders or Tranche B Lenders, whichever is applicable) and (b) the Issuing Bank. Each Application for Issuance shall specify (i) the then applicable Excepted Secured Debt Amount and date (iiwhich shall be a Business Day) the Utilized Secured Debt Amount, both before and after giving effect to the of issuance of the requested Letter of Credit), completed to the satisfaction of such Issuing Lender, and such other certificates, documents and other papers and information as such Issuing Lender may request. Upon receipt of any Application, the applicable Issuing Lender will process such Application and the certificates, documents and other papers and information delivered to it in connection therewith in accordance with its customary procedures and shall promptly issue the Letter of Credit requested thereby (but in no event shall such Issuing Lender be required to issue any Letter of Credit earlier than three Business Days after its receipt of the Application therefor and all such other certificates, documents and other papers and information relating thereto) by issuing the original of such Letter of Credit to (or the date of effectiveness of such extension, modification or amendment) and the stated expiry date thereof, (ii) the proposed stated amount of such Letter of Credit, (iii) the name and address of the beneficiary thereof or as otherwise may be agreed to by such Issuing Lender and the Borrower. The applicable Issuing Lender shall furnish a copy of such Letter of Credit and (iv) a statement of drawing conditions applicable to such Letter of Credit, and if such Application for Issuance relates to an amendment or modification of a Letter of Credit, it shall be accompanied by the consent of the beneficiary of the Letter of Credit thereto. Each Application for Issuance shall be irrevocable unless modified or rescinded by the Borrower not less than one day prior to the proposed date of issuance (or effectiveness) specified therein. Not later than 12:00 noon (New York City time) on the proposed date of issuance (or effectiveness) specified in such Application for Issuance, and upon fulfillment of the applicable conditions precedent and the other requirements set forth herein, the Issuing Bank shall issue (or extend, amend or modify) such Letter of Credit and provide notice and a copy thereof to the Borrower promptly following the issuance thereof. The Issuing Lender shall promptly furnish to and the Administrative Agent, which shall in turn promptly furnish copies thereof to the Tranche A Lenders or Tranche B Lenders, notice of the issuance of each Letter of Credit (including the amount thereof)whichever is applicable.